Chapter 1- Reborn

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It was gone. It was all gone. Twilight Sparkle wasn’t exactly sure how long she had sat in the spiked, iron cage, hanging from the edge of the Canterlot Castle, but it had to at least have been twenty-so years. The Caribou had left her there, alone. She couldn’t die from exposure. No hunger would end her life, no thirst could consume her soul. Only a blow to the heart could hope to kill an alicorn, and there was nothing quite long enough in the cage for Twilight to finish her tortured existence. Not that she hadn’t tried, many times, in the past twenty years. Since the Caribou obliterated the Equestria she loved with all her heart. Since the thermo magical bombs scoured all life, all hope from her home. Since Caribou spears had impaled her mentor, her friends, her neighbors, in a vast field in front of her very eyes, letting the blood wash over her stunned, mad eyes. Since the Caribou High Priest, in an act of utmost cruelty, declined to end her suffering, and left Twilight to watch the fate of her people for all eternity.

Madness. It had been all-consuming, all-powerful. She had screamed, she had raved, she had tried to power past her snapped horn to do magic, to fly with nubs that were no longer wings. Twilight had pounded her hooves into the cage till they cracked and bled, slammed her head about till it too bled, filling her eyes past the point of seeing. She had hallucinated her friends, many times, prancing about her, awash in blood, chanting. Always chanting.

Your fault.

Twenty years, alone with her guilt and her mind. No Caribou could approach the city on pain of death, and they didn’t need to. It had long been stripped of anything valuable. It was a dead city. Twilight’s perch. ...it was a folly. Madness gave way to boredom, which gave way to the one solid rock left in Twilight’s mind. Logic. Knowledge. Twenty years is a very, very long time to think. And for an alicorn, it is a very long time to heal. Had the Caribou kept a guard on the fallen princess, they would have noticed the slow, gradual regrowth of her horn, and the jerking ugliness that were her wings, pulling and tearing from her back till they spread wide once more, the tips of her feathers now tinged red. They may have even noticed the madness in her eyes die away, and fill away with hate. But hate is a fast-burning fire, and it soon gave way to grief. Then thoughtfulness. Thoughtfulness… to hope. And hope, to determination. Twilight Sparkle was an alicorn princess. THE alicorn of friendship and magic. The quintessential bookworm. She knew everything in the Canterlot library by heart, from Starswirl’s Grand Epic, to Celestia’s Memoirs, to Luna’s fiction section. And the entirety of Lovelight’s Treatise of Unlife.

Unlife. Undeath. Necromancy. The word of that particular branch of magic sent shivers up even the most radical of unicorns’ minds. To rip a soul from the aether, and to shove it into a body, bound only to the will of the caster… it was anathema to everything ponies stood for. Countless necromancers had risen time and time again, and even with their dark powers of death, they had fallen to the forces of the light. Of course, this had inevitably led all thought on the subject of bringing back the dead to be placed firmly in the realm of forbidden magic. But Lovelight’s hypothesis had intrigued Twilight Sparkle when she was just a filly, hiding in the bowels of the Royal Library, a miniature light glowing from the tip of her horn.

Love conquers all. Even death. The final sentence of that Treatise had stuck with Twilight, and it had been that line that slithered up in the depths of her madness, and tapped the logical core of her soul.

You can bring them back. All of them.

Could she really? But they would be shells of their former selves, undead. No more births, no more-

The Elements.

Are with the Caribou. Twilight angrily stomped a hoof, making the cage sway lightly in the breeze.

Whom are at war again. You can hear the cannon blasts, the thermo magical explosions. Could they truly fight a war against you again?

The death toll had been horrific on both sides, it was true. Pony magitechnology had been at its prime, and it had only been the use of the thermo magical weapons that had stopped the ponies from slaughtering the more numerous, but less-advanced Caribou. Seemingly less advanced, at least.

You know how they work now. You can stop the weapons, or make them yourself. An army of vengeful ponies, cutting into the heart of the Caribou nation, to take back the Elements.

Twilight had gulped thickly, temptation forming. The Elements of Harmony could bring her people back to life, once they had them again. Their magic was second-to-none, and undeath had been “cured” by them before. But the psychological damage…

Will be massive. But revenge is a powerful motivator, as is a promise of a return to the old Equestria.

But even if Twilight Sparkle, could raise ponies back from the dead, she certainly couldn’t from the cage. It repelled all magic, and she had no reach-. From high above, there was a soft, feminine squeak, and the cage rose a few inches.

“Again!”

“Come on, hurry! Put your flank into it!”

Another tug. For a few moments, disbelief warred with apathy, but another jarring tug broke through the fog, and Twilight jerked her head up. The spiked chain was slowly disappearing into the fog above, and hope slowly began to swell in Twilight’s greyed heart. Ponies HAD survived! Through all the hell they had gone through, her ponies had managed to survive it. The idea began to cement itself on her soul. She owed it to these ponies to bring back the Equestria they had lost so suddenly, to protect it. To protect them. The cage slid into the fog above, and its misty coolness swirled around her, residual sky magic infusing Twilight’s cramped wings. Tears formed in the back of her eyes as memories of her pegasi friends rose up…

The cage suddenly yanked itself up and over the edge of the cliff, clanging loudly and tossing Twilight against the side.

“G-got her!”

“T-thank the Princesses…”

“Tw… twilight?”

Colors burned into Twilight’s deprived eyes as she looked up at her rescuers. They were mares in their prime, four of them total, all of them dusty and haunted. Recognition struck in an instant. Dressed in a dark red cloak, her barrel covered with metal plates and a spear jutting from her saddle, was Applebloom. She was taller and broader than Twilight remembered, and just the sight of her haunted eyes, steeled with a bitter determination. Grunting softly, the young mare got to work trying to open the cage door, giving Twilight time to look at the rest of her rescuers. Sweetie Belle was, frankly, a bombshell now. All long legs and slender horn, she had wrapped herself in a pale white cloak, a pair of swords hooked onto the sides. Her wide, expressive green eyes were hollow- the poor mare had seen, and likely done, horrible things.

Standing close to her side, a slim wing gently hugging the unicorn mare close, was Scootaloo. Lanky and tall now, she had wrapped herself in a dull grey cloak, and her barrel and head were both strapped into the armor of the old Aurora Guard, cyan blue metal and rainbow crest. Hoof-blades were strapped to her forelegs, wickedly sharp and well-polished. Judging from the look of relief and the strain lines down her face, Scootaloo had gotten her friends through much to get them here. And the scars on her face…

Something blonde shifted beside her, and Twilight’s head snapped around… and she stared, a smile, for the first time in years, spreading over Twilight’s cracked muzzle.

“D-dinky?”

The tiny apprentice she had taken in all those years ago had certainly grown. As tall as Sweetie Belle, Dinky was wrapped tightly in a black cloak, a red choker on her neck, gleaming softly with active magic. Leaning against her shoulder was a bladed staff, the pommel of it being a dark red ruby the size of a bunched hoof, also gleaming with magic. Her blonde mane was tied back into a ponytail, and her golden eyes shimmered with tears. As the cage door finally fell open- Applebloom muttering in relief- the unicorn darted to the opening, holding out a hoof.

“P-princess,” she whispered, voice tight with emotion, “L-let… let me help you.”

Help her? Peering around slowly, Twilight gazed long at each of her rescuers. Ponies, dressed for battle. Scarred, wounded, frightened… Twilight could still remember them all as carefree fillies, more concerned with cutie marks and understanding their feelings about other colts and fillies. Now they were fighters all. Survivors of a holocaust unlike anything ponykind had ever been through before in its history. They all looked to her now, trying to show that strength, beneath a consuming ocean of loss. With a soft grunt, Twilight extended a hoof, pushing herself out as Dinky tugged her up firmly.

