Fallout: Equestria, Hivemind

by CoffeeRings

First published

Life is not easy when ones mind is not ones own

A changeling wanders the badlands of Equestria, scavenging what it can and living from one meal to the next. But when some food becomes something more, life becomes more complicated, and perhaps more meaningful

Featured? FEATURED!!

This fanfiction is based on Fallout Equestria by Kkat; a familiarity with the source material may aid your understanding.
You can read Fallout Equestria by Kkat

Due to art and concept theft I have also started a FoE Hivemind tumblr! heck, you can always ask Hero or Misty some questions. They wont be arted to often (they are typing out their replies on their pipbucks.. )
Edited by the amazing De-Writer and FireStorm020 I owe you guys so much more than I can ever repay

Cover page link for EQD


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They say that war, war never changes, and that is true.

For a given value of true.

It is true that war has led us here. Or rather, our hatred and tears has. It has reduced the most intelligent and inspirational ponies to mindless monsters. And has taken the small and weak to nothingness.

Great minds wrapped in chains of slavery. Cowardice and avarice become virtues of freedom. Lives full of promise ended with a single bullet, while others with no promise force themselves into power at the expense of all.

In the wastelands, herds of brain dead feral ghouls roam and consume anypony they cross, raiders steal and destroy, irradiated mutated beasts feast on the unprepared, and small empires spring from the death of the empire before them.

And yet we hope. We pray to whomever may listen that we may survive, and we fight and we die.

And sometimes, just sometimes, hope finds us.

The mindless, the slave, the dead, and the living. The cruel and the kind, the natural and the artificial. They come together. And perhaps, just perhaps, out of the evil, something good will happen.

For a given value of good.


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This fanfiction is based on Fallout Equestria by Kkat;

You can read Fallout Equestria by Kkat on Equestria Daily


“Use it up, wear it out, make it do, or do without”

Smoke drifted lazily through the ruined room. What once could have been a fillies bedroom had now been turned, by centuries of neglect and at least one brief violent firefight, into a dark and ruined tomb.

A carapace covered snout sniffed at one of the victims of a very recent raid laying in a pool of his own blood. Bullet wounds were still bleeding and his chest rattled with every breath. The pony’s green eye twitched slightly and widened in fear at the sight of the insect like visage standing over it. The dying pegasus only had time for a quick squeak as a fanged mouth opened wide, and with a crunch of splintering spinal bone, snapped shut.

A changeling chewed, swallowed, and lowered its head again to feed.

After nosing around the debris of the battle and finding nothing of use, the changeling searched the wrecked room, turning over larger bits of debris, but found nothing worth taking. The changeling didn't usually find much, but the corpses did provide some sustenance to keep it alive. Belly filled with fresh meat, the changeling left through a hole blasted in the wall.

Once outside, the changeling looked carefully in all directions, paying great attention to any debris or brush large enough to conceal a pony. Satisfied with its safety, it made its way to a carriage sized rock, under which it had hidden its belongings. Wiping off the gore of its recent meal, the changeling put on a tan shirt, making sure that none of its carapace caught or tore the fabric. Being able to use telekinesis would have been preferable, but it did not have the energy to use it, nor had it had the chance to get any emotional energy to fuel its magic for longer than it cared to admit. That also meant that it was stuck in its natural form. It smoothed the old and strange unit patches of a deep blue crescent under an equally blue star. Replacing its saddle bags and snugging the straps securely, the changeling ghosted silently to the next bit of cover, and from there to the next.

This is a true story. I know because I was there. Well, I was there for part of it, so I don't know everything that happened. I managed to piece together the parts I missed out on by talking to the others, and, I must admit, some educated guesswork. So forgive an old pony if somethings I share are not... perfectly true.

Laughter erupted from an old bomb crater. Around a roaring bonfire several raiders were drinking heavily.

“Hey Darlin’, don’t you worry none!”, a rust red stallion turned a drunken, leering face towards a pale blue unicorn mare, trussed up beside the dissected body of an earth pony stallion . Lifting one of the legs of the bloodied corpse, he flexed it where no joint should be. “We all gonna have fun wif you like we did yer boyfriend.”

A smaller lime green mare purred into the stallions ear “Mmmm you do love to have fun with them dontcha, and you know what that does to me!”

The other raiders laughed crudely, while vying to drink the most of their vile brew. More comments flowed between the raider ponies about how they would enjoy the captured unicorn, becoming more and more violent and crass.

The tied up blue mare could only whimper, her muzzle bound by ropes as tightly as her legs, and her horn clamped by a magic inhibitor.

“Hey! Catch!” A leather clad grey stallion threw a bright red, apple shaped grenade to his friends.

“You crazy bastard!”, laughed a drunken magenta earth pony as she caught it in her teeth. With a flick of her head she tossed it to another pony. Laughter filled the camp as they played catch, using their mouths and magic to keep the explosive in the air. Unnoticed, a small brown stem fell from the grenade.

“Hey! I gotta idea!” the green unicorn mare held the grenade in her front hooves as she turned with an evil sneer to their bound captive, “Once we finish playing with ‘er why don't we stick this up her-”

After the explosion there was only silence.

JACKPOT! Faintly glowing blue eyes peeked over the wall of the crater at the mess. Whatever happened here left plenty of pickings, both food and supplies. The changeling made it’s way down the crater wall avoiding the limbs and parts of the ponies that had suffered violent and terminal explosive dismemberment.

No emotion showed on its dark face as it saw bags full of various food and equipment, however a small part of its mind was very pleased. Never in its time in the badlands had it seen such a haul! Now to sort through this bounty and work out what to carry and what to leave behind.

The changeling scraped a patch of earth clear of blood soaked soil and debris. Then it opened the various saddlebags and tipped them out into the cleared spot. A handgun and some bullets that might fit inside it, a few magazines for a rifle (now where would the weapon itself be?), some food and a couple canteens of water.

The changeling’s eyes widened slightly at what it found under one of the bags. Two unopened bottles of Sparkle Cola! The changeling licked its lips at a dim memory of that one time, so long ago, when it had found some in the bottom of a thrown out bottle. It was definitely going to be keeping them. Some red, apple like things that exploded when the changeling had seen them thrown.

Ok, they might be useful. And then some bottle caps. Why were they carrying around bottle caps? Shrugging, the changeling started putting some of the haul into its own bags.

Then it turned its attention to the corpses. Whatever happened to them, it was fast and gruesome. Moving forward, the changeling suddenly felt a squelchy sensation. Grimacing in disgust the bug-like pony saw that it had stepped in some poor pony’s intestines that were strewn on the ground. Oh well, as long as it didn’t get any in its holes.

The changeling’s search of the bodies led it to a pony that seemed to be in one piece. It looked hopefully at the intact blue unicorn, wondering if it had anything useful on it besides the ropes restraining her legs. The changeling knew it would be easier to search if it could move the body around so it hooked a sabre fang into a knot and started to untie the ropes. After some time, it finally had two ropes coiled beside itself, and an unmoving unicorn before it. Sitting back down it pondered over the weird metal thing wrapped around one of the unicorn’s front legs. It leaned foward to take a closer look at it.

There was a sudden blur of blue and a blast of pain, and the ground seemed to rise up to meet the changeling. It looked up from where it lay, dazed, rubbing a very sore jaw and catching a hoof notch on a newly broken sabre fang.

The changeling heard a scrabbling sound beside it, and turned its head to see what was happening. Its eyes found a very scared and very alive pale blue unicorn holding the handgun in her mouth pointing its shaking barrel right at the head of the changeling.

“whrff arrff youfff?”

The changeling lay still as the pony tried to speak with the sidearm in her mouth

“Ive shaif, whrff arrff youff?”

The changeling remained lying there, watching the waving barrel.

The blue unicorn grunted, and used its front hooves to try to remove the techno-magical inhibitor clamp from its horn. The changeling watched as the unicorn’s hooves slipped time and again over the device. The changeling opened its mouth and spat. A wad of green goop flew out and splattered against the inhibitor. The mare gasped and the gun fell to the ground.

There was a loud bang as the weapon went off, the bullet lodging itself into the carapace of the changeling’s belly, who squealed shrilly. The inhibitor sparked as the green goop short-circuited its spell blocking wards, then clicked open and fell from the unicorn’s horn.

Neither of the two moved. They just watched each other. Blood started to flow from the thin, cracked carapace on the changeling’s belly, and a light blue glow surrounded the unicorn’s horn as she tentatively regained the gun, keeping it pointed at the changeling.

“I said,” repeated the mare “What are you?”

The changeling only whimpered slightly, the bullet wound stinging.

The mare’s eye looked over the black figure laying in the dirt before her, her training and experience leading her to assess the changeling’s threat, and also its well-being.
As her gaze ran down the changeling, she let out an audible sigh as she noticed where her misfired bullet had hit the changeling. Still not fully trusting the creature before her, she laid her weapon down within easy reach and prepared to treat the wound. “Um -- sorry,” she muttered as she dug around trying to find a rag. Then with her magic she started applying pressure to where the blood oozed out of the shell. “I don’t often shoot ponies... or whatever you are,” she sniffed as the changeling lifted its head to keep a wary eye on her, “and you probably don’t understand a word I’m saying.”

The changeling grunted softly as the unicorn poured some water from a canteen on the wound washing away the blood and dirt. A blue aura of magic surrounded the bullet still lodged in the chitin. “This might hurt a little,” she said in a reassuring voice. As far as the changeling was concerned, that was totally relative. As the unicorn removed the projectile the changeling gave a high pitched squeal.

After the unicorn’s ears stopped ringing, she looked at the changeling’s wound and dabbed at the new blood coming from the hole. She continued speaking in a quiet voice. “Really I guess I shouldn’t have hit you, and I, uh,“ she sighed, “sorry for getting you shot too. You did untie me... and you did get rid of the magic inhibitor.” She paused, then looked sideways at her patient “ I guess that makes you a hero, or something.” Her voice betrayed grudging gratitude. Silence returned again as the changeling turned its head away.

After a few minutes of silence, a buzzing feminine voice came from the lips of the changeling

“We are Hero?”

Some distance from the crater, two purple eyes gleamed as they watched the changeling and the pony. With flash of light, the eyes vanished.

Raiders of the Lost

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“A sucking chest wound is nature’s way to tell you to stay out of a firefight”

“Keep your fucking head down, Private!”

The stuttering roar of a fully automatic weapon filled the dry air as another unseen raider sprayed burning lead toward the cowering ponies.

“What do they want?” Screamed the terrified Misty La-Moon, her pale blue coat and camouflaged fatigues peppered with red dust thrown up from bullets striking the dead ground.

“Us probably,” Growled one of the other three ponies with her. She watched as he gritted his teeth, then took a small handgun in his mouth he peeked his head over the edge of the broken wall they were taking cover behind. The magnum fired as he tried to hit the unseen enemy.

Misty’s own gun was held in her magic. She remembered the Commandant Overmare’s briefing before she left the stable a week ago, urging them to use care, and that there were monsters out there. Misty never expected that ponies were those monsters.

She crawled to the edge of the wall, feeling every stone digging into her belly. Peeking around the side she narrowed her eyes against the glare of the sun. A stray bullet struck the masonry above her head making her wince as stone shards pricked her scalp. Taking a deep breath she concentrated down the iron sights of her weapon waiting for an enemy to come into view. The voice of her firearms instructor whispered in her mind, “Breath. Don't lose focus, don't forget your surroundings. Don't spray and pray.”

A figure appeared in the dust whipped up by the warm desert wind. A battle saddle laden with an assault rifle was slung across his broad back. Misty recalled her training. She placed the figure in her iron sights, exhaled, relaxed, and fired.
The raider shied sideward as the bullet plowed into the earth beside him, then snorted and turned to where he had seen the muzzle flash. A humorless grin split his features as his rifle opened fire. The storm of burning metal drove Misty to the ground behind the wall.

“You have your S.A.T.S, so use it!” a red stallion barked at her. Misty gulped remembering the nauseous feeling she got after using it in training. Poking her head around the wall again she saw the raider had advanced. Tapping her pipbuck quickly she brought up the Stable-tech Arcane Targeting Spell. There was a stomach turning lurch, and Misty’s universe came to a standstill.

The arcano-tech spell turned the world into hues of night-vision green while data flashed up before her eyes, locking the target before her, showing the odds of hitting different parts of the raider’s body. Thinking quickly she assigned 2 shots, one to the center of mass and one to the head before the first part of the spell expired. The green glow faded and the world restarted as her body and mind returned to real-time. The second part of the spell kicked in and she felt her own telekinetic spell being altered slightly as the pipbuck took magical control. Her weapon fired twice.

The first shot missed the intended target of the chest but grazed the enemy’s foreleg. The second shot found its mark. The raider stopped and looked puzzled as one eye suddenly turned into a gaping hole while the back of his skull became flying shrapnel. There was a slight pause, then the pony dropped lifeless into the dirt.

Misty’s stomach rebelled and her breakfast splattered on the ground.
“Fuck,” muttered Misty as she wiped her mouth on her foreleg “I hate S.A.T.S.”

A yellow unicorn mare with a broken target cutie mark came up beside her with a sniper rifle. Placing it on the top of the wall, the unicorn leaned into the stock and concentrated down the scope
“Target!” the mare yelled.

Misty peeked around the corner but could only see other flashes of the raiders weapons through the swirling dust. Unable to discern anything useful she turned back to the sniper.
As she opened her mouth to answer, the snipers head exploded in a shower of brain and bone. The lifeless body fell with a sickening splatter on the dry heaving Misty.

Squealing she pushed the corpse off. No matter how much training she received at her militaristic home Stable, actual combat was far different from all the drills and simulations she had endured. All of her training was as a battle medic! She cursed her special talent and her crossed scalpel and wand cutie mark.

The thundering sound of hooves filled the air as the raiders broke their cover charging at the defenders. “Prepare for hoof to hoof!” yelled the older grey stallion.

Misty braced herself for the hell she knew was coming, the earth-shaking thunder of hooves and the chattering of weapons fire growing ever louder. The shouts of the charging ponies sent chills of panic down her spine. A red orb flew over the wall and landed several feet away.
“GRENADE!” The grey pony leapt upon it just as it detonated. Red hot shards of metal ripped his belly apart showering the area with shredded flesh. Misty felt the blast wave slam into her like a hammer blow and sent her tumbling across the earth.

On the other side, the red stallion's body smashed against the wall and fell lifelessly to the ground. Misty’s ears rang from blast and her world seemed to sway as she tried to crawl towards her companion. She cried out to him, but the ringing in her ears was so loud that she couldn't even hear her own voice. Her mouth dripped blood as she finally collapsed a few feet from his still form.

Looking up she saw a rough-looking green unicorn mare wearing a bandana over her muzzle. The mare was holding a large handgun in her own magical field, pointing it at Misty’s head. She pulled down the bandana and ran her eyes lustily over Misty's flank and up her body. With a sneering grin she licked her lips as a huge leather clad stallion came up and stood over Misty. The green unicorn winked at the stallion and said something to him. The ringing in Misty’s ears obscured everything the green unicorn said. The Stallion looked down at Misty, and seemed to chuckle. Then he lifted his huge foreleg over Misty’s head.

Misty opened her mouth to scream.

The warm, early morning breeze ruffled the silvery mane of the blue unicorn that lay just inside the lip of an old blast crater. Her limbs twitched and she whimpered faintly as images of horror and death filled her dreams. The near silence was suddenly broken by a screaming gasp. Misty’s eyes flew open and her body bolted upright. Heart pounding hard, she tossed her head, eyes frantically seeking those who were trying to kill her. She was alone.

Seeing nothing threatening, she slowly made herself stand on her shaking hooves and looked around more carefully, her mind slowly piecing together what happened. The attack, being held captive, followed by black skin, sharp teeth and featureless blue eyes.
Then the full force of the prior day crashed into her mind, and Misty blacked out again.

Hero, as the changeling had started to call herself, thanks to that strange blue pony, did not often get the luxury of thoughts. Right now, as she cleaned up the area, her mind was full of them.

One thing that Hero was working on was the strange sensation she got from the blue pony when she was pulling the bullet out. It wasn't love, but it was an emotion. An emotion that Hero could and did feed from.

Another thought that was making its way through the brain of the changeling drone was what to do next? She could leave and try to find another battle to scavenge from, like she had always done, or she could stay with the mare and feed on those nice emotions; quite a novel idea.

While she tried to sort out these new thoughts, Hero kept herself busy, and keeping things clean was a typical behaviour for a changeling. For Hero it was also something that made her feel comfortable, and gave her what could be considered a sense of pride. She also used the time to see what else could be useful.

One thing she found was a strange object on the foreleg of the dead red stallion. It looked like the thing that the blue unicorn was wearing. Hero sniffed it, then tapped on it. It didn’t seem dangerous, so she decided to try it on. It opened easily from the dead pony’s forelimb, but when she wrapped it around her left foreleg it clamped itself shut.

As soon as the clamp locked the green screen lit up. Hero watched entranced as bright lines of text appeared on the darker background of the screen. She had no idea what they were, but the motion and patterns they made were fun to watch. The device beeped and the screen went blank. An animated pony appeared on it and she heard a voice, “Welcome to your Pipbuck. Please wait while we calibrate to the new user.”

Hero's head tilted as she watched the green shaded cartoon pony trot on the spot. She felt some light pricks against the hard carapace of her leg under the weird object’s screen.

“Error found. Unable to integrate to users nervous system. Only basic systems available.”

Nonplussed, Hero continued to watch.

“Would you like to run a tutorial on your Pipbuck’s basic functions?”

Hero remained silent.

After waiting a few minutes to see if it would do anything else, she gave up and tried to take it off. It remained firmly attached to her leg. She tried again, but it stubbornly resisted. Seeing nothing more that could be gained by her efforts she returned to her other tasks.

The shattered remains of ponies dumped over the side of the crater into an untidy heap, rations and water piled together, RadX and painkillers in a small pile of their own, and weapons and armor in various states of repair in another pile, Hero paused for a few minutes and let her mind catch up. The precious bottles of Sparkle Cola were already packed into her saddlebag along with her prized tan shirt, pills of various types, ammo, an unloaded revolver, water and rations. Things that she had watched ponies put into packs in the past. She also added a few hoofs full of bottle caps, though she was still confused about their purpose.

A second saddlepack lay open and empty as she pondered if she should pack it for Misty. If she did that perhaps she would get more good emotional energy from the mare. To finally feed was intoxicating, and she wanted more.

Hero filled the second saddle pack.

Putting both packs on her back, and grabbing a haunch of meat from the pile of the dead, she trotted into the crater to where she believed Misty was sleeping. She was slightly surprised to see Misty was awake.

She walked up to Misty and dropped the dripping flesh at Misty's hooves, then sat like an excited dog, even wagging her stubby tail.

Misty's body remained unnaturally still as Hero waited patiently. As she sat she watched a drop of water leave Misty’s closed eye, rundown down her muzzle, and land on the meat. Hero gave a quizzical chirp, trying to get the unicorns attention. Misty’s head remained bowed as she slowly opened her eyes. The first thing she saw was a bloody chunk of pony.

The unicorn squealed in fright,backpedaled rapidly, and fell on her back. She looked up and saw the changeling, jaws covered in drying blood from butchering and carrying the raw flesh. Misty’s mouth gaped open to scream, although her terror only allowed a faint gurgle.

Hero watched this strange reaction. She brought food for the mare. She had packed bags for the mare. Wasn't she doing a good thing? Can she get more of those nice emotions? Hero’s mind whirled as she tried to comprehend the reaction.

“Would you like to run a tutorial on your Pipbuck’s basic functions?”

Misty’s eyes went straight to the pipbuck clamped on Hero’s leg as it decided now was a good time to remind everypony of its presence. The fright that had taken control of Misty gave way to visceral fury.

“Why are you wearing that?” Misty got back to her hooves and advanced towards Hero, a death scowl on her face, “THAT BELONGS TO MY FRIEND!”

Hero’s ears flattened against her head and her body hunched down. She felt the fury emanating from the mare. This wasn't what she wanted! She wanted nice emotions, good emotions. Emotions that were filling and made her feel... not this!

Misty roared in anger and charged the changeling. The saddle packs fell from Hero’s back as the raging unicorn barreled into her and sent her rolling across the hard dirt . Looking up she could see murderous hate in the eyes of the unicorn. Misty raised her own pipbuck laden forehoof over the chitinous head of the terrified changeling.

There was a loud crack and dirt sprayed as a bullet struck the ground near Hero’s head.
Outside the crater came a guttural male shout, “Kill them!”

Leroy was in a foul mood. He and his small group were rudely awoken before dawn and sent from their main camp to try to find another band that his leader had sent out days earlier. The leader, known only as “The President”, was angry that they had not returned yet.

The dark purple stallion with a deep blue mane seethed quietly as he led the six of the seven other ponies he was in control of. A yellow unicorn was scouting ahead looking for any signs of New Canterlot Republic or Herd forces and any traces of the missing warband. Although neither the NCR nor the Herd had made any major inroads into Southern Utrot, it was known that both groups desired to expand their influence. The President wanted to make sure that neither of them would.

The yellow unicorn scout whistled to Leroy, who trotted with the rest of his band to where the unicorn was waiting for them. He pointed out hoofprints on the dirt and muttered, “Less than two days.”

Leroy nodded to the scouts abilities, and turned to his band. Muttering about how stupid the former warband was, and the need to gather more material and slaves, Leroy checked his weapons and looked over his troops. Satisfied they were still in good marching order Leroy grunted and gestured the unicorn to lead the way. Silently the party continued down the dusty path. Quick pony eyes scanned everywhere as they continued their march, taking in the rocks and brushes for creatures or bandits, while a dirty white earth pony at the back scanned the cloud covered sky for any pegasi of the Enclave. The Enclave’s latest actions had worried the President, but as he told his followers, times were changing and it was up to Leroy and the rest to seize it with both hooves.

The sun had risen higher in the cloud speckled sky before the scout came galloping back to the party, his face pale and his emerald eyes wide in horror.

“Eaten... they've been eaten!” he cried out.

“What are you talking about?” Leroy demanded.

“Sir, I found them. They're all dead, bu-but they’ve been butchered an-and some of them look like they’ve been eaten!”

Leroy turned to the line behind him “Double-time!” he barked. The warband broke into a canter, following Leroy and his scout.

The scout led them onwards for over an hour, and, just as they were about to ascend a low hill, he came to a stop and raised his hoof in a silent signal to the rest. The band remained below the summit as Leroy went up with his scout. They lay flat on their bellies and peered over the crest, and saw, near an ancient crater on the dusty plain before them, a pile of dismembered ponies.

The unicorn scout hoofed a pair of binoculars to Leroy. “Check the bodies. You can see...” the unicorn’s already broken composure collapsed, “...where they’ve been eaten!”

Leroy knew he was not a good pony. While he had the respect of his superiors and had the admiration and obedience of his subordinates , while serving the will of the President with zealous vigour, he had also killed, taken slaves, even committed acts of rape and torture on a whim, but this was beyond even his flimsy morality. Ponies do not eat ponies. Growling he scanned the area, until he saw movement from inside the crater.

He nudged the scout and gave back the binoculars. “What do you see there?”

The unicorn growled as he looked, “Two flesh eating abominations.”

Leroy released his weapon from the harness aimed it and fired. Then turned with a roar to the rest of his band, “KILL THEM!”

Misty's hoof hovered above Hero’s head as her attention was suddenly diverted. A puff of dust rose from where a bullet had buried itself in the ground. There was a heartbeat of hesitation as another bullet whizzed past her head before she leapt aside.

She ran towards the small pile of weapons and grabbed the first one in her magic, a filthy assault rifle. “Oh Celestia, please let this thing be loaded!” she muttered as she ran back to the lip of the crater and took aim. The weapon barked as she returned fire.

In the distance she saw a pony go down hard. She swiveled herself slightly and fired again. The raiders took cover behind rocks, and in small gullies.

Misty ducked her head down from the responding automatic fire.

Still laying where she fell Hero watched as Misty started shooting. When a bullet grazed her chitin covered leg, Hero’s brain decided that it was time to do something. She trotted her way to the weapons pile and pulled a handgun out with her mouth. She then ran to where the unicorn was firing and poked her head out over the side. Hero pointed the weapon at the raiders and bit down. Nothing happened. A spray of dirt from a near miss peppered the changelings face and she ducked her head down. Blue eyes crossed in concentration as she chewed on the weapon trying to work out how to use it.

“The hell you doing?” Misty turned her head and yelled at Hero, “Don’t point that thing at me!”

Confusion crossed the face of the changeling, but she turned her head to the side and continued trying to manipulate it with her jaw and tongue.

The weapon fired and Hero’s head arched back from the recoil. She looked up at Misty for guidance but Misty was concentrating on defending herself. Copying Misty's example, Hero propped herself up against the crater rim again. She randomly gnawed on the weapon until it fired again. The round disappeared safely over the heads of the attackers.

Hero tried again. This time the bullet struck the ground a few yards from her face.

“If you going to help, try shooting the fucking enemy!” Misty snarled at Hero. A baffled Hero sat back and tried to think of what to do next.

Dropping the weapon from her mouth, Hero’s wings unfolded from her back and started buzzing. Before Misty could react, Hero had taken to the air.

Hero could hear Misty cursing at her, and feel the breeze as bullets from the raiders reached up and passed her. There was a slight tug with a brief spasm of pain as bullets ripped through the delicate membrane of one of her wings.

Her wings buzzed frantically as she flew straight upwards, her sharp changeling eyes focused with hawk-like precision on the ponies below her. She could leave now if she wished. She would have to abandon the bottles of Sparkle Cola, and her prized shirt, but her own safety was more important than they were. She owed nothing to that blue unicorn either. After all, didn't she attack her?

As she gained altitude she could see the attackers break cover and charge the blue unicorn in her crater. She saw Misty retreating and heard her scream.

All thoughts in her mind disappeared as the changeling’s instincts took over. Her wings folded to her side as she nosed down and plummeted. Small flicks of her wings drove her faster and directed her to her target. Pointing her horn forward, her body became a living missile. Air rushing through the holes in her limbs created an unholy scream. As her body sliced through the air a shock cone began to form in front of her.

She put what little emotional energy she had gained from Misty into a glowing green plasma of magic surrounding her horn and merged it with the compressing cone of air. It enveloped the changeling and she became an intense, fiery green meteor. Hero could hear nothing but the tortured screaming of the air and feel nothing but the intense pressure from the magically charged shock cone pressing against her body. Instinctive aggression fueled her as she pushed herself faster and harder. A final flick of a wing put her fall right on target.

Leroy stopped his charge as a roaring scream filled his ears. He looked up just in time to see oblivion.

The tip of the magic infused shock cone left nothing but fine red droplets of what once was a loyal servant of the President.

The changeling landed.

Kinetic energy and magic erupted around her in an inferno of green fire and shattered earth. The blast wave thundered outwards into the other raider ponies. For those closest to the impact, death was mercifully instant as the intense shock crushed bones and vital organs. The unfortunate found themselves thrown carelessly into the air, shattering limbs, skulls, and spines as they landed and bounced on the unforgiving ground, rendering them unconscious. As the dust cleared, Hero appeared standing in a bowl of crystallized earth, snarling. Misty peeked over the rim of her crater, then stared at the devastation in jaw-dropped awe.

Misty ran over to where the changeling was and grabbed her in a magic field, and carried her back into the big crater. Dropping her on the ground, Misty's magic grabbed a pack and tossed it on Hero’s back. Hero gave a surprised chirp.

“Come on!” Misty exclaimed as she tightened the strap around Hero’s belly, “We’re getting out of here!”

The other pack that Hero had filled went over Misty's flank and she took off at a gallop using her magic to tighten the straps as she ran. She looked back and saw a unmoving Hero blankly watching her. “Are you coming or what?!”

The changeling’s brain once more fired her into action and she ran behind the unicorn.

Several hours after fleeing from the raiders, Misty was leading them along an old track. They slowed their pace to a more sedated canter. The crumbling remains of ancient buildings were scattered along the ruined laneway, the remains of a once prosperous farming community. Geckos scattered out of sight from where they were sunning themselves, and dry, browning weeds broke through hard packed red soil. Slowing herself more, Misty let the changeling come up beside her. She looked over at the expressionless face of the bug like creature and softly smiled.

“I should thank you for saving me like that,” Misty said quietly, “You seem to enjoy being my hero.”

Hero blinked slowly, “Hero,” she buzzed, “We are Hero.”

Silence returned as pony and changeling continued side by side.

“Would you like to run a tutorial on your Pipbuck’s basic functions?”

The electronic voice of the pipbuck startled both Hero and Misty.

Misty snarled as she looked at the offending technology “And why do you have that on your leg?”

Feeling Misty’s anger, Hero’s blue eyes looked down and she stopped. “We found. We saw you have one. We tried it on, we can't get it off.” There was a slightly bashful look to the changeling’s face as she demonstrated. Misty came to a halt and watched as the changeling struggled.

Misty sighed and poked at the device clamped around the black leg. “Well, ‘Hero’,” she sighed as it powered down, “I might as well teach you how to use it, since we are both stuck with you wearing it.”

Hero looked at the device. “You will teach us?”

“But after we get back to my stable. I need to report what happened,” Misty continued.

There was no sound other than hooves crunching dirt as the two companions resumed down the path. “And I think we need to work on your personal pronouns.”

The black face with featureless blue eyes turned to Misty.

Misty smiled at the changeling.

Inside Hero’s mind strange things were happening. Seeing the smile of the blue unicorn, and feeling the growing respect coming from her, long dormant neural pathways started to fire. As she fed on the emotions directed at her, Hero's own lips twitched.

For the first time, Hero smiled.

Hidden inside one of the ruined buildings, bright purple eyes watched the unusual pair with growing interest.

Into the Valley of Death

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Into the Valley of Death

"and a safe return to their homeland.... if they so wish"

The morning sun rose over the distant mountains bathing the red dirt in its golden light as two shapes trudged ever forward. A gentle breeze carried their voices as they spoke to each other.
“... are Hero.”

“No, No, No! Try again,” Misty’s voice cracked as she tried to teach her companion

“We.... is Hero?” the changeling’s voice buzzed as she struggled with what Misty was teaching her.

“Gah!” there was the distinctive sound of hoof meeting face. “Ow.”

The two continued down the pathway as Misty struggled to explain the intricacies of first pony pronouns.

“Let’s try this,” Misty suggested as they continued walking. “Repeat after me,” taking a breath she started.

“I,” Misty said with emphasis.

“I,” Hero repeated with equal emphasis.




“Hero.” The changeling felt a surge of pride run though her for repeating everything correctly.

“So, who are you?” Misty asked

“We are Hero”

Sometimes a facehoof just isn't enough. Misty pounded her head repeatedly on the ground.
Bemused Hero watched this strange ritual, but being a good student, she copied Misty’s example.

Misty spat out some of the dirt she ended up eating and looked at the happily head banging Hero.
“You’re doing this to make fun of me now.” She gave her chitinous companion of wry smile.
Hero stopped her head hammering, looked back at Misty, and chirped in response.

Misty dusted off her face and the pair continued down the dirt path.

Purple eyes continued to watch them as they disappeared into a rocky gully.

The mid-afternoon light gleamed off the beads of sweat forming on Misty’s coat. Unable to sweat like her companion, Hero resorted to panting.

“We’re nearly there” Misty said. “We will have plenty to drink when we get back to the stable”

Hero nodded in response but wondered why they just didn't take a drink from the canteens they were carrying. Rough desert brush gave way to gravel as they made their way into a dry stream bed that cut through red rock. Pebbles clattered against each other as they bounced away from the travellers hooves. Hero’s jaw cracked as the changeling gave a huge yawn, the feeling of boredom impinging on her mind. Hero huffed but continued to follow Misty as they walked along the former watercourse. She looked down and watched her hooves as she walked, letting her mind wander over the course of the past few days that had led to her following this mare. She was totally unprepared when she walked into Misty's backside.

Misty stopped and stared with her mouth agape. Blackened craters ravaged the mouth of a tunnel leading into the hill before her. The charred remains of an auto turret smouldered and spat electrical sparks.

Misty remained silent as she stepped around the burning weapon, and made her way into the gloom. Hero stepped after her, featureless blue eyes gleaming in the darkness as the changeling fought a feeling of claustrophobia that was enveloping her.

Deep in the cloying smoke choked depths of the tunnel, a single spluttering red light illuminated the devastated ruins of a gear shaped blast door.

“I don’t understand, this is my home” Misty’s voice cracked, “What could do this?”

Hero’s eyes gleamed in the dim light as she stepped through the hole cut into the heavy steel door into the stable. Corpses littered the ground where the defenders had fallen.
Hero bent her head down and sniffed at one of the bodies, her sensitive nose wrinkling at the smell of meat that had started to rot. “Not good food”, Hero’s declaration made Misty turn towards her.


“Food smells bad” Hero replied.

The remark passed over Misty as she started deeper into the stable. Red emergency lights flickered down the hallway bathing the walls and floor in a blood hue. Bullet craters peppered the stone and metal walls. Oppressive silence closed in on Misty as she took in what had been her home for all her life.

“Mom! Dad!” Misty’s eyes widened in fear as realisation hit. Taking to her hooves she galloped down the hallway and disappeared from Hero’s view.

Hero watched with a confused look on her face as Misty ran off. Left to her own devices the changeling started to nose around the debris. Poking at a bullet ridden corpse she saw its left foreleg snapped like a twig. She looked over another corpse, and saw that it also had a broken left foreleg.

Misty's hooves clattered on the floor as she galloped through hallways deeper into the hive like underground bunker that was her home. Ignoring everything else around her, she tore her way though to her living area. She skidded to a stop in front of her family's quarters. Panting deeply she took in the rough opening from the door blasted off its hinges. Gulping she stepped though, terrified of what she will find.

“Celestia no” Misty’s voice cracked as she took in the destruction in her family's small apartment. Tables violently scattered and overturned, bullet holes pocked the walls and blood painted the floor. Misty’s eyes fell to a familiar coloured hoof sticking out from an overturned table.

“Momma!” The table eveloped in a magic field and thrown across the room, leaving the bullet ridden body of a dark blue mare uncovered. A shattered remains of a carbine lay beside her. Slowly Misty gathered the corpse into her forelimbs and cradled it. Then she wept.

Hero wandered down the hallway into another office. File cabinets lay across the floor, their draws ripped out and contents scattered. The remains of a stallion lay slumped in a corner, the top half of his head missing, and his left forelimb snapped and bare. hero gazed around the room She noticed in the wall gaping holes with bare electrical wires dangling uselessly. It seemed to her that somepony had looted almost everything they could.

The changeling continued to investigate the rooms near her. In each room that she found nothing but carnage and the stripping of everything of value. Each room also contained the remains of ponies, some wearing basic armour, but all of them brutally killed. This increased Hero’s own sense of confusion as she had never in her time in the wasteland come across so many dead ponies in one place.

As she went down one of the corridors, she came across another group of bodies piled against a dead-end wall. Hero trotted up to them and sniffed around. Something seemed slightly different about these. To Hero’s mind they seemed rather smaller than she had been used to seeing. The curious changeling pawed at one of the bodies. She noticed that, unlike the bigger ones, this one and most of the other ones lacked the marking on the rump that the bigger ones had.

At the bottom of the pile, a small hoof twitched.

Hero watched the hoof, then she started moving the other corpses away, revealing a small colt that was still breathing. The colt’s breath rattled in his bloodied chest. His eyes opened to see the dark figure before him.

Hero’s thoughts immediately went to her empty stomach. The rest of the bodies she had seen were too long dead. This one would be fresh. She opened her jaws wide ready to deliver the final bite.

Unbidden a memory rammed itself into her mind, she saw herself surrounded by smaller versions of her species. Small black chitinous creatures chittering and playing around her. Her mind's eye saw the gleam of playful eyes and her minds ear heard the buzzing of underdeveloped wings. She felt the need to protect…. then the memory disappeared.. leaving nothing but the feeling.

And she stopped. Somehow, she just couldn't bring herself to take that life. She could feel the fear coming from the small figure before her. She had felt ponies fear before, but this was a new kind of fear.It was not fear mixed with hate. It was fear that was pure. Fear that was innocent. Fear that she felt pierce her armour. She had no idea what it was but she wanted, no, she needed to help.

Hero laid beside the dying colt. She pulled him to her and gently started to stroke his mane As she petted him she gave a low rumbling churr from her throat. She felt the colt slowly begin to relax against her and saw him close his eyes. She felt the colt’s fear slowly evaporate. She felt him become comfortable. Five minutes later she felt him exhale deeply. The colt became still.

Hero lifted her head and howled.

I’m sorry, I’m sorry, please give me a few minutes, *sniff* this part always makes me sad.