Freedom. Pops and creaks echoed through the stillness of the Canterlot Castle as Twilight stood tall for the first time in ages, rolling her neck and stretching her wings wide. There was a small squeak from Scootaloo, and Twilight peered at her.

“T-they… c-cut those off,” she murmured, eyes wide in awe, “I-I s-saw them… at…”

“The Caribou know nothing of ponykind,” Twilight replied firmly, a small smirk tugging at the corner of her mouth, “Leaving me alone was their biggest mistake. Come here, my little ponies. Please…”

Dinky was kneeling in front of her in the barest instant, trembling slightly. Sweetie Belle and Scootaloo were next, heads bowed, and Scootaloo’s wings spread wide. But Applebloom stayed put, ochre eyes boring into Twilight with the power of a diamond drill. Twilight met her gaze full on.

“Can you… fix, any of this, Twilight?” she asked softly, the only sign of stress being the tremor in her hooves as she stood tall, “Can you make any of this better? Ponies are… gone. Dead, here. Imprisoned with the antlerheads.”

She closed her eyes, an interplay of emotions racing across her face before she decided on bravery.

“I ain’t gonna just sit back and play hoofmaiden to you, Princess. E-either… either you help us f-fix this, or I’m leaving. ‘kay?”

“Applebloooom,” Sweetie Belle squeaked out, looking equally flabbergasted and incredibly nervous as she peered back and forth between her and a bemused Twilight.

“Just as stubborn as Applejack,” Twilight whispered, smiling at the deep blush that raced over Applebloom’s face.

She scanned each of them, twitching a hoof to bid her rescuing ponies to rise. With a sweep of her wings, Twilight tugged all of them close to her chest, nuzzling their cheeks soothingly.

“I’m going to fix this, girls,” she promised solemnly, “And I’m going to bring back everypony that we lost. That… is a promise.”
***************************

Canterlot had been spared destruction by a direct thermo magical strike, but instead had been hit from within. Dozens of small biomagical devices, hidden by Caribou infiltrators, had activated during the bombardment, casting a green fog over the city that choked all life out of those that breathed it in. When refugees, survivors of the thermo magical devices that had obliterated life in the rest of Equestria, made it to their capital, all they found were the bodies of thousands of stallions, mares, and foals, impaled on the front gates amidst a cloud of death. The poison had long since faded away, but the bodies of the fallen remained, kept intact by the properties of the magical fallout that had blanketed the nation days after the Final Attack. Left as a shrine to the death of ponykind. Soon to be the catalyst for its return.

As they approached the wall of stakes, the mares winced and turned away from the bodies. Sweetie gave a small sob, and Dinky closed her eyes tightly, tears dripping down onto the soiled street below. But with twenty years of madness and sight behind her, Twilight fought down the horror of seeing her subjects so mercilessly treated. It was time to end it. Activating her magic, Twilight revelled in the euphoric feel of the arcane slithering up her spine and horn, pooling at the tip before blazing forth in innumerable tendrils of power, carefully picking the bodies off their stake prisons and holding them up to catch the light of the Sun-Moon. The dual orbs gleamed in a strange twilight above the city, and the sickly light combined with Twilight’s violet glow to form an ethereal aurora above the magical display.

She gazed up at the broken bodies above her, letting the tears flow as they rose up, but keeping her emotions in check. Drowning now would do no good for anyone. Not for Dinky and the Crusaders, and certainly not for these ponies. None of them deserved this. Certainly not the filly with the purple mane and blue body, sightless eyes twisted in agony. Not the older stallion, muzzle broken in pain from falling during the agonizing throes that the poison had put them all through. Not the young green student, still dressed in her uniform, a messenger bag hanging from one shoulder, bulging with the works of a lifetime, trying to make herself better. Twilight’s ponies deserved better. With a small gasp and sob, Twilight let the love for her ponies bloom from her heart, tapping into the magical stream of her horn. Keeping her eyes wide open, she watched with satisfaction as her magic began to glow cherry red, surging into each and every pony body hanging in the air. Red energy filled their eyes and covered their wounds, and more than a few began to stir, gasping or crying out as memories raced back to their long-dormant minds. Foals sobbed and cried for parents, and parents screamed for their foals. Soldiers cried out in surprise, looking around for weapons that had been stripped by Caribou looters. Panic and fear surged through them all, a cacophony of sounds that threatened to overwhelm them all, to activate old pony stampeding genes, to-

“Be calm, my little ponies.”

Quietness rippled through the ponies as they stared down in awe. Twilight was taller than she once looked to them, taller and more regal. Her mane and tail billowed without a breeze, auroras mingling with streaks of purple-red magic. Her eyes, once a soft violet, now glew with a bright red aura, radiating power. The crowd was slowly lowered to the ground, and practically fell to their faces in front of their Princess, some still openly sobbing. The scorched bodies of Celestia and Luna, impaled, bloody, broken, and alive, had been showed to them all before their own impalement. It was a spirit-shattering move, crippling even. So to see a Princess of Equestria, alive and somewhat well… With a clatter of hooves, a little colt broke free from a clinging teacher. He was a little ball of brown fur and blue mane, his eyes and the impalement wounds on his neck and belly glowing bright red, and he latched tightly onto Twilight Sparkle’s leg, crying loudly.

And the Princess didn’t hesitate. With a single scoop of her broad wing, she lifted the colt onto her back, coiling her living mane around him possessively. With tears in her eyes, she turned to look each and every pony in the eyes, to let them see the love and determination that burned in her very soul. The soul of Friendship, of Love. Of ponykind itself. They were Reborn.

Chapter 2- The Retaking of Ponyville

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Magic flowed from Twilight Sparkle’s horn as she sat on Celestia’s old throne. There were vague thoughts of sadness at the state of the throne room- the stained glass had all been broken and otherwise defaced, and not a single tapestry remained. One Caribou had seemingly had the gall to prop the body of a tiny foal up on the throne itself, Celestia’s crown settled on the misshapen head. Twilight, mastering her emotions as best she could, had raised the foal back to unlife, and set her along to the Matron. Finding the parents of all the orphan foals would take time, but it was Number 3 on Twilight’s checklist. Number 2 was to get Canterlot back into a working condition. The sounds of hammers clanging and bellows churning from far away caught Twilight’s ear, and she allowed herself a smile.

Scrap iron from the old ironworks would make for suitable armor and weapons for her ponies, at least to start. The Caribou had been foolish enough to leave their trucks and battlewagons if they got stuck or otherwise disabled, and their hulks would work well for Twilight’s purposes. The Royal Canterlot library had mostly escaped destruction- the Caribou had viewed pony knowledge as weak to their own, and tended to ignore it if it was not a weapon- and the vast majority of Twilight’s rescued foals and civilians had rushed to the expansive section of the Castle. Keeping the knowledge was tantamount, as the wealth of magical knowledge within the scrolls and books would be useful in the coming war.

War. Twilight’s teeth ground together with a slight click. War had caused all of this. All the suffering, all the death. All the continued suffering her people would have to go through. If Twilight had it her way, she’d escew war for the rest of her days, content to rebuild Equestria from the ground up. To bring it back from the ashes like a phoenix, into a grand new golden age of scientific advancement, love, and industry. But that was merely idealism. Glancing down, Twilight’s grimace turned back into a warm smile. Applebloom, Scootaloo, Sweetie Bell, and Dinky Doo all kneeled before Twilight’s throne, shudders running over their bodies as Twilight’s magic pressed and molded against them, infusing their bodies and souls with necromantic love energy. Dinky Doo tossed her head with a shaky gasp, eyes flickering up to meet Twilight’s, a small hint of fear blooming in the back.

Poor thing. Been through so much.

Twilight descended down the steps of the throne slowly, the gasps and squeaks of the mares rising as the source of the magic approached. With a faint grunt, she sat in front of them, violet wings spreading wide and gently nudging their heads up so Twilight could get a proper look. A quartet of cherry-red irises gazed back at her, fear giving way to awe as they felt the raw power coiling and snapping inside. Dinky and Sweetie in particular seemed to be in euphoria, their horns elongating as the magic rippled through the magical appendage, sharpening the edges and points to a blade-like finish. Applebloom seemed to have grown, in both height and build, and a flex of her hind legs showed a large amount of twitching muscle. Scootaloo had spread her wings wide during the process, and she gazed back at them in awe as the once-useless feathers merged and morphed, forming a sleek, leathery surface. The wing shank popped and grew out, as did the wing surface itself, and a single flap told the mare that she would soon be learning the joys of flight.

Finally, the magic slid reluctantly away from its hosts, and a true smile broke across Twilight’s muzzle, one mirrored by the ponies in front of her.

“How do you feel, my Knights?”

“Powerful,” Applebloom whispered, shaking her red mane around her eyes and grinning widely.

“Bucking fast,” Scootaloo replied eagerly, running a tongue over her new fangs, and twitching her more sensitive ears curiously.

“Supercharged,” Sweetie Bell answered softly, smiling at the ringing quality her voice had taken on.

Only Dinky Doo was quiet, and Twilight turned to her in concern. Had she asked too much of her apprentice, too soon? Dinky had always been hesitant of taking on too magic at once; one instance of magical burnout had been quite enough for the young filly. The blonde mare had her head bowed, a hoof tracing on the cracked tile beneath her. Twilight’s hoof, shaky and hesitant, drifted off the floor, raising towards her apprentice in concern.

“Din-”

Click.

The smile and look in Dinky’s eyes as she met both Twilight’s gaze and hoof was positively predatory, a wide, toothy smile and narrowed eyes.

“I feel like a Caribou’s nightmare, Princess,” she purred, and the rest of her compatriots chuckled and nodded to the sentiment.

Relived, Twilight allowed herself a warm chuckle, settling back on her haunches.

“I’m glad, my precious student. Because we have work to do, and Caribou are going to be the start.”
***********************

Svoln Ironhoof, Commander of the Sector X garrison, let out a powerful grunt as he hunched over the squalling, wriggling pony beneath him. His rangers had caught the little survivor hiding out amongst some of the cottages near the Everfree Forest, dragging her back with only minimal casualties. Damn thing was a unicorn, but Caribou magic had been more than enough to subdue her. And of course, sawing off that horn had been entertaining enough to be worth the annoyance. Svoln was an older Caribou, approaching his fifth decade, giving him a silvered appearance down his neck and powerfully muscled body. But a male his age still had needs and, even though a puny pony couldn’t bare the young his country needed, they were still good enough for an easy lay till a breeder battalion could rotate through for their national duty.

“St-stop!” she bawled out, tears and snot mingling with the blood from her shattered horn base, “Pl-please!”

The Caribou’s only response was to smash her nose back into the straw mattress beneath them. He preferred his toys not talk. With a wave of his head, a black aura surrounded his antlers, and he sent it out to grasp a branding iron in the nearby hearth. This particular pony had one of their magical marks: a cluster of green grapes. Far too cheery for his tastes. A stencil of the Caribou National Symbol would prove far better, in his opinion. The pony obviously spotted the brand, as her bawling and struggles redoubled, hooves scrabbling and tearing at his mattress.

“Nonononononononono!”

Svoln’s muzzle curled into a snarl. Bah. The pony had no idea the honor she was receiving, to please one of His race! She could be adorning a spike right now! Indeed, she probably would join her pathetic kind in the Blood Forest soon enough. She-

“I believe the lady asked you to stop.”

Sex forgotten, Svoln kicked the mare away smoothly, ignoring her yelping tumble to the wall as he spun around, magic gripping his breech-loading rifle. He always kept it loaded and ready, and he whipped it to bare. The first crossbow bolt, surrounded with purple magic, shattered the rifle. The next two slammed into his throat, pinning Svoln to the wall of the hut. Through a quickly reddening gaze, the Caribou Commander stared in horror at the majestic, bright purple alicorn in his command hut, flanked by two pony Guards in dull golden armor. Her eyes were bright red, and cut straight to his blackened soul.

“I-I-”

His last second of life was spent watching the spiraled, dagger-sharp horn of the alicorn stabbing towards his eye.
*******************

With a resounding scream, the ponies came. This was no chant of war. No hurrah of civilized ponies marching across an open field, shining brass gleaming in Celestia’s sun. No warrior’s cry to show their foe the meaning of fear. This was a scream. Primal. A scream of revenge against a foe who had shown no mercy to them. To their families, and foals. A scream of a people who would destroy their enemy, and show no quarter. With thundering hooves, ponies armored in forged iron and beaten copper galloped across the once-plentiful fields of Ponyville, red eyes gleaming in the twilight hour. Halberds lowered, crossbows raised. Magic ready. A city of unicorns, an army of them now, resembling the ancient armies of their people. To the Caribou, who had only faced the war machine of the civilized ponies- the tanks, the warplanes, the marching armies- this was something new. And it was utterly terrifying.

Applebloom led the charge, her glowing eyes gleaming through the slit of her iron helmet, her red cloak streaming behind her like a banner of blood. Her war scream was higher than the rest, like a shield maiden of the ancient Earth Pony nomads. She thought the resemblance was fitting. As she cleared a hill with a contingent of old Royal Guard at her back, a Caribou scout spun towards them, his eyes widening in shock. Terror screamed through Applebloom, but she tossed it aside with a snarl. That was a relic of the past, of a time when she and her friends had been forced to scavenge their own country just to survive. Not anymore. She was taking it back!

“For the Apple family!” she snarled out loud, kicking up clods of dirt as she launched herself forward.

The Caribou whipped his rifled saddle around as he turned, and the twin-linked guns fired with a plume of smoke and a roar of buckshot. Fire lanced up Applebloom’s side, but she charged on, well-aware of the magic that coursed through her body. And well-aware of the time it took to reload Caribou weaponry. Her spear slammed through the stunned Caribou’s neck, and Applebloom never even slowed down, side-checking the dead soldier aside as she charged on. She had a home to retake.
*************************

The Caribou soldiers of the Section X Garrison grouped together in front of the Mayor’s Office, barking to each other in their quick, guttural language as they gathered themselves up to fire. A Ferse-hoof gun, a rotary weapon that fired a rifle bullet with each turn of a crank, was set up in the middle. The Ferse-hoof gun was the top anti-infantry weapon the Caribou military had developed, and it had worked wonders against the powerful warriors and nimble flyers of the Gryphon Kingdoms. Against ground-based ponies, seemingly armed with primitive melee weapons, they were quite certain they could hold out against them, perhaps even drive the rebels back. They had no clue what they were truly facing.

Screams and roars rose up from the streets, clogged as they were with churned up ash and smoke. The Caribou soldiers, most of them young and new on the job, looked at each other with with fearful eyes. This was supposed to be an easy assignment. Most ponies were dead, and those that were alive tended to just be weak survivors, fun enough to capture and take as spoils, or easy enough to just kill outright. They had never been briefed about a veritable army of rebels coming out of the fog!

“Here they come!”

The Ferse-hoof chattered as the first ponies charged out of the fog, spears lowered. Puffs of dust and smoke rose up with every strike, and many went down. Indeed, in the first wave, almost all collapsed under the withering fire, and the Caribou gave a rousing cheer. It died in their throats when the ponies, glowing red all over, got back to their hooves seconds later. Crossbow bolts sliced out from the fog, catching stunned Caribou with open mouths and vulnerable throats. Rifle shots rose up in their wake, and Caribou sergeants shouted frantic orders at their bucks to fire. Fire for their lives! Dark tendrils of magic snaked out to slice at ponies, only to be answered by unicorn magic, brighter colors that broke through the shaky shields to strangle throats, or explode the powder on their belts.
It was chaotic, nightmaric even. As the fog rolled in, all that remained of the Sector X Garrison force were the blood and screams, surrounded by the howls of the victors.