Out of the Dark

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Tears ran down Misty’s soft blue muzzle as she held the cold corpse of her mother in her front legs. Her mind filled with her mother’s voice - encouraging her, loving her, sharing with her. A memory of her mother presenting her first pistol, and taking her to the range to teach her how to shoot it for her fifth birthday, the day that her mother and the Commandant Overmare presented her with her first uniform and pipbuck when she came of age, and that proud yet worried smile when Misty was selected, only a few days ago, to go outside with a recon team to see how safe it was. So many memories. Looking down at the lifeless body, Misty felt that her mother now seemed so small. ‘Nothing,’ Misty thought, ‘will ever be right again.’

A wailing keen jerked her out of her memories, and she looked up, annoyed that her solitude was disturbed. Slowly she stood and covered her mother’s body with one of the blankets that were strewn around the room. Her sorrow became tempered with thoughts of revenge. She would find out who would dare do this to her─who would take her mother from her─and she would make them pay. The keening sound repeated as she turned to the door, and, sparing one last look at the mare who had given her so much, when out to find what the sound was.

Hero’s voice cracked as she howled her grief at the colt’s passing ─ a young pony she had never met seen before, yet whose death had opened psychological wounds from an old pain that she could not quite remember. If changelings could cry her face would have been streaming with tears. Teeth bared in yet another howl, her ears perked up as she heard a sound. This one a deeper sound, reverberating off the metallic walls. Hero fell silent. Her ears swivelled around, trying to find out where the troubling sound came from. Then a wave of sadness hit her as she heard the sound of hooves on the concrete flooring.

Misty came around the corner of the passageway, and saw the changeling laying with the young ponies. She nodded softly at Hero as the changeling got to her feet.

“There’s nothing here for us.” Misty’s voice cracked with emotion, “We should get out of here.”

Hero saw that the camo-clad mare was wearing her saddle packs, so she went and nosed her own onto her back. The contents clicked and rattled softly. The sound seemed to be mournful in the air. As they turned to make their way out, Hero’s ears perked again. The deep, low sound filled the air once more ─ a sound that seemed to be angry... or hungry. A roar of pain and hatred.

Misty’s eyes widened at the sound, and she came to a sudden halt. Her ears flattened against her skull, and a shiver ran down her body. Her horn lit up as she drew her pistol out of her saddle bag. She peeked carefully around the corner, and, seeing nothing, gestured for Hero to follow. Hero, not understanding the hoof gesture, remained still until Misty turned to her and hissed “Come on.”

Hero followed the blue mare around the corner, the lights flickering erratically, shadows dancing around corners and dark spaces. The debris seemed to grow more frightening as the pair’s heightened awareness played havoc with their minds. The roaring sound reverberating off the walls again, giving no sense of where it originated.

They continued carefully through the corridors, past the atrium, heading to the tunnel to the exit. As they passed some of the machinery that used to open and close the thick, metal, blast proof door, a huge shadow filled the gaping hole in it. The shadow roared as it stepped into the faint light of the doors’ room. The stench of rotten flesh was palpable as the pair took in the horror that presented itself.

A hideous, near skeletal bovine face with a single rheumy eye rolling in its socket. The right side of its grotesque skull was missing, exposing decayed and corrupted brain tissue, and from the left side, melted into its tattered ear was a plastic plug, with bare wires dangling uselessly. The huge body bulged with putrefied muscles and shredded skin. Grey fur hung in listless patches as the huge bulk of the feral ghoul Minotaur lumbered towards the terrified pair.

Misty’s pistol barked twice and the pair watched as shattered flesh and bone exploded from the nightmare before them. It did not seem to notice the impacts, and continued its slow advance.
“Um...” Misty turned to Hero, “Run.” The pair turned tail and took off back into the gloom of the death strewn bunker.

Hero’s wings buzzed frantically as she ran behind the galloping mare, past the strewn bodies and trashed possessions of the former inhabitants. Misty’s eyes darted left and right in fear as she made her way back into the atrium and up a flight of stairs. The bellowing of the ghoul followed them menacingly, making Hero’s blood run cold. Misty turned into an open door with Hero following close behind. Gasping for breath, Misty pushed the door closed behind them, then, with Hero’s confused help, pushed a large table in front of the door. With their safety assured for now, Hero and Misty bunkered down behind the overturned table, and waited.

The ghouls heavy hoof steps resounded on the concrete floor as it made its way up the stairs. With it came the clattering of lighter hooves and the rattling bleating of other dead throats. Misty gulped and peeked up though a reinforced window, and saw the minotaur surrounded by undead goats, their own flesh hanging from their bones, and in each left ear wires hung and swung lazily.

Hero chirped at Misty as she ducked down “Shush” she quietly commanded the changeling. Peeking over the window sill once more she watched as the minotaur and its escort looked through the windows of each room they passed.

Misty ducked back down, and checked her weapon. Hero removed her own weapon from her saddlebag and copied Misty’s actions, seeing that it was loaded, and kept it out. Two mouthguns held by blue and green levitation fields floated near their owners, as one shivered in fear and the other one watched her with confusion.

Darkness fell as the Minotaur stood at the window, his rancid breath fogging the glass as his eye took in the devastation inside, searching for the pair huddled up against the door. Misty held her breath, waiting for the door to be forced open trapping her and her friend in the room with the monster. One of the ghoul goats bleated plaintively and the giant undead creature grunted, then moved on. Neither of the ponies dared to move.

Long agonising minutes passed into hours as the pair waited till the sound of the Minotaur and his minions had moved to a different area of the underground complex. Misty raised her head slowly up, her weapon trained ahead of her and she carefully looked around.
Ducking back down again she gestured for Hero to follow her as they made their way deeper into the office space they were hiding in.
“Overmare’s office” she whispered to the changeling,

Hero chirped softly in reply, not knowing or even caring to know what an ‘Overmare’ was. Misty led them into an annex in the office where filing cabinets were laying strewn around, papers covering the floor. Another corpse, this one, a purple earth pony wearing a camouflaged shirt with gold braiding was slumped against the far wall. Misty seemed to ignore it, as she made her way around the room. Hero trotted over to the body and sniffed it.
“Fresh!” she called out to Misty. “Food?” she then asked, as if offering the first bite.

Misty pulled her head out from the insides of a trashed cupboard, turned and saw as the changelings jaws opened wide, preparing to take a huge chunk of flesh.


Hero paused, her maw wide and her fang gleaming in the low light. The silence that fell was suddenly broken by the gurgle of a hungry carapace covered stomach. Misty walked over to where Hero was standing and looked down at the body. Her trained medical eye noticed very slight movement in the chest. “She’s alive?”

Hero’s jaw clicked shut with a look of disappointment, but she watched as her companion knelt down and light up her horn. There was a faint glow around the damaged pony and a rattled breath drawn in. The purple pony opened one eye slowly but not seem to focus on anything.

“Who’s there” the purple pony’s voice sounded dry and raspy

“Private La-moon, Commandant Overmare” Mistys own voice betrayed some of her own frayed emotions “Please Ma’am, what happened here”

The Overmare’s eye closed again and she sighed. “they just burned through the vault door. Unusual uniforms, like “ The purple pony coughed roughly, and her face grimaced in pain “ like armour.”
Another bout of rough coughing shook the frame of the Overmare. “You must leave” she rasped, red frothy bubbles forming at the corner of her lips

"Not without you Ma'am" Misty's magic enveloped the mortally injured officer

"STANDFAST” the voice of the officer had an edge of steel. "You will .." the mares voice cracked back into weakness ".. obey my orders. Get out of here, leave me, see if you can find any survi..." The Overmare’s voice faded, her eyes closed and her body went limp.

Reverently Misty lowered her head as a tear ran down her muzzle. Then giving herself a shake she stop straight at attention, saluted her former commanding officer, briskly about faced, and marched towards the watching changeling.

"Come on, we are leaving"

Hero blinked slowly then followed the blue coated camo clothed unicorn.

As the pair went through the door into the main office, the corpse shuddered then opened one eye. "Damn it all" she croaked to itself, then slowly shuffled back to where she was when she was first found. Reaching a hoof into the innards of the cabinet she continued rewiring a few computer boards, slotting them out of their place, and into new computer slots.
When she had finished a single red LED started blinking slowly in the depths of the dark cable draped confines. The commandant sighed in relief, then laid her head down "You have twenty minutes, I hope you make it, private" she whispered to no one.

Misty peeked through the overmare’s office windows to see if the zombie minotaur and its undead companions were still there. She then looked at her pipbuck and noticed that there were no red blips indicating unfriendly beings shown on the small screen. Misty's horn glowed as she started to levitate the barricade from the door. Hero watched, then with her tongue sticking out of her mouth she copied Misty's example. The horn of the changeling glowed green and a green aura surrounded one of the chairs that had been shoved against the door. the chair lifted wobbly then shot across the room, crashing noisily against the wall. They both stood still and stared at the chair as it fell to the floor clattering.

"Uh.. You just stay there and I will do this" Misty whispered raspily then returned to her work while Hero remained still while impassively watching her. The door now freed from the barricade of office furniture opened silently inwards, and Misty, with her weapon in her magic field peeked out.

"OK lets go" she whispered and silently moved out the door. Hero remained still. A few seconds later Misty stuck her head back through the door and whispered, "Come on!" Her head disappeared again. Chittering quietly the black clad changeling followed her.

The clattering of hooves on concrete rang through the air as the unicorn and changeling charged down a refuse strewn hallway, fleeing from the sound of a zombie minotaur's roar.
Bleating followed the roar, as the undead goats join their master.
Misty leapt over the explosively dismembered corpse of a security pony and turned down one of the corridors she knew led to the entrance as her companion followed close behind, part running and part buzzing her wings and flying to keep up. Misty briefly turned her head back to check on Hero "Stay close!" she yelled.

Heros legs pumped harder and the buzz of her wings became louder as she caught up with the military unicorn. Ahead they saw the door leading to the entrance chamber of the vault, and the vault door. Gasping, Misty sprinted through the doorway, passed the machinery that controlled the heavy but now useless cog shaped blast door towards the burned opening that they had only a few hours before entered by. Heros wings folded back and together the pair galloped through the opening into the dark natural cavern that had hidden the entrance.

Sunlight made the cavern entrance look blazing white as the pair blasted out of the gloom. Misty skidded to a halt and started gasping for breath. Her head was low as her breath blew up puffs of red dust from the canyon floor. Hero came in beside her, and panted. the soft pink of her tongue in contrast to the black shell covered jaw.

"Staying dangerous" Hero's echoing voice sounded strained and tired. Misty looked up and nodded exhaustedly.

A faint crackling sound started up, then started to get louder and more shrill. Misty looked at her Pipbuck.

"Oh Goddess Celestia above…” Misty’s eyes shrunk, "The reactor.. Its overloading"
Misty took off once more down the canyon as fast as her exhausted body could carry her.
Now free of the confines of the vault ceiling, Hero's wings buzzed as she launched herself off the ground and chased after Misty. Her own pipbuck also squealing an alert to the rising radiation.

Hero followed the growing dust cloud from the hooves of the fleeing Misty, then swooped down. Grabbing the heavily laden Misty from above, and ignoring the indignant and scared scream from the unicorn mare, she poured all her energy into her aching wings, lifted them both up, straining, towards the canyon lip and as far from the now irradiated and slowly melting vault as she could.

Both pipbucks had gone quiet by the time that Hero landed. Misty, who as a unicorn had never been off the ground, and mercifully passed out in fear, collapsed into an untidy heap on the ground. Hero landed heavily after deposing her load, then felt her knees buckle under her. Breathing heavily she watched as her companions eyes opened. The dazed and confused unicorn felt solid ground under her, and lifted her head up. "you.... me.... ground.. fly" Misty's voice cracked as she tried to articulate shambled thoughts.

Hero nodded "We fly, you not die. Be bad food anyway".

As the world came more into focus and her brain processed what had happened before she had lost consciousness, Misty just nodded. Then her brain picked up on Hero's words. "Bad food? You would eat me?"

Hero's lips curled up "Bad food, not good for eating. Friend, not food"

Tiredly Misty chuckled a bit. she turned one sardonic eye towards the ever blank face of the changeling "Yup I think we qualify as friends"

Hero could feel Misty's affection radiate from her, so she quietly and softly absorbed some of it into herself.

Two figures made their way across the barren wastes, a unicorn of blue wearing a camouflaged shirt and a saddle pack of a medic, while a black changeling wearing a tan and ripped shirt with blue insignia on its sleeves and her own scavenged pack that had seen far better days. Unseen far above them a purple dot circled, then disappeared in a flash of blue-white light. The flash caught the attention of the changeling, who looked up, but seeing nothing, forgot about it and continuing followed her companion.

Misty paused and looked at her pipbuck screen once more "Thirty more miles and we reach Saint Gallop" she muttered, "I hope some of us made it".

Hero heard her muttering and mentally shrugged. She had no idea what a ‘Saint Gallop’ was, and quite frankly she didn't care, but she was quite happy to follow the lead of her friend. The pair entered passed by the shattered remains of a farm house, the walls collapsing in on themselves as the old wooden support beams had long since rotted away. Blades of brown grasses swayed gently in a gentle warm breeze that also caressed the relaxed ears of the medical pony.

Eyelids drooped in relaxation, Misty savoured the quietness of the moment, her mind drifting in the haze of the remains of an adrenaline crash. Hero plodded several yards behind her, also feeling the effects of adrenaline withdrawal, her own eyes heavy and her shoulders low.

The sudden impact sent the changeling sprawling on her side. The featureless blue eyes were now wide with fear as she saw a helmeted figure looming above her. Hero squealed shrilly as the figure above slammed a heavy metal covered hoof on the changelings forelimb. With a sickening crack the carapace shattered from the intense impact. At that moment nanowires from the pipbuck wormed through the cracks in the shell like covering of the forelimb and embedded themselves into the exposed flesh wrapping themselves around raw nerves. The frightened changeling squeal redoubled into shrieks of unadulterated burning agony.

The masked figure looked down on the writhing creature under its hoof "Be still Monster, this will be fast!" it snarled in a deep menacing metallic sounding voice. It brought up another metal clad fore hoof up and aimed for the skull.

Misty turned around at the sound of her changeling friend piercing screams, Seeing the armored figure towering above the shrieking Hero, Misty’s horn starting glowing in a haze of blue magics as her feet pounded towards the attacker.

There was a flash and a pop, and a beam of dark purple concussive force struck the attacker in the helmet, one of the eyepieces shattering into shards of glass and metal, the armor clad figure tossed violently across the ground, bouncing on unyielding rocks and hardened dirt until it rolled to a stop in an untidy heap of battered flesh and steel.

The glow around Misty’s horn faded, unused, as she skidded to a sudden stop. The battle medic’s jaw dropped in amazement as before her she took in the form of the tall deeply dark purple pony, huge wings spread wide in a display of undying dominance and long spiral horn shimmering with dark magics. A green and blue striped scarf slung around its sinuous neck, and lithe legs firmly planted on the ground.

Heros screams were unanswered as Misty stared at the creature before her...

Grin Faced

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Misty’s eyes bulged in shock at the strange figure standing before her. Deep purple fur covered a lithe and overly tall pony. Unusual for any pony she had seen, large flared wings fluttered in the soft breeze, and on its head a horn, long and thin, shone with dissipating magics. A lighter purple mane and tail flowed from the strange creature's neck and rump, and shining purple iris and pupil-less eyes seemed sightless yet seeing all. Around the sinuous neck was a green and blue striped scarf, a stark contrast to the colouring that the strange pony like creature wore. Its ear flicked then it slowly turned its head. It seemed to take in the gape mouthed unicorn with a strong steady gaze. Misty backed away, suddenly fearful, as it turned it’s full attention to her. When it spoke the voice was delightfully feminine yet resonant with restrained power.

“Oh crap”, it said.

A groan from the pile of armour that had been blasted away from Hero distracted Misty briefly, then as she turned her head back, the figure disappeared with a flash of purple light. Time seemed to stand still as Misty’s mind tried to work out exactly what happened. It failed.

Misty shook herself as she tried to work out what she had seen before remembering her training. She dashed towards the still figure of Hero and knelt on all fours. She started to examine Hero, her horn glowing as she used a quick scanning spell to see the damage. But the strange physiology of the changeling only confused her. However,she could see the segmented armour of the changeling’s chest rise and fall;so knew that her companion was still alive. Her eyes took in the bloodied fractures in the changeling’s carapace around the pipbuck. Sticky orange muscle tissue quivered where the shell had broken away. She opened her pack and levitated out a healing magic infused bandage and started wrapping the material around the unconscious changeling’s shattered leg, covering the exposed flesh and broken armour shell. Still winding the bandage further, she covered the pipbuck to the lower limb; praying to Celestia above that the healing abilities of the bandage will work on a non-pony. Misty contemplated a healing potion for her friend, but decided to just let the bandage and sleep do its work.

The pile of metallic armour groaned again, and began moving as whatever it was started to raise to its feet. Startled by the sound, Misty turned and whisked the pistol out of her bag and pointed it at the metal covered figure. It groaned again as the shattered helmet fell from its head. Misty’s eyes narrowed as the grisly visage of a dead pony. Mattered blond fur barely covered the twisted skin and flesh that covered the skull of the living dead pony. Its lips twisted in a perpetual rigor grin. Misty fired her gun at the horror before her, the bullets fired in haste mostly missed or pinged off the haphazard armour. The undead pony bounded to the side and skidded to a stop behind a large red bolder, as more bullets bit into the dirt around it.

"HEY STOP," the ghoul yelled.

Shocked at the sudden voice and lacking any more bullets, Misty did stop shooting. Her magic flicked the magazine release and the spent magazine dropped to the dirt before her, a quick bit of levitation brought out a fresh magazine and it slotted into place. "GET OUT HERE MONSTER," Misty yelled to the rock.

"Who you calling a monster," The ghoul yelled back, its voice reveling its owner’s masculinity

Misty paused for a moment, having not expected anything like an intelligent response from what was, in her mind, a mindless killing thing.

"YOU," She shouted back. Even in her ears it sounded a bit lame.

"I was trying to get the monster that was following you," The ghoul yelled back

Misty paused, "What Monster, you monster!?"


"That's what a monster would say!"

"So are you a monster then?" The undead's pony voice was dry

"OF COURSE NOT," Misty spluttered

"That’s what a Monster would say." The ghoulish voice threw back her own words.
"Look,” the ghoul continued, "If I come out, will you please not shoot at me! It does hurt you know!"

Misty was silent for a good minute as she tried to work out what to do. Her experience with undead things was limited, as the only ones she had ever met were mindless and blood thirsty, and that she had run away from leaving her homeless.
She also remembered her Commandant’s description of the armoured attackers of her Stable. The rage of the righteous burst into an inferno as she yelled back, "YOU KILLED EVERYONE I LOVED!" Her weapon barked again as she fired wildly at the red boulder the ghoul was crouched behind

"STOP SHOOTING! YOU ARE JUST WASTING BULLETS," The ghoulish voice yelled back.


"YOU'RE TOO LATE FOR THAT!" The ghoul made a sound like a sigh. "Look I am coming out, OK? Just point your gun at me if you want but don’t shoot!"



"PROVE IT!" Misty's voice cracked from her constant yelling


"HOW CAN I *hack cough* TRUST YOU?"

Moving very slowly the armour clad dead yet not dead pony came out of cover of the rock. Misty's pistol was shaking slightly in her magic field as her heart raced. "I just was trying to save you from that monster before you took me out," the ghoul said calmly. A metal covered fore hoof gestured towards the black changeling.

"And who," Misty challenged, "said that I needed saving?"

If the ghoul still had eyelids he would have blinked, instead he opted for "err um" and then was silent.

Misty kept the zombie covered as she looked over at Hero. Then she looked back at the confused undead and sidled back over to her friend. She checked her handy work quickly and saw that the bandages were indeed working and some of the fractures were starting to knit together as the changeling slept. With a quick look at her own pipbuck, she saw that the blip showed her the presence of the zombie was green. The color for safe. She also noted the ghoul thought that she had taken him down, rather than the giant purple pony that she was starting to wonder was a hallucination. She decided to keep that information to herself, just in case she was going mad.

"And why," she said in a dark voice ",is my friend, a monster"

The zombie shifted a bit on his feet. "Um, because he-”


"Oh" sheepishly the ghoul paused, "because she looks like one?"

Misty looked impassively at the mummified face of the ghoul. "Looked in the mirror lately?" She snapped the safety on her mouth pistol and lowered it.

The zombie looked visibly relieved. "That wouldn’t have killed me, you know," he said, "but it would have really made a mess, and I don’t want to look any worse than I do now". The zombie took a couple of tentative steps towards Misty, watching her carefully hoping not to suddenly find himself the recipient of burning slugs of lead.

"Just stay there.” Misty’s voice brooked no argument.

The armoured ghoul stopped his advance, and shifted nervously on his hooves. Misty took the time to give him a better look. The armour looked grimy, and mismatched. The forelegs and chest seemed to have come from some sort of powered armour, but the back and hind legs seemed to be scrap metal overlaid like scales stitched onto leather. The ghoul seemed to shrink back a bit from the steady gaze of the camo shirt wearing blue unicorn.

The blue glow around the mouth gun faded as Misty took the butt between her jaws. The glow reformed around her horn as she carefully lifted the bandaged leg of her friend and carefully looked at how the fractures that ran up the leg were setting. Lowering the damaged limb gingerly she sighed, then started to lift the entire changeling, packs and all onto her own already laden back. The changeling was as limp as a filly’s ragdoll, but the weight buckled Misty’s legs as she started to move off. The undead pony watched for a moment then spoke.

“Do you,” he asked hesitantly, “need some help?’

Misty turned and looked sardonically at the bashful face of ghoul, then turned back and started trudging slowly away bearing her burden.

“I’m sorry, ok,” The ghoul called out, “I didn’t know that that, was your friend!”

Misty stopped, but kept looking forward. Her ears, however, swiveled around as she listened to what he had to say.

“I- I’m Tidbit.” The ghoul looked down. “I just wanted to help. I saw you being followed by your, um, whatever that is, and I thought that…..” Tidbit’s voice petered out as Misty turned back. Magic enveloped the weapon in her jaws and levitated it too her side.

“You thought that my friend is a monster and you would be Mr. Daring and save poor helpless me.” Misty’s voice dripped with sarcasm


“And I was going to be overcome with relief and devote myself to my macho hero”

“Uh... I hadn’t thought that far ahead.” Tidbit’s milky eyes looked at Misty “I thought a ‘hello’, and ‘how are you’ would be nice”

Silence filled the moment as the living and the undead looked at each other, while the changeling remained out cold across the back of the unicorn.

“If you’d like, you can look after your friend in my house” Tidbit gestured with a metal clad for hoof at the building he had rushed them from. “It’s safer than being out here during the night”

Misty weighed the options in her head before coming to a decision. “Fine. But if you try anything. What I did to you before, “Misty snarled while claiming responsibility for the purple pony’s assault on the ghoul, “will be nothing compared to what I WILL do to you”

Tidbit nodded his assent before turning and leading Misty and her burden into the blasted doorway of what he had called home.

“Oh crap oh crap oh crap!” The artificial allcorn was miles away in a gully, pacing back and forward in agitation. “I should not have done that... I should only watch. I shouldn’t interfere.”
Her hooves bit into the dirt sending up small puffs of dust as she continued her freak-out.
She sat down suddenly and closed her eyes. Taking deep breaths she calmed herself down “Its ok, its ok. Everything will be ohhhkayyy.” The mantra and breathing helped to slow her racing heart and soothe her mind.

It was times like this that she missed Unity. The Goddess’ reassuring voice and the sounds of the thoughts of her sisters in her mind, counselling her, calming her. But now with the death of the Goddess there was nothing in her mind except herself. She remembered when the connection to her Goddess was severed, the panic that overtook her as she felt totally and utterly alone.

She wondered briefly if perhaps, just perhaps… She shook her head. No, she knew they wouldn't accept her, she was too different. She should just go, and not watch them.

She also knew that she wouldn’t.

Hero laid on an old mattress in one of the surviving rooms of the old farmhouse that Tidbit had made his home. Darkness had started to fall, so Tidbit lit a fire in one of the hearths while Misty watched over Hero. The bandages around Hero’s leg had stopped the bleeding and the magics imbedded in them were working on knitting together the shards of the carapace.
The changeling’s pipbuck seemed to have adjusted itself to her physiology, much to the surprise of Misty. She hooked her own to Hero’s and studied the readout in silence.

Tidbit went into one of the other rooms and removed the metal and leather he wore, placing it in a tidy pile alongside a battle saddle. He buffed at some of the dirt on the defunct power armour portions and checked the rest for any damage. Misty walked into the room and watched the stallion silently working on his gear.

“Thank you,” she said simply

Unsure what to say, the gaunt ghoul nodded at her, then returned to his task.

Misty left him to his work, and joined Hero on the mattress and fell asleep.

The bright morning sun stabbed through the slats of the windows shutters and fell upon the face of a sleeping changeling. Hero’s eyes opened and her jaws stretched wide as she yawned.
Looking around she found herself next to a stirring Misty. Hero looked around at the strange surroundings, the wooden walls, the wooden dusty floor, and the empty shelves. Scenes she had seen many times in many damaged buildings as she had wandered, but never had she suddenly woken up in one that she could not remember going into in the first place.

She looked down and saw that her leg had been bandaged, and the pipbuck she had acquired was beeping away on its own. Hero lifted her leg and sniffed at the bandage. Then she licked it. She decided she didn’t want to feel bandage on her tongue anymore. She put her leg back down.

Groaning, Misty woke up and blinked a few times before rubbing the grit of sleep out of her eyes. She looked around and saw Hero sitting up beside her. Misty got herself up to a sitting position beside Hero and gently used her magic to pick up the bandaged limb. Hero watched Misty trustingly as she gently unwrapped the now magically drained bandage from the limb. Misty leaned forward and smiled. The leg seemed to have healed so completely that there was no visible sign of damage to the chitin.

“It’s looking good” Misty told the changeling.

“It looks like our leg” Hero responded.

Misty rolled her eyes, both at the blitheness of the reply… and Hero’s continued lack of first pony pronouns.

A shadow loomed in the room and a dry rumble spoke. “Good morning, I would offer breakfast but-” Tidbit found himself hit by an enraged black armoured figure, Hero screeched and lunged forward her jaws wide.

“HERO NO!” Misty threw a levitation field around the snarling black beast “HERO STOP! PLEASE!” Hero struggled fitfully in the field as she spat in animalistic fury at Tidbit.

‘HERO! FRIEND! BAD FOOD!” Misty cried out to her friend.
Hero calmed down to a low rumble and Misty lowered her gently to the ground. The field dissipated but Hero’s growl remained. Her eyes narrowed and she lowered her head ready to charge and gore, but remained still.

“Please Hero”, Misty pleaded, “He is safe, he helped us”

Misty looked at Tidbit “And you say sorry for what you did yesterday!”

“But-” the ghoul spluttered

“Say it.” Misty was the Mistress of the Voice of Obedience.

Tidbit sighed. “Sorry,” he muttered

Hero’s gaze didn’t waver from Tidbit but the growling had stopped. Hero chirped once then turned her head to Misty with a grin on her dark face.

“And you apologise to Tidbit. After all he was kind enough to let us stay here last night,” Misty told her.

Hero paused, then feeling Misty poke her in the side she turned back to the ghoul host.

“We are sorry.”


Misty face-hooved. “Aw fuck me.”

Alicorn Ex Machina

View Online

The leader of the band of raiders and slavers was a very unhappy unicorn. Muttering darkly, he strode through the crude camp of his raiders. The dust from the camp darkened the pale green of his coat, the short cut style of his maroon colored mane and tail, and the stylized image of a gavel and a pony’s skull that adorned his rump. A tattered bowler hat rested over his ears behind his splintered horn. He had lost two of his foraging teams; the second being led by one of his best lieutenants, Leroy. As he fumed he made is way towards one of the tents near the center of his rough encampment. Flicking one of the flaps aside, he entered into the darkness of the cloth dwelling. Chains rattled as a figure stirred within, taking just a simple kick with his fore hoof into its side to force it to respond properly.

“Ohhhh Mister President~” a seductive female voice came out from the shadows, “It’s always soo good when you are my first of the day. “ Despite the sexually alluring tone of the filly’s voice, there seemed to be an element of emptiness in them; as if the words had been repeated so many times they had lost meaning. This did not worry “Mister President”, he simply cared that he would be able to vent his frustrations, and that he would have some pleasure as well. He levitated his hat from his head to a crude table, and then went to select a pizzle from the rack of implements near where the whore was as she moved to present herself for her current owner’s pleasure.

Nopony outside battered an eye at the screams coming from within the tent. They knew they would get to have their fun when their President was finished.

Three ponies, well, two ponies and a changeling. Actually one pony, one changeling, and one former pony, walked down one of the paths leading to where Misty’s pipbuck had indicated St Gallop was. Tidbit had decided he was going to join the group, even though Misty was adamant that he wasn’t needed and Hero was still wary of the ghoul. But he had packed his saddlebags, slipped into his haphazard armor (after having retrieved the helmet and decided that the missing eyepiece looked kind of cool) and donned the battle saddle, hooking its connector to a jerry-rigged trigger mechanism in the helmets muzzle, and left with them; with each side of the battle saddle a belt fed machine gun clanking softly with every step he made.

“Are you ever going to speak properly,” Misty groused at Hero

“We do speak,” Hero replied, sounding quite aggrieved with her buzzy voice

Misty sighed but smiled at her friend, and Hero felt herself feel quite full of positive feelings that she had been receiving.
“One day I will hear you say ‘I’.” Misty smirked at Hero, and wrapped a forelimb around Hero’s body.
There was a flash of green flame around where she touched the changeling, and Misty felt... fur? She removed her limb and gasped at the sight of light blue fur on one small patch of the changeling’s carapace. Then with a second flash of green flame the black chitin returned.

“What the,” Misty spluttered, “Do that again!”

Hero blinked slowly, confused, but sensing surprise but delight from her friend wasn’t too worried.
“Do what?”

“That thing you just did!”

Hero just looked at Misty with a look of bafflement. “We just walked with you”

Misty stopped walking and turned to Hero and picked up her foreleg and placed her own foreleg over it. Hero watched; and a green flash of flame wrapped around where the legs touched. Misty removed her own leg, leaving a blue furred stripe contrasting against shiny (but still slightly dusty) black chitin. Hero looked at the blue fur before pressing her face to it, feeling its softness just before the green flames enveloped them and returned her leg to its natural state.
Feeling a bit emboldened, Hero stared at Misty and concentrated. Her tongue stuck out between her lips as she pressed the magic energy she had been collecting into a strange new use deliberately. Her body was wreathed briefly in green flames; and there in Hero’s place, was a mess. Blue fur and black chitin coated the legs and body of the changeling. one eye was a pony’s eye and one fang had faded away while blue fur coated large patches of the face. The horn started as a unicorn’s twisted horn before then giving way to the black spike of a changeling.

Misty recoiled a bit at what she saw, and a further wave of green fire wrapped around Hero returning her to her natural state. Hero shook her head as if slightly disorientated, then looking at the shocked Misty once more she furrowed her brows and concentrated harder. The flames overran her body, this time leading to blue fur and mane. Her tail grew out longer, and her mane styled itself in a familiar fashion. The flame finally marched up the horn, leaving an elegantly twisted unicorn horn in its wake. Misty’s jaw dropped as she looked at herself.

Behind them Tidbit whinnied quietly and surreptitiously lined up his weapons on the new Misty.
Misty however was delighted at what her friend had just done. She pranced around looking over Hero/Misty making comments about the mane, the tail even how the cutie mark had been duplicated. Misty gleefully exclaimed, “I didn’t know you could do this!”

“Neither did I,” the disguised Hero said in Misty’s voice

Misty stopped and looked at her doppelganger “You said ‘I’.”

“Of course I did, why wouldn’t I?” Misty’s voice responded back to Misty

“Okay this is just getting confusing.” Tidbit’s voice cut through the girls talking. He blanched a bit when two Mistys looked disdainfully at him. “Um... From an outsiders view, I mean.”

Green flames flared around Misty/Hero again and she returned to her normal appearance, none the worse for wear for her unusual transformation. “We enjoyed that” Hero chirped in her normal buzzy voice
“Yes we did,” Misty responded then paused, “Wait... Was that a ‘we’ as in ‘us’, or ‘we’ as in ‘you’?”


“Ugh.” Misty gave up at this point.

One pony, one changeling, and one former pony continued down the path.

Dust rose from the hooves of the trio as they trotted along the shattered remains of a paved road, passing a collapsed building that the pipbucks had noted as being a “Port of Entry”. Misty had no idea what it was, and Hero didn’t care. Tidbit thought he might know what it meant, but he wasn’t sure about his memories of Equestria before it burned. He also had neglected to tell his travel companions exactly how old he was. Further north, the road was blocked by a collapsed span of a road bridge. Dirty red paint peeled off the burned and bullet scarred masonry, and tendrils of climbing weeds crisscrossed the fractured stone. Misty’s pipbuck bleeped, signifying that it had led its owner to her destination. To Misty, however, it seemed that her destination wasn’t the haven where her fellow stablemates had hoped for, but a fractured, destroyed, and poisonous waste full of dark ruins. Brass bullet cases and dark brown splatter stains told the world of previous battles, or executions. Crushed pony bones littered the ground, each fragment a testament to the violence that ended the hard life of the ponies. Graffiti scrawled across some of the broken stones promised death, or worse, in the most explicit and depraved possible ways. Hero kicked at some of the bones, watching them rattle and roll across the heavily decayed road.

“This is where your friends went,” Tidbit asked.

“This is where I was told any survivors would have gone,” Misty replied with a sigh, “But I don’t know if there was any... Or if any who may have made it here are safe like we thought they might be.”

Hero climbed up the ruins of the bridge and looked over the edge. Her nose twitching as she took in the local scents and her ears swiveled as she listened. There was a scuttling sound nearby that made her turn her head towards it’s source. A few smaller chunks of concrete moved and a radroach stuck its head out. It wiggled its body out from the stones and looked up at the changeling, it’s wings opening and buzzing as it made a chattering noise. Hero watched the display of aggression from the bug... Then with a sudden movement snapped it up in her jaws and chewed it before swallowing. She made her way back down to the pair with a bug leg hanging from her mouth.

“Did you, er, eat a bug?” Misty’s nose wrinkled.

Hero shrugged, then sucked the remaining leg like spaghetti.

“Ewwww.” Misty grimaced in disgust.

Tidbit looked at Misty, one milky eye visible thought the damaged helmet. “From what you told me, your friend here eats pony flesh and you are ok with that... But a bug and you go eww?”

Misty spluttered trying to think of a response and finally settled on “Shut up!”

Hero watched the bickering pair with detached interest, her changeling sense letting her know there was no aggression between the pair of them. However, she had to tell them something now rather than waiting for them to finish their little argument. “Ponies, lots of them, ” she interrupted, the news bringing the pair out of their small squabble.
Misty’s eyes gleamed and her ears perked up “Where? Do you know where?” The words rushed out of her mouth.

“Follow Hero.” Hero gestured towards the rubble and trotted off. Misty followed her, Tidbit bringing up the rear. His eyes scanned the skies and the rubble around them, occasionally walking backwards as he scanned behind them. Once or twice, his eyes rested on the rump of the camo wearing blue unicorn medic. A longing briefly took him, though he quickly dismissed it. The dead do not with the living.

Now don’t you all go eww at me, I am just telling you what happened. Besides, bugs are full of good protein. Oh? You don’t mean the bug thing? Well never mind. But if you have all finished acting like foals, we can get back to the story.

Small radroaches scuttled in the ruins of homes and shops as Hero and her companions carefully made their way through the ravaged streets of St Gallop. Every now and again, the pipbuck rad meters clicked as ancient fallout from mega spell tests remained buried in the soil. Hero and her companions looked around, Hero with curiosity, Misty with hopeful nervousness, and Tidbit with his usual dead gaze. Hero’s ears swiveled as the sounds of pony activity drifted in the slight breeze. She looked back to the small group with her and chirped, then started trotting faster towards the sound. Misty smiled a brief nervous smile and followed her, Tidbit’s armor clanking a bit as he also picked up the pace.