Chapter 3- Homecoming

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The Caribou called it the Blood Forest. A massive, winding trail of stakes and impaled ponies, surrounding Ponyville, several outlying hamlets, and the Everfree Forest. Ironically, it was the only place in Equestria that still grew green, protected by the magical essence of the blood of so many ponies that had spilled across it. But to Dinky Doo, it represented the biggest horror of the known world. The genocide of nearly the entire pony race. With every patch of green grass and blood-red flowers, her lips curled more in disgust. With a snort, she crushed one delicate flower into the dirt, then looked up to scan her… comrades.

Seeing all these ponies again was… disconcerting. Dozens of Guards, merchants from Canterlot, or even foals from its school: all were clustered in the Blood Forest, working to carefully remove the preserved bodies from the stake prisons and lay them out in neat rows. They looked nothing like the zombies Dinky had always heard and read about in her studies of the darker forms of magic. Twilight had always been very thorough in her teachings, and her warning. Shadow magic could grip one’s soul, delivering illusions of grandeur to rival that of Sombra. Mind control could backfire in an instant if not done correctly, leaving the caster a drooling husk. And necromancy…

“Remember Dinky. Dragging a pony’s soul back from the Summer Fields and jamming it into a rotting corpse…”

Twilight Sparkle, gleaming in her royal regalia, shuddered where she stood, and her violet eyes cast over to a small mirror.

“You could lose your own soul in the process.”

So what had Twilight been doing then? It was raising the dead. All of these ponies, with their glowing red eyes and auras of magic keeping them together… was this not what her teacher had meant? Had she not dragged them back from the Summer Fields? Sighing softly, Dinky Doo reached out with her magic as she looked up at the nearest stake. It would be a question to ask her later, once her orders to gather all the bodies had been carried out. The young apprentice simply had to figure this out, especially before she could go back and bring the small colonies of still living ponies out to meet their Princess. She-

A shift of the breeze blew a waft of blonde mane towards Dinky’s nose, and she froze, tears rising quickly. No… no, no, please don’t let it… A single peek up was all it took, and tears spilled from Dinky’s eyes, a wrenching sob forcing its way out like a cannonball. Ditzy Doo hung limply on the blood-drenched stake, head bowed and eyes closed. Her wings had been sliced off and pinned over her head, like a macabre crown of feathers. Her long blond mane, one of her only vanities, drifted in the wind. The stake beside her held Sparkler, Dinky’s half-sister and best friend. Her eyes were wide open, staring in unseeing grief towards her mother. Her horn, longer than most unicorns’, had been sawed off and jammed into her stomach.

Rage and sorrow warred like titans in Dinky’s mind, and she dropped to her stomach in the soft grass, gritting her teeth as the pressure grew like a bomb in her mind. Her mother had been the best in the world. She had given up everything to give her daughters the best chance at life. The most food, the best schooling she could afford, making sure Dinky had met and befriended Twilight… made sure she was hidden safely when the Caribou came… Her hooves slammed into her forehead, and the pressure snapped with a wordless howl. The air around her crackled and snarled with magical bursts, some freezing stakes around her while others scorched the grass and flowers into ash. One of Dinky’s armored hooves slammed into the ground beneath her, and she could practically feel the magic of death beneath them all. No… Dinky could feel it.

With a loud cry of mad determination, the unicorn rose to her hooves, sobbing out a single word as she put her her hooves to the stakes, burning them to ash but keeping her family aloft with her magic.

“PLEASE!”

Love necromancy felt like no other kind of magic Dinky had ever tried. The initial surge burned. It burned with a white-hot fire that purged the caster’s mind of all but the intent. Dinky was fine with that. She just wanted her family back. As the fire died, the love rushed in like a cooling river, filling the void the fire had left, and rushing headlong from her trembling horn. Memories and emotions rushed through her mind- her mother’s hugs, the games she had played with Sparkler, her relationship with the Crusaders… Every memory of love and affection flashed through her mind’s eye in a fraction of a second, and Dinky burst into tears. How had Twilight managed to stay so… calm?

Above her, the magic was beginning to take shape. Red tendrils shimmered into existence as they encircled Ditzy Doo, two gently taking hold of her amputated wings and sliding them down to the bloody stumps on her back. Magic surged up Dinky’s spine, and as a gasp tugged its way through her clenched muzzle, the wings reattached to her mother with a silent flash. At the same time, she began to stir, red life gleamed behind the mailmare’s eyelids. Beside her, the horn removed itself from Sparkler’s stomach, a red field shimmering over the wound. A significantly larger magical surge roared through Dinky as the horn reattached itself, leaving her sobbing softly on the loamy soil. It was so much power, so much emotion, she wasn’t sure she could do this. How-

“M-muffin?”

All at once, the roaring in Dinky’s ears fell away, and her head snapped up. Ditzy Doo, mailmare and best mother in the world, was staring down at Dinky in shock, tears dripping down her muzzle. For the first time, Ditzy’s eyes weren’t crossed, and for some reason Dinky missed that. But that sadness was completely overwhelmed by the tidal wave of emotion.

“MAMA!” the experienced, tough survivor pony wailed, throwing herself against Ditzy as she landed on the ground, tightly wrapping her hooves around Ditzy’s neck.

Twenty years of loneliness, of forcing her emotions down deep so she could help keep her friends alive, poured out in a river of tears, soaking the soft fur of Ditzy’s nape. Despite the ash and blood that had soaked it, it still carried the comforting muffin-and-ozone overtones that Dinky remembered as a foal, and that only made her cry harder. A soft tongue dragged across Dinky’s ears, and Ditzy’s forelegs enfolded her into a crushing hug.

“I-I’ve got you, muffin,” Ditzy whispered shakily, emotions thickening it, “Y-you got so big…”

“A-about as big as me now, squirt.”

Sparkler hugged against Dinky’s side, wetness from tears smearing across her neck. As Dinky met her big sister’s red eyes, she was surprised to see the amount of joy behind them.

“S-sparkler… I-I’m so-”

A purple hoof gently pressed to Dinky’s muzzle, and Sparkler simply shook her head, smiling soothingly. No apologies. Only hugs. That was all the family needed from each other at that moment. Nothing but love.

***********************

The Caribou had not been kind to the Elements of Harmony. Tears dripped down Twilight Sparkle’s muzzle as she stared down at the bodies of her five friends, carefully removed from their stakes by a trio of Royal Guards. All of whom were curled on the ground nearby, wracking sobs running through their bodies. It was horrific. Fluttershy, with her core of inner strength, had desperately fought to save her animal friends. Her hooves were shattered, and her muzzle was coated with dried Caribou blood, but ultimately it had been a futile battle. Those Caribou that had captured her had sliced out her eyes a blade, leaving them bloodied, milky orbs. Both wings had been hacked off and pinned above her head, every feather ripped out beforehand. It took a supreme effort of will for Twilight to not break down in tears for the fate of her quiet friend.

Rainbow Dash had not made it easy for the Caribou. Her hoof-blades, now buried in her stomach, had been heavily notched and soaked in Caribou blood prior to her execution, and her eyes had been wide open, staring balefully out where the Caribou soldiers would have been. A brand of the Caribou Nation had been seared over both cutie marks, but the colors of her lightning bolt rainbow still proudly shined through, unwilling to be covered. As with all the pegasi, her wings had been sliced off as well, though these were pinned beneath Rainbow, soaked in her own blood and waste, an affront to her most precious body parts. Twilight would remember it. As would Scootaloo, who sat guard beside the body of her honorary big sister, trying stubbornly not to cry for all to see.