The smell of rotting refuse, raw sewage, sweat, and smoke hit them like a steel covered hoof to the face. Three figures peeked over a small hill overlooking a field that had been turned to a rude and filthy encampment. Scores of earth ponies and unicorns, all armed and crudely armored hustled around doing various jobs or lazed in the shade of canvas shades, drinking heavily from the fruits of several copper stills. Sharpened logs formed a palisade surrounding the large camp, dirty tents and ramshackle huts crowded together to one end, and a gateway on the other opened into an empty area where the red dirt had been trampled down by hard use. Disconcerting dark red splotches in the dirt showed where things had died under the occupants’ tender care. Possibly once the former inhabitants of the cages near the edge of the camp where dark shadows in some of the cages showed that there were still in use. Hero and Tidbit scooted back down the hill while Misty remained in place.

Misty scanned her pipbuck noting the extreme amount of red blips. The techno magic of the pipbuck had wisely decided that the ponies down the hill were not of a friendly nature. But in that mass of red she could not see any signals of any pipbucks worn by her stablemates.
Misty slid down the far side of the hill to where the armor clad ghoul called Tidbit and the changeling called Hero were waiting for her. “I can’t detect any of my stablemates there with my pipbuck, but I want to go in and have a look for myself.”
Tidbit’s visible eye narrowed as he looked at her. “You wouldn’t get near the gates before they captured or filled you with lead.”

“I don’t care,” Misty hissed, “I have to be sure!”

The pair argued their points, Tidbit being aggravatingly calm and rational, and Misty’s vocabulary becoming as profane as anypony with military training could be. Unseen by them Hero slipped back up the hill, and peeked over the crest. Near one of the fences she saw a dirty brown stallion, who was sleeping; oblivious to the open air rutting of a trio just meters from him. A copper still he was sleeping beside hinted as to the reason of his current snoozing. Hero concentrated on the stallion and forced her energy through her body until she felt the green fire race over her form. A quick look at her foreleg showed black chitin. She looked back at the snoozing stallion, concentrated harder, sticking her tongue out the corner of her muzzle, and let the magic flow through her.

A trickle of dust and small stones followed Hero as she slipped down the hill to her friend, and that ghoul. Hero still had her own misgivings about the ghoul, after all he did hurt her a lot, but Misty seemed to tolerate him. However at the moment the argument between Misty and Tidbit had been going on since she left, and Hero’s own thoughts were that they seemed to be arguing more than what would be natural. As if they wanted to argue, or something. Hero could sense feelings that were flowing between them, frustration, anger, and something else she couldn’t quite place. Hero sat down and waited for a pause in the flow of words between them. It never came. Hero chirped to try and get their attention. But that didn’t work either. Hero rolled her eyes and flicked the unicorn’s horn.
“OW!” A furious unicorn looked at Hero. “What was that for?”

“We wanted to speak.” Hero’s face showed traces of aggravation. “But you and Tidbit were too busy repeating things at each other.”


“You cannot get into the camp, “Hero stated plainly. Tidbit nodded his armor covered head and Misty bristled at the changeling’s statement.

“I can do whate-“

“You can’t get into the camp alone” Hero continued, “But we can”

Misty narrowed her eyes. “Is that ‘we’ as in you, or ‘we’ as in ‘us’,” she demanded.

The green fire ran over Hero’s form again, and standing in her place, a dirty brown powerful looking stallion stood before the pair. Bloodshot eyes looked at Misty and Tidbit.
“I can get into the camp.” Hero’s voice had become deep and masculine with the texture of someone who had been eating gravel for most of their life. “I just need some armor, something to cover this,” the disguised changeling lifted his/her front leg showing the pipbuck, “and you tied up.”

“Oh no… No way.” Misty growled at the brown stallion. “And since when did you start having ideas.”

Green fire raced over the stallion leaving Hero back in her natural state. A bead of sweat running down her brow from effort. “We are not stupid.” Hero’s voice buzzed louder than usual with her face twisted in annoyance “We have survived in this world all our life and run into many of these types before.”

Misty hung her head, the realization that she had been thinking of her friend as a simple minded drone, rather than somepony that was experienced and intelligent being deserving of her respect.
Hero ignored Misty’s discomfort and started laying out her idea with Tidbit adding a few suggestions of his own. Misty, with her years of living in a military stable, and two battles under her belt could offer nothing. She was out of her depth in this world, and now she was starting to realize it. She watched the pair in awe as they hemmed and hawed over a diagram that Tidbit drew in the ground. Finally they seemed to be satisfied. Supplies were sorted and all the saddlebags were loaded onto Tidbit. Hero turned to Misty and gave a toothy grin.

“We think she would make an excellent slave.”

A plank with a green glow around it smashed in the back of the unicorns head.

Jezebel and Moonshine were very bored. The two mares had only just replaced the gate guards an hour ago, and had another 7 hours of nothingness before the end of their shift. Jezebel decided to pass the time with thoughts of how she would be having her way with Moonshine when they got off duty, no matter if the other filly was sober enough to remember or even willing. She snickered as she eyed the flank of her fellow guard.

A large, leather clad brown stallion made his way down the path towards the gates as he carryied a blue unicorn mare across his back. Blood was matted in the mare’s mane from a nasty looking cut on the back of her head while one of the fore legs seemed to be in a crude sling.

“HEY ROCKSTEADY,” Jezebel called out to the advancing stallion, “I didn’t know you were out!”

The stallion grunted as he drew up level to the pair of guards.

“Ohhh and you have a new toy! Gonna have some fun with her?” Jezebel leered at the burden he was carrying.

“Eyup,” the stallion grunted with a crude grin.

“Well save some for me. I might need it if Moonshine here passes out on me again”

The mare known as Moonshine flicked her tail at Jezebel. “You want somma this you gotta earn it girl.”

Jezebel laughed as the stallion known as Rocksteady passed them into the camp.

Misty kept her eyes closed as she was carried. In her ear the pipbuck’s earpiece chirped quietly as it noted the abundance of enemies. The pipbuck itself safely hidden in the sling holding the foreleg, as well as two side arms. Just in case things went wrong.

Misty wasn’t very happy with the blow to the head, but when Tidbit explained that she had agreed to it with her nodding as he and Hero worked out the plan, there wasn’t much she could do about it. She knew that it did help with the illusion of slaver and captive, but her head was still ringing from the blow that Hero had given her.

Between two tents, Hero in her ‘Rocksteady’ disguise let Misty slip off her back, and the pair of them began walking around the perimeter of the camp. Misty limped on three legs keeping the pipbuck and guns safe, while listening to the earbud for the telltale ding of a friendly pipbuck. She kept her head down and let Hero lead her in what seemed to be a random pattern. After an hour of wandering, dodging the occasional slap on the flanks from passing raiders and slavers Misty shook her head softly. There was no sign of her stablemates. She looked up at Hero and saw that the changelings disguise was shimmering slightly and the grimace of pain on the faux stallion’s lips.

“Are you alright,” she whispered to her friend.

Hero shook her head. The effort to maintain the form for so long was sapping her strength and abilities. In this form she couldn’t feed on the friendship love of her friend, despite being able to feel the emotions from the ponies around her.
Sweat ran down the brown brow of Hero as she tried to find a place she could drop her facade and rest. But she couldn’t find anywhere that she could not sense any emotional presence near the fence line. She and slave-Misty made their way towards some of the inner tents, keeping her senses out for somewhere private, while trying to make sure she looked inconspicuous. Her ears perked a bit at the sound of Misty whimpering beside her, but Hero did her best to ignore it. Passing by one of the more ragged tents, she felt an emotional void. Safety at last. She slipped into the tent half dragging a limping misty behind her.

Misty gwared softly as she moved her leg out of the sling, careful not to drop the guns. A sudden sound made both freeze as a shadow near the back of the tent moved.

“Ohhhh Mister Rocksteady~, sir. I didn’t expect you back so soon.”

Both Misty in her slave rags and Hero in her Stallion disguise froze. The shadow opened a single eye, its pupil a vertical slit of blackness against bright orange. A fanged muzzle opened as it spoke in a sultry feminine voice. “And you brought somepony with you this time. You want us to put on a show?” Her lips moved into a humorless smile “I promise not to break this one”. Chains rattled as the dark furred pony slowly rose to her feet, one chain wrapped around the neck, another linking a hind leg to a peg in the ground while others crossed her body to hold down a pair of leathery wings. Her light green mane and tail, ragged and matted, showed the results of abusive use and lack of hygiene. Her hips were bare of fur but the grey skin showed a mass of angry red scars, many old, and some fresh and weeping blood.
Misty and Hero glanced at each other, then back at the bat pony.

“So…” the batpony purred “how about we start with your favorite”. The dark furred chained pony knelt down on her forelegs, ducking her hooves under her belly, lifting her head so that her muzzle was lined up with her throat “Give it to me hard, please?”

Green fire raced over the brown fur of hero as her disguise collapsed. The batpony gave a high pitched shriek, her eyes bulging in terror as the known male abuser burned away to reveal the black form of death herself. Hero panted as she recovered from the strain of her disguise, Misty dashing forward with one of the guns in her magical field. She clamped the jaws of the freighted pony and pressed the muzzle into a fluffy, batty ear. “Shut up if you don’t want your brains splattered over the ground,” Misty growled.

The batpony remained still as Hero walked up and started sniffing and nuzzling against the batpony’s matted fur, until she found the chain tightly wrapped around the hind leg. She bit at the metal trying to break it, but to no avail. Misty looked at where the chain joined together around the raw skin, and then with a hoof gestured to it “It’s a magic weld,” she muttered, as she saw the slight glow. Hero looked up at Misty. Misty remembered the enchanted ring she had on her horn. “Spit,” She hissed. Hero left fly a green glop right into Misty’s face.
The bat pony watched in confusion, but stayed still. Misty looked disgustedly at Hero. “Not at me! At the chain” she hissed.
Hero’s second shot struck the metal. There was a slight sound of hissing, and the link came apart, freeing the leg from the restraints.

“Hurry up in there, there’s others wanting their turn,” a course male voice from outside rang clear, “Come on..” The tent flap was thrown open as Mr President strode in. “The whore has to-” He stopped upon seeing Misty and Hero standing with his batpony. “Who the hell are you,” He yelled, “GUARDS! GUAR-“

There was unearthly howl as the batpony snapped and leapt upon her owner, her jaws wide as she screeched while her body slammed against his to knock him to the ground. Misty turned her gun to the unicorn stallion but it was too late, Blood fountained as the batpony’s teeth ripped out this throat, making him gurgle and flop around before going still. She turned to the unicorn mare and the strange black armored looking pony, glaring at them as if daring them to do anything.
Shouts from outside came closer as the alerted camp came to find out what happened. Suddenly the sounds of several explosions and heavy weapons fire filled the air. Screams from wounded and confused raiders and slavers as they tried to find the source of the attack. A single female earth pony raider dashed into the tent, only to collapse on the ground when the back of her head was blown out from a single shot of the medic.

“Let’s go,” Misty rasped.

Hero levitated the other gun that was hidden in Misty’s sling, and slipped into disguise as a clone of Misty.
The batpony nuzzled into her sleep rags, digging out a plastic bag. She dropped it into the dirty and now blood splattered bowler hat before slapping it on her head. She grinned and made a keening sound. Nothing was going to stop her getting out of here. A brief pause in the automatic fire and Misty burst out of the tent, the bodies of ponies ripped apart from the bullets and rockets littering the area around the tent as other raiders ran towards the fence line. On the hill, a lone armored ghoul rained down fire and death.

Hero came out with the batpony and looked around trying to find a safer exit that was away from the enemy. A bright purple flash distracted all three as a purple bubble expanded around them and the sudden and random large purple pony that was with them. There was a flash and the world twisted in on itself and with a *pop* the four of them were on the hill with Tidbit who gasped in shock. The artificial alicorn looked down at Tidbit and growled slightly. The world flashed for them all, and a changeling, a batpony, a unicorn, a ghoul and an alicorn found themselves in a cave.

Hero’s mind seized up and her body became stiff, bleating like a goat before she fell onto her back. Green fire raced along her body and she was back looking natural again.

Misty’s mouth gaped at the alicorn and Tidbit shied away but turned his weapons towards her. The batpony seemed to have lost interest in the world and was looking down at the dirt, kicking at it as if she wasn’t sure it was there. The hat fell from her head before her and she stared at it. She sniffed it as trying to make sure it was truly there. As if what had happened had indeed happened and the taste of flesh and blood in her mouth was real.

“Oh crap” the alicorn said, “I shouldn’t have done this”

Burning Bat

View Online

Misty looked up at the tall figure of the alicorn standing before her. It was exactly like the etchings she had seen in the children’s books in the stable. Tall, wings and horn, and dark. That could only mean one thing.
“P-P-Princess Luna!” she cried. Misty lowered her body into a bow before the Princess of the night.

The alicorn paused in her muttering on hearing the unicorn’s declaration and seeing her bowing before her. “What?” A look of confusion crossed the purple alicorn's face. “Oh no no no no no, I’m not-”

“That is not Luna,” Tidbit interrupted, his voice hardening and curt, “That is a real monster.” Purple mane and tail swished as the alicorn spun around to the ghoul. He had position himself with the barrels of his battle saddle mounted weapons pointed right at her. “And the only reason I am not blasting this abomination against Celestia and Luna to Taturas is the fact that YOU ARE IN THE FUCKING WAY!

Misty gulped as she spun around and saw the twin barrels of Tidbits large caliber guns were trained directly on the alicorn, and herself. A purple haze enveloped her, causing her to squeal as she was lifted by the levitation magic and deposited beside the recovering Hero.

The alicorn turned back after having put Misty safely behind her and looked squarely at Tidbit.

“Do what you have to do, Ghoul”, she said, voice was devoid of emotion.

Hero sat beside the disheveled and stressed unicorn and chirped as she watched the oncoming conflict. A short distance away the bat pony also sat, hat back on her head as her eyes darted from ghoul to alicorn.

Tidbit growled in his helmet as his visible eye narrowed. That was the only warning given as the weapons mounted on his armor opened up. In an instant a translucent bubble sprouted around the alicorn, bullet impacts sending ripples of energy across its surface. Inside the bubble her horn glowing softly the alicorn stood patiently, none of its earlier anxiety evident.
The guns fell silent as Tidbit realized he was wasting ammunition. With a roar he charged at the alicorn; only to slam into the shield bubble and fall on his flank. Angrily he snarled and started punching at the shield, his steel covered hooves sparking against the force-field surrounding the silent and still alicorn.

“Are you are quite done?” The alicorn’s voice dropped to a dangerous growl “or would you like me to take my turn with you?”

Tidbit stopped his pounding on the shield and snarled at her. “Well you brought us here, so what do you want with us?”

“I WANT NOTHING FROM YOU!” The alicorn’s voice echoed in the vast dark cavern. Turning her back to the stunned ghoul she dropped her shield and walked over to where Misty and Hero were watching. Misty’s jaw was still gaping as the tall figure stopped before her.
“I am NOT Princess Luna. She is dead and gone,” the Alicorn bluntly told Misty, “What I am is a little more complex. But for now please call me Serenity.”

Misty closed her mouth and gulped. “But...”

“What the ghoul says is somewhat right, I, and my sisters, were created to be Monsters, but now we are ‘free’.” The dark purple alicorn seemed to sneer at the last word. “But you are only here because of your friendship with her.” Hero watched as a dark hoof gestured to her.

Serenity turned to Hero. “I know what you are, and you have something I need.”

Hero looked confused and chirped.

Serenity bend low and whispered in the changeling’s ear. “Do you hear it? Do you hear the voices, always there in your mind? Please tell me you can hear it.”

Memory surfaced in Hero’s mind again, the background hum that was always her constant companion, the voices of others, voices without faces, and faces speaking without moving their mouths. Startled at this memory the changeling squawked and moved back, her eyes wide.

Misty’s body moved without her mind, placing itself between her friend and the dark Serenity. When her mind caught up, she looked up at the surprised face of the alicorn, her own face mirroring the surprise. Hero shivered as her mind tried to understand this new memory dredged up from the depths of her past.

The alicorn turned away and sighed.

“Um,” the bat pony finally spoke, “What is this place?” She flinched as every pair of eyes turned to her.
“Just wonderin’," she muttered, lowering her head.

“Where are my manners”, the alicorn’s voice rang out, “Please, forgive my rudeness”. She turned and glared towards Tidbit. “Except you.”

Tidbit merely growled at Serenity.

Ignoring the ghoul, Serenity continued, “This is my home!” She gestured expansively around the cavern, torches around the walls lighting up magically, the flicking light reflecting off shelves of books, wooden crates, metal canisters and boxes resting on miles of metal shelves. “Though once this was a storage bunker for one of the Ministries.”

“Ministries?” Hero queried.

“I’ll tell you later”, Misty whispered to her. “It’s a long story.”

Hero shrugged.

Four ponies sat around a fire eating reheated and somehow still viable ministry rations while the bat pony sat some distance away from the rest. She shivered slightly before taking off the hat she had stolen, and took out a small paper bag from its crown. With uncharacteristic gentleness she opened it and took out some small papers. Placing one on the ground she gently placed some green plant material along its center, before rolling it in the paper, and twisting one end. She placed the other end in her mouth. Taking a match from the bag, and striking it against a rock she lit the twisted end. As the paper burned and the material within smoldered, she inhaled deeply. Closing her eyes with a sigh she released the smoke from her lungs.

The smell reached the sensitive nose of Hero, who made her way over to the batpony. Fluffy ears twitched to the sound of Hero sitting beside her. One eye opened slightly as the smoke started to ease the mind. “So, you’re the hero huh.”

“Our name is Hero”, the changeling replied.

“Huh, well you and your blue friend did get me outta there, so I guess it fits”. She took another hit, letting the smoke out though her nostrils. “I was called Emjay”, the batpony continued “After the herb.”

Hero watched as Emjay took another longer puff from her curious burning thing, so Emjay offered it to the changeling. Taking a tentative sniff some of the smoke went up her nose. Hero sneezed violently making the stoned batpony laugh. As pungent as the scent from the smoke was, there was another scent also tickling the chitin covered bug like pony’s nose. Leaning closer to the fuzzy batpony she sniffed. Emjay leaned back from Hero, as she felt her personal space invaded.

“Bad Meat” Hero muttered.

“What?” Emjay looked slightly offended.

“Bad meat,” Hero repeated.

“Oh never mind her.” Misty had made her way over to the pair, leaving Tidbit and Serenity to stare at each other distrustfully. “That’s her way of saying that she thinks of you as a friend.”

“No”, Hero responded, “Smells like bad meat.”

Misty also sniffed at the bat pony then held her hoof over her nose, her ears splayed backwards. “Dear Celestia! When did you last bathe?”

Emjay shrugged noncommittally then pinched out the ember at the end of her strange smelling smoke. She carefully placed it back in the bag and the bag back in her hat. “Usually they just threw a bucket of water on me when I was due to fight.” The batpony looked up her eyes silted as if relishing a memory. “I liked the fighting. They would put me in a ring with another slave, and I was free. I could do what I wanted to that pony, and no one would stop me, not until the other slave was dead.” Emjay’s lips curled up in a rictus grin, her fangs gleaming in the light.

Misty’s ears flattened as she looked slightly afraid at the batpony. “Uh, you... So... Uh, so you are good at unarmed combat?”

Emjay shrugged, her leathery wings twitching slightly with the movement. “I prefer using blades though.”

“I, uh, I need to ask Serenity something.” Hurriedly Misty got up and trotted hurriedly back to the other pair, sparing a glance back at the killer bat pony and the changeling that Misty called friend.

Serenity and Tidbit remained locked in a silent glare fight when Misty came up beside the dark purple alicorn. “Do you have any place where we can clean up?”

Neither the alicorn or the ghoul earthpony gave any sign of hearing her as they continued their stare off. Sighing, Misty went over to Tidbit, and smacked her hoof on the side of his helmet.
“The hell?” Tidbit broke his angry glare at Serenity and looked instead at Misty, who was nursing her sore hoof.

“Now that the pair of you have decided to join the land of the living, I was asking if this place has anywhere that we can clean up!”

Serenity cast her gaze down onto the light blue unicorn. “Yes, Why?” Misty reached herself up and whispered in the long ear. “Really?” The purple eyes of Serenity widened “I thought that stench was him.”

Tidbit growled at the insult.

“Bitch” he muttered.

“There is a spring down the west tunnel to the right. “

Misty looked over at the batpony. “I think we will need your help. She might not take it well.”

The purple alicorn nodded. “Very well, I will hold her, you scrub the stench off her.” Serenity stood up. “I don’t want her stinking up the place.” She looked over Misty and smirked. “I am sure you and your friend could do with a good cleaning as well. You do smell rather ripe.”

Tidbit snickered.

Serenity swung her head around, her featureless purple eyes narrowing at the armored ghoul. “As for you “, she snorted,” Nothing will ever get rid of the stink of abomination that surrounds you.”

Removing his helmet, the ghoul earth pony sneered. “At least I was once a real pony”.

Serenity ignored the low and inaccurate insult. She turned her back from the rude stallion and trotted over to the changeling and batpony. Hero cringed slightly as the tall dark alicorn approached. She was still feeling nervous after Serenity had sparked the memory. The alicorn gave no indication that she noticed, but inside her heart sank. She hoped that in time the changeling would give her what she had been missing for so long. But for now, the batpony’s stink was more important.

Emjay had developed a hooded eyed thousand-yard stare as she relaxed with the effect of what she had been smoking, her ears drooped and her head nodded slightly as if some music was playing in her brain. Beside her, Hero looked away from the alicorn and resumed trying to see what the dirty grey batpony was staring at. As Misty joined them Hero churped a greeting softly, while Emjay simply ignored them.

There was a soft chiming sound as the alicorn’s dark horn glowed a faint lavender, and a bubble of soft purple magic formed around the batpony and lifting her into the air. Startled Hero leapt to her feet, her teeth barred as her own horn started to shine in its own green magic.

“HERO! NO!” Misty shouted quickly.

Hero turned her head to Misty, the magic still radiating out of her horn.
“It’s ok, Hero. She won’t hurt... Uh… your friend.” Misty’s soothing tone calmed the agitated changeling, making her halt her attack, though her horn still glowed. “We are going to help her get clean, and I am going to try to look after her wounds.”

Hero didn’t look entirely convinced; the alicorn made her feel weird. But Misty was her friend.
If Misty says that this tall dark pony holding the Emjay pony in a spell, is trustworthy, Hero thought to herself, perhaps we should trust her too. The green faded around Hero’s horn, and she looked up at the floating and yet totally unresponsive batpony floating in front of her.

Softly the alicorn spoke. “Thank you”.

Serenity then turned and carried her burden down to the tunnels, where the batpony would finally become clean.
“Come on! She will need our help.” Misty gestured towards the retiring alicorn before following. Hero picked up the hat from the ground, careful to make sure that its contents were not spilled, then turned to follow the rest.

“So I will just stay here and keep the fire going then?” Tidbit called after them.

No one responded.

Tidbit sighed as he slowly removed his armor. The heavily armed and thick front half was tighter than his body, so he felt his permanently broken ribs expand to resume their normal shape as he removed the chest plates. The patchwork leather back half slid off much easier.

Turning his head, he saw a few new bullet holes in his skin and some of the black ichor blood that surrounded them. He sighed again, grumbling about how he needed a bath too, before grabbing a twig from the pile of wood near the fire in his mouth to dig out the offending bullets. His thick leathery skin resisted his attempts at first, but he had gotten used to digging things out of him, artificial and natural; making it easier to remove the metal from his hide. His cloudy eyes took in the faint imprint on his rump of his own cutie mark. Almost too faint to see, but still there. A hammer and a saw in saltire. The mark of a humble carpenter.

As he continued digging into the dry mummified flesh of his side he wished that he could go back to a life of building shelves and cupboards for ponies once more. As a bullet finally popped out he looked at the metal and leather armor and weapons he had found and built. His eyes narrowed at them.

Reminders that he can never again be what he once was.

It took a few minutes for Emjay to realize that she was no longer where she had been, but rather was floating. “This must be some good shit” she murmured, “I feel like I’m flying.”

Hero and Misty glanced at each other as they listened to the bat pony muttering to herself. Placing the hat on the ground, Hero looked over at Misty who was digging through a box. In faint blue auroras a few scrubbing brushes and some well used soap floated out and were placed beside a large full rock basin, where steam floated gently from heated water. Misty stepped into the deep pool, noticing that the rising water gurgled down a slit on the side, while air bubbles and fresh water jetted from vents in the bottom.

“We go in there too,” Hero asked, looking at the churning water fearfully. Misty nodded as she stripped out of her shirt before playfully splashing some of the warm water.

“The water is just perfect.” With that Misty submerged herself, then rose up out of the depths, the water streaming down her mane and face, and a goofy smile on her face.

Hero gingerly stepped into the water, feeling its warmth permeate though her hard exoskeleton. Then taking a chance and copying her friend, the changeling dunked her head under water. Everything sounded strange to her as the water filled her long ears, she could hear muffled voices and a glong-glong sound of a heartbeat. As the need to breath started to burn her lungs she pushed her head back up into the air. Hero grinned as the new sensations pleased her. Still dangling above, them the bat pony continued to murmur to herself, her eyes nearly closed and ears sticking out sideways.

“OK you can let her in now,” Misty said to Serenity.

The bubble of magic faded and the fuzzy batpony dropped.

The sudden explosion of water and a high pitch screeching scream of anger itself as a flapping thrashing batpony surfaced and tried to take flight.

“Hold her!” Misty yelled as she grabbed at the dark furred flapping fluff ball of fury. Bands of purple magic wrapped around the squawking batpony binding her wings to her sides and her legs together. This did nothing to stop her voice.


“Can you shut her up please,” Misty appealed to Serenity.

There was a flash of light and a zipper appeared, running itself over Emjay’s mouth, zipping itself shut. Misty nodded a thanks to Serenity before grabbing one of the scrubbing brushes in her own magic, running the bristles over a bar of soap to work up a nice lather. Brush now covered in foam, Misty attacked the ground in dirt between Emjay’s large fluffy ears. Visibly shaking in rage, and having had her buzz killed by the sudden and very wet assault, Emjay growled behind the zipper and thrashed her body as much as she could as she tried to avoid the relentless attack by the brush and soap.

Hero could feel the emotions streaming out of the bat pony and paddled her way over to the former slave. She keened lowly to the trapped batpony and stroked her cheek, trying to sooth the writhing emotions. Hate filled orange eyes flashed at Hero before the Batpony tried to lunge her body forward.

There was a clunk as Emjay’s head smashed into Hero’s.

“Aw come on now,” Misty admonished as Emjay backed back ready to go again. Hero blinked a few times then saw blood flowing down over Emjay’s snout from where her sharp horn had cut into the batpony’s scalp. Emjay didn’t seem to notice. Misty sighed and poured some water over the cut washing away the blood much to Emjay’s displeasure, the growling behind the zipper growing louder.

As the warmth of the water started to ease into her muscles, Emjay reluctantly felt her body begin to relax. Hero took one of the wash cloths and started wiping down the grey fur around the batpony’s muzzle, keeping as gentle as she could she started cleaning the long furry ears.

“We don’t want to hurt you,” Hero said quietly, “We just want you to smell better.”

Emjay grunted, but felt her eyes beginning to droop again as the massaging effect of the brush on her back eased more of the tension out of her. Her head drooped in relaxation as the pair continued their chore. Unknown to her at this time Serenity had released the magical binds and zipper from her. Not being left out on the orgy of cleaning and bubbles she had taken another of the brushes and helped scrub and brush the light green tail and mane.

Misty stepped back from her work and lit her horn and started a medical scan. She could see no major damage to the bones or organs, but on the surface there were many old and new cuts and abrasions. The scaring of the rump worried her, but most of it was very old. To her it seemed that the flesh had been burned away and regrew as a mass of scar tissue. She shuddered to think how painful that would have been. Gently taking the fore-hoof of Emjay, she looked at the pale flesh where the shackle had been. There was some scaring there from the constant chafing but nothing that she could see that would be threatening to the batpony’s wellbeing. A series of parallel scars of various ages across the forelimb did concern her. She couldn’t think of any way that could have been done except deliberately. As if the pony in question had done it to herself. Misty shivered at that thought but noted that they were quite shallow and no threat either.

Hero was enjoying herself scrubbing the batpony’s coat, tufts of mattered fur falling free reveling shiny fluff underneath. Months of ground in filth, sweat, and secretions turned the water of the bathing pool to a muddy brown, while wads of fur floated among the soap bubbles. For her part, Emjay was enjoying the unusual attention, though she kept muttering half heated threats which were dutifully ignored by all present. There was a splash as Emjay’s legs gave out from un-accustomed relaxation and she disappeared under the water. Hero dove underwater and lifted the spluttering batpony back up to the surface.

“-KING KILL YOU ALL!” The batpony’s screeching resumed.

There was the sound of teeth being slammed together as Hero used her fore hooves to shut the swearing batpony’s muzzle. “You smell better now,” she told the glowering and growling sodden gray pony, “We like this smell better.”
Serenity lifted Emjay out of the bath and deposited her, dripping, onto the floor. As soon as the magic faded Emjay shook herself vigorously, spraying the room with water. As soon as she was satisfied, she snarled at the still wet ponies before her, grabbed her hat and jammed it on her head, then stalked out.

As soon as she left, Misty stepped out of the water followed by Hero. “She’s had a hard life; I can tell you that. She has been beaten half to death but nothing that’s caused any serious damage to her body. She has so many scars all over her it’s not funny,” Misty sighed, “When we found her, it looked like she was being used as a comfort pony.”

Hero looked confused at Misty who ignored her, and continued “But when I spoke to her before, she also was used to fight.”

“Hate,” Hero said. “We could feel nothing but fear and hate from her. She is scared of us, but she mostly hates herself.”
“She is violent and dangerous, she told me how much she likes to kill.” Misty continued, “She is too much of a risk to have her here!”

“I can teleport her somewhere” Serenity said “Or put her out of her misery.”

Outside the door, unseen by the three, a batpony’s sensitive ears was listening in. On hearing the remark by the alicorn she snarled and walked off. No-one, she thought to herself, will ever raise a hoof against her ever again. She will make sure of it.

Hero stomped a hoof on the ground “NO,” she exclaimed “She is hurting and needs our help!” Hero’s face darkened “Hero will help her, even if you won’t.”

“We just can’t risk having a violent pony with us just like that!” Misty said as she raised her voice.

“You told Hero that Tidbit is a friend, even though he broke Hero’s leg, Hero took you as a friend even though you shot us,” Hero shot back, “She has done nothing to us, just yelled a lot!”

Misty had to admit to herself that Hero’s introduction to herself and to Tidbit were less than peaceful, but it did not do anything to ease her worries about the batpony.
“Fine,” Misty conceded “But she is your responsibility!”

Hero then turned to look at the alicorn. “You, we don’t know. You scare us, but Misty likes you. Hero can see that. If Misty trusts you, so will Hero.”

With that she turned on her heels and left.

“Do you trust me,” Serenity asked Misty in a small voice.

“I don’t know.”

The alicorn nodded. “Can I trust you?”

Misty looked offended “Of course! What sort of pony do you think I am?”

The dark alicorn’s featureless eyes betrayed nothing as she looked down at the unicorn. After an uncomfortable pause she turned to the door. As she made her way out, she quietly asked, “Come with me, please."

Shaking the last of the water from her coat, the light blue alicorn picked up her and Hero’s shirts, draped them over her back, then trotted behind Serenity.

Tidbit took a sip from a lead lined canteen that contained radioactively contaminated water, as a ghoul his body needed the poisoned water to heal and maintain itself. He would be the last to admit, though, it gave him a warm glow and a slightly light head. With the help of the radiation the bullet holes in his rump and gut slowly grew together with a sickening squeak of stressed leather like skin. He heard yelling coming from down the passage way as he placed another few logs on the fire and chuckled to himself. Then when the silence came he started to look around and poke at the large amounts of shelves with crates. All of the crates had pink and blue butterflies painted on them, and the letters MOP. He found some that were opened and curiously looked inside. One had old ration packs, another had first aid kits and healing potions. A third he found contained something he did not expect. Inside, nestled in foam recesses, were apple grenades.

The yelling started again, followed by the heavy clopping of stamping hooves, so he quickly made his way back to the fireplace. Out of the passage he saw an angry but now clean and rather fluffy bat pony. She was soon followed by the changeling with a bowler hat in her mouth. He watched as the batpony turned on the changeling and adopted a fighting stance, but the changeling simply sat down. Then in amazement he watched as the changeling lifted a front hoof and booped the batpony on her nose. The batpony seemed to go crossed eyed looking at its own muzzle before snarling, turning her back on the changeling and stalked off into the shelves. The changeling followed.

Mystified, Tidbit made to follow, but after a moment of hesitation, sat back down by the fire. Whatever happens, he thought to himself, Happens.

Misty was surprised when Serenity did not turn towards the main cavern, but went the opposite direction, passing some other doorways that had been cut into the tunnels. Serenity turned suddenly and opened one of the many doors then made her way inside. Misty followed her in, seeing that this room had been expertly cut away from the rock like the rooms in her stable, but set up like an office. A terminal sat on a desk which also had a selection of old manila files.

“What do you know about your black friend?” Serenity moved to the other side of the desk and looked at Misty.
Misty tapped her hoof against her chin as she sat on the ground. “Well, I don’t know what she is, but she seems to be nice.” Misty looked thoughtful. “She has the ability to magically change her appearance, but you know that, and she likes to eat meat.”

Serenity nodded.

Misty smirked then continued “She refuses to use words like ‘I’ or ‘me’, which is weird, but someday, I will get her to do that.”

Serenity smiled softly. “Your friend is known as a changeling”

“Makes sense.” Misty added.

The alicorn sighed “If you please, let me continue.”

Misty shut her mouth and waited

“Changelings are a type of pony that were discovered years before the war. But they just disappeared after some event in Canterlot. What happened there, I do not know. But I do know a few things. For one, they are emotavores. “


“They feed on emotions. They use a pony’s emotions to fuel their magic, which is why she has been able to change and use her magic with you, when before she met you she couldn’t.”

Misty gulped, not sure how to feel about that, but waited for Serenity to carry on.

“Don’t worry, it’s not anything that could harm you. But my interest in her is in something else that the changelings have.”

“You better not want to hurt her,” Misty growled, her eyes flashing and her horn lighting up, “Whatever she is, she’s proven herself to be my friend.”

“If your ghoul friend couldn’t harm me, do not think for a moment that you could.” The dark alicorn’s mane whipped in an unseen wind. “But no, I have no interest in harming her, I was hoping she could help me. But…” The alicorn shifted uncomfortably. “I and my sisters, where created by our Goddess to be weapons. We were always linked together in our minds, our own little hive mind. I could always hear my sisters and my Goddess in my head. It was comforting, we could share our thoughts, our minds. Help each other, learn from each other, prepare each other, all under our Goddess.” A tear formed in the alicorn’s eye. “But something happened. We lost our hive mind, our Goddess was killed, and our connection to each other destroyed. I can no longer hear my sisters. I have no one.”

“That’s uh...,” Misty searched for the right word, “Sad?”

Serenity shook herself, then picked up one of the files. “And that’s why I asked you here.”

She passed the file to Misty who took it in her magic and opened it. After reading the first few paragraphs in the first page of the large file she looked up “Hero has a hive mind?”

Serenity shook her head. “Not anymore. I believe she has been cut off from her own hive, or she is out of range of its Queen. So she, like me, is alone. I had hoped that she would be in one, and she could let me be in it, so I won’t have to suffer like this anymore.”

Misty kept reading. “It says here, that the Ministry of Peace was working on a spell matrix for a hive mind for the troops, they had developed a proto type based on the changelings, but it was abandoned when the megaspells struck.”

“This is what I wanted to ask you. I know where the Ministry of Peace testing grounds are.” Serenity’s voice turned plaintive. “Would you and your friends go and retrieve this spell matrix from the bunker?”

Phoenix Fall

View Online

“You’re doing what?” Tidbit’s voice reverberated on the stone walls of the small sleeping room that he and Misty were currently in.
“I am going to help Serenity get something she needs. You don’t have to come with me, but I will be asking Hero to come.”
“But look how far away she’s sending you!” He gestured at the map on the pipbuck Misty had been studying. Serenity had placed a marker from the computer in the office to Misty’s pipbuck’s mapping software. “That is at least three days walk from here!”

“She asked for my help. And I can give my help to whomever I want. And I won’t be going alone; I can get Hero to come with me. We don’t need you.” Misty rolled over in the cot she was laying in with a sigh of irritation. “I just hope she doesn’t want to take that psychotic bat with us”, she muttered to herself.

Tidbit skulked out of the room, muttering darkly to himself about the stubbornness of mares. Passing another open door, he could smell the burning sweet scent of the batpony’s drug of choice. He peeked in the door and saw her sitting on a cot, her eyes closed and her head bobbing, horizontal ears twitching slightly and a small smile on her lips. Next to the cot, he could see Hero had curled up to sleep on a nest of blankets A faint buzzing snore coming from the changeling, as one of her back legs twitched while she dreamed.

“What do you want?”

Tidbit startled a bit as Emjay caught his attention.. Her voice didn’t carry the anger that it usually had, one eye had opened slightly to look at him. He stood still and said nothing.

Emjay opened her other eye, and blinked slowly. “You know something?” she asked.

Tidbit shook his head and kept silent.

“You are incredibly fucking ugly,” Emjay laughed harshly, as if it was something she wasn’t used to doing. Then lowering her body, she rested her head between her forelimbs, and fell into a drugged sleep.Hero, having heard Emjay speak, awoke and looked over at the batpony then turned her blue eyed gaze at Tidbit and chirped.

Tidbit ducked his head out of the doorway and continued down the hall. He re-entered the vast storage cavern where he saw the alicorn levitating a series of boxes and crates near the remains of the fire. He watched as she lifted a clipboard and quill in her magic and ticked off something written on a piece of paper clipped to it. As she lowered the clipboard onto a box he trotted up to her. Her ears flicked back in annoyance at the sound of his hoof-steps and narrowed her eyes at him, irritated at the interruption and her own dislike of the ghoul.

“Why?” Tidbit’s voice rasped

“Hmmm?”, Serenity’s eyebrow quirked at the question.

“Why do you want them to do this thing?”

The purple alicorn sighed, “I asked Misty because it may have something I need, and I cannot go there myself,” Serenity continued, brow furrowing at the ghoul’s inquisition, “Misty will go, because she wants to, and possibly because a part of her still sees me as an authority figure, no matter what I tell her.”

“You are no Luna.”

“No I am not, and I never claimed to be. However, she has told me that her stable ponies were military trained, and I have a passing resemblance to Luna, who was the supreme leader during the war, so she feels that she is continuing her service,” Serenity smirked, “I may take advantage of that fact for my own ends,” the smirk dropped as the alicorn returned to her serious demeanor, “but do not think I am not utterly heartless. I will do my best to prepare her. And you.”

Tidbit snorted derisively at the final sentence. “And what makes you think I will go?”

“Hero will go because Misty is. The batpony will go because she is free and can choose to, she thinks, but mostly she will go because Hero will go.” Serenity looked intently at the dead eyes of the ghoul. “The question is why are you are going.”

“You’re sure I will,” Tidbit retorted.

“Yes I am.” Serenity turned away and walked to one of the large crates she had moved. Using her magic, she opened it and gestured Tidbit to look inside. “As I said I will not let you go unprepared”

The ghoul gasped as he saw the mass of ammo boxes contained inside the crate. The sort of ammunition that would fit into the weapons affixed to his armor.

“These are for the trip; which I know you will take with them,” Serenity glided over something small and placed it on the ammo boxes “This is, you might call, a peace offering.” It was a piece of power armor plating, one that could replace a battered piece of steel that would be under his barrel. This one was thicker, and had cooling fins across it, and Tidbit also noticed the thick wires that came out from the underside. “I don’t like what you are,” Serenity continued, “and I worry you will eventually go feral. But you are important to Hero and Misty. I cannot replace your armor, but this micro fusion pack will be able to power what parts you have.”

A leathery ear flicked as the ghoul rolled one of his cloudy eyes up at the alicorn. “At least you are honest, which is more than I expected from one of your kind.” He looked away. “I have seen what your sort have done in the past, seen the remains of those who have died at the hooves of your kind. At least when a ghoul goes feral they have no mind, but your kind have done these things while still rational.”

“Do you think I have done terrible things,” Serenity asked.

Tidbit shook his head. “I don’t know, I’d like to say yes, but truthfully I just don’t know.”

Serenity turned her full attention to him. “I have done things that should never be done, at the will and for the purposes of the Goddess,” she told him flatly, “There was nothing I wouldn’t do for her, nor my sisters. We are after all, family.” She looked away from him. “That doesn’t mean that I do not regret some of them. But for her, and my sisters, I would not have hesitated to continue. But now…” her voice trailed off.

The silence continued for several uncomfortable minutes. Tidbit broke it. “I think I will get this power pack installed, seems that I have a long trip to do, and I must be ready.”

Serenity nodded at him, and took up the checklist again, and started reading it. Tidbit picked up the micro fusion reactor in his mouth and turned away. As he began walking to his armor he thought he heard a whisper. “Thank you.”

“I don’t want her to come!” hissed Misty to the changeling.

Hero shrugged, “We told her what we are doing, and she told Hero that she will come too.”

The pair entered into the main cavern where they saw Emjay and Tidbit already waiting there. Tidbit was working on his armor as he muttered to himself, a few strands of wire hanging out from some of the joints, as Emjay was sitting in front of a selection of blades, her eyes glazed in awe. She pawed at some of them before taking one up in her hooves, examining it closely. Sitting on her rump she lifted her other front leg and with a deft and practiced swipe, sliced a thin groove into the bare skin where the manacle had been. She shuddered visibly and a look of pain and relief swept across her face, before she licked the blade clean, and replaced it.

Misty’s eyes bulged at the sight, she had assumed that the batpony had been deliberately cutting herself, but to see it first-hand shocked her. She made to gallop over, before Hero grabbed hold of her tail in her fanged muzzle and stopped her. Misty sighed and hoped that Hero knew what she was doing.

Oblivious to the unicorn and changeling pair, Emjay’s eyes closed, and she breathed deeply, taking the pain into herself, and permitted herself a small smile. Her ears flicked upright as Serenity trotted over, carrying some leather pads, armor and a battered looking pipbuck over. She deposited them in front of the batpony, then cast a gaze over at Hero and Misty. After seeing them, she bent low and whispered in one of Emjay’s fluffy ears. Emjay straightened up suddenly, looked over at the pair, then seemed to reluctantly put on the thick leather armor and padding. She rolled the pipbuck away.

“EUREKA!” the ghoul’s shout distracted all of them. “All freaking night I worked on this thing and finally it’s working!” Tidbits normal rictus grin seemed to grow even bigger as he came out from behind his armor. Seeing that all eyes had turned to him, his smile faded back down to the normal death grin he usually wore.

“Uh sorry”, he muttered. Lights on the armor flickered and glowed. He powered it back down again and started opening it ready for him.

Serenity motioned to unicorn and changeling, gesturing them to follow her, as she led them each to a pile of supplies that she had meticulously organized during the night. “These are for you,” she said quietly ,“as I promised.” Serenity wandered off, clipboard and quill in her magic and ticked off something on her list.

Misty looked at the pile before her, a Ministry of Peace saddle pack, an assortment of healing potions and first aid kits, ammunition for the sidearm and rifle that were also laid out for her, enough rations and a canteen of water for the journey. Misty also saw a fresh new camouflage uniform, this one also bearing the same cross and butterfly symbol as a unit patch that the saddle bags had. She also saw that the uniform had been augmented with thick leather pads yet still had the proud 15 of her stable number on its back and collar.

Hero looked down at the food, ammunition and weapons that she had before her. She also saw that her own shirt had been repaired and cleaned. The tan colour contrasting with the deep blue moon and star patch on its shoulder.

Hero and Emjay watched as Misty packed her saddle packs, while her pipbuck logged every item. Hero copied her, and heard light pings as her own pipbuck began to log her inventory . The Batpony didn’t start packing hers until she had slid several of the blades into straps on her armor. Serenity returned to the batpony, and showed her how to fit the long wing blades to the leading edge of her leathery batwings.

Across the way, the undead earth pony stallion had filled his own pack, and was slipping the leather leggings on, before placing himself into the now powered front armor. There was a snapping pop sound as the plates sealed themselves, crushing his ribs once more.

Now fully clothed and packed the three females sat together and watched.
The bat pony glanced over to Hero, "That one, in the armor, that's a male right?" she asked quietly. Hero shrugged, working out male and female was not something she had much experience doing. Misty on the other hoof hearing it face hooved.

"I knew something was wrong," she exclaimed, a dirty grin on her face, "I have seen pictures of steel rangers in my stable! That is a Stallion there, but that armor... that's a Female steel ranger armor,” Misty cackled gleefully.
"Our big strong Male dresses up as a girl to fight," Misty laughed, while Hero just looked confused.
"You’re just jealous cos my legs look damn fine in this" Tidbit's voice dripped with sarcasm, but he did a model's pose.
“Besides, the greatest ponies of Equestria were mostly all female, the most magical, the strongest, the kindest, the happiest and giving, not to mention the most loyal.” Tidbit put on the helmet, and let the power flow through it lighting up the covered eye with a heads up display. “If I can be half the pony they were, I would be proud, no matter what armor I am wearing”.

I know you want me to get to the fun parts of the story, but trust me, we will be very soon. So please settle down. The boring bits are just as important as the fun stuff. How else would you know about the why as well as the how?
Moonbeam Shine, you put your sister down now!

The sun had risen high into the bright blue sky as the group walked and flapped steadily down the old road that Serenity had sent them on earlier in the morning. Tidbit had taken the lead, after Misty had sent the information from her pipbuck to the power armors on board computer. Misty and Hero walked side by side as Misty continued in her attempts at getting Hero to say the word ‘I’ in reference to herself, with predictable lack of results. Emjay, who had discovered that her untethered wings allowed her to fly, flapped overhead, the sunlight glinting off the steel on her wings leading edge, and the blades she had strapped to her body. She remembered, with some growling embarrassment, that her abilities to land still had a lot to be desired, especially after the violent high speed face plant into the cavern wall just before they set out in the morning.

“There’s a ruined house ahead that we can rest, and you can have something to eat,” Tidbit called back. Misty looked relieved to be distracted from her fruitless tutoring of the stubbornly third person self-referential Hero. Flapping lazily above them the batpony snorted.

After a quiet quarter of an hour of trotting, the group entered into the ruins of a gray brick house. Tidbit, his suits built in Eyes Forward Sparkle proving the place vacant of all dangerous life. He settled himself in the center of the room, as the rest of the small group looked around, poking at the trash piles strewn around the dirt floor, or looking at the crude fatalistic graffiti scrawled on the stonework. Hero was the first to open her pack and bring out one of the Stable-Tec brand Apple Protein bars, (A glass and a half of full cream apples in every bar) that Serenity had given her. She examined it closely, then shoved one end in her mouth and started chewing.

“You should take the paper wrapper off first” Misty remarked as she sat down beside Hero.

“We discovered that It’s the best tasting part,” Hero responded as she noisily chewed.

Misty chuckled as she unwrapped one of her own and ate it quickly. “I think you might be right” she remarked, “I can’t taste any apple.”

Emjay silently had joined them, and was chewing on a bar, watching the still Tidbit distrustfully. Tidbit’s only visible eye was closed as he rested. While he was dead, and never needed to sleep, he did still enjoy moments of quiet to rest his mind.

“Ok, lets finish getting your pipbuck set up.”, Misty turned to the changeling. She took Hero’s leg up and pressed a button on the device. Misty stuck her tongue out the corner of her mouth a she watched the screen before pressing a hoof edge on an icon. A warning popped up on the screen. Misty looked up at Hero. “This might be a bit weird to start with, but you are going to start seeing things in a few seconds”. She tapped the screen.

Hero squealed as her vision was briefly obscured with a green static, before returning to normal, but now she could see amber lines and letters in the lower left and right of her eyesight. Hero moved her head around, and noticed that one of the lines moved with it, then back at Misty. There she noticed one of the bars in the lower left site corresponded with Misty. Above her head, the changeling could see some writing. She turned and looked at Tidbit and Emjay, and saw that they also had a bar and some writing.

“You will now be able to see living things around you, places you need to go, and how healthy you are, without looking at your pipbuck. Amber means it’s a friend, or at least, it’s harmless, red bars are enemies or dangerous creatures,” Misty explained, “And if the pipbuck knows who or what they are, it will display the names.”
Hero stood up and turned around watching the bars and compass move with her. Then she turned towards one of the grimy walls behind. “Red means enemies,” Hero questioned “Like those?”

Misty and Tidbit turned and looked at the wall, and both noticed multiple red bars in their own EFS.
“Uh oh” Misty gulped.

Tidbit got up and peeked out one of the windows. “Steel Rangers,” he growled.

Misty shot a surprised look at the ghoul. “But we were taught that they were great warriors during the war.”

Tidbit snorted, “Warriors, yeah, once,” his once visible eye narrowed, “But now they are glorified raiders, killing anyone in their way, and stealing technology. Nothing is safe, no camp, no town, no stable.”

Misty’s memory flashed back to the mortally wounded Commandant Overseer, and her gasping about ‘armored ponies’.
“Aw Tartarus no!”

Hero pulled a sidearm out of her pack, and levitated it in front of her, while Emjay sensing the tension in the room grinned, her eyes glittering darkly. Misty pulled out the rifle, checked the magazine, then slid it home with a click. There was the sound of the bolt being drawn back and snapping forward as she chambered the first round.

Tidbit looked around at the now armed and grim looking group of mares. “Uh, what are you doing?”

Misty snarled, “I bet it was them who attacked my home and killed my friends and family. I am going to make those fuckers pay.”

Hero chirped

Emjay just flashed a grin at Tidbit.

“We have to get out of here! You can’t go against Rangers!” Tidbit pleaded.

His voice was drowned out by the roar of automatic fire from outside. Hero, Misty and Tidbit dived to the ground as bullets screamed overhead, a line of holes blasting through the stone walls. Hero reached out with her magic and flattened the still standing batpony to the dirt. Emjay screeched in outrage glaring at the changeling, her legs spread eagled as green magic kept her from leaping back to her hooves.

The gunfire abruptly stopped. A harshly amplified mare’s voice rang from outside. “Grenade, that window!”

A red orb of an apple grenade sailed through the smashed window, and bounced once on the ground with a metallic clink before being caught in the quickly thrown levitation field of Misty, who arced it back out the window. It had only just cleared the sill before it detonated. The concussion rocked the room and made Hero lose control of her own magic letting a screaming bat pony with bleeding ears free. Emjay leapt into the air with a horrifying screech and flapped her wings frantically as she used her forelegs to rub at her ears.

The corner of the house collapsed as a rocket smashed into the masonry. In a blur of grey, Emjay launched herself though the new gap, and rocketed towards the incoming Steel Rangers; bullets arcing up towards her. Hero and Misty got back onto their hooves, and darted to windows, and started shooting back at the rangers, but their bullets could only bounce off the power armor.

Tidbit pushed some of the broken stonework aside and lined up his own larger guns at the advancing figures and fired. One of his rounds slammed into the chest armor of one of the four armored ponies, causing it to shudder and step back, before turning its attention to Tidbit. It was distracted enough for Emjay to land on its back. The added weight caused it to stumble briefly, throwing the snarling batpony off balance till she gripped around the ranger’s throat. She extended a hoof blade and stabbed at the black Kevlar fiber neck protection, but the blade simply slid off.

“Hold still, Knight Cherry Sour, you seem to have an annoying growth on your back, let me remove that for you.” a larger ranger with Crusader rank markings on his armor ignored the incoming rifle rounds and sauntered over to his underling, lifted one of his metal hooves and punched it into the side of the rabidly snarling Emjay. There was a sickly thunk of metal hitting flesh and the batpony’s body flew from the rangers back and bounced hard on the ground. She growled and got unsteadily to her hooves as the larger ranger turned its own guns to her. “Goodbye”, the rangers deep voice rumbled.

Two large rounds struck the Rangers armor, knocking him off balance briefly throwing off his aim, just as a black and green blur buzzed over, grabbed the groggy batpony around her barrel and flew back to the shattered remains of the building.

“I could have taken him!” screeched Emjay as Hero lowered her onto the ground “I would have ripped his fucking throat out!”

Hero landed in front of Emjay, her wings folding back under the blue shell of her back.

“You had no right to do this!” The screeching batpony was visibly shaking with rage.

Hero reached up and booped her on the nose. Emjay’s eyes crossed and a look of total confusion at her own snout.

“You would have died.” Hero’s voice was flat, but her body quaked as if full of too much energy. “We need you to get the others and get them out of here. We have an idea.” Hero lifted her gun from where she had dropped it, and put it back into her pack, then put both hers and Emjay’s pack on Emjay’s back.

“Do it. Now!” Hero’s buzzing voice grew intense. Her wings buzzed again and she flew for a hole in the wall and outside.

Tidbit and Misty continued shooting at the slowly advancing Rangers. They skittered away from the larger caliber rounds of Tidbits 50 caliber guns, but seemed to ignore the smaller bullets from Misty’s rifle. The changeling shot through the hole in the wall and straight up, wings buzzing furiously. One of the rangers directed its weapon skywards and fired at the fleeing changeling.

“Ignore it,” the Crusader ordered, “I want that power armor from that idiot in the building”

“Yes Crusader,” the other rangers responded.

Misty and Tidbit watched in horror as Hero’s form grew smaller and smaller as she gained altitude before ducking down under another barrage from the attackers. Emjay yelled out to them “She said she has a plan! She said to get out of here!”

Realization dawned on Misty’s face. “Oh crap” she muttered and ran over to her bag and put it on quickly. She looked back and saw Tidbit just looking at the pair of them. “Move your ass,” she yelled at him. Neither of them had any warning as a bullet smashed into the side of Tidbit’s throat. The Kevlar split apart as dried flesh and dark ichor sprayed out. Tidbits head slumped forward as he fell to his knees.

Misty rushed over to him as more rounds flew over their heads, grabbed him in a levitation field and dragged him over towards the door. Emjay, in an unusual display of helpfulness, quickly grabbed his bag in her mouth, and followed.

Overhead the changeling reached the peak of her flight, tipped forward, and started to fall. This time she was choosing, this time she was aware, this time she deliberately forced all the energy she had absorbed from Misty and the small amounts that Emjay had so leaked out... she forced it all into her horn. Green flames flickered around her figure then erupted into an intense ball of arcane fire. The air screamed as Hero cut though.

Misty and Emjay threw themselves into a ditch behind the house as the rangers continued their assault, unaware that the house was now empty. Emjay saw the look of fear on Misty’s face as the unicorn lowered the wounded ghoul into the ditch with them. Tidbit gurgled and coughed as his necrotic flesh started to knit together.

“What is going on,” Emjay asked, still confused, “What is she doing?”

Misty looked up from where she was putting a field dressing over the armored throat, and pointed with a hoof up in the sky. Emjay’s eyes followed where the hoof was pointed and saw a green meteor hurtling towards the ground.

“GET DOWN,” Misty yelled to Emjay as she threw herself flat on the bottom of the ditch pushing Tidbit flat with her.

Small flicks of wings sent Hero in a slightly different descent as she tried to aim towards one of the steel rangers. Her eyes narrowed as she forced more power into the magic that burned around her. The tortured air screaming in her ears.

“CEASE FIRE,” the Crusader ordered his knights. Their weapons fell silent, leaving only the sound of crumbling masonry and the cracking of cooling weapon muzzles. “Knight Waterfall, see if the targets are neutralized."

“Yes Crusader Jelly Tip”. The chosen rangers masculine voice betrayed little emotion. Then he looked up as his enhanced hearing picked up a screaming sound from above. “Uh, Crusader?” He pointed up to the green dot that was rapidly growing in size.

“All knights! Scatter,” the Crusader Ranger yelled, as the sound quickly went from a light whistle to an earth shaking scream. Four steel rangers fled, but it was too late.

Emjay covered her sensitive ears as the screaming reached its crescendo until there was a brilliant green flash of light. Green fire roared out across the ground, following a shockwave that shattered the building and blasted the fleeing Rangers throwing them across the ground like ragdolls. Above the impact a mushroom cloud billowed up, an ugly mixture of green changeling fire and red brown dust

The silence that followed seemed to be as loud as the explosion that preceded it. Thick dust clouds filled the air as Emjay and Misty lifted their heads and tried to find their bearings in the choking atmosphere. Deep inside the cloud a changeling stood in the middle of a huge crater, her body shivering as she tried to find the energy to continue. Her friends were safe now, she hoped, but she needed- She had to get some energy. Turning her head around she could see the battered armor of one of the rangers, the helmet ripped away by the concussive force of her magic enhanced crash landing. Hero dragged herself over to the ranger and saw that the rangers was still alive, though she could see blood in the corner of the mare’s mouth. Not hungry for meat, but starved for something else, Hero stood astride the prone figure and looked at the mare’s white face and cheery red striped mane. A new instinct took over as Hero placed her horn on the earthpony mare’s forehead, drawing tendrils of white energy out of the pony, to be absorbed into Hero’s horn. The mare’s eyes opened and she gasped in pain as Hero continued to rip her life essence out of her.

Emjay dumped her bags next to Misty and shot out of the ditch into the dust cloud, running as fast as she could while using her wings to try to fan away some of the dust. Her twitching ears could hear a faint screeching sound so she followed it quickly. Stumbling over the lip of the crater she slid down its side, eyes scanning through the thinning clouds until she found her target. A black carapaced figure standing over one of the metal clad ponies. Emjay made her way quickly to them, but stopped suddenly as she watched Hero draining energy out of the pony. Its flesh had become wizened and wrinkled as if it had been sucked dry, its eyes were rolled back and mouth agape, a pained wheezing burbling sound coming out of its throat. She flapped her wings and flew over to the changeling and watched in amazed horror as the white tendrils faltered.

“Hero! Stop,” she shouted at the concentrating changeling.

Hero looked up at Emjay, her eyes glowing bright blue with the stolen energy.

“We have to go. Now!” Emjay urged and nudged Hero with her forehead.

Hero simply nodded and started back the way that Emjay came.

Emjay looked down at the gasping wheezing wretch that lay before her. She flicked her hoof and the blade shot free. She lifted her hoof high then thrust the blade into the mares desiccated mouth and into its brain. There was a gurgle and the Knight, once known as Cherry Sour, was still.

The blade retracted with another flick and Emjay caught up with Hero and led her to the ditch. The dust cloud was settling, as Hero, Misty, Emjay and Tidbit, who was nodding a lot as his neck was not quite supporting the weight of his head and helmet, used that time to leave.

“Are you sure about this,” Misty asked Tidbit as they settled for the night. In the hours since they had left the old house, they had made several miles towards their goal, and away from any surviving steel rangers. Tidbit had walked as solidly as ever even though he had kept his head down.

Tidbit nodded and rasped, “Yeah, I heal pretty quick, just bring me my canteen.”

Misty looked worriedly at him. “I can stand guard for half the night and Hero can do the other half, you don’t need-”

Tidbit cut her off, his voice rough. “It will be fine. I just need my water.”

Misty went to where the packs were all stacked together, and retrieved the heavy canteen from Tidbits saddlebag. She levitated it in front of her and brought it to him. He took it in his mouth, placed it on the ground, then bit at the lid, lifting it out before speaking.

“Please stand back. As a Ghoul the water I need is radioactive, it is not safe for ponies like you,” he told the medic. She retreated a few yards, sat and watched. Tidbit took the neck of the canteen into his mouth, and tipped it up. Misty’s pipbuck registered a small increase in local radiation and showed it on her EFS as he drank a few gulps before he put the canteen down, and put the stopper back in. “Go and sleep, I will keep watch.”
Misty looked at him doubtfully but obeyed. But as she settled down, she made sure that her sidearm was in easy reach.

Hero was snoring as Emjay watched her. She decided not to tell the others what she had seen in the crater. Truth be told a part of Emjay relished in seeing Hero doing what she did to the ranger, she also knew that Hero had saved her, and the rest of them, doing her suicide dive. But the other part never wanted to see it again.


View Online


Scattered clouds glowed red as the sun peeked over the distant mountains. A helmetless Tidbit tossed another log onto the glowing embers as the first of the mares started to stir. Misty yawned and wobbled to her hooves, then stretched her back. The popping of her spine filled the still morning air.

“Only the dead should make those sorts of sounds” Tidbit remarked dryly.

“Until I have coffee, I am the dead” snarked the bleary eyed unicorn, “And since I have not had any coffee since I first left my stable... just call me the undead”.

There was a loud snore from the changeling as she rolled over on her back, her legs flailing slightly in her dreams and distracting Misty and Tidbit from their current conversation.

“Let them sleep, You worked your friend hard, teaching her how to use the rifle, I am surprised the amount of times you had her unloading and reloading it, she’s not trying to do it in her sleep” Tidbit smiled.

“Too cheerful, no coffee… still undead”, Misty groused groggily

Tidbit grunted as he poked at the fire. Sparks flew into the air and drifted in the breeze before disappearing. “Being undead has its benefits, but I do miss the taste of a good cup of coffee,” Tidbit admitted, “not to mention dreaming, eating a fresh daisy sandwich, drinking a frosty apple cider, and…” he stopped speaking with a sigh.

Misty trotted closer to the fire and looked up at the grin faced ghoul. “I’ve never even seen a daisy sandwich or ever drank a cider”, she pondered, “Our school said they were popular before the war.” She looked back at him with suspicion all over her face. “How old are you?”
Tidbit sighed and turned his gaze to the sunrise. “I remember when Luna returned from her thousand-year exile, I remember before the war started. I remember my wife and my son and daughter.” His dead eye gaze returned to the blue unicorn. “I remember the day Equestria burned.”

Without thinking about it, Misty levitated a food bar out of her pack, unwrapped it and started eating, not even noticing its lack of taste as she waited for Tidbit to continue. Tidbit’s eyes focused on the flames that were eating their way through the wood in the small campfire.

“So what happened,” Misty asked, “I mean I know that the zebras are our enemies, that they are cruel and evil, and that they attacked our cities with balefire bombs, but what happened to you?”

“Were our enemies,” Tidbit corrected, “but now the greatest enemy here is each other, as you may have noticed”. The ghoul poked at the fire with his armored hoof again, “I don’t know if any zebras survived the war, but in the end they won. Equestria is dead”. His eyes turned back to Misty as she swallowed the last of her breakfast bar. “I should have died that day. I guess I did, but, I should have stayed dead. I lived outside of Salt Lick City. We always thought that it would be safe. No real industry, no real military value, just a city of hard working folks. It was a long way from the front lines. So other than our young stallions being drafted, and our industry helping in the war effort, our lives were pretty much the same as they always were.” The mummified pony eyes seemed to focus away again. “My wife and children were visiting her parents in the city and I stayed home working. It was a beautiful day. We had no warning. Three balefire bombs hit the city. I saw the flashes of light and the mushroom clouds bloom before I was hit by the shock waves. I was outside the main blast area, so the intense heat didn’t get me. But the magic did. I woke up dead.” Tidbit snorted “I used to think that was a joke ‘wake up dead’ but I never thought that it would be something so literal.”

Misty could see old pain in the dead eyes of the ghoul. “Your wife? Your foals?”

“I made my way into what remained of Salt Lick, the outer suburbs were badly damaged but not destroyed. But there were so many ghouls. None of the ones I saw were rational, just mindless violent things. I saw a family of survivors emerge from a damaged building, I guess they had hidden in the basement. The ghouls just leapt upon them and tore them apart.” Tidbit grimaced at the memory. “But I had to get into the city center. That’s where my wife’s parents had an apartment. But when I got there, there was nothing, the entire center of the city was gone. All that was left was a crater. I had nothing I could bury, nothing I could say goodbye to. It was like they had never existed.” Tidbit sighed “I left there, and never returned. I became a scavenger. I watched the skies turn grey as the clouds covered everything, and saw ponies go from harmony into warring tribes and gangs.”

Misty sniffed as a tear ran down her cheek. “I’m so sorry”

Tidbit looked at her. “Don’t be”.

There was a muttering snort as a grey fluffy ball of hate started to wake up. She moved slowly and blinked in the morning sunlight. Leathery wings fluttered by her side as she stretched her muscles before her fanged maw opened in a vast yawn. Emjay looked around before noticing the sleeping Hero near her. She poked the changeling with her hoof who gave out a loud snore, rolled over onto her belly and continued her sleep. Seemingly without noticing the now silent and curiously watching unicorn and earth pony ghoul, she laid her head down on the changelings back, closed her eyes and returned to sleep.

“I did not expect that,” Tidbit remarked dryly.

Misty sniffed and rubbed her snout off on her hoof, “I’ll get them up.”

The soft breeze fluttered the ripped canvas dangling from the shattered remains of a tent pole. Torn saddle bags had their contents spilled onto the dusty ground around the cold remains of a small campfire. Scattered in the carnage were the bodies of three ponies. Tattered and stained cloth and leather did little to cover the fatal wounds. Large scraping tracks in the dust were the only sign of what had visited so much violence. The camp had been pitched up alongside a cracked and potholed paved road that stretched both ways into the distance. Heat haze shimmered off the shattered tarmac as a group of figures appeared over a low hill. The lead figure was a stallion that seemed to be clad in damaged power armor, followed by a camouflage patterned shirt wearing blue unicorn mare, and a tan shirt wearing black changeling. Flapping above them a grey bat pony with claw blades on one fore hoof and retractable blade on the other. All of them sported bulging saddle packs.

“So I said to her, That’s not a diamond dog, that’s my mother,” Misty chortled.

Tidbit turned to the unicorn, his visible eyebrow raised. Hero chirped in her own confusion, and the batpony ignored her completely.
“I guess you had to be there,” Misty muttered to herself.

“Looks like there is an abandoned campsite ahead. We can take a rest there.” Tidbit’s voice came through the vocalizer speakers of his helmet.

Hero stopped her walking and started looking around, her ears twitching. Sitting down she started to rub at her ears with her hooves. “Buzzing buzzing, “ she muttered

Misty noticed her friend was no longer beside her. She looked back to where Hero was sitting and fidgeting. “Are you coming?”
“We hear buzzing,” Hero replied, “Buzzing buzzing buzzing”

The unicorn trotted back to the changeling “I can’t hear anything,” she told her friend, “Come on.” She gently buttered Hero back to her hooves and directed her to where Tidbit and Emjay were waiting. Hero limped along on three legs, her right fore-hoof rubbing at her ear as the small group continued to the abandoned encampment down the road.

“Something’s wrong,” Tidbit said suddenly as they drew closer, “I’ll have a look around, sometimes raiders will hit a small camp, then rig it with booby traps”, Tidbit told the group. Turning his back on them, he trotted over to the edge of the camp. Emjay’s leathery wings flapped as she followed. Blades on wings and hooves flashed in the sunlight as she circled around the camp looking down at the destruction. Tidbit looked over one of the bodies, his steel covered hoof moving the corpse’s limb as he tried to work out what had slaughtered it. Deep gashes in its throat and barrel, and spilled intestines showed that whomever this was, they did not die quickly. Dried blood darkened the already red earth and showed how the pony had tried to crawl away from its attacker.

Emjay landed next to a second corpse. She looked into the face of the dead pony she saw it frozen in a rictus of fear and agony, something that she had seen many times before, and had been the cause of for the amusement of others. She also saw something that she had only seen once in the dead. The flesh of the face and neck was withered and dry as if its very soul had been ripped from its body. The batpony was instantly reminded of the face of the Ranger that she had watched Hero drain. She cast her gaze at where Hero and Misty were sitting, Hero’s eyes unsettlingly wide and glittery while her ears continue to twitch spastically, as the unicorn fussed over her.

“Feed hunger, pain pain painpainpainpain PAIN!” The last word Hero screeched loudly, the vibrating timbre of her voice shaking, “PAIN FEAST FEAST KILL!” Sharp fang flashed as the changeling thrashed her head around, her eyes flashing blue and white as her wings buzzed under the shirt. Gritting her teeth with effort Misty used her own magic to restrain the frantic bug pony.

Hero’s eyes fixed on Misty’s. “PAIN FEED FEED!” her voice screeched as her horn glowed and her teeth bared, snapping at the unicorn. Misty reared back, her own horn flaring as she struggled to keep the struggling changeling restrained. She drew her hoof back, then swung it forward, back hoofing Hero across the snout. Stunned, the changeling’s ears crossed then she fell to the ground like a stringless puppet.
Emjay’s eyes widened as She saw Hero felled by Misty’s blow. She felt her body tense ready to gallop over to do – whatever, as a low growl rose in her throat. She stopped herself when she saw the dazed Hero get back onto her hooves, shaking her head, as if clearing her brain of cobwebs.

“Uh, what?” Hero ran her hoof over her cheek where Misty had smacked her. “Why are we sore?”.

Misty quietly slipped her sidearm back from where she was sliding it out of her saddleback.

“Oh, er, you tripped,” Misty lied through her teeth. Grey fluffy ears swiveled towards Misty, and a grey fluffy throat kept growling quietly. Hero’s own senses felt a confusing mixture of friendship and fear directed at her from the battle-medic pony, and something strange coming from the former slave. The buzzing in her ears almost seemed to whisper to the changeling’s mind. An indistinct whisper coming from a thousand mouths.

“This.. this is wrong..” Hero looked over at where the ghoul and the batpony had returned to poking around the camp. She slipped the rifle out from her pack in a haze of her own green magics.

Looking somewhat askew at her black shelled companion, Misty drew her own weapon back out. “I remember when you had no idea what to do with these, chewing like mad on the trigger.”

Hero’s eyes gleamed as she smirked. “We have a good teacher”

Misty couldn’t help but preen but she still kept a wary eye on Hero, not sure what she was trying to do, and ready to fight with, or against, her.
The center of the camp exploded outwards. Dirt and debris flew outwards from a huge bulk that rose from the earth. Segmented legs heaved the heavy shell covered body out from the earth. A pair of huge armored claws snapped viciously at the air while an armored tail swung itself up and over the back of the beast. On the tip of the tail a vicious stinger dripped with venom. It turned to the nearest pony, Tidbit, and grabbed his hind leg before he had a chance to react.

Tidbit whinnied loudly as he was dragged by his leg across the sand. With a sickening crunch, the claw crushed the bone, as the stinger darted forward and imbedded itself into the back of the power armor. Servos whined as the ghoul fought to pull himself away. A burst of automatic fire slammed into the tail making it recoil. The giant rad-scorpion swung the stallion towards Hero. Tidbit’s body detached from the trapped leg, flew through the air till it landed with a sickening crunching sound on the damaged roadway. Sparks flashed as the metal armor scrapped on the tarmac, as ammo and health kits sprayed out from the road shredded saddle packs. Misty galloped to the fallen ghoul grabbed him by his sparse tail and dragged in further out of the way while Hero buzzed towards the creature and poured more lead into its hard shell.

Emjay screeched as she leapt upon the rad-scorpion’s back, her wings stretched out as the blades lashed at the flailing tail. Steel scratched along the rough armor shell, and bit into the flesh in the joints. The scorpion let go of the leg and tried to reach with its huge claws at the annoyance on its back. The leg tumbled through the air landing yards away from where Misty was treating Tidbit. “My leg” Tidbit groaned, “get my leg!”

Misty turned and saw the limb, and cast her telekinesis around it, and pulled it over to her. The white bone joint jutted crudely from the torn flesh. She dry heaved as she saw the ripped muscle fibers writhing around like a mass of dried undead maggots.

“Force it into the hole”, Tidbit told the heaving medic. Holding back her gorge she rammed the joint into the socket of Tidbits hip, trying not to look as the flesh tendrils wrapped around each other and pulled the leg into place.

A bullet pocked claw grabbed hold of the saddle pack on Emjay’s flank. The bat-pony felt the world spin as her body was flung from the scorpion until the pack ripped, scattering its contents across the ground; soon joined by a squawking winged grey ball of fluff and fury. The stuttering of fully automatic fire burst again as Hero emptied the rest of her magazine into the front of the scorpion; shell and gore splattering outwards. Mentally thanking Misty for her drilling over the past day, Hero’s magic flicked the magazine release, dropped the empty, pulled a fresh one from her pack, rammed it in, pulled back on the charging handle then releasing it ramming the first round into the chamber.
Emjay got back onto all four hooves and shook her own head as she snarled. Free from the weight of the pack, the batpony leapt into the air. Her wings thrust her body forward straight towards the two carapace covered combatants. The thrashing stinger tail lashed at her as she raked at the shell and flesh with the claw like blades on her hoof, as wing blades cut into the joints, spraying bug blood. She turned in the air, wobbled slightly then dived down aiming for the back joints. Steel biting deeply into the soft flesh, before getting stuck in the edge of the shell. The stinger lashed down and plunged deeply into the soft flesh of the batpony’s back. Venom pumped into her body as she screamed in pain.

A blood curdling vibrato yell came from the throat of Hero. Ignoring the slashing claws, she darted forward on her buzzing wings until the muzzle of her rifle was jammed into the maw of the monster. The screaming from both batpony and changeling filled the air as the rifle fired shot after shot deep into the rad-scorpion, shredding its brain and gut in fire and metal. The scorpion thrashed, its legs and tail flailing through the air, throwing the wounded batpony aside. Then suddenly it fell still. Hero dropped the gun from her magical field, with it still jammed into the shattered remains of the scorpion’s head. She darted over to the bat pony grabbing her around her shoulders and carried her to where Misty was preparing for them. Tidbit got onto 3 legs, his fourth crushed leg still healing.