Gorgeous Rarity had been abused and debased for all to see. Her alabaster coat was filthy with mud and fluids, and some sadistic Caribou had branded her stomach with the word “Whore.” Her horn had been sawed off, and jammed up into her nethers, and it had taken another act of will during Twilight’s removal of the appendage. Her face had taken a serious beating, but somehow her regalness had remained firmly in place, which probably accounted for the fire that scorched her back. The Caribou had done everything in their power to make Rarity lose her composure and, if Sweetie Bell’s sobbing story was to be believed, they had failed.

Pinkie Pie had been… practically destroyed, pieces of her body hacked off and tossed haphazardly around her stake. One of the Guards had fallen to the ground when he had approached, gagging and retching horribly. Her once bouncy, fanciful mane had been shaved completely off, and her muzzle had been enclosed in a tight iron muzzle. A collar had been fitted around her neck, and Twilight had been able to tell it had been enchanted for electricity. The nodes inside were blackened, and covered in her friend’s blood.

Applebloom had demanded that she be the only one to touch Applejack’s body, and it had been hard for Twilight to not step in and assist the young mare as she removed the mutilated corpse from her stake. With a small sob, Applejack’s youngest sibling had laid the body of her big sister beside her friends, hooves shaking heavily. The Caribou had lost many fighters taking Sweet Apple Acres, and they had taken it out on Applejack. Her body showed the marks of dozens of knives, and her nethers were heavily bruised and bloodied. One blade had sliced across her neck, coating her barrel in a fountain of blood. Her father’s hat had been kicked and torn in the dirt, finally left pinned to the stake so it could be soaked in her blood. Before Twilight could step in, Applebloom gave a wordless howl, stomping fitfully on the ground, not noticing the grass around her dying with small pulses of necromantic energy.

“Pl-please Twilight… bring them back,” Sweetie Bell begged shakily, tears staining her white muzzle, “I-I need my sister…”

“And you shall have her.”

And so she began.
******************

Three thousand miles to the north, beyond the northernmost mountains of the Crystal Empire, lay the harsh, rugged lands of the Caribou Nation. Snow-covered during most of the year, it was a dark grey as Fjolnir Steelhoof marched towards the Hall of Conquerors. A broad marble slab against a sea of marble slabs, the Hall was only recognizable by the rows upon rows of gilded statues in front of it. Every time the Grand Marshal of the Caribou Nation headed to work, he preferred to stop and admire the accomplishments of himself and his forebears. For thousands of years, the Caribou armies had marched, raiding and conquering wherever they tread. A silver statue of a stag stood to one side, his mighty antlers gilded in gold. That had been Fjolnir’s first conquest- the Deer Kingdoms. It had taken a mighty army of forty thousand infantry, three thousand armored battlewagons, and the first use of their biomagical toxins to break the Deer’s stubborn defense of their forested homeland. Their magic and woodcraft had not made it easy, but Caribou stubbornness, and a few well-placed fires, had done the job. Those that survived the battle, and the Breaking, had been placed in Caribou breeding battalions, to add the Deer’s natural magic to the Caribou Nation’s already considerable repertoire.

All down the walkway stood the statues, but the one’s that truly caught his eye laid at the end, nearest the doors. Fjolnir’s greatest triumph, his masterpiece of war and planning. The two Alicorn sisters of the pony kingdom of Equestria. Celestia sat on her haunches, gazing up at the door behind her in longing and adoration. At least, that is what the artist had gone for as he sculpted the molten gold as it cooled around the unconscious alicorn’s regal body. Luna, the supposed ‘Warmistress’ of Equestria, stood braced in the typical Breeding position, head pointed towards the ground, body tightly wrapped in silver and platinum, melted from the Equestrian treasury. Fjolnir had seen the Princesses’ flank, and he still regretted not taking advantage when he had the chance.

Those monstrous bitches had outwitted and outplayed his armies at every turn. The Battle of Manehatten had cost his navy, already a massive undertaking of Caribou resources, all of its battleships, most of its cruisers, and left only a few destroyers to limp home. Their submarines and Sea Pony allies had made his life a living hell on the seas, so Fjolnir had turned to the air. Two thousand biplanes and zeppelins had crossed the Crystal Empire’s mountains, laying waste to that country… only to be shot down to a buck as soon as they crossed into Equestria by an armada of single-winged planes and armored flying ships, all backed up by clouds of pegasi. His invasions were utter failures, and each had cost the grizzled general much in hide and prestige. Desperate for a win, he had sent his entire army, over two million Caribou all, charging against Equestria.

Fjolnir should have turned back at the Crystal Empire; it would have saved him many troops who would have been of better use now against the Gryphons. The Crystal Pony army had shattered on the field, but none of Fjolnir’s siege engines and artillery could penetrate the shield and wall around their capital so, after sacking its farmland and leaving a blockading rearguard, his Caribou had marched onwards. Luna herself had met his army just north of Fillydelphia, leading a small armored force of Equestrian tanks, the P-45a Wolf. The old general still shuddered at its memory. Steel plating that could turn even the largest shell fired by his battlewagons, and sporting a 7.5 cm barrel, the Wolves had shredded his battlewagon charge from a mile away, and machine-gun fire had chewed the army behind it apart. In one battle, the Equestrian army had blunted his attack, and began to drive the Caribou back, one line, one trench, at a time. If it hadn't been for the High Priest’s plan…

Shaking his head, Fjolnir gave a small smirk as he gazed up at the gems adorning the door to the Hall. It no longer mattered. Equestria was gone, and Fjolnir’s son would soon take the Crystal Kingdom. They had lost their Princesses, their lives, and their Elements. The ponies may have caused Fjolnir a lifetime’s worth of pain and frustration, but they had bled far, far worse in the end. And so caught up with his own gloating, the old Caribou commander never noticed the gems, the last hope of Equestria, begin to gleam in the dull twilight of the Sun-Moon.

Chapter 4- Revival

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Warmth. For so long, cold had dominated every inch of Rainbow Dash’s mind and body. Mind-numbing, painful cold. So when that first ray of warmth caressed her cheek, the young flyer leaped in surprise. The warmth did not leave, instead curling around her warmly; a second ray wrapped around Rainbow’s stunned mind, feeling all the world like a hug. It had been so long since she had been hugged. Memories, so long forgotten in her bid to stay warm in the bleak emptiness that had been her home, began to resurge. An older male, purple furred and rainbow-maned, carefully preening her little wings when she was a foal. Rainbow Dash gave a small whimper, closing her eyes. A tongue dragging over her ears. A soft muzzle nudging and massaging her wings joints. The laughter of her friends… Her friends…

The warmth began to pull, and Rainbow opened her eyes in surprise, peering around. For the first time since she had been trapped in this cold nightmare, Rainbow Dash could see light in the distance. A bright, cherry red light, pulsing like a heart, gleamed in the far-off distance, and the loving warmth was pulling Rainbow towards it. Voices began to trickle down from the light. Yells, whispers… crying and laughing, the sounds of crashing hammers and wood being sawed. Where was she going? Was she finally going to the Summer Fields? Had Rainbow Dash finally served whatever penance was needed? As the light began to overtake the young pegasus, a single, familiar voice rang through her mind.

“Welcome back, Rainbow Dash.”

“Twi-?”

Waking up hurt. An involuntary groan forced its way past Rainbow’s cracked lips as consciousness reared its ugly head. Every inch of her body hurt, especially her chest and… her… side… Memories, so long submerged underneath the cold and the dark, surged back with a vengeance. The cold, oily grasp of the Caribou magic on her beaten, exhausted body. The heat and the scent of sweat and blood as Rainbow was mounted in the mud by a snarling, ugly Caribou male. Her tail involuntarily flicked down immediately to cover her shame.

“R-rainbow?”

That got the mare’s attention. The voice was huskier, sounding remarkably like Spitfire from the Wonderbolts. But the tone was different, and that little crack near the end… Ignoring the pain of the twilight around them, Rainbow Dash forced her eyes open. Scootaloo’s face dominated her vision, eyes wide and ears splayed to either side of her head. She was definitely different. The scar running down her left cheek for one, or the red, slitted eyes, and definitely the cute little fangs poking past her lips… but, still.

“S-scoots,” she whispered, voice dry and near-silent, “Y-you got big.”

Emotion rolled over Scootaloo’s face- surprise, indignation, humour… it was enough to force Rainbow to, painfully, roll to her side, hissing at the numbing ache that arced along her hooves. The movement triggered more memories. Screams as ponies all around Rainbow were beaten and abused, and utter shame from not being able to help them more. The horrific screams coming from a pile of Caribou around Fluttershy. A hiccuping sob broke through Rainbow Dash’s memory, and an orange blob immediately attached itself to the cyan pony’s side, soft, leathery wings curling around her back.

Feathers, softer than air, caressed Rainbow’s cheek, and she peeked shakily through her stringy, matted mane. Twilight was kneeling down on legs far longer and more slender than Rainbow Dash remembered, and her face and eyes were… different. Older, crinkled at the edges with pain and long-held anguish, but tempered by recent smile lines. Her barrel was wrapped in iron barding, ruby-red lines and pentagrams burning along it. Her mane was the biggest change. Instead of the two-tone, well-brushed length that it had used to be, Twilight’s mane now mirrored that of the Princesses, flowing in an ethereal breeze, with nebulae and small stars drifting through it. To Dash’s surprise, for a moment she saw her own cutie mark mirrored in the shifting, beautiful depths.

“It’s so good to see you again, Rainbow Dash,” Twilight whispered, voice shaky as she nuzzled along Dash’s cheek and ears, giving the fur a tender lap.

Cracking a weak smile, Dash lightly smacked her muzzle with an ear.

“D-don’t, I’m a-all gross,” she muttered, grinning up at her best friend with as much cheekiness as she could muster in her tired frame.

“Pfft...ahaha… ahahahaha!”

“Snrk…”

It probably wasn’t the time, nor the place, for it, but the two friends burst headlong into soft, hysterical laughter, darting forward to hug each other tightly amongst the forest of returning life.
********************

Reanimating her friends took a little more time than Twilight Sparkle had imagined, but that was mostly from the emotional weight of each spell. Their last memories were burned into Twilight’s mind each time, and tears were flowing thickly down her cheeks in the first few minutes. Rainbow Dash’s memories had been regret and horrific anger, emotions Twilight was quite familiar with, and had long since learned to channel. Moving over to Fluttershy, the Princess of the Dead was bombarded by utter, all-consuming fear and agony. Fear that causes one to lash out, to protect oneself and their friends with mindless abandon. Battering through the residual emotions with sheer force of will, and a soothing nuzzle from Rainbow Dash, Twilight poured her love and adoration for her quiet friend into her broken body.

To her surprise, a slim blue wing stretched out, primaries intertwining with the magical stream. Rainbow Dash’s head was bowed, and Twilight could sense every nuance of her passionate friend’s loyalty to her friends as their natural magics co-mingled. Even in death, Dash had never let her true Element be broken. As a gasp and an almighty shake ran through their buttery friend, Rainbow was the first to hold out a hoof to help her. And as they worked, each of her friends lending their strength and magic to Twilight, the Princess allowed herself to glance around the Forest.

Crowds of ponies were slowly gathering, watching their work silently. The young pony they had saved during the Battle, a slim unicorn mare with a grape cluster cutie mark, was sobbing into the flank of a pair of recently raised mares, her horn being re-attached by their powerfully glowing magic. Colts and fillies were clustered around Cheerilee, almost all of her body glowing red as the Love Necromancy covered the burns she sustained when she and her class were trapped in the schoolhouse to be burned alive. A white unicorn mare, both forelegs nothing more than red energy, stood beside her charcoal mate, nodding respectfully to Twilight and the Elements as they passed. Some ponies, like the Cake family, had already began to repair the damage dealt to their homes and businesses, dragging Caribou bodies out to be disposed of like so much trash.

Ponyville would rebuild. Equestria would rebuild. Twilight smiled as she nuzzled along Applejack’s cheek. Her friends were reborn. And soon, she hoped, they could return their homeland to the idyllic paradise it once was. Once watered by the blood of Caribou.
***************************

The Great and Powerful Trixie allowed herself an inner snort of derision as the Caribou mounting her tried desperately to drag a response out of her. The showpony was a master of body language and her own body however, and she could return a passive, calm face even if she was on fire. She knew from experience. Despite the size of the Caribou males, Trixie had long grown accustomed to their size, unlike the first few weeks of her internment in the Southern Breeding Camp.

Breeding Camp my flank, Trixie silently snarled, They can’t impregnate one of us. This is just one big brothel.

Brothels weren’t unknown in pony society. Indeed, among unicorns, it was something of a respected work program, as ancient unicorns had needed sex as a vital reliever of the stress that naturally builds from casting spells. Of course, earth ponies and pegasi saw it differently, and that affected the culture over the years, but that was beside the point. But this was hardly the clean, respectable place unicorn brothels had been, and still (normally) were. The ponies were penned in rows upon rows of gigantic stables, each mare locked into place by oaken beams placed around their bodies. Sitting down wasn’t allowed, and they had been forced to learn how to sleep standing up, or else be choked to death. Trixie had seen it happen.

With a contemptible snort of pleasure, the young Caribou blew his load inside of the mare, hind hooves stamping around on the filthy hay beneath them both. Trixie shivered a bit, rolling her eyes at the antics of her “partner.” She hated this part almost as much as the rape itself. The stupid self-assured look the Caribou had about them, the preening and relaxation they had from taking advantage of Trixie, and her fellow ponies. For once, this Caribou had nothing to say to her, merely smacking her rump with a shark hoof, leaving a sizable cut and welt. Never noticing the gleaming rune forming on his dick as it shrank back into its sheath, nor the sly grin spreading over the unicorn’s muzzle.

For you see, the Great and Powerful Trixie had a secret. A very naughty secret. She still had a horn. When Trixie had seen the Caribou sawing off the horns of other unicorns, she had formed a plan. When her turn came, oh, she screamed and cried out all right, but the horn that fell away was merely an illusion, her real horn notched, but still very much intact, and hidden by an invisibility cantrip. It had been touch and go, and many times Trixie feared she had been discovered, but the Princesses were seemingly with her. And it had lasted long enough for Trixie to form her plan.

For twenty years, she and her fellow ponies had suffered at the hooves of the Caribou. At forty-two, Trixie Lulamoon was nearing middle age, and it ate at her core that she had never been able to do anything with her life, her career… because of the Caribou. They had destroyed… everything. Her wagon. Her mother’s hat. Her homeland. Possibly, her chances at children. Bitter, angry tears formed in Trixie’s eyes, and power began to fill her horn. So very soon…

A buzzer rang in the distance, and every mare in the stable perked up. As much as they hated the reason, they all still loved to see more of their kind. Stallions, torn and exhausted from days of working in the quarry outside of the camp, were prodded in by Caribou guards. They wanted the ponies to breed, in order to have more mares and stallions to use for their breeding programs. Already, a generation of ponies was at the time to be placed into stables of their own. Trixie had not contributed to that. As much as she wanted foals of her own, she could not in good conscience bring them into this kind of life. So, very carefully, she always had a magical condom formed around the stallion’s member when they used her. No… not ‘used.’ They were prisoners, as much as her.
But today, there would be no breeding time. With a shake of her head, she released the cantrip about her horn, letting the magic glow brightly as she activated her runic spell. It had taken nearly twenty years, but Trixie had finally managed to “service” all the guards at the camp, before any could be transferred out. Service… and curse. Explosions ripped through the camp. In her magical sight, Trixie could see each Caribou as they screamed, magic tearing through their members with white-hot power, before causing each of them to explode in a shower of gore. It was very hard not to cackle evilly.