“Carry her, we have to get out of here, where there is one, there is often more.” Tidbit nosed the wounded Emjay onto Hero’s back, resting her legs along the packs that Hero carried, and urged them forward. Misty pulled out a potion from her own pack, and trotted alongside Hero and started trying to treat the now silent and deathly still batpony.

The camp was silent as a slight breeze ruffled the tattered canvas tents. Near the center of the camp the rad-scorpion shuddered once more then green flame flashed over it. Its body disappeared leaving a much smaller badly damaged black carapace covered horned and insect winged figure. A second wave of green fire washed over the corpse, leaving nothing but ash.

When in Roam

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When in Roam
The sky started to turn orange as the sun began its dip down under the horizon.

Tidbit limped as he tested weight on the recently reattached rear leg, as the bone that the scorpion crushed was still knitting together under the healed dried flesh. Misty cast a quick glance at the ghoul pony before returning her attention to her other patient. Laying on the back of Hero, Emjay remained almost as still as a corpse; her wings draped down Hero’s side and the tips dragging in the dirt. As Misty drew another healing potion out of her pack, she pulled the batpony’s head back then forced the liquid down Emjay’s throat.

“Will she live,” Hero asked as they continued behind Tidbit.

Misty sighed. “I don’t know. The venom hit near her spine, has paralyzed her flight muscles and has affected her heart and lungs. I’m surprised she is still alive.”

Emjay’s body spasmed as the potion entered her blood stream, the medical magical elixir fighting the mutated poison from the scorpions sting while also healing the minor wounds that she gained when her body had bounced across the ground.

“Hat”. Hero and Misty started at the sound of the rough voice coming from Emjay. “Where is my hat?”

“It’s on your head; where it should be,” Misty reassured her.

The batpony gave a sigh of relief and faded out again.

Hero looked at the unconscious batpony and poked at her with chitinous muzzle. Grey fur rose and fell with each breath.

“We need rest. We should stop for the night,” the changeling told Misty.

The unicorn nodded then trotted forward to the ghoul, exchanging a few quick words with him before he gave a nod in agreement and led them off the roadway into a small gully. Tidbit turned to the others as he moved to sit down. “We should be safe here.”

Misty watched as he sat down, noticing how he favored the damaged leg. She could see exhaustion radiating from him as his shoulders slumped and his head hung low. Hero moved close to Tidbit then gently lifted Emjay from her back and placed her on the ground. She then looked over at Misty and chirped at her. Misty, also feeling the effects of the day, moved closer to the pair of patients. She took off her packs and brought out some of her basic medical supplies. Satisfied that she had what she needed she began fussing over them.

“I just wish that the bat had a pipbuck, I could use it to help me with her.” Misty groused.
Hero cocked her head in thought before she offloaded her own pack, opened it and rooted around inside. With a happy cheep she brought out the pipbuck that Emjay had rejected earlier, a green magical field surrounded it while she brought it to the grey, still figure. She lifted Emjay’s front left hoof and fastened the pipbuck, clicking it and locking it shut. It beeped and booted up while nanofibers snaked from its rear and into the skin of the sick batpony as she remained still.


Hero shrugged. “Big Purple,” she said with a sense of indifference.

Misty briefly shot her a confused look then rolled her eyes as she worked out what the changeling meant. “That was nice of her.”

Hero nodded. “You trust her, so she must be nice."

“I trust you too.”

Hero wandered off and started to gather wood as Misty activated the batpony’s new pipbuck’s stats screen. Hero’s ears twitched slightly as she nearly heard Misty mutter to herself “Mostly.”

The fire crackled as Hero and Misty shared a ration bar, Tidbit and Emjay on the other side, both of them mostly still. The only signs of life from them being Tidbit’s occasional twitches and a slight glow from his eyepiece while Emjay’s chest rose and fell heavily as she breathed, the vast quantities of healing potions that Misty and forced into her continuing their work.

“We lost half our supplies,” Misty told her friend, “Tomorrow we should turn back and see if Serenity can give us more.”

Hero chewed on her half of the bar in thought for a moment. “No,” she said finally, “We go on. We are used to eating different things we find.”

“Not all of us are going to eat insects and meat”, Misty retorted “That’s just wrong.”

“You eat the bars, we will eat the bugs.”

Misty gagged. Hero grinned showing off her sharp teeth.

“But,” Hero’s face became serious, “We can go on and do this, for your friend.” Hero looked over at Emjay and Tidbit. “And our friends.”
Misty shook her head “Ours as in yours, or ours as in yours and mine?”


“She is right you know.” They both jumped slightly as Tidbit stirred, his vodicator distorted voice quiet. “I hardly need to eat, and she can eat anything. The only ones we need to carry food for, is you and probably... uh…,” his voice faded as he looked down at the sleeping figure beside him, “-her. I don’t know what her kind naturally eat”

Emjay snorted, rolled over on her side, her wings akimbo, and snored.

“Tomorrow is going to be a long day; you should also get some sleep.” He stood up, testing his weight on all his legs. “And it seems that me having my first snooze in Celestia knows how long, has helped heal my leg.”

Misty’s mouth opened to protest before a green glow surrounded her muzzle and shut it.

“Thank you,” Hero said, “We will both do that.” With that being said, she curled up alongside the snoring winged fluff-ball, and soon joined in.

Misty watched as the changeling very quickly fell asleep. After she could hear the strange snores from her friend she turned her gaze into the flickering flames of the fire.
“When I met her, “ Misty said reflectively, “She could barely think. She had no name, no sense of who or what she is. It was like she ran on pure instinct. After she accidently saved me, she started to follow me like a love sick puppy. Look at her. She is planning, arguing, joking, and even fighting for what she thinks is right. I think that now it’s me that is following her.”

Tidbit turned his full attention to Misty. “And is that a bad thing?”

Misty gave a sigh, then whispered, “I hope not.”

The sun peeked over the horizon sending shafts of light into the face of a batpony who was laying across a sleeping changeling, whose head was resting on the rump of a snoring unicorn. The batpony’s jaw creaked as she yawned and blinked her eyes open. As she moved, the changeling also started waking up, leading to the unicorn shuffling suddenly missing the warmth of the head that was using her body as a pillow.

Tidbit tossed some wood into the embers of the fire as he heard the mares start to wake up. New flames leapt from the embers and started to eat into the bark. The sound of dark muttering came from the batpony as she sat up and tried to pretend that she had not been sleeping on the changeling. Churs came from the throat of the changeling who was pretending that she didn’t know. The unicorn remained silent while she sat up. It was then that Emjay noticed that her left foreleg felt heavier than she had become use to. She looked down at her foreleg.

“WHAT THE FUCK!” Her eyes widened as her ears flattened against her skull. “WHAT THE FUCK IS THIS?!”

Tidbit’s armored head swung around as the enraged batpony extended her healed wings threateningly, while her fur fluffed out. Emjay tried to remove the pipbuck from her limb, screeching as it resisted every effort.

I AM NOT A SLAVE! I AM NO PONY’S SLAVE!” She screamed at the changeling and unicorn. “GET THIS MANACLE OFF ME NOW!” Her voice dropped into seething violent rage, “or I will fucking kill you all.” Dark grey leathery wings flared out as she snarled, sharp teeth and fangs gleaming in the morning light.
Misty reared back from the raging bat pony and whinnied in fear. Hero blinked and then calmly looked into the fury filled eyes of Emjay, then booped her nose. Squawking loudly, Emjay fell onto her rump, covering her snout with her hooves while glaring at Hero, who returned the glare.

“STOP DOING THAT,” Emjay yelled, her voice ending with an embarrassing squeak.

“You nearly died,” Hero told the vibrating and shocked grey ball of rage, “That thing helped Misty save you.” Hero’s glare softened. “You are our friend; we don’t want you gone.”
Emjay looked over at Tidbit who returned her stare impassively, then she swung her head around to Misty, who immediately started looking in one of the packs muttering to herself.

“Whatever,” Emjay snarled. She picked up her hat and jammed it on her head and stormed to the other side of the fire and sulked.
Misty’s trained eyes had already taken in how the batpony’s movements and posture had returned to normal, and as she pulled out a ration bar, then broke it in half, she whispered to Tidbit, “Half a dozen potions and a good night’s sleep fixes anything.”

Tidbit snorted.

“I swear, you could break your neck and after a nap you would be up and running.”

“Tell me,” Tidbit’s voice betrayed his amusement, “Will you be donating your neck to see if that will work?’

Misty’s glare at the ghoul would have incinerated a lesser pony.

Hero’s ears twitched as she caught the sound of scrabbling in the rocky ground. Her eyes caught sight of a segmented shelled body of a large rad roach making its way over the soil. A smile formed on her lips as she stalked behind the insect. She gave a leap then slammed her fore hooves into the back of the bug. The roaches shell crunched as it gave a high pitched shriek. Hero bit behind the insect’s head and ripped it off, the six buggy legs thrashing. Digging her fang into the ex-roach’s carapace she dragged the corpse closer to the fire. Misty watched with disgusted fascination as the changeling started ripping the shell off the meat, then the meat into pieces.

“I would advise at least searing the meat before you pack it,” Tidbit advised.

“Don’t encourage her,” Misty moaned nauseously.

From her side of the fire and unseen by the rest, Emjay watched the butchering and drooled.

Overcast skies filtered the midday sun, keeping the travelers cool.

“And those arrows let you know where each of us are,” Misty patiently told the sullen bat pony. A thought came to her. “It’s almost like you have each of us on a collar and leash.”

Bat ears perked up at that. Emjay looked sideways at Misty then at the ghoul walking beside her. “What about him?” Distaste was palpable in the bat-pony’s last word.

“We know where he is, but he only knows where we are when he wears the helmet. Besides, I doubt it could work properly with that old bag of bones.”

“Hey! I can hear you!”

Misty ignored the indignant Tidbit. “So it’s just us mares”. She hoped that it would help settle the sometimes unstable pony.

The former slave looked down at the ground as she walked. Her experiences in the camp, at the hands of both males and females were brutal, abusive, and degrading. Yet most of her fear and hatred were towards stallions. It was always a stallion who had owned her, from the time she was a filly. Always a stallion that had bought and sold her, that set her up to be used and abused by others, or thrust her in a ring to kill, or be killed.

“Bad meat,” Hero said suddenly, her sensitive nose in the air.

Misty shot an annoyed look at the changeling “Look, none of us have had the chance to wash for the past few days, it’s no wonder we smell bad”

“No.” Hero shook her head.

“It’s not Tidbit’s fault he smells that way either.”

“HEY,” Tidbit complained.

Hero sighed. “No, we smell pony meat that is bad.”

Misty grumbled a bit at Hero’s phrasing, while Emjay shot Hero a look. The changeling trotted forward, her nose to the ground sniffing, passing the ghoul, as she started up a hillock and disappeared over the crest.

Tidbit and Misty ran to keep her in sight as Emjay tested her wings in the air.

“Oh fuck me,” Misty gasped as soon as she made it over the top of the hill. In a gully between hills, ran a well trotted dirt track. On the side of the track a large wooden stake was imbedded into the earth. A cross beam was crudely fastened near its top. Near the ends of the cross beams, iron nails pierced the pastern joints of a pony’s forelimbs. The limbs dangled down, ripped out the sockets of the pony, whose remains were in a pitiful pile of bone and scraps of flesh and red and black fur at the base of the cross. A crude sign was nailed to the top of the upright. Misty read it aloud. “Occidere equos qui in qua punctum rubrum et nigrum.” She looked confused, “What in Celestia’s name does that mean?”

Hero poked around the bones in case there was anything usefully. Finding nothing of use, she returned to her friends. Misty looking shocked that somepony would crucify another pony, turned to Tidbit who remained silent, his own feelings hidden by the helmet. Emjay, on the other hoof, looked worried.

“My owner spoke of these things,” Emjay whispered, “Ex-owner,” she amended. She flinched as three pairs of eyes looked right at her. Shying away she muttered darkly to herself.

Hero walked up beside her and gently rump-bumped her. After glaring at the impassive face of the changeling the bat-pony sighed. “The President; he was scared of these ponies. They are stronger than the president’s forces, better trained. And ruthless.” Emjay took off her hat, took out the bag, and retrieved a pre-rolled joint. She lights it up and sat down, a plume of narcotic smoke streaming from her nostrils. “He said the only weakness they had were that they were honorable. He planned to take advantage of that.”

“You are very well informed for someone who was… well…” Misty’s voice faded off as she couldn’t think of a way to finish her sentence.

“The President, his ‘First Filly’, and their lieutenants would often get together to discuss such things while I, and others, would provide ‘relief and entertainment’.” Emjay’s ears flattened against her skull and she scowled at the memories it invoked. “We are nothing, to them, so they felt free to talk”

Misty looked ill, while Emjay took another hard hit, coughing a bit before smiling weakly, tears in her eyes. “I need to get more of this good shit.”

“If something like this is here, then I would expect that they have a camp nearby,” Tidbit said as his voice broke the air, “We should find out where it is, so we can avoid it. And any patrols they may have.”

The changeling looked at all the ponies in her group, the uniformed battle medic, the armor wearing ghoul, and the blade wielding former whore.

“No,” she said at last.

“No,” Tidbit queried.

“We need supplies: food, water, ammo.” Hero pointed at the large gun attached to Tidbit’s power armor. “ You only have whatever ammo you have left in that thing. We find the camp, we find a way in, we take what we need.”

Tidbits visible eye narrowed at the changeling’s idea. “Oh and you have a plan?”

The morning sun shone on the camp of strange slavers. Blood red tents were arranged in rows, around a central clear space where ponies wearing leather and metal skirts, segmented plate armor and helmets drilled with spears and swords, while other similarly dressed ponies carried rifles slung across their backs. Surrounding the camp palisades and trenches funneled any approach to a well-guarded gate. A cliff loomed over the rear of the camp, the red stone mass providing protection from ground based approaches.

Blue eyes peeked over a hill to the side watching as a pair of armed ponies made their way through the gates and started down a path. Black notched ears twitched as brief snatches of conversation carried on the breeze.

“-always dreaming of catching some-“

“-stupid enough we can-“

“-split the caps with you”

“-find somepony to sell first.”

As the figures disappeared around a bend, Hero ducked her head back and stealthily returned to her friends. Hero grinned, her sharp teeth and fangs gleaming.

“You have a plan now don’t you.” Misty’s flat tone showed that it was a statement rather than a question.

Hero nodded. “We do, but we need something. We need a slave.”

Tidbit and Misty turned their heads and looked right at Emjay, who growled at them.

“You fuckers can go fuck each-other.” The batpony’s voice dropped into a menacing snarl.

A ghoul imagined he could feel himself blush, and looked away quickly.

Hero smiled at Emjay, and trotted up to her, as the grey fluffy ball of hate watched her with narrowed eyes. The changeling bent down and whispered into the sensitive bat ears, “To do this, we need to kill two ponies.”

Hero backed away and looked at the batpony, who’s eyes shot wide. Emjay chewed on her cheeks and rocked back and forward, as pride in her freedom wrestled with the desire to hurt and kill.

“FINE,” Emjay yelled, throwing her hooves in the air, “I’ll fucking be your slave. But you even think of touching me, I will kill you.”

The blue unicorn looked amazed at Emjay, “What did you say to her?”

Shrugging off her shirt and placing it into her saddle pack the changeling ignored the question.
“We need to go now, Emjay and us will be back in a few hours”

Gossamer blue wings and gray leathery wings caught the air as the changeling and bat pony took to the air, leaving behind a tan shirt and a dusty bowler hat.
Emjay felt a stirring of excitement through her body, the prospect of fighting another pony, of hurting and killing another pony filled her veins like a shot of rampage. She struggled to fight the urge not to fly pass the changeling, but she had no idea where to find her prey.

Two sets of sensitive ears picked up voices of a pair of ponies. Gently Hero landed and waited while Emjay flapped her larger wings and reared herself to land with a heavy thud on the baked earth. Creeping forward and hiding behind a large bolder, the pair spotted the Roamish soldiers walking and chatting carelessly with weapons slung lazily over their backs, and swords sheathed. Silver colored helmets showed that both of the powerfully built stallions were earth ponies, one black with silvery mane and tail, while the other being deep blue with but only having a sky blue tail. Shiny metal strips wrapped around the barrels of both stallions from their shoulders to the loins, where a studded leather skirt hid both cutiemarks. A belt around the waist held a short sword and ammo pouches, while automatic Kalashnikov rifles rested across the broad backs.
Emjay’s usually sullen face broke into a grin of sheer glee as she watched the stallions continue their lazy patrol. Her wings flared out as she lowered her body ready to pounce on the pair, before she felt a nip on her ear. She eeped and turned to look at the frowning Hero, who pointed a hoof at one stallion, and then herself, then the other stallion then at Emjay.

“Screw you, I want both.” she growled and leapt out from behind the rock and barreled into the unsuspecting soldiers.

The pair gave out a cry of surprise, as the bat pony used her body and momentum to smash them off their hooves. Emjay landed untidily across the body of the black stallion and smashed her hoof into his face. He dropped his head stunned while she whipped her own head around and grabbed the handle of the sword in her mouth and pulled it free from its scabbard. The other stallion regained his footing, and swung around, launching his back hooves into the bat pony’s body. Emjay squealed as she was flung from her perch and hit the ground hard. As she shook her head to regain her senses the sword in her mouth swung menacingly. The blue stallion growled and started to pull his gun from his back. Flapping forward, Emjay thrust the sword at the neck of her enemy. The blade clashed against the wooden barrel grip.

“Die,” snarled the blue solder. His face was met by hard batpony forehead, sending the helmet flying.

The black pony had gotten to his hooves, and drew his sword, and prepared to run their attacker though when he was hit from behind by hard black shelled horn smashing into the back of his helmet. He stumbled forward dropping the sword from his mouth. Hero smashed her hooves down on the segmented armor on his back, then squawked as her hooves slid off the steel as she crashed head first into the back of the stallion’s neck. The armor clad stallion reared up, throwing the changeling to the ground behind him. Hero scrambled back up to her hooves, thrusting her sharp horn up at the stallion’s belly.

Emjay leapt up from the ground and wrapped her fore hooves around the neck of the blue stallion and sank her fangs into his cheek. He gave an earsplitting shriek as the flesh was ripped from his face and blood sprayed all over Emjay’s muzzle. He threw himself to the ground in a clatter of metal as he tried to smash the clinging batpony under him. Feeling him move his balance Emjay ripped the flesh from his face and let herself fall to the ground safely before he manage to pin her under him. Swinging around she slammed her hind hooves into his head and left him senseless.

Hero rolled under the stallion after her horn jab skittered over the armor protecting her own targets belly. Large metal shod hooves slammed into the ground with an ear cracking thud behind her. Hero found herself facing directly into the pony’s stallion-hood. With a deft swipe of her horn, a high pitched scream and a deluge of hot blood, the large stallion was gelded.

The grey and red blood bat pony hefted the sword from where it fell, panting slightly she grinned insanely around handle, before plunging the blade deep into the unprotected throat of the blue stallion, pinning him to the ground. He twitched and gurgled, as frothy red blood formed around his lips. After a fluttery wheezing gasp the blue stallion was still. The scream from the other stallion caused her to spin around, where she could see Hero under the still standing stallion, her face drenched in the blood pouring around where her horn had pierced his nether region. Emjay watched entranced as Hero gave a twist of her head again, ripping the wound wider, slashing opening the femoral artery. Blood sprayed out of the garish wound splattering both mares. The stallion groaned once, then fell to his side, his body pulling away from the sharp invasive horn that had stripped him of his life.

Emjay’s wings were hard and stiff staining upright, her pupils dilated and her cheeks flushed as she panted. The sight of the gore covered bug pony fulling a burning hunger that flooded her entire body with an all-consuming need. She crouched her front down watching Hero intently, her rear and tail held high…


The bat pounced on the changeling.

The sun had started its dip into afternoon, as Hero and Emjay stripped the armor off one of the cooling corpses. As they both removed torn and blood soaked tunic, Emjay took the time to look at the impassive black shelled blue eyed pony that she was working with. She felt uncertain, her feelings were jumbled, as she tried to work out what happened, and why she did it. Hero’s reaction baffled her, the confusion in the bug pony’s eyes, the look of shock and confusion on her face burned itself into Emjay’s mind. Emjay had immediately stopped but the hunger remained. She stuck close to Hero, while they sorted the dead stallions armor ready for the second part of the plan.
Hero, for her part was feeling very full of love energy. A strange energy she had never taken before, a primal almost bestial love, that now filled her reserves. She could feel the energy churning and bubbling inside her. Love energy that came from the sullen and broody mare beside her. It confused her why the energy felt so good, yet also so harsh. Emjay’s actions had scared her, the way she looked at Hero in those moments, the forcefulness of her actions, yet also the powerful love that was directed only for Hero. As the last of the armor was stripped from the stallion’s hooves, Hero’s grumbling stomach reminded her that while she was now full of emotional energy, she was physically hungry after the fight, and what happened after.

She eyed the neck of the stripped corpse, opened her maw wide then crushed its throat, ripping out a bloody chunk of meat and began to feed. Emjay watched, licking her lips. She lowered herself down and ripped the cheek off of the face of the dead pony and chewed it with relish, the still warm blood running down her throat. Silently with their own thoughts the pair stood side by side and feasted.

Bloody muzzled bat pony and changeling started their preparations. Taking some of the rags and bindings the stallions were carrying they wrapped up the pipbuck on Emjay’s leg, then slipped one of the slave collars around her neck. Emjay growled but remained still when Hero snapped the fasteners closed. The muzzle for Emjay’s mouth was chewed to weaken the leather before it was slipped over the bat pony’s head keeping her mouth closed. Weakened binds held her wings to her side.
The changeling was wreathed in green flames, leaving a tall well-built stallion black coated stallion when the flames died. There was another growl from Emjay when she saw the doppelganger of the ravaged corpse laying in front of them. Stallion/Hero raised an eyebrow at the moody batpony, before putting on the blood soaked tunic and blood splattered armor. When Hero was fully in the guise of the Roamish soldier they both smeared blood into Hero’s fake fur and into the real fluff of Emjay.
Hero bent down low and shouldered the corpse of the blue pony over her back, the sword still though his neck, as Emjay tied a leather thong onto her collar as a leash. She held the other end up to Hero before growling “What I did, you will never tell the others.”

“Misty knows I eat pony meat,” Hero responded in the deep male voice of her assumed identity. “She won’t mind that you do too.”

Emjay looked doubtfully at the disguised changeling, both at the deep masculine voice and her use of I, but said nothing. She thrust the leash into the maw of the copy of their last meal. “You know what I mean.” she muttered darkly before assuming the role of a beaten captured slave, sullenly being led by a victorious slaver.

The heavy wooden stakes of the palisades directed the disguised changeling and her faux slave to the main gate. At the gate, a pair of guards watched them approach.

“PASSWORD!” challenged the larger of the two guards, as his partner covered the pair with his rifle.

Stallion/Hero turned sideways and dumped the corpse of the blue stallion to the ground. The first guard gave a small gasp and galloped up, seeing the blood soaked corpse and the blood stained black stallion solder that had born him. Beside the solder a smaller blood splattered bat pony was bound and collared, her eyes angry but downcast.

“CALL A MEDIC,” the guard shouted to his partner, who opened the wooden gate and yelled though.

Soon the gate was dragged open as a toga clad medical unicorn dashed through it with a doctor’s bag in his magical grip. He took one look at the scratches, bruises and the short sword thrust through the pony’s neck and shook his head.

The black stallion and his batpony slave slipped through the gate.

“What the fuck happened to you,” a young Roamish trainee legionary asked them, noting the markings on the armor “er... sir?”

“I won.” Hero’s deep voice rumbled as the changeling shrugged in the direction of the bloody Emjay who played her part of a restrained violent captive by growling at the skinny pink stallion that was talking to her ‘Master’. He shivered slightly at the intense hate flashing in the batpony’s eyes.

“Sir,” the pink stallion gulped slightly as he broke eye contact with Emjay and returned it to the glowering black stallion with her “um... Good luck?” he squeaked.

Hero turned away and rumbled a thanks, then yanked sharply on the leash making Emjay stumble as she followed. Emjay muttered darkly in the muzzle restraint as Hero lead her past other tunic or armor clad ponies into one of the large tents near the cliff. After a quick glance around, seeing nothing that they needed, they headed back out of the tent. A second tent proved equally fruitless.

“I need to rest soon; I cannot keep this up,” Hero grunted.

The ‘captive’ growled through her mouth restraint at Hero.

Hero lead the grumbling batpony into a third large tent. Inside they found shelves loaded with basic foods, and various weapons and munitions. Hero sighed, and let the flames wash over her body again, burning away the heavy muscled stallion, leaving behind a smaller changeling mare. The armor clattered as it fell away from her.
Emjay flexed her wings and felt the leather binds break. She flapped her wings a few times feeling the blood blow back into aching muscles. She opened her mouth wide as the weak leather for her muzzle snapped.

“Take this fucking thing off me” she hissed at Hero, as she pawed at the steel collar around her throat.

With an uncharacteristic smirk the changeling responded “We think it looks good on you”

The batpony blushed turned her head and snarled. “Just get this crap off me.”

The changeling complied quickly, and the metal collar clanked to the ground.

The pair grabbed a saddle pack each, and started loading food, potions and ammunition into the pouches. Their pipbucks automatically logging each item.

The green glow from Hero’s horn wrapped around the first pack as it was levitated and placed on the back of the batpony. Emjay flapped her wings making sure that they had full freedom. The other pack settled behind Hero’s wings, which buzzed briefly.

“We get outside,” Emjay hissed, “We fly, hard and fast”

Hero nodded her agreement.

Side by side the approached the tent entrance, then preparing their wings, opened the flap.

There was the sound of many guns cocking as a hundred armored Roamish soldiers drew a bead on the pair. Hero stopped, short her wings flitting in agitation, while Emjay growled deeply and crouched, ready to attack.

An older Centurion stepped in front of the soldiers, and addressed the pair. “The Praetor wishes to meet with you, if you would come with me.” He gestured to the side. “Please” he added as an afterthought.

Hero caught the eye of the snarling ball of grey fluff that was beside her. Hero shook her head, cheeped once then started off in the direction that she was directed. Emjay gave one last snarl at a jumpy legionary, then followed. Both ignored the fact that each gun barrel followed their every mood.
The Centurion led them to an ornately decorated tent near the center of the camp, where two very armored ponies armed with spears stood to rigid attention. At the Centurions nod, the guard to the left swiftly moved and opened the tent flap. “After you,” the old officer polite voice had an edge of steel.
Hero and Emjay stepped over the threshold to their fate.

“Welcome welcome!” A jovial voice rang from a large stallion resting on an old couch. Purple cloth swathed over his brown shoulders, “We have been expecting you.” He nodded to the side of the tent where two familiar figures were bound and gagged. Tidbit, stripped of his armor, and Misty sporting a black eye and another nullification ring around her horn.

“I wanted to make sure we are all together so we can-” the stallion paused for a moment as he took a sip from a goblet “-talk”.

Emjay’s growling increased eliciting a bark of laughter from the reclining figure. “Pax, slave, I don’t mean you any harm.” His face darkened. “For the moment.“

Hero looked at her friend and the stripped ghoul, and saw them struggling against the thick rope binding them and chewing on the rancid cloth gagging them. Swinging her head back to the stallion in control she spoke in her vibrato voice “What do you want?”

“I am the Praetor, and I have heard so much about you. The Bug, the Unicorn, the slave and the SteelRanger.” He smirked conspiratorially “SteelRanger was perhaps a bit much, maybe half a Ranger? But you will find that there is not much in our little empire that we do not know about.”

Hero remained silent and waited for the brown stallion to make his point.

He gestured into the dark corner of the tent, and a purple unicorn female wearing a steel collar and magic null ring on her horn gracefully appeared. She sauntered to the Praetor and bowed low, before making her way to Misty and Tidbit. Taking the rope in her teeth and tongue she worked on the knots.

“Valereia has a very talented tongue, I can tell you” the voice of the Praetor was smarmy as Hero watched her working the rope.

Now free from their bondage, Tidbit and Misty removed their own gags. Misty gagging and scraping her tongue rapidity on her fetlock.

“Now that we are all friends here” The Praetor smiled at the group “Let us decide what to do with you.”

He looked up in a dramatic thoughtful pose “Normally, and this has happened more than once, stealing is grounds for crucifixion.” Misty gaped remembering the corpse at the foot of the cross “But I see this as being, rather not normal. Not with what my spies have told me. And what we have seen in my camp. So I offer you,” He paused again and smiled “A choice.”

The small band looked at each other, Emjay muttering “I will not be a slave again, I will die first!”

“Now now, slavery is in none of your futures. But what I can offer you, is your freedom, with the supplies you need, and everything you already have, and you can continue on, whatever it is you were doing, or you can be sent out for my men to enjoy, before you are each nailed to a cross, as an example of what happens to those who steal from the Roamish Empire.”

Misty blanched at that thought.

Tidbit spoke for the group, “What are the conditions for the first choice”

Smiling widely the Praetor sat up, “Why it is very simple, I will ask you do to a very simple job!”

The Mortality of Morality

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The tent went silent as Hero, Misty, Tidbit and Emjay waited for the large brown earth pony stallion to continue. He gestured to the collar wearing purple mare and patted his couch as he laid back down on his side. The purple mare tittered as she sashayed to her Master. The couch shifted slightly as she slid her body onto the cushions and snuggled up to him. Idly the Praetor stroked the mane of the female with a gentleness that belied his size. Hero watched avidly as she sensed the emotions from the slave and Master fill the air with love and devotion.
“You two”, the Praetor gestured at the still blood stained bug pony and bat pony “have cost me two good stallions, “He paused and smiled at them all. “But yet if you succeed I would consider their lives and the supplies that your survival and return would cost me as an acceptable price.” He smiled generously. “As a bonus, I do have some of the herb that I can smell your slave partakes in. I might be willing to part with a generous amount.”

“Not a ssslave!” spat Emjay. Pride in her freedom now warring with her pleasure in the weed.

Ignoring her, Tidbit spoke “How can we be sure you will keep your end.”

The Praetor looked down and traced the jaw of the slave lying with him with his large hoof. “I may have done many things that others see as evil to benefit myself and the empire. I may also have my own little desires, predilections, eccentricities and even fetishes that others may see as cruel or vile.” He smiled at the slave as she nuzzled into him. “Don’t I shmoopy-doo”, his voice was tender and playful.
The slave giggled and nodded happily.

He turned back to Tidbit, his face now hard and his eyes flashing with anger. “I am also honest, and honorable. My word is law, and the law stands. You will be free, you will gain your possessions back, and you will be given the provisions you need. Torture and death now. Or the possibility survival with provisions and safe passage should you do so. That is the deal”.

There was more silence broken only by the soft cooing of the Praetor’s slave. Hero looked at each of her companions in turn, getting a feel for each of them. The irradiated Tidbit gave away nothing, Misty was worried for her friends, and Emjay was radiating waves of jealousy. This surprised Hero, especially when she worked out that Emjay was envious of the purple slave mare.

Her voice was steady when she addressed their captor. “What do you want us to do?”

“Oh it’s nothing really.” The brown stallion shifted slightly in his couch, dislodging his companion who fell to the ground with a thud. She looked up with a pout. The stallion continued as he sat upright again, dangling his hind legs over the mare, using her as a hoof-stool. “There is a small town that has been, shall we say,” he paused again as if in thought, “-resistant to our approaches. I would like you to, let us say, remove the towns resistance.” He nodded, “Yes… remove the towns resistance, by removing its head.”

Misty gasped at the inference “WHAT? You can’t mean…”

Hero pressed her hoof to the shocked unicorn’s muzzle.

Tidbit spoke instead “Your stallions are not able to do it?” he asked with a slight steel edge to it.

“They have proved most insistent, and unusually capable in resisting our very reasonable demands” the Praetor smiled.

Hero’s eyes burned as she thought about their chances of fighting their way out, or simply accepting the quest.

“Oh and one more small, ever so un-important detail” the Praetor’s voice broke through Hero’s thoughts. “One of you must stay here with us, as a token of trust. They will be treated as our guest.” The face of the brown stallion darkened, taking on a look of malicious glee “However if you fail this task, take longer than a day, or betray our hospitality then our guest will find themselves on a cross.” He then smiled beatifically, “Just something to inspire you on your task. And to make it easier on you all, I will choose whom we will have as our guest.” He feigned disinterest as he dragged his gaze over the group before him. Tidbit keeping still as only a ghoul can, Hero watching him intensely, with a gaze he found slightly unsettling, Misty who looked like she was about to burst into arguing, but holding her tongue, and the slave bat pony who was staring daggers at his slave.

“The blue one” he said finally, a small smile across his face. “You start at dawn, and you will be back with the troublesome mare’s head before sundown. Or…” he did not need to finish his threat.

Tidbit and Misty exploded with shouts, just as a group of the Praetor’s guards burst in and pointed guns at them.

“We will do it,” Hero told the lounging pony.

“But- “, Misty and Tidbit objection died on their lips when Hero faced them both.

“We will do it, and we will succeed. We promise you” Hero’s strange voice emphasized her conviction.

Misty gaped at the black changeling. “You can’t be seri- “

The black hoof was thrust into Misty’s mouth. “Trust Us” the changeling whispered.

Misty’s wide eyes looked into the bright blue featureless eyes of Hero. She paused for a moment, then lowering her eyes, she sighed around the hoof in her mouth, and nodded.

Hero removed her hoof from Misty’s mouth with a slightly moist pop. A sudden sensation of envy washed over the changeling. She shot Emjay a startled look when she worked out that the bat pony was the origin of that feeling. Emjay quickly looked down and muttered to herself.

The praetor coughed, drawing everypony’s attention back to him. “My stallions will show you to your tent where you will remain as our honored guests until tomorrow. I will have some of my guards at your tent, for your protection of course.”

Surrounded by armed stallions, the group were ushered out of the tent, leaving the brown stallion and his purple unicorn slave alone.
Hero’s group stood briefly outside the tent taking in the scene before them. Leather and metal clad stallions drilled with various weapons. Mares and stallions wearing metal collars ran about doing their duties, some showing signs of heavy labor, and others at sating their owners more carnal needs. A cart bearing a crude cage full of shackled and dirty ponies was being dragged out the main gate to places unknown.
A brief shriek from inside the tent they had just left startled them all. Meaningful glances from the stoic guards made sure they did even think of looking inside. Silently the group followed the guards across the packed hard dirt to a tent. They entered silently with the guards waiting outside.

Three filthy sleeping pads had been tossed carelessly on the floor of the tent. The batpony grumped her way over to one of them and flopped her body carelessly down on it. Misty on the other hand gingerly lowered herself down and tried to avoid the worst of the rust red stains, her muzzle wrinkled in disgust. Hero sat on the ground and closed her eyes, while the ever stoic and strangely naked ghoul stood near the tent flap. Soon only the sound of breathing filled the tent.

“I cannot believe this.” Misty broke the silence. “You are going to simply go and kill, no, MURDER, somepony we have never met!”

All eyes turned to Hero. She slowly opened her own and turned her head to the indignant medical unicorn. “Yes.”

Misty spluttered “How can you say that so easily? This is wrong! Can’t you see that?” She turned to Tidbit “And you, are you going to go along with this? The batpony I can understand, she is a violent psycho-case, but YOU?”

Tidbit opened his maw to respond but was interrupted by the bug-pony’s chorus like voice. “We value your life, our life, and our friends lives. We will do what we need to, to preserve those lives, and if our friends will help Hero, then good, but we will do it on Hero’s own if Hero has to.”

Misty’s eyes flashed with anger. “This is NOT how we should be doing things!” she yelled so hard her voice cracked.
“This is the wasteland,” Tidbits gravelly voice boomed “It does not care how you think things should be done. “ His voice turned gentle as he sighed. “I know it’s not fair, but if you don't play by its rules, the wasteland will kill you.”

The unicorn snarled at Tidbit before turning her head away, refusing to look at any of the companions as she settled herself down and sulked. Tidbit sighed again and walked over to her slowly.

As he approached Misty lifted her head slightly, keeping her eyes downcast. “Just leave me alone,” she muttered, “I don’t know if I can…” her voice trailed off into incoherent murmurs. Tidbit sat down near her while Hero made a hollow in the dirt, and curled herself up. Emjay yawned and splayed herself out over her mattress. Soon light snores came from her fanged mouth.
The rest of the day passed in relative silence, broken only by a guard entering with food as the sun began to set.

There was a brief fluttering of leathery wings as Emjay woke up, finding that she had abandoned her mattress in her sleep and had draped herself over Hero. She quickly bolted back onto the stained mattress, hoping no one had seen her over the changeling. Misty, however, lifted her head from her fore legs and watched the batpony move around. Emjay, feeling the unicorn’s eyes on her, tried her best to look nonchalant while her green messy tail twitched nervously.

“The Praetor wishes to see you” a unicorn guard threw back the door flap of the tent and barged in. His horn glowed as he carried some rough raider barding in his magic. “The black one, dead one and the slave, put these on. Be quick”. He sneered at them as he tossed the crude and dirty looking armor to the ground. With a spurious humph the roamish guard turned his back and stalked out into the predawn chill.

“NOT A FUCKING SLAVE,” Emjay screeched loudly. Hero pushed herself upright just as Emjay shot over her head. With a snap of chitin jaws, she caught the batpony’s tail, causing Emjay to crash to the ground with a thud. Shaking her head, she picked herself up spun herself around to face Hero, snarling.

A black hoof filled her vision, as Hero booped her nose.

Grey fluffy butt slammed on the ground as she sat back and covered her nose with her front hooves. She looked at Hero with wide eyes. Hero’s face betrayed no emotion, but Emjay could see steel in the bug pony’s blue orb eyes.

“Uh, I could do with a bit of help putting this stuff on...” Tidbit had taken the largest of the barding and was trying to slip it over his head. Misty frowned as she looked and she used her hooves and magic to settle the thick leather and material over the rough flesh of the ghoul.

Hero lifted a second set of barding, and watching Misty and Tidbit, copied them as she dressed a wiggling and bitterly protesting Emjay. When the last buckle for the wither pads was fastened, Emjay escaped from Hero’s grip and took off to the other side of the tent, growling. Hero took the last set and slipped on the ragged barding and with Misty’s help strapped on the armor padding.

Tidbit led the group out of the tent. Three figures dressed in rough armor and a naked blue unicorn. A pair of roamishly armored and heavily armed guards formed up each side of them and guided them towards the Praetor’s tent. As they approached they saw the Praetor in his armor with his guard. His armor shone like gold in the flickering lights of flaming torches. As they approached him the purple unicorn slave mare appeared and knelt before him. She gently placed his helm on his head before bowing deeply and slinking away. Misty’s trained eyes caught the slave was now favoring her rear leg.

“Good morning my friends,” the Praetors voice cheerful voice was a contrast to the grim visage of his helmeted face. “I trust that you had a good sleep.”

Hero churped.

“Wonderful, wonderful”, he gushed ignoring anything anypony else would have said. “My men will take you close to our little problem, and then you and your most excellent companions can do,” he paused briefly, “whatever it is you do.”

Tidbit grunted “We will need our weapons.”

The brown stallion waved it away as unimportant “Oh my ponies will give you your weapons when you arrive.” He looked over to the horizon where the sun started to peek. “Ah it’s sunrise.” He smiled at the group as two of his guards isolated Misty from them. “I am sure you will want to be off. Daylight is burning, and I know that your friend will want to see you back before sunset.” With that he turned his back and re-entered his tent, soon followed by the limping purple mare. Just before she went in, she turned her head and winked at Emjay, sticking her tongue out at her. Then with a flick of her tail she joined her Master.

The two guards gestured with their rifles for Tidbit Hero and Emjay to follow them, while another pair bundled their ‘guest’ away. As they approached the main gate they could hear Misty yelling at her guards.

“I never want to get her that pissed off,” Tidbit chuckled.

Heavily armored guards swung the heavy gate open letting the small group into the wasteland.

“Are we there yet?” Emjay’s voice was petulant as she followed behind Hero and Tidbit. Beside her one of the guards rolled his eyes and sighed.

“No we are not, we will tell you when we are there”

Emjay ignored him.


The sun was high when the guards stopped. The larger of the two turned to the small group and shrugged off the saddle-packs he had been carrying. The contents spilled out: two small mouth revolvers, some loose ammo, a pair of half empty canteens, some old apple chip packets, and a switchblade.

“The bitch is in the compound just over the hill in front,” he said in a low voice, “I’d wish you good luck, but I am looking forward to enjoying your friend when you fail,” the guard sneered.

Tidbit lunged forward snarling. There was a loud crack as the guard smacked the butt of his rifle into Tidbits skull.
“Cool it, lover boy”

Hero snapped her jaws at the strands that remained of Tidbits tail and tried to pull him back.
“If, and I mean IF, you get that whore’s head. Just follow this trail back to camp. Get there before sundown, and the pretty little unicorn will be safe. If not, she will be ours.” With that the stallions turned their backs on the small group and trotted away.

“Well this sucks,” Tidbit snarked bitterly.

Hero churped, took a canteen by its strap, and looped it over her neck. Remembering Misty’s teachings, she took one of the guns, a rusted pipe revolver, checked it, and loaded some of the spilled bullets into its cylinder. She passed it to the earth pony ghoul who took it from her magical field and slipped it into one of the straps on his barding. Hero repeated it with the second one, and followed Tidbits example with sliding it into her own barding.

Emjay’s eyes gleamed as she picked up the switchblade knife in her hooves. Pressing the button on the handle the blade flipped out, the metal shiny in the sunlight. She stared at the blade like it was a long lost lover. She folded the blade back and tucked it under one of the metal plates strapped to her body.

“I don’t think they may know what you are, Hero,” Tidbit told the changeling, “You may want to change.”

Hero nodded, then sticking her tongue out the corner of her mouth, she concentrated. Her eyes closed as green fire danced over her hard shell. The flames passed over revealing a very fluffy pink earth pony.

“NO!” Both Emjay and Tidbit looked at Fluffy Hero with horror.

“THHHBBBBBBT,” Hero responded.

With a far cuter tongue action Hero concentrated again. The green fire enveloped the bright pink fluff burning through it leaving a rough looking, sickly, green unicorn mare, with a bright blue messy Mohawk mane.

Tidbit blinked a few times, while Emjay’s eyes bulged out.

Hero turned her head and looked at her companions, cobalt blue eyes shining with insane glee. Her left pupil a stark pinprick, her right pupil round and full. A manic grin showing all her rough teeth split Hero’s face like a jagged wound. “That better,” Hero’s new voice cracked, squeaked and wavered.

Tidbit nodded, not trusting himself to speak.

“Good”. Hero then giggled, her grin widening.

Tidbit and Emjay exchanged worried looks.
“Are you feeling- “

“Let’s do this,“ Hero interrupted, cutting Tidbit short and prancing off over the rise.

“We are so fucked,” Emjay muttered, as she trudged after the crazy.

Corrugated iron and scrap metal formed a tall fence, topped with rusted barb wire. Raising above the wire, heavily armed ponies in watch towers trained their binoculars and gun-scopes on the approaches. In one of the tower’s a unicorn stallion and an earth pony mare watched as a small group of ragged ponies came up the dusty trail.

“I see what looks like a ghoul earth stallion,“ the fuchsia watch stallion looked though the scope again, “a strange winged Pegasus?” He hummed to himself. “I didn’t know there were any pegasi around here,” he mused to his companion, “And it has a unicorn mare on a leash?”
The female earth pony beside him was a powerful figure of ponydom. Huge muscles moved like snakes under her cream coat. “Kinky”. She turned to the ramp leading down to the ground and swatted the stallion’s rump with her tail. He leapt and swore, while she winked and blew him a kiss. “I will let the gate guards know. Don’t get too jealous of the unicorn, I will make sure you have some fun time on my leash tonight baby.” With a nickering snicker she headed down the ramp to the ground.

Tidbit stood next to the pony Hero at the gate. A rough wooden sign hung in front of them “Republic of Sunny Skies,” he read aloud, “Weird”.
Hero giggled around the rope bridle that Emjay had earlier forced on her face and tugged at the rope leash that the bat pony had her on. Her character of a crazed raider still disturbing her companions. “Well we can’t do anything out here,” She said as she raised her hoof to knock just as the gate began to swing inwards.

“Welcome Strangers,” a jovial unicorn mare greeted them with a grin as wide as Hero’s, “If you come in peace the please enter.”
Tidbit stepped forward. “We come in peace,” he said. Emjay and Hero walked in with him, Hero’s head swiveling to the left and right as she took in the sights. Beside her Emjay kept her head low.

Hero watched as different ponies: unicorn, and earth pony, male and female, alive and ghoul lived and worked together. Some clad in different armor and weapons, others naked, but all seemed to be living in peace. Sounds of metal being worked came from a smoke billowing shack, from another building came the smell of cooking, and a third they could hear the sounds of…

Tidbit’s dead face flushed darkly as ichor flooded his cheeks when he identified the sounds of multiple ponies engaged in pleasure.
“We do ask all newcomers and visitors to our republic to please hand over their weapons”, the unicorn was very polite yet firm. The fact that there was plenty of armed ponies behind her was all the backup the unicorn needed. Tidbit nodded then pulled his pistol out from his armor and hoofed it to the unicorn. Hero followed his example. The unicorn smiled and looked expectantly at the morose bat pony. “And you too please”

“Oh we never let her have anything more dangerous than a wooden butter knife.” Tidbit kept his voice level.

Psycho Hero giggled insanely. “The bitch be CRAAAZY!” Her grin seemed to grow even bigger.

Emjay yanked on Hero’s leash and snarled at them both.

“Yes well, thank you”. The unicorn looked a little uncertain at Hero. Sideling up to Tidbit she whispered to him, “The unicorn… is she safe?”
Tidbit snorted and grinned. “When she’s fed.”

The unicorn sighed. Putting on a professional smile she addressed them all again, “If you are just staying temporarily, your weapons will be returned to you when you leave. Until then I will leave you in the hooves of one of our best ponies. “
With that she levitated their guns before her, turned her back and trotted towards one of the longer buildings.

“Well… that is something,” Tidbit remarked.

“Yes she is.” A blue earth pony mare trotted up to them. “She is the vice president and chief welcome mare of our republic”

“And you?” Tidbit’s voice showed his caution.

The mare eyes hooded as she looked him up and down. Then with a toss of her long red and white striped mane she smiled. “You can call me Kandy Cane. I’m here to show you around, see if you like what you see here.” Her voice turned saucy. “And then I can be whatever you want.”

Tidbit blanched. “Uh, I, uh…”

Kandy pressed a hoof to her lips and giggled. “Come on hot-stuff, you and your girls follow me”

Twin sharpened candy canes stood out from the blue fur on her flank as she wiggled her hips while walking ahead of blushing Tidbit, psycho Hero and suspicious Emjay. Behind them two large stallions wearing improvised armor followed.

“The Republic of Sunny Skies was founded by our President about 10 years ago, and named after the promise of the Goddess Celestia, for the skies to clear one day. After much worship from us of course”. Kandy started talking like a guide with a gaggle of tourists. “We live in peace and harmony with each other, regardless of anything. If you are a pony, you will be welcome here.”

“Just ponies?” Tidbit enquired as they passed some ghoul unicorns who were tending to a large garden.
“Well, we do get the occasional griffin passing through, and they don’t usually try anything.” She wrinkled her nose. “We have a live and let live policy here. But if anyone tries to upset our way of life, we will defend ourselves”.

Hero’s raider persona cackled. Behind her, one of the guards narrowed his eyes distrustfully.

“And this is our chapel,” Kandy smiled. She had already shown them the workshops, single pony dorms, family accommodations, eating areas, and huts that she had euphemistically called “Game rooms”. Hero found them most satisfying with the excess of emotions swirling around the game rooms as ponies engaged various mutual pleasures. “We owe everything to the Goddess Celestia. It was she, after much prayer and sacrifice, who decided to clear the skies and let her glorious sun shine on her ponies once more.”

Tidbit saw Kandy’s eyes gleam with zealous glee as she gazed at the statute that loomed over them.

White marble peeked out from rust colored staining of an alicorn raring up majestically with her wings spread proudly.

“That is very, uh, interesting.” Tidbit shot Hero and Emjay a ‘and I thought you two were nuts’ look.

“Yes, yes it is.“ Kandy’s voice dripped with unconcealed lust. She turned her full bedroom eyes to Tidbit and swished her tail seductively while ignoring everypony else.
“Is there anything... ANYTHING, that you would like to see, or do?”

Tidbit coughed as his leathery face darkened again.

The sun continued its slow decent into late afternoon. Under a canopy outside an ornate tent, Misty and the Praetor ate as they watched soldiers practice in the large yard before them. The magic null ring flashed in the sunlight as the unicorn did her best to bring a small carrot to her mouth with her hooves.

The Praetor smiled at Misty as his slave held a small pile of berries before him. “Such a trial, isn’t it, when one cannot use one’s magic for simple tasks.” As he took a bite from the berries he lifted his eyes upwards. “Seems time is marching on. I do hope your friends succeed. Really I do. It would be such a shame to see you hanging from a cross.” He looked sadly at her. “It would be such a terrible waste.”

Misty shuddered but said nothing, pointedly ignoring the sound of hammering behind her, as legionary engineers prepared her cross.

Tidbit looked up at the sky with a worried look, as he saw the sun dipping closer to the horizon. One of the stallions following the group shot a quick glare at Tidbit. The mare, Kandy Cane, had led them through a gardening area, a small sports ground and even a small water treatment plant.

Beside him, Hero whimpered slightly, her manic grin wavering as sweat rolled down the fuzzy brow of the changeling’s alter ego. Tidbit and Emjay cast her a quick glance.

“Look, I don’t want to be rude, but we have somewhere to be by sunset” Tidbit told the unicorn guide. “Can we just see your boss and pass on a message that we have for her?” He gestured at Hero who was prancing in pace, her mismatched eyes rolling. “Not to mention my friend is starting to get a bit bored.”

Kandy smiled at Tidbit, “I can take you there now, if you wish. But you had better promise me that you will see me as soon as you finish.” She leered at him “So I can send you off with a proper farewell.”
She flicked his muzzle with her tail as she led them all towards a squat grey building.

Emjay trotted next to the fidgety changeling, bumping her hip against the fake furred and leather clad faux-raider unicorn rump. Hero glanced back at the batpony and gave a small nod, feeling reassured by the grey fluffy presence. Ahead of them Tidbit glanced back at the mares, his face set with worry.

Kandy Cane’s horn shimmered as she magically opened the age ravaged door. She stepped to one side, and then with a flourish ushered them in. Tidbit blinked as they entered into a rough looking waiting area. Dirty wallpaper peeled from the corners of the rooms walls, and a dirty worn carpet partly covered grimy floorboards. Across the other side a bored looking ghoul unicorn mare sat at a wooden desk idly filing a hoof. She flicked the shredded remains of a long mane out of her face as she turned her attention of the new comers.

“Daisy Shine,” Kandy called from the door, “These ponies need to see our President. Be a sexy darling and see them in for me?”

The ghoul, who was obviously known as Daisy Shine, snorted once and rolled her rheumy eyes. “Yes, of course”

Kandy leered at Tidbit, “And I will see you later, big boy.” With a final teasing flick of her tail she shut the door and left them in the room.

The female unicorn ghoul slowly came out from behind her desk and gave the three visitors a professional smile. “I will see if the President is free”, her voice was husky with the radiation damage as she addressed them. “Please be patient, this may take a few minutes.” She turned away and gently rapped on a door next to her desk, then let herself though.

Minutes passed slowly as Tidbit kept glancing out the window watching as the sun continued its descent. Hero was sweating heavily as her figure rippled while green flames licked around her hooves as she struggled to maintain her disguise. She turned her insane grin to the batpony sitting next to her. “I can’t maintain” she hissed.

Emjay nodded, then after a quick look around, took the faux unicorn raider by the ear in her teeth, and gently pulled her to a darker corner of the room. Green light flashed burning away the guise of the unicorn leaving only the hard black shell of changeling.
The door to the office rattled…

A tall shaft of sturdy wood was imbedded into the hardened earth in the middle of the parade ground. Laying before it was a shorter crossbeam. Near each end of the beam, rust red stained the pale wood. A short distance away roamish engineers busied themselves erecting heavy stocks. Blood soaked cross beams shaped to hold a pony’s fore hooves and neck lay on the ground, awaiting their turn to be bolted to a pair of uprights. The Praetor lounged on his chaise watching his soldiers working with a small genteel smile across his muzzle.

Nervously sitting on the ground near him Misty nibbled on a small bar while she averted her gaze from the looming instruments of death.
The praetor looked up at the sky and hummed tunelessly to himself as he took note at how far the sun was dipping towards the horizon.
“Your friends better hurry up,” he said quietly to Misty. “It would be such a shame to put such a beautiful mare like you to death.”
The nervous unicorn remained quietly, but prayed to Celestia that they would be back soon.

Tidbit looked out between ragged curtains over a grubby window of the office waiting room to the sky outside, watching the sun continue its inexorable descent towards twilight. In one of the dark corners, Hero was in her natural state, her head bowed in exhaustion. Emjay muttered to herself while she kept her wings spread as a barrier to stop anypony seeing the black shelled figure of the changeling.
“how much time” Hero’s familiar buzzing voice made Tidbits ear twitch.

He pulled his head back in looking worried “Not long, the sun has nearly started to touch the horizon”

The shadow like figure of Hero nodded. “We may need to barge in and kill them both”.

Emjay’s eyes narrowed and her lips pulled back in a sharp toothed grin.

To the mummified stallion it seemed like hours had passed since the ghoul mare had entered into president’s office, save for a brief moment soon after she entered when she stuck her head out to inform them quickly that the president is busy and will see them as soon as possible.
“This is getting boring,” whined the bat pony as she kept her stance in front of the changeling.

A flash of green from behind her, and the crazed mohawk wearing unicorn Hero stepped around the fluffy batpony. The jagged toothed grin split her face as her wide eyed manic look made Tidbit shudder.
“I think I like this form.” Hero’s voice cracked with insane glee while her ears flicked back and forward as the buzzing in her head reached a crescendo.

The handle to the door leading to the office rattled as it began to move. The door opened to reveal the ghoul unicorn. A strange wet sheen on her muzzle and horn glittered in the light as she smiled at the trio. “The president will see you now”. She stepped back into the room and gestured for the rest to follow.

As the door closed behind Hero with a soft click, she looked around the room, her movements jerky and her eyes rolling. Red paint peeled off the wooden walls, and candles were burning in all the corners and the windowsills, even though the sunlight still streamed through the large dirty glass. Behind the desk a black pegasus with red and black mane smiled serenely at the three. “In Celestia’s name, I greet you all”, her voice was smooth and pleasant. “I am Sunny Skies”. She gestured towards the decaying unicorn beside them. “I hope you do not mind that Daisy Shine will stay here with us, I like all my meetings to be recorded”

The ghoulish receptionist’s horn lit up with a soft green halo as she levitated a pencil and notebook from the pegasus’s desk, then sat on the floor next to the desk and looked expectantly up at her boss.
“What can I, or my Republic, do for you three?” Sunny’s eyes glittered as her wings fluffed themselves as they lay across her back, the feathers fluttering softly.

Hero nodded to Tidbit and Emjay then let the Stallion lead forward towards the desk. Tidbit stood near the undead unicorn, with Emjay beside him, then the still leashed crazy unicorn Hero. “We have been asked to deliver a message” Tidbits gravelly voice contrasting with the pegasus. Beside him the ghoul unicorn assistant’s pen scrawled out every word onto yellowed papers. Tidbits face was stern as he turned to the leashed raider unicorn Hero.

Hero leapt. As she threw herself at the black and red Pegasus green fire flashed over her body burning away the ragged fur and tattered mane and tail leaving black chitinous armor and bright blue frills. Her jaws opened widely then as she crashed into the startled pegasis closed down hard around the black furred throat cutting off any chance to scream. Blood splashed out, painting the wall behind the struggling pair. Daisy Shine eyes widened at the sudden attack on her boss before a huge hoof smacked her in the side of the head snapping her neck. She crumpled to the ground before Tidbits hoof shattered her jaw. Black ichor splattering from the splintered maw. The batpony jumped onto the pegasis back as the pegasis tried flapping her wings to dislodge the fanged changeling from her throat. Blood splashed across Emjay’s face as her own fangs bit deep into the jugular.

Daisy Shine croaked as her undead eyes watched as her boss’s throat was ripped out by two rabidly crazed ponies. Blood splashed over the desk as chunks of flesh torn from the twitching gurgling pegasis disappeared down the maws of the changeling and bat pony. Tidbits eyes widened a fraction as he took a step back from the feral display of feasting.

“Uh, don’t forget, we just need to take her head back to save Misty” Tidbits voice caused Hero to jerk up from her feeding, her muzzle red with blood and a string of muscle hanging out of the corner of her mouth. She looked over at the ghoul stallion with a look of confusion.
“Uh..” Hero looked a bit guilty that she had forgotten their quest, then nudged the still feasting fuzz ball batpony. “Can you cut off her head?”
Emjay ripped a final chunk of black furred flesh from the now dead pegasis and shot an annoyed glare at the black changeling. Then sighing she fished out the knife she had hidden in her barding then holding it in her wing, began laboriously slicing the neck. The wet sound of the knife slowly cutting into the flesh filled the air.

“Hurry up” Tidbit growled.

Emjay snarled as she tried to cut through the neck bones, angling the blade to cut through the spinal cord between vertebrae. Sweat poured off her brow and mixed with the blood that covered her face leaving grey trails in the red soaked fur.

Hero took the corpses mane in her teeth and pulled as the final cords of flesh were finally severed, pulling the head free from the rest of the body.

“Quick, out the window and fly back as fast as you can” Tidbits voice cut the silence “I will take care of things here. DON’T WAIT FOR ME”
Emjay and Hero simply nodded, then shot towards the window, the hardened carapace of the changeling crashed through the glass sending shards flying as a black and a grey blur shot into the sky.

Tidbit looked around the room frantically before resting on the papers on the desk, and the lit candles littered around the room.
The ghoul smiled.

“What a shame.” The Praetor looked over to the blood red sky as the sun sank into the horizon. “I have so enjoyed your company, but it seems that time is nearly up.” He nodded to two of the guards.

“Wait! It’s not sunset yet!” Misty’s protest fell on deaf ears as she was seized in the magic of the two unicorns, who carelessly lifted her flailing body and carried her over to a large cross beam laying the ground. Near the ends of the beam rough ropes were looped. With no gentleness one of the guards guided her forelegs though the loops then pulled them taut.

Misty screeched as she felt her shoulders painfully pulled backwards as the ropes bit into her forelegs. A dark figure loomed over her, an earth pony wearing a black hood over his eyes and ears, and a large hammer in his teeth. Another hooded figure appeared on the other side of her, a blue unicorn horn jutting through a rip in the top of the hood. Suspended in a blue aura was a large iron spike.
Beside the Praetor, the unicorn slave giggled as she watched, her eyes wide with glee.

“Maybe tonight the nails Master?” she purred to her owner.

The large pony chuckled, “If you are a good slut, then maybe” he promised.

Stars started to show in the twilight as the sun was all but gone. The Praetor lifted his hoof ready to signal the executioners. The hooded unicorn pressed the point of the first spike into the flesh just above Misty’s left hoof. The earth stallion executioner lifted his hammer wielding head high ready to strike. The world seemed to hold its breath as the Praetor kept his eye on the horizon as the final rays of sunlight began to fade. He turned his head to his executioners with a grin.

A loud crack filled the air and the hammer holding stallion fell to the ground. A black mare's head rolled on the ground after it had bounced off the head of the stallion and came to rest next to Misty. Misty screamed as its sightless eyes pointed right at her.

Shortly after the dark body of a changeling landed heavily beside the gory head, picked it up off the ground in her mouth and brought it to the Praetor.

Daylight faded completely.

Dropping it at the hooves of the large stallion she looked up at him as the blood stained bat pony landed behind her.
The Praetor grinned as he looked down at the bloody head. “Well done,” he chuckled, “And your sense of timing is impeccable.”

Smoke drifted from the smoldering remains of the office, the corpse of the ghoul smoldered in the piles of ash and burned beams. There was a flash of green fire around the body leaving a black shattered exoskeleton. Another wave of green flame, and the body disintegrated into the ashes surrounding it.

Down the hole

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You're all going to die down here”

The sun beat down on the four ponies as they trudged along a dirt track, the path leading them towards the distant marker on the pipbucks of Hero and Misty. Repaired barding and armor adorned three of the ponies, while the fourth was resplendent in half a power armor that had been polished to a bright sheen. The ghoulified stallion had arrived in the darkness of the pre-dawn morning and had steadfastly refused to inform his companions on how he had made his escape. Hero’s sensitive nose had been twitching with the scent of smoke, burned fur and scorched leathery flesh.

Heavily filled saddle packs were proof that the Praetor was a stallion of his word. Food, weapons, ammunition, medical supplies, and even a hefty supply of Emjay’s favorite filled the packs to the brim. Hero and Emjay kept the black leather barding that they had worn for their quest for the Roamish commander, with the delicate tan shirt of the changeling stored safely in the bottom of her pack. She had also made sure that her and Misty’s packs and were the ones to carry the bulk of Emjay’s plant material, with a small amount kept in Emjay’s bowler.
The Praetor was so pleased that he offered them the use of his personal slave. Tidbit, Hero, and Misty each politely declined, while Emjay’s depraved and violently phrased acceptance was over-ruled by her companions. The purple unicorn slave looked relieved until the Praetor insisted, as long as his slave was returned alive and still able to walk. Several hours later smug looking Emjay rejoined the group in the hospitality tent. As she casually brushed drying blood off Emjay’s fluffy coat Hero could feel the satisfaction and pleasure radiating from the bat pony, while Misty looked physically ill and refused to even acknowledge Emjay’s return.

In the new dawn, the laden group had left the Roamish camp. Not long after they left the encampment, they saw a dust cloud as a disciplined contingent of his soldiers marched out of the gate, down the path leading to the little-fortified town that Hero, Emjay, and Tidbit had visited the day before.

Hero led her little crew using the Eyes Forward Sparkle to scan for any hostile creature or pony, while the compass kept her on the path towards their goal. Emjay following closely behind wearing the black leather and metal raider barding that she had worn the previous day while Misty kept her distance from Emjay and following her Tidbit in his Powered Half Armor.

“I don’t like this,” Misty finally told the group, “You all went and killed an innocent pony who has done nothing to us at all.”

Emjay snickered, earning a death glare from the medical unicorn.
“Fuck you,” Emjay snarled.

Tidbit’s rough voice broke through before Misty could respond to the glowering gray ball of hate. “She was not an innocent pony.”
The three mares stopped and turned to the stallion. Misty’s face twisted in confusion, while Emjay and Hero kept their faces straight.
“It was a slaver town,” Tidbit said, voice level.

“So what?” The blue unicorn snarled at Tidbit. “The Praetor and his goons are slavers too, and murderers, and-”

“Yes, they are,” the mechanical gravely tones of the stallion interrupted, “But this camp, when we entered it, was far worse. They were Death Cultists and Foal slavers.”

“Wha?” Misty’s ears shot up straight as her mouth dropped. Emjay’s eyes widened as Hero tilted her head to the side, each one trying to process Tidbits words.

“As soon as we entered their camp, we saw them sacrificing a pony to a statue of Celestia, slitting him open from throat to tail, while he was alive.” Tidbit’s voice droned emotionlessly as Misty’s face turned pale. “We saw them herding fillies and colts into barb wire cages, to be sold to brothels. They were laughing at the crying of the young foals.”

Misty’s voice croaked “It can’t be true; no one is that cruel!” She spun around to face Hero. “It’s not true is it? Is that what it was really like? Are there really ponies who would sell foals?”

Hero looked at Tidbit standing behind the distraught Misty, the visible eye in his helmet pleading with Hero. After a long pause, she nodded at Misty.

“I..I..” Misty stammered, then looked down “I can’t believe they would do that.”

Hero’s eyes flicked towards Tidbit her face hard.

“We need to move,” Hero turned and started walking away, quickly followed by the bat pony.

Tears running down her muzzle the distraught battle medic unicorn followed, her head bowed and her ears flat against her head. The armored ghoul walked beside her. To his surprise, he felt her lean her weight against him, as she continued to silently weep.

Tidbit prayed to Celestia that Misty would never know about his lie.


A puff of dust erupted in front of the feet of Hero.

“STAY WHERE YOU ARE,” a feminine voice echoed out from behind one of the boulders in the rocky desert plain.
Hero, Emjay Misty, and Tidbit froze in space, with ears twitching on the unarmored heads trying to find the source of the voice.
“Well, well, well,” a mocking male voice came out from another direction. “Seems we have some travelers through our territory.” A large powerfully built stallion stepped out from his cover to the right of the small group. His tan coat dusted with the red, desert sand. Spiked Pauldrons on his shoulders, old tires made up chest armor. To the right a green furred purple spiked maned mare stepped into view, a large caliber snipers rifle attached to a heavy battle saddle. A third pony came out from behind another large rock, this one supporting a large Steel ranger battle saddle with a rocket launcher crudely welded on it. A scar across his face slashed its way over his left eye, leaving it a ghoul like milky color, while the other one was a bright blue, in contrast to the rust red coat and messy purple mane.

“We just cannot have such a nice group of ponies-“the first stallion paused as he took in the form of the undisguised changeling “and whatever, just wandering around without an escort.”

A nicker from the earth pony mare. “Yeah, ‘escort’, for a fee.”

Tidbits voice growled, “We do not need an escort.”

“We must insist,” the stallion responded, his voice dripping with insincerity, “This is such a dangerous area to travel in.” He raised a rusted and battered shotgun up pointing its business end at the group. “You never know just who you are going to meet.”

Hero’s ears twitched as she turned her head towards Emjay. “Not honest, not good ponies”

“No shit,” Emjay growled.

“First, we must collect our ‘payment’,” the tan stallion said, gesturing with his shotgun. “Which is everything that you have.”
“No.” Hero’s buzzy voice was firm.

“No?” The stallion scratched at one of his tattered ears. “Well, see, that don’t work for us.” The mare with him giggled as her rifle swung around in her attempt to cover them all.

“We will take what you have, no matter if you give it to us, or we take it from your warm blood-soaked corpses,” the tan stallion said with a smirk.

“For fucks sake, let’s just kill the freaks,” the mare spat,


The sniper rifle spat, the bullet disappearing behind the scrambling group.
Hero slammed her body behind one of the rocks surrounding them and drew out her revolver from her saddle bag, the augmented body of Tidbit crashed noisily behind another while the scrambling hooves of Misty flicked up dirt and stones as she raced to a third. Emjay’s wings flared out and she shot forward slamming her body into the unicorn mare. A blood-curdling shriek ripped from the hate filled batpony as she slammed her hooves onto the face and neck of the struggling rifle pony.

“Get this *thud* crazy *smack* thing off me,” she yelled to her friends


Hero and Misty fired at the leader pony, their bullets embedding into the chest armor. The enemy stallion was thrust back with the impacts but smirked.

With a sigh, Misty entered SATS, and the world around her slowed to a crawl. Mentally she selected the head and neck of her opponent with three shots. The spell took control of her magic, and the gun moved slightly. *BLAM* The first shot skimmed across the stallion’s cheek. *BLAM* The second one punched into the eye, the eyeball exploding in a bloody spray but the bullet lodging itself in the socket. *BLAM* The final shot ripped into an exposed area of the throat, ripping through flesh and cartilage, and exiting out the back of the neck severing the spinal cord as vertebrae were shattered, sprayeimg out behind him in a shower of gore and bone shrapnel. The stallion collapsed in a heap of tan and blood red. As the world returned to normal speed for Misty, she ducked behind the rock again and vomited up her breakfast.

The battle saddle armed stallion turned and shot a missile at Emjay as she continued to beat the head and face of the mare, the metal claws on the gray fluffed hoof digging deep gouges into soft face flesh as the bloodied mare screamed and tried to force the bat mare off her.
Emjay saw the missile launch off the saddle and leaped into the air, buffeted by the passing metal projectile passed under her. Wings flapped keeping her above her prey till she folded them against her body and plummeted down. Bones in the unicorn’s chest cracked with a sickening crunch as the furious ball of hate landed with all four hooves onto the semi-conscious unicorn.

Hero shot from her place of hiding, gun still in her levitation field as she buzzed furiously at the surviving stallion. The gun barked and spat hot metal, leaving bullet marks on the battle saddle. Tidbit stepped around his own rock and pointed his weapons towards the stallion, as Hero buzzed its head.


The two high-powered guns roared; one bullet shattering the stallion’s rump and the other one penetrating the armored missile magazine striking one of the stored missiles in its unstable warhead.

The magazine exploded.

Meat rained down around where the missile pony once stood. Oblivious to the fallout, Emjay continued her extended assault on the mare, her head now a barely reconcilable mass of blood and hoof prints.

Wiping vomit from her muzzle with one hoof, Misty cantered up to the screeching and punching and clawing batpony. Then taking a cue from the changeling, she reached out one of her hooves and booped Emjay gently on the snout.
The resulting squeal from Emjay could have shattered glass windows, had there been any buildings in the area. In a gray blur, Misty suddenly found herself on her back, as the fluffy gray batpony screamed at her and lifted her fore hoof high.

Pain bloomed in Misty’s face as the furious batpony’s hoof smashed into the medic’s eye.
A black hoof suddenly filled both Misty’s and Emjay’s vision, and gently tapped on Emjay’s snout. Emjay sat back, still on top of Misty’s belly and covered her snout with her hooves. She shot Hero a glare. “Stop doing that!” Emjay screeched.

Hero looked at the batpony. “We will not”, she said simply. The changeling turned around and started sniffing around the explosively dissected remains of the missile stallion.

“That” began Tidbit “was surprisingly easy”.

Hero shrugged as she flipped over a scrap of metal that was once part of a battle saddle’s loading mechanism.
“Says you,” Misty groused as she got off the ground and shot a glare at Emjay. One of the unicorn’s eyes was swollen shut from the well-placed hoof punch. She pulled a minor healing potion from her saddle pack and drank it down, the taste burning down her throat. Within moments, she could feel the swelling around her eye and bruises on her snout and neck begin to heal.

Barbed wire topped a tall rusted chain-link fence in the middle of the desert. Holes in the metal mesh showed where other ponies had probably been before, while rusted metal signs dangled from wires crudely twisted onto the fence.
“Restricted Area, No Trespassing beyond this point, Ministry of Peace installation, use of lethal force authorized” Tidbit read aloud. “The ministry mare must have been very serious about protecting this place. I think that she was the Element of Kindness”

“Who?” Misty’s face screwed up in thought. “Oh, I remember learning about her in History class. Fluttershy wasn’t it?”

Tidbit shrugged as he inspected one of the holes in the fence line. “Dunno was a few hundred years ago, but that sounds about right. I think she was a model, or a vet, or something like that.”

Leather sounds filled the air as the batpony flapped her wings and flew over the fence landing on the other side of the hole, and poked her head through back to the rest of the group. “Are we here to talk about some dumb pony that’s been dead for ages, or are we going to do this?” she groused, before turning and walking away.

The silent Hero trotted through the gap and followed Emjay. Tidbit and Misty shared a glance before the unicorn slipped her own way, though. The ghoul rolled his rheumy eye, ducked his head and pushed his bulk into the hole in the wire. His armor caught the ends of the fence wires. With several thrusts, he wrestled his bulk to the other side of the fence. Grumbling he cantered and caught up with the mares.
“Glad you could join us” Misty smirked at the muttering ghoul as he came up beside her.

Tidbit kept muttering to himself as he trudged along with her.

Misty turned her head to the ghoul stallion. “I know I am doing this quest to help Serenity, Hero is here because I don’t think she has anything else to do, PsychoBat is here cos she is following Hero, but why did you decide to come?”

Tidbit was silent as he remembered the words of the purple alicorn who had practically teased him about knowing that he would be joining the mares in the quest.

A touch of red graced the blue unicorn’s cheeks, “uh I thought perhaps...” her voice faded out.


“Nothing!” the red in the mare’s cheeks grew into a burning blush, and she trotted off ahead of the stallion.

Tidbit watched as she moved away from him. “Mares” he muttered to himself.

Hero was silent as she walked beside the equally silent Emjay, the sound changeling hoof and the metal-clawed clad batpony hoof crunching on the red dirt the only sound the pair of them made.

“Hello, Girls!”

Emjay squawked and shot up in the air, her leathery wings flapping as Misty came up behind them. Misty’s face pasted with a big fake toothy grin. Hero stopped and looked up at the flapping batpony then at the plastically grinning unicorn. She could feel anger and surprise from the gray fluffy flapping pony, which she expected, but the unicorn seemed to be, something else.

“We see you smiling, but Hero wants to know why you are not happy.”