But their deaths were most certainly not the end of it. This kind of magic was… forbidden, but Trixie did not have the luxury of rules. With a snarl, she tossed her head, drawing in the black, shrivelled souls of each Caribou, and the gleaming, oily power of their blood. Cracks the color of ebony ran down Trixie’s horn, but she couldn’t let that stop her. If she was going to get them out, she would have to give up… everything. Power flooded into Trixie with a magical roar, burning away every inch of fear and self-loathing that had festered in Trixie’s soul. With a sickening crunch, two wings burst from Trixie’s back with a spray of blood, causing the stallion in her stall to neigh in surprise, rearing back.

Putting her hoof up on the stall, Trixie let the building pressure scream out, magic shattering and breaking every lock and chain in the camp. The wooden walls rippled and crunched , warping as the magic rolled from Trixie’s changing body in waves. With cries of surprise, pegasi watched in shock as their wings, sliced off for years, regrew, blood and viscera from the Caribou congealing and rebuilding the limbs they had lost so long ago. Horns reformed, and unicorns sobbed openly as their link to their magical birthright was restored. Pegasi wings flared and flapped, blowing ash-laden wing through the stable, shattering and carrying away the roof to crash yards away.

Trixie grit her sharpening teeth as she stumbled out of the stable, glaring through teary eyes around at the so-hated camp. The four separate stables had seemed to shatter as well, allowing the pony occupants to stumble out in a daze.

“TO ME, PONIES!” she roared, trained stage voice combining with her spiking magic to come out as a royal roar, “TO ME!”

Trixie hadn’t expected for things to work as well as this. Indeed, she had never truly expected the ponies to follow her lead once they were free. But follow they did; all three thousand, four hundred and twenty-two survivors of Equestria raced to gather around her, all deathly silent. Glancing back at herself, Trixie took in her twitching, blue-red feathers with a hesitant eye.

An alicorn, huh? ...very well then.

“Gather every weapon and battlewagon you can find,” she told her gathered people, wiping her eyes free of the tears that threatened to fall, “We’re free… and we have only one chance. We make for the Crystal Empire at first light.”

Chapter 5- Reformation

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Though many ponies in Trixie’s band wanted to, they did not set fire to the camp as they left at first Low Light, the time of day when the sun was just rising over the horizon, the darker head of the moon hot on its heels. It did not give them much to see by, but no stable had lights in them, and ponies had long since grown used to the darkness. Trixie frowned deeply as she stood at the forefront of the caravan, scanning behind her. The stronger stallions, draft horse breeds from southern Equestria, volunteered to pull the captured battlewagons, two at the head of each. The weaker members of the bands, the pregnant and sickly mares mostly, rode inside, Caribou breech-loaders poking out of the firing slits. On the tops of the battlewagons sat Caribou Ferse-hoof guns, manned by those among the band that had once served in the Equestrian military. More Ferse-hooves, taken from the guard towers, were settled on the rear of the wagons, to provide two fields of overwhelming defensive fire. They settled Trixie’s mind, but only a little.

Just over three thousand ponies. That was all that remained of her once prosperous people. By the time they reached the embattled walls of the Crystal Empire, how many would remain? A thousand? Fewer? Could Trixie work so hard, just to see her people die out over a generation? The young alicorn scowled, banishing the dark thoughts. Her people would not die out. If the Crystal Ponies still lived, then a survivable gene stock would be open to them. She just had to reach it.

“Lady Trixie?”

The speaker was an older batpony mare, her shimmering green mane trimmed down into a pagecolt cut, body wrapped in a makeshift leather barding. Just judging the look of her eyes, and the set of her jaw, Trixie could put her back in the old Night Guard. With a spread of her wings, the batpony bowed.

“Knight Errant Moonshimmer, at your service,” she told her softly, eyes on the ground, “The caravan is ready to move, at your word.”

A sky-blue hoof gently lifted the surprised mare’s chin, and Trixie smiled faintly.

“Just Trixie is fine,” she replied warmly, “And thank you, Knight. We had best be moving on, before the Caribou find out what happened.”

Trixie was about to turn back towards the front, but blinked when Moonshimmer stayed bowed, biting her lip thoughtfully.

“Yes?”

“My la- Trixie… um… w-what… what did happen? How did you do all that magic? W-were you channelling an Element?”

The showmare’s eyes closed for a moment, a sigh building and releasing like a steam engine.

“To… some extent. Perhaps… a new element. Freedom, I believe.”

And Vengeance.
************************************

“You’re nothing but monsters!”

Rage ripped through Twilight’s mind for the faintest of instants- a mad, burning hatred- but cold logic crushed it before it could take flame. She had expected this. Soon after the last of the Blood Forest had been resurrected, Applebloom and Scootaloo had returned to the colony of living ponies they had protected and fought for over the years. Over a thousand ponies, refugees of the war who had managed to escape the bombs and the Caribou long enough to entomb themselves in the depths of Canterlotian mountains, eking out the best living they could among the cold stones. Standing before Twilight and her friends in the Canterlot throne room was a delegation of these survivors: mostly Earth Ponies and unicorns, dressed in noble bardings and robes, preserved through the years for such an occasion as this.

Their spokesmare was a well-groomed unicorn of light green hue, her mane a long, shimmering veil of silver, named Purity. Her noble barding held the badges of the Office of Bloodline Purity, an old bureaucratic office that had checked all noble houses for pure noble blood. It was not an office that any of the Princesses had enjoyed having, but law had kept it safe from disbandment. The second Twilight saw the badge, she knew the meeting would not go well. And it wasn’t. All the Earth Ponies, Purity, and two of the ten unicorns, had taken out large medallions of a shining sun, the symbol of the Church Of Celestial Light. Two had been whispering prayers against undeath since they had walked into the throne room, just loud enough to make the crowd around them bristle.

“How could you do this, Princess Sparkle?” Purity snapped with the tone of one who had seldom encountered authority above them, “You used forbidden magic! Necromancy is forbidden!”

“Hey, she brought us back from… nothing!” Rainbow Dash snapped angrily, raising up out of her chair.

There hadn’t been time to get them proper thrones, but Twilight would not sit on the throne without her best friends around her. Rarity and Fluttershy occupied Luna’s and Twilight’s old thrones respectively; both had hard gazes focused on Purity. Indeed, most of Twilight’s friends seemed… colder now, when angry. Not that their passion was gone, by any means. Twilight’s magical sight was on at all times now, and she could easily see the anger boiling underneath their calm exteriors.

“Suffer not the undead to continue,” Purity smugly replied, quoting from the Book of Celestia, the holy book of that faith.

“For they have not the mind of their bearer, and their souls suffer in their imprisonment.”

Twilight spread her red-tinged feathers wide, gazing down at Purity with something akin to contempt.

“If you’re going to quote passages, quote all of it, in context,” she snapped back before Purity could reply, “Love Necromancy was never forbidden, because it was an unproven theory until I perfected it. As you can see, all those ponies have brought back retain their minds, and their souls are uncorrupted.”

Ears flattening, Purity scowled a bit as she gazed around at the hostile gazes of the crowd. Slowly, she stepped back among her group, dismayed as a few moved to stand away from her. Banishing the smugness before it could gain any ground in her voice, Twilight let her eyes swing up, peering over the crowd.

“I called this Court together today to discuss the state of affairs in Equestria,” she intoned, letting her magic rise just enough to amplify her voice, “For they must change.”

“The Equestria we know… is dead. It died the day the bombs fell, and the Caribou invaded. It died the day our cities burned, the day our Princesses were… were locked away.”

Twilight gulped thickly, swallowing her emotions. She knew this would be difficult, but dammit, she had to see it through. Horn glowing brightly, a large scroll floated up in front of her eyes, dust trailing away during its flight. On the edge of her vision, Twilight watched several of her new scholars brighten and watch it wide-eyed. Crinkling with age, the paper slowly flowed down, Twilight’s magic protecting the aged parchment from the damaging air.