“What? I’m happy, I’ve not just about made a fool of myself, happy happy happy!” Misty’s voice seemed strained.
A thud signaled that Emjay had landed just ahead of them. She rolled her eyes and frowned at the unicorn. The bullets slammed into her armored side and tore through the wing’s membrane and shattered bone. The batpony dropped.

“Look out!” Tidbit came charging up to the mares, the muzzle of his gun spitting flame and bullets. More bullets from the unseen shooter smashed into the ground behind him. Hero turned towards the stallion as she pulled her small revolver from her saddle pack, floating it in a green magic field, as Misty enveloped the batpony in a similar blue field and dragged her away. Strobing muzzle flashes revealed the presence of an auto turret hidden between a pair of large rocks. Tidbits gun roared again sending its down large bullets into the turrets metal shell. The smaller slugs from Hero’s gun sparked off its armor. The turret swung slightly and sent a torrent of metal rain back at the pair. Hero squealed as she felt three bullets slam into her armored barding, and a fourth missing the tacked on a metal plate and shatter the carapace on her chest. Blood sprayed out from the wound and Hero collapsed to the ground.

BLAM! Tidbits weapon barked again and the turrets armor failed. Metal shards and black smoke followed a bright flash as the turret died. Ripping his helmet off, Tidbit grabbed the fallen Hero by her stubby tail in his teeth and dragged her over to where Misty was fussing over the wounded Bat pony. Blood left a dark trail on the drag marks from the wounded changeling.

Misty kept muttering to herself as she wrapped the shattered wing of the bat pony with magical medical bandages, and bound the wing to Emjay’s body. Blue bands of magic were holding the squirming and swearing fluffy ball of hate to the ground.

Hero groaned in her buzzy voice as Tidbit dropped her tail.

“What the hell are you doing?” Misty looked up at the half armored ghoul as she finished tucking a bandage end. Released from the magic bindings, Emjay shot to her feet and snarled at the medic.

“I didn’t need your fucking help” she screeched.

“Shut up!” Misty turned her gaze to the furious batpony. “And you are welcome. Now sit down and let me fix Hero.” The steel edge to her voice bypassed Emjay’s brain and went right to her back legs, which promptly folded and sat her butt on the ground with a sudden bump.
“As for YOU,” she snarled at Tidbit, “Why the fuck did you move her, let alone DRAG her here!” Misty gently turned the changeling over with her magic and opened the front of the barding exposing shattered carapace. “Look at this, you have gotten dirt and shit into her wound!” Taking a canteen in her magic she poured some water over the wound washing away the blood and debris.

“I just thought-“

“You just thought? Next time don't think, Let me deal with the wounded!”

Tidbit backed away from the angry unicorn as she started working on Hero’s chest. A thin tendril of magic came out of her horn to the ugly hole. Hero arched her back and screeched. Emjay growled at Misty as Hero screamed in pain but kept still. The bullet slowly emerged out of the wound wrapped in the unicorn’s magical aura. Dropping the bullet to the ground Misty quickly took more healing bandages and wrapped the changeling’s chest.

Panting, Hero started to relax as Misty worked quickly. A vial was levitated in front of Hero’s muzzle and its contents poured down her throat. A similar vial drifted to the batpony.

“Drink it” Misty ordered.

With a scowl, Emjay grabbed the vial in her mouth, threw her head back and swallowed the liquid inside. Smirking she spat the vial at Misty.
Grunting lightly Hero started to get back upright until a light blue hoof pressed down on her belly.
“No, you need to rest, we all do,” Misty told the changeling. “You and Emjay get some sleep, let the bandages and potions do their job.” Misty shot a sideways glance at Emjay. “I am sure you won’t mind sleeping with Hero.”

Emjay’s eyes became heavy and her head nodded as the sleeping draught that Misty had given her took effect. Hero’s eyes closed as she rested her head between her forelegs. Very soon the pair were snoring gently.
Misty soon joined them as Tidbit stood watch over them.

The sun peeked between holes in dark gray clouds. A chill wind blew over the slowly rousing bodies of three mares. Misty shivered slightly before yawning and slowly getting onto her hooves. Blinking the sand of sleep out of her eyes, she walked over to where Hero and Emjay had ended up in a black and gray and white pile.

“Ever thought about just arranging them in embarrassing poses while they sleep?” Tidbit chuckled softly.

Smirking, the unicorn looked down at the pile of fuzzy limbs, chitin, and snores. “We don’t have to do anything; they do it themselves.”
Gently she started to move the pair apart with magic and soft nudges and pushes with her hoof and face. With practiced ease, she cut away at the bandages around Emjay’s barrel and let the dark gray wings fall free. She quickly inspected the shot wing and tested its movement. There was a snort as the still drugged batpony started to stir.

“uh, you want to finish with her” Tidbit warned fearing the worst.

Misty nodded not wanting to get attacked again by the unstable ponybat. Gingerly she released the wing and turned her attention to her strange changeling friend.

Gently she cut away at the bandages around Hero’s chest and noted with satisfaction that the healing potion and bandages had mostly closed up the shattered shell. Blue orbs looked up at her as she poked gently at the wound.

“Hero is feeling better” the changeling buzzed calmly. “How is Emjay?”

Misty stepped back “She will be fine,” Misty let her know,” and can you try to say ‘I’ for once?”

“We will try.”

Misty rolled her eyes. “You’re doing it on purpose”, she growled.

Hero slowly got up off the ground and looked around at the group. Emjay gnawing on a ration bar, Misty drinking from a canteen and Tidbit putting his helmet on. She took a paper-wrapped bar out and bit into it, still not removing the paper first and started to chew on the tough bar.

“We need to get going,” she said with her mouth full. Around her, the others nodded agreement.
Packs back on backs, and with Misty still fussing around Hero and the reluctantly tolerant Emjay, they started down the track.
Small puffs of dust rising from their hooves marking their progress towards the marks on the compasses of Hero and Misty’s EFS.

A Brisk wind blew the dust into pony faces, three sets of ears were splayed back, one bowler hat was being grasped firmly in fanged mouth, and tears streamed down the faces of the living as their eyes fought against the grit being blown into them.
“Fuck fuck fuck” muttered Emjay, who promptly slammed her mouth shut to avoid losing her hat. Misty murfed her agreement.
“Fuck” the changeling echoed loudly, then choked on the billowing dirt.

Tidbit chuckled as he watched the mares struggling. “Joys of being a ghoul. I only breathe, when I need to talk, and even then this helmet, has a rebreather.” The mechanical distortion of the voice modulator did nothing to hide the amusement Tidbit felt about the suffering of his living friends.

A tall wall loomed out of the dust, which, blinded by dirt in her eyes, Hero walked into. Her squawk of surprise alerted the rest of the group, two of whom lined up guns, and the third held her forehoof claws ready.

“Ow,” Hero rubbed her forehead.

Misty checked her eyes forward sparkle and lowered her weapon. “I think we are here.”

Keeping in the shelter of the wall from the wind and grit, Hero’s voice rang out, “We are always here. Here is where we always are”
Everypony looked at her. Tidbit groaned, Misty face-hooved, and Emjay muttered.

“Bad joke is bad and you should feel bad,” Tidbit told the changeling.


Several hours had passed before the wind had died down. The sun’s rays from the west bathed everything in a golden hue. Tidbit drew himself up and moved to take in the sight of the building they had found. Concrete walls covered in red dust with dark scratched windows provided protection for whatever was to be found inside. The group, led by Hero walked the wall looking for a way in. Turning a corner Misty stumbled over the skeletal remains of a pony, the bones bleached white and the hornless skull shattered by bullet holes. More ancient bones showed the massacre that had happened. Steps leading to a glass door were covered with more bones, remains of books, and the torn remains of robes.

Hero’s eyes forward sparkle flared a red marker in front of her as an auto turret popped out from the eve in front of the door. The group scattered with shouts as the barrels tried to track them all.

The sound of automatic gunfire failed to fill the air. Instead, the turret clicked.

“It’s empty” Misty smiled in relief, “I think sometimes the Goddess loves us.”

Tidbit noticed a faded yellow sign with pink and blue butterflies and pink writing “Ministry of Peace” Misty read aloud “Research and Development”. She shrugged “What did they research? How to win wars with warm hugs?” She smirked.

“Whatever it was,” Tidbit replied, “They had it in the middle of nowhere and protected with weapons, which did all this.” He gestured at the bones of the dead. “AND your friend wants something from here, so I am guessing they did more than just the snuggle quotient of peace.”
Hero tapped at the dark grime covered glass of the door with her hoof. It gave the dull thud. A brief blur of movement caught her eye ad she pressed her face against the glass to see what it was. A few moments passed with nothing else and she looked back at her friends, who were watching her with various amounts of confusion. Hero chirped and shrugged at them then trotted along the side of the building looking up at the walls. Experience in the wasteland, even as a mindless loveless creature was still imprinted on her brain as she searched for a way into the building. A small crack in the wall that could be exploited, a door left unlocked or a…

Hero buzzed her wings and took off up the wall to the first floor, to an open window. “We will get in and open the door.” A flip of her wings and she disappeared inside the dark featureless building.

“They left a window open?” Misty questioned the sanity of the previous occupants.

There was a leathery flap of wings as Emjay took off and ducked into the window herself.

“Welp. The joy of having wings I guess.” Tidbit mumbled. The pair walked back to the main doors and it’s still clicking turret. “So,” Tidbit turned to the warrior medic unicorn mare, “What were you trying to tell me before.”

“What?” Misty ears perked up and she frowned, “What are you talking about-“realization dawned and her ears folded back. “Oh that, um-“.

Can you bring me a glass of water Rainbow Bright? I am feeling quite parched. Oh, we can wait a few minutes. Now keep your voices down please and we will continue soon. Ah! Thank you, Rainbow Bright. This is most refreshing.
Would you all like me to continue? Yes? Well please sit still now, and let me continue.

Emjay sneezed loudly in the dusty air. Piles of red dirt blown in the window formed small mounds against the utilitarian walls and on a warped wooden desk. The remains of a terminal lay on the ground and the molding remains of books festered on the sagging bookshelf behind the door. Fresh hoofprints in the dust showed where the changeling had gone so the bat pony followed the prints out the door and into the hallway. Many other doors lined the hallway, each one shut against the oppressive dust and heavy stench of the air. Ahead of her, she could see the figure of the bug pony looking down over a ledge. She trotted briskly up and stood beside Hero and looked down with her. A large atrium to ground level with a reception desk, some molding sofas, a tipped over water cooler with a smashed tank, and bones. A lot of bones of ponies who had died hundreds of years before.

With a flip of her insectile wings, Hero zipped off the walkway and down to the ground. Puffs of pale dust erupted from her hooves as she landed. Emjay followed quickly behind her and back winged blowing up gusts of dust all over Hero.

Hero sneezed and glared briefly at the batpony, who gave a sneering grin. Then together they walked up to the grime covered doors. A quick glance showed Hero the sliding bolts that had held the door closed were now rusted through. Her horn lit up in its green light and a levitation aura surrounded the fragile metal. She pulled and the metal broke easily. Emjay slipped one of her metal hoof claws into the crack between the doors and tried to lever it open. Panting and straining, her fighters’ muscles bulged and strained. Screeching with anguished protest one of the glass panels started to move. Light entered into the atrium for the first time in many years, illuminating the pink and yellow stone of the floor, and the gray and white bones of the ponies of long ago. Hero and Emjay pressed their weight against the door, sliding it more open as Misty and Tidbit watched. A blush on Misty’s face fading, while Tidbit seemed to be overly interested in the door. Panting Hero stepped back. The bat pony kept pushing on the door till a chitinous mouth grasped her tail and gave it a gentle tug.
“Wow,” Misty whispered as she and Tidbit entered the atrium.

Tidbit looked around silently until he looked up at the reception test. Pink and yellow marble made a wall behind it, with words carved into the stone.

“Ministry of Peace, Area 51. ‘Si vis Pacem, para Bellum’.” The stallion read the inscription aloud.

“I know that motto” Misty looked smug “It was the motto of our school in the stable. It’s Equis, It means-“

“Those who desire peace must prepare for war”, Tidbit intoned. “Fluttershy was a mare of peace, and pacifism, I cannot believe she would have that as a motto.” His gravelly voice darkened.

Hero wandered away from the group towards an open door leading into an abandoned office. A moldy carpet leads to a sagging wooden desk. Sniffing, Hero started nosing under it to see if she could find anything useful. Her ears started twitching again as a buzzing sound started in her ears again. She stopped to scratch at her ears briefly until she noticed the eyes of the batpony were watching her from the doorway. Putting her fore hooves back on the ground she continued her search A skeleton of an earth pony was propped up on the chair in front of an ancient terminal. A tiny green cursor blinked on the black screen.

“Hero has seen these before, but has never worked what they are” she called over to the group.

Misty and Tidbit appeared in the doorway, a snarling Emjay finding herself crowded out, and pushed into the room. Misty noticed some light glowing from the back of the terminal screen.

“It works?” Misty asked.

Hero shrugged. “This one has a green blinky thing on the black thing,” she told the unicorn.

Misty rushed around the large desk and bumped the chair. The bones clattered to the ground in a heap.

“I don’t know if I can hack it, but,” she pressed one of the buttons on the keyboard. The screen lit up and text scrolled as the computer rebooted itself. She pulled an attachment from her pipbuck with her teeth and plugged it into a socket on the terminals side. The pipbuck started scrolling the same text as the booting computer. There was a ding, and the computer cleared its screen.

“But sometimes they don’t need to be hacked,” Misty said disbelievingly as it automatically logged into the network.
The screen flashed and more text scrolled down.

Welcome to Ministry of Peace Area 51 Secure Network.
StableTec Technologies ™ Networking Services
Secure Network Access Granted
[Memo from Facility Manager]
[Experiment AK427198 progress report]
[Experiment JZ543004 progress report]
[Experiment XX00000 progress report]
[Experiment VQ9475- DATA CORRUPTED]
[Candy Floss lunch party invite]
“Whoever did the security on this should be fired” Tidbit groused.
Misty moved the cursor over the first entry. The computer cleared the screen and scrolled a new page
All personnel is reminded that this is a covert research
center and as such they will maintain strict secrecy.
Our research is of utmost importance to the war effort
and the Ministry Mare’s desire for peace.
To this end, we will continue our research to create the
tools that our soldiers, politicians, civilians,
and ministries need to bring this war to a quick end and
minimize all loss of life.

As the nature of our research is both top secret and
of a nature that most ponies may find objectionable it
is important that none of our secrets or even our existence
be revealed to the public at large, or, especially to the
Ministry Mare. She must have complete Plausible

Report all violations to the local security office, who will
then inform the resident Ministry of Morale officer.

Thank you all for your time, effort and patience.

Basket Case,

Facility Director.
“Well that was interesting,” Tidbit said after Misty finished reading the memo out loud. “A ministry hub without the knowledge of the Ministry Mare, and doing less than ethical projects. No wonder they had it all the way out here.”

“I don’t think I want to know what the Ministry of Morale was” Misty commented.

“No, you don’t” Tidbit agreed

Hero watched the pair talk, while Emjay groomed herself with the sharp steel claws. Minor nicks in her flesh bleed slightly causing a very slight red tinge to her gray coat.

“Let’s check what these projects are,” Misty said before selecting the second item on the screen

Experiment AK427198 progress report
I have no idea why they have me doing these reports,
as nothing has changed since my last report.
The subjects have not been able to fully absorb the
magical by-products of the Ministry of Magic’s experiments
At this time, we have been working on using cockatrices
to see if we can create a biological weapon that would
be able to turn enemy soldiers to stone, but, that it would
wear off after a few hours so that our soldiers could take
them, prisoner, safely and protect both our soldiers and
the enemy combatants. At this time, the cockatrices have
simply grown tumors and died horribly. One of them
exploded in front of poor Pepper Pott. Unfortunately,
the magical flash from the explosion turned her into
stone, and with the cockatrice dead, we have no way
to return her to normal.
“They must have been nuts” the incredulous Tidbit spat.

Misty opened the next entry on the computer. “Well one of these should help us find the matrix that Serenity is looking for”
The screen flashed as text scrolled up the screen.

[Experiment JZ543004 progress report]
Fuck off, this project is fucked, and there is no fucking
way I am going to keep doing this fucking thing. FUCKIT

No one spoke after Misty finished reading the entry.
She clicked on the next entry

Experiment XX00000 progress report
We have finally been able to cast, direct and detonate
the carrier Mega spell over the target area with minimal magic
radiation fallout! Soon we will be able to load a massive
healing spell matrix into the carrier spell and be able to
detonate above a battleground and instantly heal all
combatants that have any life in them.

Earlier detonations were not as successful as they would
irradiate the ground and any patients in the blast zone.
We lost many good ponies in the early experiments.
The Ministry Mare should be pleased with our work we hope

Dr. J. Oppenhorser
Tidbit looked wide eye at Misty as she finished the entry. “We created the Mega Spells?” he gasped.

Wordlessly she nodded then clicked the final experiments entry.
Experiment VQ9475- DATA CORRUPTED
No viable success C4nJotTXX
implantation into troops aDQ4iNr5fiMIi
pxX0 to create a neural Hive Mind for comunNeByUore2


Mw ubject is not willing to assist

Cy5M ossible insanity without any cause


violent mood swings


There is no viable alternative zl5aEvH
71vvOpeWz6Hsc SQIhMCcu
Termination of Project

ordered to contain subject for termination


Housing in the lower secured storage until such time

Hivemind matrix
XX0mu avWEoH1r

“I think that’s it?” Misty jabbed her hoof at the screen. “I mean, it’s a bit jumbled, but It did say hive-mind, and I know that’s what Serenity is looking for.”

Hero looked at the screen blankly then at Misty. “Serenity said we have a hivemind, what did she mean?”

“I think it’s how change-“

The terminal melted violently into a burning green sludge.

Hero Tidbit and Hero leaped aside in a moment of military or wasteland experience, while Emjay sprang forward towards the shambling bulk bearing down on them.

“Grrrrrraaaaaaaaawwww” came from a speaker on the metal abominations body. A cracked clear dome housed a rotting gray brain with a single blinded eye embedded in its prefrontal lobe floating in murky fluid. It was resting on what looked like a basic imitation of a very muscular pony’s body, but instead of four legs, large caterpillar tracks rumbled on the marble. Large energy weapons jutted out from the sides of the robot’s body, the tips of them glowing in a sickly green. It ignored the batpony that landed on its back and continued to trundle into the room, guttural moans and groans coming out of its vocalizer.

Tidbit tipped over the desk as a makeshift barricade scattering the still-glowing ashes of the former terminal on the floor. Misty’s horn flared as she grabbed the scrabbling Emjay from the robots back and dragged her screeching behind the barricade.

A green aura covered revolver popped out from the side of the table and fired.


Sparks flew from where the bullets bounced harmlessly from the thick tank-like armor.

KRAKOW! The roar of Tidbits heavy gun reverberated in the confined room, deafening all the living. Emjay screeched as blood started oozing out of her ears, Misty and Hero fell to the ground covering their own ears in their hooves. The Brainbots armor blasted off, exposing the delicate wiring and mechanics underneath.

“GWARRR” the mechanical nightmare trundled around pointing its magical energy weapons towards the armored Ghoul.

Misty got back to her hooves and pulled out a rifle from her kit. She slipped into the slow motion world of SATS. As the spell slowed time down for her, she directed it to target three shots to her target. Her stomach lurched as time started to return to normal, and SATS took control of her levitation magic and moved the gun slightly in her grip.

CRACK! The first round glanced off the cracked dome of the brain case. CRACK! The second round smashed itself into one of the cracks, sending tendrils of new cracks in a spider web of failing ballistic plastic.

The spell seemed to double down on itself, and Misty could almost feel like she was being drawn along the path of the next bullet, as it left her weapon and traveled almost instantaneously towards the robot. The bullet shattered the failing brain case, then started tumbling in the air with shards of thick hard plastics, passing through the dead eye and into the rotting brain tissue, passing out of the brain stem.
The world resumed its normal time, and Misty threw up.

The now vomit coated batpony with painfully ringing ears looked shocked at the unicorn. There was a moment of silence.
“MOTHERFUCKER!” Grey Fury launched at Nauseated Blue before being caught in the green aura of Impassive Black, while Dead and Armored grabbed Misty and dragged her out of range.

A black hoof reached up.


An anguished cry from the bat pony then silence as she held her nose in her fore hooves and glared daggers at Hero who lowered her to the ground, then started scraping Misty’s former food off Emjay’s fluff.

Misty looked abashed while Emjay glared at her.

“So what was that?” Misty asked.

“Brainbot, a pony’s brain in a robot. But these ones… had gone feral ghoul” Tidbit explained.


The sound of another brainbot crying out sent the group though the door and back into the atrium. Hero looked around, her ears swiveling around. “Follow Hero!” she gestured the rest and trotted towards the back of open area towards some doors. “We go this way, away from those things” she pushed the door open and lead them through.

Grey concrete walls were a start contrast to the pretty marble and decorations of the rooms they had just left. A basic stairwell spiraled downwards, with landings for different floors that had been build deep into the building. Tidbit looked over the rail into the depths of the stairwell that descended into darkness. The winged ponies shared a glance and a grin, imagining the non-flying ponies walking down the stairs, while they would be able to effortlessly fly down.

A small glowing arrow button attracted Misty’s attention. It was beside a darkened steel door. She pressed the button. There was a rumble as hidden machinery started up. Thirty seconds passed and the noise stopped. Something dinged above the door, and the door opened. A small room with metal walls waited for them.

“Well that’s a relief,” Tidbit said, “I was not looking forward to walking down those stairs”. Beside him, Misty nodded and entered the elevator.
“We will take the elevator down, and you two can use your wings. We are going to go to the bottom level.”

She pressed a button and the door closed. The rumbling started again leaving the changeling and the bat pony alone.

“What is going on?” Emjay asked. “Screw it, I need a smoke”. She sat down, took off her hat, and fished out one of her strange smelling cylinders, stuck one end in her mouth and lit the other end with a flint and her steel claw.

Hero sat down with her and waited.

Tinny music played weakly as the elevator car rattled as it descended. Misty and Tidbit stood together side by side staring at the door.
“Did you mean it?” Tidbit’s voice came through the helmet's speaker.

Misty kept her eyes on the door. “Mean what?”

“What you said outside, when Hero and Emjay were getting the door for us”

The air filled with tension as Misty turned her head to the ground, her ears folding back.
“I think. ye-“

The elevator car screeched and shuddered violently, throwing the unicorn to the floor before it slammed to a stop. The light flickered briefly then cut out plunging the metal box into darkness.


Narcotic smoke escaped from the nose of the batpony as she stared at the wall. “I needed that so bad” she murmured. She pinched the ember out between her wing claws and tucked it back in her hat.

Behind her, the changeling paced back and forward, her ears twitching spastically. “Buzzing, buzzing again” she murmured to herself. Emjay’s ears rotated backward as she heard the babbling bug pony.

“Aren’t we going somewhere?” she asked loudly.

The sudden raised voice shocked Hero back into the here and now. “Hero has to fly down?” the buzzy voice queried. She shook her head violently again. Straightening up her shoulders, she trotted to the banister. Her wings buzzed and lifted her off the ground and over the deep abyss of the stairwell. A shadow fell over Hero as the leathery-winged bat pony joined her. Hero nodded to Emjay and started her decent, the buzzing insectile wings letting her descend in place. Circling around her, Emjay glided her way down, casually flapping her wings to keep pace with the changeling. Darkness enveloped them, broken only by the green glow of the screens of the pipbucks on the pairs legs, and the glowing blue eyes of the changeling.

A high pitched squeak startled Hero, her wings faltered and she fell some feet before her wings caught the ear and started buzzing again. She swung her head around trying to find the source just as another pinging squeak filled her senses. Her eyes, adapted to the near perfect darkness saw the gliding bat pony’s fluffy tufted ears swiveling and fuzzy muzzle opening again just as another high pitched pinging squeak sound filled Hero’s sensitive ears. The squeak reached right into the bug pony’s brain overwhelming a part of it.

“The buzzing, Its stopped!” Hero sounded delighted.

“Eh?” The distracted bat pony back winged. She turned her head and shot a ping of sound towards the dark bugpony. The sound felt to Hero like her brain was being flushed clean.

“Why are you squeaking like that” Hero asked Emjay.

“In the dark, I can’t see with my eyes, but I can see with my ears when I ping.” Emjay shrugged “My trainer said it was ‘Echo-lo-something’. I ping, and listen for the pongs”

“We like it.” Hero smiled, the broken fang flashing green in the pale light from the pipbucks screen.

Hero kept hovering in place, open her mouth wide


Her ears swiveled like she had seen Emjay’s. The sound bounced back in an echo, but that’s all it was. No ideas of where the walls were, just the sound of her own churp reverberating up and down the shaft.

“Hero cannot do it” the black figure’s head slumped a bit.

Another ping of sound from the bat pony washed over Hero, then she felt the leathery wings brushing against her buzzing ones gently as Emjay moved softly next to Hero. “You are not a bat pony.” The soft words from Emjay gave Hero an idea. She buzzed to the side, then a flash of green fire raced along her figure. Hero fell a dozen feet as her body changed in mid-air until she started flapping new wings. Emjay, shocked, dived down to where Hero was now back winging with leathery bat pony wings, sporting bat pony fuzz and bat pony ears. An exact copy of Emjay.

Bat-Hero opened her mouth and…


Her ears swirled around catching the returning sound. Disappointment crossed the fuzzy features of Bat-Hero. “It didn’t work”
Emjay groaned. “You are NOT a batpony” she hissed.

The green fire flared again and Hero dropped another dozen feet before her body reformed back into the familiar armor barding wearing black shelled changeling. Wings buzzed as she caught the air and returned to hovering. In the darkness, the pings from the bat pony echoed off the walls as she circled down to Hero. Then without a word being said they continued the descent into darkness.

Keep coming to us

“You are a big strong stallion! Why can’t you just wrench the doors open?” Misty’s petulant voice echoed in the metal box of the elevator car.
Servo motors in the armor whined as Tidbit struggled to pry the doors open. A stream of light shone through a small crack as the groaning metal doors reluctantly parted.

“I’m doing the best I can, and don’t be sexist” Tidbit muttered. With a final screech of parting steel, the doors slid open revealing collapsing metal beams and sputtering wires. A gap near the floor level dropped into darkness. Misty stuck her head through and looked around.
“I can see... um… a floor? I think.” She tapped at the pipbuck on her leg, then stuck it through the gap and looked through again. Green light reflected back at her. “It looks solid enough” She wiggled, though, the gap and dropped onto her hooves to the ground below. The armored head of the ghoul looked through the gap. “Nope,” the gravelly voice came from the suits speakers.

Concrete and steel shuttered as the power armor enhanced hooves slammed on the rubble. Concrete chips rained down onto the floor and dust filled the air. Misty coughed and sneezed as the dust went up to her nose. The floor shook as metal and ghoul crashed through the hole, out of the elevator and onto the floor. Tidbit’s helmet lamp flared into life as he picked himself up from the mess he had created. Slowly the stallion moved onto the landing of the stairwell.

“I guess we have to use the stairs,” he said in a conversational tone. Concrete dust crunched under his hooves until he reached the first step. “Or we find another way down.” Metal bars jutted out of broken concrete where the stairs used to be. The light on his helmet shining on the shattered rubble on the next landing. Misty came up beside him and looked. Both ponies turned their backs on the hole and made their way to the door beside the elevator. The door pushed open easily revealing inky darkness of the room. A cone of light from the power armors light shone on dusty desks and dead terminals. Molding piles of papers and folders littered the desks and floors. Tidbit swung the lamp about until a flash of metal attracted his attention. He focused his helmet’s lamp on it. Light glinted on metal peeking out from corrosion that the cautiously approaching Tidbit found to be a power armor hind leg.

“I think…” Tidbit started, as he moved around to where the leg lay, “I can do something with this”

“Aw come on! We have to get to the bottom of this goddess forsaken place, get that matrix, and get out of here, not buck around with some junk!”

Tidbit ignored the ranting unicorn. He reached the leg and looked behind the desk that hid the rest.

“ITS AN ENTIRE LOWER HALF!” Tidbit’s unarmored back legs did a jig of joy.


Grunting, Tidbit dragged the armor from behind the desk. Light corrosion speckled the metal legs and back, leading to a twisted sheared and crushed front.

“This won’t take long” the excited stallion gushed as he looked over his prize.

Misty took a closer look at the front end of the armor, seeing twisted metal embedded in crushed bone, where once a pony, a soldier, had been slaughtered, rent, crushed and ripped apart.

“I-I think I would rather know what caused that damage, in a place like this.” She looked around at the undisturbed desks and terminals “yet didn’t damage anything else”

The plates for Tidbits power armor shifted and opened as Tidbit eased himself out of the armors harness. He cast a disdainful glare at the patchy leather that covered the harnesses rear legs, rump, and belly. Misty’s magic flared as she pulled a semiautomatic sidearm from her pack, a present from the Roamish Leader when he returned their equipment and provisioned them. The leering fat stallion still gave Misty the willies, his polite and gentle personality belying his love of cruelty, debauchery, and death. She kept the gun ready in her levitation field as she brought up her EFS and turned herself around, watching the compass for any red markers of hostile creatures, or worse. Misty sighed relieved as she saw it was all clear. She placed the gun on the desk next to her, noticing that the terminal there was also still powered. Hearing nothing but the mutterings of the ghoul as he worked on his little project, she pressed a key on the keyboard and saw the screen light up.

Welcome to Ministry of Peace Area 51 Secure Network.
StableTec Technologies ™ Networking Services
Secure Network Access Granted
[Memo from Facility Manager]
[Experiment AK427198 progress report]
[Experiment JZ543004 progress report]
[Experiment XX00000 progress report]
[Experiment VQ9475- DATA CORRUPTED]
[Candy Floss lunch party invite]

Marveling at the lack of security, she navigated down to the last entry and brought it up. Then began to read.

Hooves landed gently in the dark at the bottom of the stairwell. Insect wings buzzed briefly then folded against the back of the changeling. The batpony’s leathery wings whispered and rustled as she landed gently. Hero’s featureless eyes spied a metal door set into the concrete wall. Hero lifted her pipbuck leg and tapped at one of the buttons. The screen lit up, filling the darkness with a sickly green. The pair slowly walked towards the door, hoof blades on Emjay’s front right hoof clicking on the ground, and Hero’s revolver suspended in her green magic aura. A sensor beeped and the door shuddered. Her ears started twitching again as she could feel buzzing starting up in her brain.

Come to us

“This is, um, a restricted area. Please do not enter if you are not allowed, if you don’t mind.” a pleasantly soft mares voice came out of the air. BLAM! Hero’s gun fired as the changeling jumped in fright.

BLAM blam blam blam…. The echo rolled up the shaft as the bullet pinged off the metal and concrete before dropping with a light tinkle to the ground. The voice continued “That sounded alright, didn’t it? I hope so, but why do I have to record this? Is this for Pinkie’s –“ the voice was suddenly cut off.

Come to us

The door continued to shudder. Dust from centuries fell from the door joists as the metal screeched against metal and the door slid partially open. Inside the door spell lights blinked on and off illuminating dirty white and green walls and dusty refuse covered floor. Hero stepped through the gap and into the light.

We feel you, come to us

Grey fluffy ball of bat pony stepped up beside her and snorted at the dust in the air. With a nod from Hero, the pair started down the hallway. Behind them, the doors motors whined and sputtered as they forced the doors closed behind them. The buzzing lights flickered ominously, illuminating the strewn rubbish that covered the floors. Rusted and crushed tin cans clattered as the pair kicked at them, while papers, yellowed with age crackled under hoof. The lighting changed as they turned down a corner. The green and white flat walls slowly merged with rough black and green cave walls. Stalactites hung from the dripping rounded blackened roof. The floor felt squishy under the ponies hooves. Large barrels lay partially cocooned in the walls, each one covered in peeling yellow paint rust and black. The ponies pipbucks started ticking as they walked passed the barrels but both ponies ignored them. Ahead of a barrel had collapsed spreading its glowing contents across the floor. Hero’s wings gave a flit and she lifted herself over the goop and landed on the other side. Emjay rolled her eyes, assuming that Hero simply didn’t want to get her hooves dirty. She stepped straight into the glowing liquid.

Emjay screamed.

Hero spun around and seeing the batpony screeching in agony with her right hoof in the glop, leaped. Her body smashed into Emjay with a sickening thud, landing together in a tangle of limbs. Emjay’s screaming echoed off the blackened walls she cradled her hoof against her as she felt the pain of the flesh melting and moving, her right fetlock became shaggy and wirery while her skin and flesh melded over the leather and metal brace for her claws. Veins throbbed around the merging of steel and flesh. The air filled with the screams of the bat pony while the bug pony held her tightly as buzzing in the bug ponies mind started to reach a fever pitch and pain shot through her entire body. Hero’s voice joined with Emjay’s in agony.

Emjay fell silent as her body shut down in shock.

In the darkness, blue eyes appeared. First in pairs, then fours then soon hundreds of blue eyes glowed in the inky blackness. Stray light glinted off white fangs. Hero kept screaming as the buzzing feeling filled her, her head feeling like it was going to explode.
A pair of dark red eyes appeared above the masses of blue eyes and the buzzing stopped.

Welcome home

The words seemed to bypass the changeling’s ears and emerge right into her brain. The voice in her head echoed with thousands of voices all talking as one, echoing, reverberating.

Stepping out of the darkness a tall figure emerged, blood red cruel eyes flashing high above the panting crying Hero as she held her fuzzy unconscious friends body. Flickering light flashed off hard black chitin legs, soft pink gas seemed to ooze out of the holes in the legs and linger around the floor. Hero’s eyes drew upwards. Purple shimmered in the black shell covering the tall lean figure, while greenish purple tattered insect wings fluttered. The long neck rose regally to a sharp-horned head, the horn as jagged as the face wielding it. Long fangs dripped pink tinged clear slime as the lips curled back in a grin. The cheeks of the creature marred by a pair of writhing tentacles, matching tentacles that ran down the back of neck and from the tips of her ears. It slowly blinked as it came into the light.

I see you have brought us food.

Belly of the beast

View Online

The sound of tapping keys echoed in the empty room as Misty continued to explore the terminal. A few desks down, the naked ghoul stallion, his tongue hanging out of the corner of his mouth in concentration, continued his task of attaching powered armor to the now stripped metal power armor harness rear end.

“Wow” Misty breathed “I can see why they did not want Fluttershy to know what they were doing”.

“Hmmm?” Tidbit looked up from his work with a querying look on his leathery face.

Misty looked up, the green light from the monochrome screen casting a sickly glow to her eyes and her light blue highlights in her mane. “You should hear some of these entries I found”

Misty’s eyes went back to the terminal as she pressed play. A scratchy male voice came out of the terminals speakers.
“Research Log 125.24. Recently the equestrian intelligence supplied us with a large sealed canister that had been smuggled out from behind Zebra lines. We were advised to place it in our highest quarantine labs before opening the seals. The lab unicorns maintained HAZMAT level 1 during its transfer and opening in the sealed room. We are treating it as a biological agent. Chemical specialist Night Bloom and one of the robobrains have been tasked with opening it.” The voice stopped.

“Sounds ominous” Tidbits rasped after he spat out a wiring harness.

Misty nodded “It gets worse” she said. Green text flashed on the screen as she pressed play on the next entry. The male voice returned, this time panting and panicky

“What the hell was that? As soon as the robobrain opened the canister, pink mist came out and started to flood the room. It slammed the lid closed again, as programed, but it was too late for Night Bloom. That pink stuff, it just, oh uh, Research log 126.59, I guess, But Night Bloom, as soon as the mist touch her, she screamed. Oh, Celestia above, the screams, then the robobrain screamed. Those things can’t feel anything, but it screamed. The screams came thought that isolation speakers. My ears bled with the screeching. I smashed the speaker with my hoof as my brain felt like it was going to explode. Night Blooms fur and flesh seemed to have melted into his medical scrubs. But his face, when he slammed against the glass, the flesh melted off half his face. I see the grinning skull when I close my eyes. We flushed the room out with magically purified water, and recovered his body.”

“Pink mist, that sounds familiar, something I heard a long time ago.” Tidbit adjusted a plate of armor on the frame. The voice from the terminal started again.

“I fucking cannot believe it! The Director wants more tests on that pink shit. Well this time I didn’t risk one of my ponies. We went and got one of those strange things they have down in the basement. We locked it in the isolation chamber with dumb bot this time, and cut off all communication to the room. The bot opened the cylinder and some of the pink gas escaped, just like before. Then when it slammed the lid shut again, it just started to rust and fall apart. But that…thing, it just stood there. The pink gas oozing around it, and though those weird holes in its hooves, but it didn’t move. It just stood there and looked right at the one-way glass, like it was looking at us. We flooded the room and got rid of the gas. One of our security guards then entered and put a bullet in its skull. We will dissect it and see what the pink gas did to it.”

The recording finished.

Tidbit spat a tool out of his mouth as he looked over the now complete power armor. “Well I’m done” he proclaimed as he kicked the scraps of leather aside.

Misty looked up from the screen at the ghoul. “Didn’t you hear that recording?” her voice wavering.

“Yes, I did, and it sounded horrible, but it happened hundreds of years ago so it won’t affect us” His rough voice steady.

A burst of static came from the terminal, followed by the same male voice from before, this time weakly, and shrouded with static “What have we done? We dissected the creature. It seemed to be unaffected by the pink gas. So, we got hold of the big one, the tall one, and dragged it into the room. Three bots held it down while a fourth one opened the container and poured some of the fluids into its mouth. The pink mist poured out of its mouth while it gagged, spitting some of it on the robot’s shell. The pink mist quickly ate though the metal of the robots, and they collapsed, twitching, to the ground. The tall black creature heaved itself back onto its hooves. It then started smashing itself against the walls. We watched as its hard-black shell would crash with each impact. Huge buboes formed around its back and cheeks, splitting into black tentacles. It smashed its bulk against the one-way glass, and we booked it. The emergency doors shut before we all got out. The hissing, the screaming, oh Goddess Celestia, I will never sleep again without hearing that.”

Mechanical clanking broke the silence after the recording, making Misty jump. The final metal plate wrapped around the ghoul’s hind legs and tail, fully encasing Tidbit like a mobile metal tomb. The helmet rotated on a hinge on the back of the neck and lowered itself to place covering his head, the only sign of a pony in the suit, was his eye and a patch of leathery skin, though the hole blasted into the side of the helmet.

“Sounds scary, but I am guessing it is very very dead.” Tidbit snorted, his voice sounding mechanical and amplified.

Misty looked up from the screen, the green glow clashing with her blue fur. “Why?”

Tidbit shrugged, the metal moving with his body “Well that was recorded, what, over two hundred years ago, so unless it’s a ghoul, a dragon, or immortal, its dead. And if it was a dragon, I am sure they would have said, and I think only the princesses were immortal, though I’m not sure now, after all this time, they must be dead.”

Misty gasped at the casual blasphemy from the undead stallion’s mouth, but remembering Serenity she kept her silence.

Metal shod hooves ground against the floor. “Let’s get going” Tidbit turned towards the door, “We were supposed to be down stairs”
Picking up her weapon in her telekinetic field, Misty moved from the desk and followed the mechanically assisted behemoth towards the door.

Dim sickly green light illuminated black rough dripping walls of a large room. Dangling from the cave like ceiling a single green cocoon rocked and convulsed as if something inside was trying to claw its way out. A large carapaced figure watched, a look of mild entertainment twisting her features. Around it, smaller black figures milled around, dozens of blue eyes weakly glowing, the faint light flashing on ivory fangs. At the feet of the tall changeling the crumpled raider armored body of another changeling twitched. Turning away from the cocoon, the tall changeling looked down at the twitching changing.

“You are a strange one” Tentacles writhed as the tall changeling spoke. “I cannot feel you in the hive, yet here you are.” She looked up and mused to herself “Perhaps you are not one of mine, but are a spy from another hive?”

The clad changeling said nothing, but slowly started to get back on its feet.

“Oh look, it’s awake” The tall changeling sneered.

“We are Hero” The changeling said simply.

The tall changeling laughed haughtily. “Well well, it has an independent spirit.” Then chuckling cruelly, the feminine voice deep and resonant in its buzzing “Well then, for if you are you, call me Miasma”

Hero’s face betrayed nothing as she looked up at the grinning face of Miasma. Tendrils of pink fog flowed slowly from Miasmas holes and drifted lazily across the refuse strewn ground. Soft clanking echoed off the walls as Hero sad down, the metal plates in her leather armor moving and clinking together. She looked around and took in the sight of dozens of other changelings all watching her. Turning her head back she looked past Miasma and at the green translucent cocoon. A familiar bat winged pony rested fitfully upside down, her body twitching violently with her eyes closed. A snarl had pulled the batpony’s lips back from her fangs, snapping fitfully at nothing.

Hero flicked her featureless blue eyes up to the eyes of Miasma “Bad food.”

Miasma flicked her dragon like red eyes at the cocoon. “Yes” she mused “That one is full of hate and loathing, but, after we ‘Tenderize’ her, she will be good meat for my drones.

Hero shook her head. “No”

Miasma flicked an ear, somewhat amused and annoyed at having a mere changeling drone say no to her.

“She is Hero’s bad food” Hero snarled.

Stepping forward though the drifting tendrils of pink mist, Miasma lowered her head down level with Hero’s. “Possessive? Interesting, seems a drone’s mind can develop.” Miasmas horn glowed a sickly pinkish green. “Until it’s taken away again.” The magic from Miasmas horn arced over to the smaller horn of Hero.

Hero screamed.

Tidbit poked his armored head around the corner, his exposed eye narrow as he watched a rusty brain bot trundling its way down a hallway. Behind him, Misty waited with a rifle floating in her blue magic beside her. Six inch grooves had been worn into the tile covered floor from the centuries of the bots relentless and unending patrol. The bot followed trundling tracks squealed and crunched over well-worn grooves in the ground, showing the centuries of the bots relentless patrolling. As the grooves around the room armored robot turned a corner and disappeared down another hallway the treads grinding against the raw concrete. Keeping silent, the pair slipped from the cover of their cover corner, and followed the worn grooves.

White bones of a long dead pony lay in the middle of the hallway, holes in its skull showing its death was not a natural one. Treads from the relentlessly patrolling brain bot had pulverized it’s though the body of the skeleton, grinding the splintered bone into a fine white powder, and dragged it along the treads grooves. A key card hung lay on the ground, its lanyard still draped around the vertebra of the pony’s neck.
“Take it” Tidbit whispered though his hermit, gesturing meaningfully at the plastic card at their hooves.

Misty slung her rife over her back and magically levitated the ID, dust and bone gently billowing off its surface. She turned it over in the blue haze until she saw the photograph. A light pink mare with sparkling blue eyes and a candy-striped mane smiled back at her. She read the information on the card ‘Candy Apple, age 19, Intern, Cutie mark Toffee covered apple, Security clearance low.’

“It’s a kid, they had kids working here” Misty hissed.

“I doubt that they would just let any kid here, since this is a top-secret facility” Tidbit growled softly. “She probably came from some important family.”

He had a look at the card “Yep, an Apple, so that would mean that the Ministry of Wartime Technologies was involved here.”
Misty blinked incomprehensibly at the broken helmeted ghoul.

He sighed “Another long story, far to long for now”


Unthinkingly the pairs legs scurried and slipped on the tiles before gripping and crashing them through a plate glass wall into an opulently furnished conference room. Plush cushions covered with a fine layer of dust surrounded a dense wooden table, glasses and water pitchers still standing ready for a meeting that never happened. The wooden table splintered as the heavy body of Tidbit slammed into it, the glasses shattering against the wall. “Surrender Zebra scum” the robot repeated as it shuddered to a halt. Grinding gears tried to turn the torso to face into the shattered wall. “ERROR ERROR” the metallic voice screeched. The brain case with its ocular sensor turned to the ponies as they pushed the table over as cover. The robot’s treads tried to climb the groove in the floor, but could only slide against the sides.
*BLAM* Tidbits battle armor’s gun roared once, the round smashing into the brain case of the robot. Shards of the protective glass sprayed out from a large hole, the life sustaining fluids gushing out. Misty’s own rifle barked and the brain splattered against the other side of the bowl. The robot’s motors whined then went still.

Silence filled the air, broken only by the breathing of the unicorn. The ghoul’s armor clicked as he slowly moved towards the broken and dead bot. He poked at it with his metal shod hoof. Nothing happened. Quickly he searched the remains and found a rusted door which yielded to several heavy blows of his powered forehoof. The door crunched then sprang open as the battered latch broke. Tidbit flinched back, then looked inside. His visible eye narrowed and a ‘Heh’ emerged from his vocoder. Grunting he pulled out a box from the cavity, a belt of ammunition leading from the box to the insides of the robot. He looked over at Misty “Uh, if you could?”

Misty trooped over and wrapped the belt in her magic then yanked. The old leather fractured under the stress. A few bullets fell out from the broken loops as the belt finally gave way.

Tidbit lowered the box to the ground and peered closely at the bullets. “Look, these are magicly enhanced.” He said. Misty saw a small crystal on the tip of each projectile.

“What do they do?”

Tidbit shrugged, “I guess we will find out.”

Misty levitated the box and loaded it into Tidbits battle armor storage, a small ping in Tidbits ear, and his armors spell matrix analyzed and sorted the new addition.

The pair looked at each other, then with a nod from Misty, they made their way out of the shattered room and down the hallway towards the doors they hoped were stairs.

A black figure crawled over the rough roof of the cave to where a green cocoon hung. It patted at the hardened slime, then crawled over if to where a thin area showed the occupant. Inside, a grey figure still dressed in its armored barding slept fitfully. Wings fluttering against its side, its limbs twitching as if dreaming, sharp fangs biting at dreamland enemies. Under the cocoon a lone bowler hat lay in the dirt. Blue eyes and sharp fangs glinted in the dim light from the dozens of other changelings that surrounded the cocoon as they watched with rapt attention as their fellow light up its horn. Green tendrils wrapped the changelings horn then entered the cocoon.

“SQEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEECH!” The changelings voice reverberated around the cave as it threw up its head screaming. The green tendrils of changeling magic surged black out of the cocoon. The changeling reached its head back further as its legs started to bend behind it in agony. The carapace around the neck cracked loudly and the changeling fell to the ground, blood pouring out of its mouth and into the dirt. The shattered limbs quivered once, then lay still as the light from its blue eyes faded.

“Poison” one changeling muttered. “Poison, Poison, Poison” the word was picked up by another, then another until the room was filled with the chanting changelings.

The chanting reached an earsplitting crescendo then stopped. In the silence the changelings stared for a moment before in groups of two or three started to leave. Under the cocoon and beside a battered bowler hat the carcass of the dead changeling flared as green flame raced across it, leaving nothing but ash.

The cocoon twitched violently and a bead of goo ran down the surface, and dripped onto the ground.

“YOU WILL SUBMIT” the tall figure roared as she poured more magical lightning from her horn to the prone Hero. Green arcs flowed over Hero’s body as she screamed. The barrage stopped. Panting and bleeding from her mouth and ears, Hero raised her head. Her voice cracked “We... are… Hero.”

Miasma sneered, “YOU will tell me EVERYTHING”

Hero screeched as the painful barrage battered her body once more. Her eyes leaked tears as the magic bent her body in unnatural positions, then suddenly she fell quiet and limp.

Miasma’s magic faded as she looked down at the smoking figure laying pathetically at her feet. Her head cocked as she caught a stray thought that entered the hive mind. She grinned cruelly.

There are two more, the corrupted queen injected into the hivemind, find them.
The hive buzzed as the command filled their minds, and a series of drones took flight into the darkness.

Inside the cocoon the slight twitching of the figure it entombed suddenly convulsed violently. Grey eyelids snapped, orange eyes rolling. The figure heaved itself in its green prison of fluids its legs and wings spamming and its fanged maw heaving, breathing in the goop in shuddering fluid filled gasps.

Metal claws punched out though the tough cocoon shell, ripping larger as the inner fluids began gushing out onto the floor. The bottom ripped out dropping all its contents into a wet mess on the floor. Rising out of the goop a soggy figure slowly rose, shuddering, to all four limbs. Suddenly it dropped its head down as its body heaved, green fluid spewing out of its mouth as its lungs purged themselves. The soaking furred creature threw back its head and loudly gasped as air filled its lungs. Orange eyes with slit pupils opened and a fanged snarl curled grey lips. Leathery wings flared out in full batpony glory as dripping fluids pooled on the ground. Emjay was an angry pony, and nothing, nothing at all was going to stop her. She picked the wet hat off the ground, and flipped it onto her head. Her hooves clopped loudly as she strode out of the cavern, coupled with a metallic clicking as the hoof blades tapped on the ground.

“What’s that?” Misty spun around in the hallway, her eyes following a scampering figure rushing from them. Her hooves clattered as she chased after it. Tidbits visible eye rolled as he gave a sigh and cantered off behind the galloping unicorn. Hooves slipping on the floor as she rounded a corner, she bounced off the wall, legs flailing till they caught traction. In the distance a candy cane tail flashed before disappearing around another corner.

“Hey! Stop!” Misty yelled as she charged. Hero rounded the corner behind her. “It’s another pony! We have to catch up!” she yelled to the ghoul before galloping off again.

Hooves slammed hard on the floor as the pair chased after the figure ahead of them. It dashed though a broken door into the darkness beyond. Misty ran headlong into the darkness just as an armored hoof knocked her left ankle making her trip and stumble into an untidy heap on the ground. She looked up angrily at the looming metal clad stallion. “What the Tartarus are you…”

“I thought you had military style training” Tidbits voice grated. “Rule one. Do not run into dark places. That’s how you stay alive.”

Misty picked herself up off the ground, not looking at the ghoul. “I-I-I know that, I was just…” her voice faltered as she tried to think of a way out of her embarrassment, “testing you?” she asked hopefully. “Besides since when have you had military training?” she retorted.

Tidbit snorted. “I may have been a humble carpenter when the bombs fell but I did serve my nation before.”

The cracked lens of Tidbit’s helmet light flared as he turned it on. The spear of light pierced the darkness illuminating shelving and boxes of files.

“Have you got your eyes forward sparkle on?” Tidbit asked.

“Um… Yes?” Misty cursed herself for forgetting something so simple. Instantly data streamed along the bottom of her eyesight. “Don’t you have something similar in your helmet?”

Tidbit shook his head “No. the display unit is too badly damaged.” He sighed, “At least the servos work in the armor, and the spell matrix is working, so I might have something like VATs in one eye but that’s about it”

Misty nodded sagely, as if she understood what he was talking about before paying attention to her. A green blip on her compass showed something alive directly ahead, one that was not a threat. “Ok, this way” she said stepping in front of the ghoul, keeping within the beam of light from his helmet. The sound of hooves clopping reverberated from unseen walls as they crept slowly forward. Illumination showed a door at the back of the long room. “In there” Misty whispered softly. She lifted one hoof and gingerly pushed. Rusted hinges creaked as the door opened slowly. Tidbits light cut though the dark as his head entered illuminating old toilets, scattered plungers and a teddy bear sitting on a bench wearing a top hat and glasses. Light whimpering came out of a dark corner. Tidbits swung his lamp over to where a pony could be seen curled up in a corner peeking up at them with terror filled eyes. Misty gently moved towards the pony. “It’s ok, we’re not going to hurt you” she murmured soothingly “You are safe.”

“No more monsters?” the pony whispered fearfully. Blue eyes looked up from a dirty pink face. Its ragged candy cane striped mane hung limply from its head.

“The robots?” Misty whispered back “We will protect you from them” she smiled encouragingly. In the back of her mind, she could feel something trying to get her attention.

“Please, help me” the pony piteously whimpered. Misty drew up to it, and lowered herself down as it wrapped its hoofs around one of hers. As Misty’s hoof wrapped tightly the niggle in the back of her mind started screaming for attention. Her eyes widened as she looked down at the pathetic pony, then she swung her head around to her saddle bag, and telekinetically removed the ID card they had found with the crushed bones. She looked at the photo, then at the figure hugging at her legs. “C-candy Apple?”

“Please help me” She heard the voice again, but the pony’s lips didn’t move. “Please help me” the voice was behind her “Please help me, please help me please help me”. A chorus of the same voice, over and over, running over each other. Misty looked back at the door and gasped.

A dozen faces stared back at her, each one the same as the photo. “Help me, help me helpmehelpme” the voices overlapped into a brain numbing drone. Tidbits helmet light flashed over the walls as he swung around following the voices till it lit up the faces of the crowd of Candy Apples. “The fuck” he muttered to himself. His armor clicked as ammo changed in his mounted weapons.

Misty started to pull her leg back only for the pony on the ground to tighten its grip. “Help me” it said again, this time its lips pulling back into a snarl. Green fire raced over its body as Misty’s Eyes Forward Sparkle flashed its marker from green to red. The changeling lunged up and sank its fangs deep into Misty’s throat. Green flares filled the room, revealing a dozen more changelings where the Candy Apples once stood. Tidbit groaned as three of the changelings slammed onto his neck trying to pin him to the ground as a fourth one leaped to his helmet and snarling shammed its muzzle into the opening snapping at the flesh of his face. The ghoul slammed his body against the wall crushing one of the changelings in a viscous wet crack. The body of the changeling slumped to the ground its carapace shattered and broken around its body while blood flowed freely. The fallen changeling was joined by the one attacking the stallions face when he slammed his head to the floor crushing its back before another pair leaped into the air and landed hard on him. The servo of his armor strained against the sudden weight. A blue wall of magic slammed against Tidbit and the changelings, pushing them out the door into an untidy heap “Go” rasped the unicorn “Find Hero”. The door slammed shut trapping the blue unicorn and the changeling on its throat inside.

Tidbit scrambled to his feet deliberately trying to crush the spines and skulls of any changelings under him. He rammed his body against the door the metal hoods of his armor slipping on the blood-soaked floor. “Just Go!” Misty’s voice was muffled and strained. Tidbit blanched as a loud gunshot rand out from behind the door.

“MISTY!” screamed the undead stallion. He turned his back to the door and prepared his motor enhanced legs to deliver an almighty buck. A snarling changeling jumpedfrom the pile of corpses and landed on his face distracting him. He sipped on some of the blood as the creature snarled and gibbered as it eyeballed his one exposed eye. The fractured face plates and bulging eye of the changeling horrified Tidbit as its flapping jaw splattered its body fluids into the helmets opening. Tidbit reared himself up and slammed his head against the nearest wall the critically injured changeling joined its fellows in internal sleep. More green flares of light flashed over the armor as Tidbit watched the corpses of the changelings burst into waves of flame consumed by their own magic until they were nothing more than dust.
“Halt Zebra Scum!” a metallic voice reverberated off the walls. Tidbit gave a last look at the now silent and badly dented door then reluctantly galloped away from the voice of cybernetically enhanced mechanical death.

A slave is silent when she needs to be. A slave moves quickly when she needs to. A slave will kill her opponent when she needs to. A batpony former slave takes those lessons to heart when she is no longer needing to them in the ring or around her owners. To her own advantage. Three drops of blood fell to the dusty ground soon followed by a soft sigh and a back armored body joins the blood. Pooling more from a gaping wound in the armored neck joints. Metal claws melted into a furry hoof gently placed itself on the neck of the dead changeling while a nearly inaudible chirp bounced from the darkened walls. A flutter of leather wings betrayed the batpony as she left the ground and seventy glided down a bitch black tunnel. A small part of her marveled and how the data from her pickbuck’s eyes forward sparkle merged with the information of her echo location showing her more information and a greater picture of her surroundings than she had ever had before. The rest of her wished only to find her she handted to had friend and kill as many of the bugs a she could. Her hatred bubbled into a rolling rage while the pain of her hoof that was still blending and melding around the metal blades of the combat claws set her heart racing. Each step on her clawed hoof had been sending sent pain shooting though her leg and into her body. With her now in flight she could feel blessed relief. Pain was never a stranger for her though however but loathed to admit it any time when some of her pain was released she felt better. Her leathery wings canted slightly as she glided through an open door ever mindful of the red dot in the compass in her vision. She would not admit to it but she was also glad that her “friend” had insisted on her wearing the pipbuck.

But now her friend was gone. The other two ponies that was always around her friend was missing as well. But she wasn’t worried about them. Her friend was missing and Emjay was going to find her. And if she had to fly though a rainstorm of blood she would do it. And part of her prayed to the dark goddess that would be the case.

A shaft of dim light pierced the blackness of the hallway down before her. Emjay landed gently on the ground and folded up her wings with the slightest flutter. Bringing her dark body low to the ground she crawled forwarded to the slightly opened door. Her orange eyes glittered as she sneaked a look into the brightly lit room. Inside she could see a table battered and grimy from years of neglect, but resting on it was a pair of saddle bags. Hers and Hero’s. A changeling snuffled as it nosed its way through one of Hero’s bags. Emjay’s eyes followed a plastic wrapped package of green fall from the bag onto the table. The contents spilling out in a heady sweet smelling pile of plant material. The changeling gave a curious chirp and sniffed at one of the buds. It never saw the silver blades before they stabbed though a neck joint though its throat. It gurgled once as blood sprayed out all over the packs and the desk before it fell lifeless to the ground.

Emjay’s tongue licked at the blood on the blades cleaning them as she looked down at the dead changeling. She stepped back as the familiar flame raced over the corpse turning it into dust. Sneezing as the dust filled the air she reached the table. Reverently she scooped the drug back into the plastic bag and lifted it in her mouth. She flipped open her own saddle bag and prepared to drop the bag into its depths. Then stopped. She looked at her saddle bags then at Hero’s she mulled over it for a while. Knowing that if she kept it herself she would smoke it all very fast but if she put it back into Tidbits bag well even though Hero would control it Emjay would enjoy it for longer but that meant giving up control. When Hero had packed it Emjay had hated that she didn’t have that control over her own drug but now that she had that choice she kept looking at both sets of bags. Hero’s or her own. Can she take control and possibly waste it, or does she give up that control and trust her friend..

With a bestial snarl, she made her choice. Slowly but rough she thrust the baggy into Hero’s back and closed it. Her anger at making that choice would spell certain painful doom for the next enemy she would get her hooves on but she also knew in the back of her mind that quiet voice she hardly ever listed too that she had made the right choice. Hero was HER friend and she sort of kind of trusted that black shelled fanged winged bugpony. She repacked their food weapons ammo and supplies back into the bags until they were bulging like they were after the Romish camp. Ducking her head, she put the first of the bags on her withers then the second. Years of fighting in the pens and being mounted for others entertainment had strengthened the batpony so she could carry the heavy load with little effort. The second bag did interfere with her wings so she would not be able to fly but she knew keeping Hero’s stuff (and the weed hidden inside) was important. She crept to the door again, peeked through the gap, making sure it was clear she slipped into the darkness.

Her hooves clip clopped quietly on the dirty floor, small sparks of light glinting off the hoof claws, and a faint green glow from the dimmed screen of the pipbuck softly illuminating the ground before her. Emjay licked her fangs as she thought of the death she would be inflicting on whomever crossed her path first. Her heart beat hard in excitement and fury. Fuzzy ears twitched as she heard something moving behind her. The batpony spun around and crouched low, waiting for her prey to come closer. A click of sonic sight later and she leapt at the hulking figure that was striding towards her. Too late her brain registered what her echolocation was telling her and she smashed face first into steel. She fell on her rump in a daze while glowing eye of metal monster turned its attention to her.

“Emjay what are you…” the gravelly voice when silent as the battle raged batpony jumped onto the masked face and tried to sink her fangs into the metal muzzle. Tidbit forcefully shook his head dislodging the batpony so she fell to a heap on the floor. He could see the rage in her eyes as she picked herself up and prepared to leap back onto him. Thinking quickly, he yelled “Emjay! Stop! Hero needs help!” The name Hero bloomed in her rage addled mind and she stopped. Tidbit sighed in relief. He had not seen Hero in the augmented vision of his suit and had guessed that the batpony and the changeling had been separated.

“Where is she?” Emjay hissed at the ghoul. The fire in her belly still burned but the want to find her friend overcome her need to kill somepony.

“I don’t know….” Tidbit was cut off by the batpony leaping onto his back her wings flapping and her teeth grating against the armor. He shrugged the batpony off again. He pressed a hoof down on the batpony’s back and held her down as she squirmed. “BUT” he growled “we will find her”. Quietly he added “I won’t lose another one.”

Sensitive batpony ears swiveled at the last statement. Rationality made the batpony finally lay still not presenting as she had been beaten and trained too but flat on her belly. She turned her head slowly and looked one of her bright orange eyes up at the steel monster. “Where is the blue one?” she asked. Tidbit lifted his hoof of the batpony and stood rigid the gravelly voice lost all emotion. “Gone”.
Emjay got back onto all four legs and looked up at Tidbit. She shook herself and flicked her ratty tail. “Huh” was all she said. She turned and started down the dark hall. Tidbit shot her a look then followed.

Miasma looked down at the crumpled blue unicorn that her changelings had brought before her. Blood matted the fur from deep cuts and gouges in the unicorn’s throat and barrel. A cruel smile etched the tall Changeling Queens face.
“It’s still alive, what do you think we should do to it?” Miasma asked.
Beside her a small changeling with a broken fang, wearing black armored barding looked at the wounded unicorn dispassionately.

Hath no fury

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“Hath no fury”

Flashes of light glinted from tiny crystals imbedded in the rock walls of the tunnel as Tidbit swung his head from side to side, the dim light from his helmet and other remaining sensors of his power armor helping him see every crack crevice and side tunnel as he followed the angry batpony. Emjay’s own echo location, working with the data from the pipbuck to give her a view of the tunnel in her mind. A red marker popped up in Emjay’s vision just before she could see a changeling striding through a tunnel ahead, heading away from them. Red, Dead, she thought. She quietly grunted as she flicked her leathery wings out. She quietly flapped towards it.

Tidbit stopped short as he found himself left alone. The light from his helmet was dimmed to almost imperceptibility so that they could remain stealthy as he followed Emjay’s lead. Outside of his helmet lamps light he heard a squeak then the sound of metal blades puncturing hard shell.

The changeling fell into view with the batpony on top of it. Her hooves pounded into the head, face and neck of the struggling changeling. Tidbit swore he could see the lower jaw of the changeling hanging loosely and flapping with the impacts as its hooves and wings flittered and flailed uselessly at Death herself. Stray light glinted on the drooling fangs of the snarling batpony as she rained blows down on the changeling’s pulverized head. Tidbit winced as the skull caved in splattering the ground with green tinged brain. Emjay kept pounding on the corpse until its head looked like a sticky green and black paste.

The body twitched as its nervous system shut down. As Emjay stepped away from it, green fire raced over the corpse until nothing more than ashes and a sticky red puddle remained. The corpse stallion rumbled as he took in the visage of blood, brain and batpony fur waiting for him.

“You uh-” He paused and swallowed nonexistent saliva, “-do you have to do that to all of them?” He felt like his dried-up gut had turned as he had watched her excesses. Even with all the years he had in the cruel and poisoned badlands and all the brutality he had witnessed from his fellow ponies the intensity of Emjay’s violence brought ancient bile in his necromantically preserved throat.

He stepped over the dusty remains of her latest victim and followed her as she stepped down the cave like hallway. “Misty was right, she is insane,” he muttered to himself. He didn’t notice the fuzzy ears had turned towards him.

Titbit followed the batpony moving slowly and carefully so that his heavy armor remained quiet in the still air. His armor’s enhanced hearing could barely make out Emjay’s hoof steps or even the light tinks as her embedded metal claws clicked on the rough stone floor. With each click, Tidbit could swear he could hear a small hiss from the batpony’s muzzle. Strands of fur were beginning to fall from the skin around her clawed hoof. The skin that could be seen under the fur was festering and melting. Tidbit could only guess what was happening further up the leg as the toxin slowly spread.

The armored helmet and dead face of the Ghoul hid the current argument inside his own mind. He could just turn around and go after all. Misty was gone and that was what he was really interested in (even though he knew that he never had a chance with her). But still there was nothing holding him there. He could see that the bat pony hated him and he owed her nothing, though he could be merciful and put a bullet or two though her head and save her the pain.

He also had some sweet and now almost fully operational power armor so he was better protected when he went back home. Or he could do his best to finish this quest and help the last member of the group to get the help she needs, though he knew that would be a fight to give her any assistance.

The only one she would listen to was Hero and he had no idea if that changeling was still alive. Let alone where she was. Really it would be for the best. Just one or two shots and turn around and run. The targeting screen over the covered eye suddenly put a target lock on the grey batpony. A more rational part of him knew that he was in too deep both physically and metaphorically for him to make a clean break and leave.

Whatever he felt for Misty, love, lust, infatuation, well he hadn’t work that part out. There was no denying that he was attracted to her but he also knew that there really wasn’t any future for him even if she did like him back. He was a Ghoul and she was not. And there was no way on Celestia’s Green Equestria (or whatever remained of it) would he wish for her to join him in unholy ghouldom. The auto target reticle unlocked from Emjay as Tidbit gave a low soft sigh. He wasn’t here for the batpony, but he knew even though she hated him just like she hated almost everything in general, he would rather have her alive and fighting with him, than dead and him hoping to escape. Misty was gone but he could try to finish what she had started or a least this quest. As for the strange changeling that Misty followed, well perhaps wherever she was she would be fine too.

Emjay’s thoughts raged in fury. She wanted to see Hero. Her Hero. And nothing was going to stop her. And if Her Hero was gone she would burn the world. The ghoul and the unicorn meant nothing but she knew Hero liked them. Mind you, the batpony’s mind continued, they have done nothing to her. The blue one helped Hero save her and the dead one had never lifted a hoof to her. She had fought ghouls both feral and sane ones. She had been beaten and raped by ghouls A shudder rippled her coat as she remembered those sensations. This one had done nothing to her she reminded herself, but that doesn’t mean he won’t.

The blue unicorn said she was crazy that she was dangerous. DAMN Right I am dangerous the batpony’s mind raged, and if Hero ever gave the sign that unicorn would be ripped apart and eaten. Emjay knew that would never happen but the thought of doing that for Hero gave her a warm feeling in the pit of her belly.

Hero had saved her taken her in and demanded nothing. She remembered her past where a stallion who would give her a crumb of extra food would probably rape her ass bloody as payment, or a kind word from a mare would demand Emjay’s screams of agony as the mare indulged her cruel fantasies on the batpony’s flesh. Hero gave her so much and demanding nothing. Even when after Hero had guttered and castrated that Romanish stallion and Emjay had offered her body to Hero …

No, a darker voice in her head spoke, that is not what happened. You didn’t offer your body to Hero, you tried to take Hero. You tried to use her. You tried to RAPE her. Emjay’s mind’s eye could see the face of Hero, the look of surprise and fear in those blue eyes. Guilt washed over the batpony as she saw herself briefly as the same as those who had used her. A shudder ran through her body as that memory burned in her mind.

She admired her Hero, as soon as she had stopped herself, Hero seemed to forget. She was sure that Hero remembered, but Hero had decided not to change that relationship, and they had feasted together on the dead pony. Side by side. Emjay felt a pricking in the corner of one eye with that memory.

A green glow reflected off the wall of the black cave like walls ahead of them, showing a turn up ahead. Tidbit and Emjay crept their way along the hall then turned the corner following the light. The bright glow streamed out a small window in a metal door at the end of the hallway. With her customary quietness Emjay led the way while Tidbit tried carefully to be silent with his magio-mechanically enhanced legs.

Emjay gently reared up to look through the window, resting her forelimbs on the narrow ledge. She gave a brief squawk as the door swung quickly open depositing her back on all four hooves. The first thing that she noticed was the smell of fresh blood and raw meat. As she lifted her head she then noticed the disemboweled corpse of a mottled brown earth pony. Tubes of intestines pooling from the gaping gut wound steamed in the cool air. The next thing she noticed was the changeling pushing itself out of the wound with the pony’s heart in its jaw. It stopped, dropped its morsel and hissed.

Then the batpony noticed that the room was filled with the black insectoid figures. And they were staring at her. Behind her Tidbit had also noticed of the crowd of changelings that they had interrupted. The changelings stared at the ponies and the ponies stared back. Green flames wreathed each changeling then faded. Emjay’s eyes widened. A huge grin split her face as she gave a high-pitched squeal of absolute glee. In place of the dozen black featureless changelings now stood six glowering Emjays and six armored Tidbits!

The ghoul’s armor’s ammunition feeders clicked as he changed the ammo for the large guns on his sides, while the screen over his covered eye bloomed with target data, tagging his doppelgangers with red health bars.

The eager bat pony leapt at the clones of herself knocking a couple of them to the ground. Emjay squeezed with pleasure as she slammed her hoof into the throat of her copycat. She flailed her bladed wings out and caught another pair's faces as they tried to stab her from behind. Blood sprayed from the broken muzzles splattering her leathery wings. She spun around and grabbed the pair by their heads. Three identical faces stared at each other before Emjay head butted them both. The real Bat pony squealed as a pair of fangs dug deeply into her wing joint. The fake batpony bit down hard as Emjay thrashed about to free herself. She slammed herself to the ground on top of her attacker. Teeth broke off in her flesh as the changeling’s head was smashed into the hard rock ground. Emjay reared up from the dazed changeling before turning around ramming the steel blades on her hoof into the lookalike's throat. With a savage twist of her hoof she ripped out the flesh. Blood sprayed over the laughing batpony's face in a visceral fountain!

Emjay’s harsh laughter momentarily distracted Tidbit as he wrestled with a pair of his own doppelgangers. He was relieved to discover that the large guns the changeling versions of him were sporting were completely nonfunctional. Tidbit’s armor servos whined as he struggled to move! The fake himselves swarmed him! He grabbed one of them in his forelegs around its neck and heaved up, ready for the resistance of a power armored neck. He almost fell over backwards as the changeling’s head was wrenched off. Blood sprayed over his mask and his exposed eye. The head sailed through the air and bounced like a ball till it came to rest near the bat pony.

The ghouls eye widened in surprise then narrowed as he grinned inside his helmet. They may look like huge power armored ghouls but they did not have the strength, the protection or the firepower of a real Steel Ranger armor wearing ghoul. Tidbit bucked at his double behind him and heard the ‘armor’ shatter as his enhanced rear legs slammed into its chest and crushed it against the solid wall behind him. Blood splatted in a splash pattern around the crumpled corpse before it slid to the ground. Another of his doppelgangers reared up to smash him with their forehooves. Tidbit ducked his head down and swung it into the exposed gut then hefted his head up. Servos whined as the magical power armor took the weight of the changeling. Blood started pouring down while the armored mane fin bit deeply between two of the plates over its gut and into the flesh. Tidbit jerked his head up, lifting the entire creature off the ground, its weight bearing down on the sharp fin, its legs flailing uselessly. Fire raced over the steel looking armor as its disguise dropped unwillingly. Another jerk of his head shoved the changeling while blood started gushing out of its mouth. Tidbit gave one last brutal hurl of his head and the changeling finally lay still. Fire raced over its dead form reducing it to hot ash that rained about the ghoul. Another Tidbit changeling dropped its own disguise and flew out the door in a panic, its terror filling the hivemind.

Emjay was not only a brutal fighter, she was also a smart fighter. She had not lived as long as she had fighting in her former owner’s pit without learning how to adapt to her opponents. She noticed that while the changelings looked like her, under the faux fur they were still covered in their chitin armor. Like all armors it had weaknesses.

She felt her fang pierce the illusionary skin and fur of her copy’s throat then slip between the chitin throat plates sliding beneath, into the artery. Blood gushed out from the wound filling the batpony’s mouth. She swallowed quickly feeling its warmth run down her throat. Wrenching her head back, she ripped out the changeling’s throat. Breath rattled in the gaping hole as the light faded from its eyes. Green flame flashed as it returned to its natural state. Emjay spat out the bloody gobbet of flesh.

The world spun around her as she felt the last of her clones slam into her. The world spun as the batpony’s head smashed into the rock floor! A blossom of pain filled her skull as a jagged rock spit her scalp. She felt the blood running through her fur and down her face as she quickly leapt back to her feet, shaking her head to get rid of the cobwebs in her brain. Sharp teeth bit down shutting Emjay’s muzzle. Steel like claws jabbed and slashed at her barding while leathery wings flapped as the faux Emjay did its best to take her down.

The real batpony tried to shake off her attacker but the teeth bit down harder, fangs tearing the flesh of her lips. Squeaking in fury Emjay pounded on the chest of the changeling trying to rip it from her. She gasped through her nose as one of the fake pony’s fake but very sharp claws cut through the barding and stabbed deeply into her chest. Emjay wrapped her hooves around the changeling and drove the claw deeper into her body. Foamy blood spilled from the corner of her smiling lips as her lung filled with blood. Her eyes softened as she looked deeply into the eyes of her twin. Drawing her clawed mutated hoof back she raked the sharp edge across her attacker's face like a gentle caress. The tip caught in the corner of its mouth. Fire burned briefly in her eye as she summoned her strength and drove the steel up though its mouth and into its brain. A pair of Identical bat ponies collapsed lifelessly to the ground in a spreading puddle of blood.