“It is for that reason,” she went on, determined to keep her voice firm, “That I must abolish the late Equestrian Senate, and the Articles of Binding against the Princesses.”

Rarity and Sweetie Belle’s horn were glowing before Purity could rise to her full outrage, silencing her scream with twin spells. The sisters exchanged acknowledging smiles, while Twilight inwardly sighed in relief. This was already hard enough, without that opening her big mouth. Dozens of ponies in the crowd were murmuring, some in puzzlement, others in slight fear. A cream hoof slowly raised into the air, and Twilight acknowledged it with a tilt of her head.

“What… what is happening then, Princess?” the two-toned mare asked slowly, red eyes wide, “Is Equestria… gone?”

Twilight smiled at that. Perfect question.

“No, my little pony,” she replied firmly, standing taller on her dais, “Equestria is not gone. It died… but then, so did most of you, right?”

She grinned softly at the faint chuckles and nods the remark brought, and pressed on quickly, “I am raising forth the Equestria of our forefathers. In the old days of the formation, Equestria was a grand empire. The princesses led our armies into battle, bringing Sombra to heel, defending our borders from minotaurs and griffons, and bringing the rebel pony lords back into the fold. We were united, in purpose and common belief. The utopia they brought about was our reward… and unfortunately, that has been stolen from us. So we must-”

A snarl rose up among a pop of magic, and Rarity and Sweetie Belle both winced at the backlash, hooves raising to their horns. Purity was obviously crafty, and it made Twilight pause, scowling faintly.

“Are you insane?!” Purity roared, stamping a hoof on the cracked marble floors, “The Equestrian Empire? Ponies died to end that! Nightmare Moon-”

“Is gone,” Twilight replied coldly, “And is not coming back. We must stand united-”

“Kowtowing to you?”

“Alright, that’s enough!”

Applejack and Rainbow Dash moved as one, leaping down from their places on the dais, red eyes glaring balefully at the loudmouthed unicorn as they stalked towards her. Blades sang through air as guards turned to follow them, and the atmosphere crackled with tension and magic.

“Ya’ll best give Twilight here the respect she deserves,” Applejack spat, a new stetson pulled down over her eyes, “After all she went through…”

“She’s talking about bringing Equestria back, you dolt!” Rainbow added roughly, wings spreading threateningly, “How can we even have the stupid Senate, with most of Equestria still dead? We have a couple thousand undead ponies, about two hundred living, just trying to hold on right now! Let our Princess do what she has to do, in peace!”

As her best friends in the world confronted the fuming mare, Twilight quickly turned back to her subjects. She wasn’t yet finished.

“In this time of reformation, the boundaries of Equestria must be reformed as well, and it is in that purpose that I hereby resume the practice of demesne-splitting along the ancient lines of power, as were the old days. Aristocratic land ownership will be held, as will all House statuses. Does the House of Scratch have a representative here today?”

Of course, Twilight already knew the answer. She had done her research in the old House sections of the Royal Library, and made sure to get a list, and talk to, each family and individual that she would announce during this Court. Some had been stunned, others frightened, and others… elated.

“They do, Princess.”

The unicorn mare was taller than most, with graceful proportions like those of the charcoal Earth pony mare that followed close beside her. Her electric blue mane was brushed down and slicked behind her head, and her tail slowly waved with nervous energy. To the shock of some, where her front legs normally would be, only red Love Necromantic energy remained, gleaming in the torchlight of the Court. Both mares bowed low to Twilight, with the charcoal-coated mare staying bowed as Twilight bid the white mare to rise. Vinyl Scratch had been a major musical sensation in her time, as had her wife, Octavia Philharmonica, now Scratch. Amongst the crowd, stunned whispers had begun to break out.

“Vinyl Scratch, Octavia Scratch,” Twilight went on, smiling softly down at the determined mares, “You stand before me, representing the House of Scratch. It is therefore that I return to you the demesne of Trotsylvania, and your land claim by marriage of Manehatten. This demesne includes the city of Bitrun, and the villages of Gallop, Mine-run, and the batpony colony of Screech. Your claim of Manehatten gives you ownership of the city, and all its suburbs and cloud facilities. As your Princess… no, as your Empress, I charge you, upon their retaking, will you watch over your demesne with respect and responsibility?”

With a fanged smile that made many in the crowd shiver despite themselves, Vinyl Scratch bowed her head once more.

“We do, Empress Twilight Sparkle.”

And here we go.

With a slow breath, Twilight lowered the scroll from her eyes, gazing out at the wide eyes of her ponies.

“Then rise, Vinyl Scratch, Countess of Trotsylvania. Rise, Octavia Scratch, Countess of Manehatten.”

Chapter 6- Love

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The spire rose high into the sky in the center of the great Equestrian Badlands, once a prosperous farmland south of Ponyville, till thermo magical balefire scorched it black. The spire was a greenish-black in color, studded with small boltholes- some big enough for ponies to move in and out of, and others just large enough for firearms and crossbows to be pointed through. Of course, with the spire rivalling the size of Manehatten’s old skyscrapers, it had attracted notice. For almost a year now, Caribou artillery batteries, sporting large forty-pound cannons, had circled the spire, hammering the tough exoskeleton. The Caribou weren’t sure exactly what was inside, only that it was a threat- all ground attacks had been met with hails of bullets and crossbow bolts, so they had slowly grown into a lax routine.

Shell in the morning. Shell in the afternoon. Rest overnight. Rinse and repeat. And so hard was the gaze of the Caribou commander focused on the tough nut he had been ordered to crack, he hardly noticed the undead horde bearing down on his position till the Ferse-hooves began firing. At Ponyville, more Ferse-hoof guns had been found in storage, ironically stuffed in Twilight’s old basement-turned-weapons storage room. Combined with the ammunition kept with them, it had given Twilight’s fledgling military a powerful new weapon.

Placed atop the captured and re-made Caribou battlewagons, ponies snarled and cheered as they cranked the automatic weapons, firing heavy slug after heavy slug into the stunned Caribou artllerybucks. Rushing in behind them, ponies armored in steel plates and painted black roared in fury, spears and hoof-blades hacking into Caribou flesh. Twilight stood among them, and allowed herself a chance to delve into the fury of battle. Horn glowing and gleaming beneath its armored sheath, she tossed her head, mana-blades beheading and eviscerating each Caribou she came across, hardly bothering to wipe away the blood that fountained across her armor. Made by thankful pony crafters and smiths, the purple-black plate covered Twilight’s entire body, and lined the edges of her wings in razor-sharp, folded steel. Her helm slid over her eyes and muzzle, only letting the gleaming red of her eyes gleam out. It left the visage of a warrior-Empress clear to all, and Twilight was more than fine with that. These Caribou had to die.

But her attention was also somewhat divided, one eye watching a cream-colored mare to her right closely. Bon Bon had been one of Ponyville’s candymakers back during the Utopian Days, and a fairly close friend of Twilight’s. (Blame her sweet tooth.) On that day, the candymaker was a warrior, dressed down in the hammered plates of the army, a saddle-attached billhook slicing through Caribou necks with a near-fanatical zeal. After all, these monsters had her Lyra. They had stolen her away during the invasion of Equestria, and they had not found her body among the Forest. Nor was she among the survivors in Canterlot Caverns. So that only left her a prisoner of the Caribou. Or did it? Twilight had suspicions otherwise. Suspicions of strange magics she had sensed back in the old days, secret flights of a strange creature from Bon Bon’s home…

Soon…
**********************

The battle ended quickly enough, with the Caribou artillerybucks and their supporting ground troops falling quickly to the withering Ferse-hoof fire and the blades of vengeful ponies. Their bodies were stripped of weapons, ammunition, and rations before being dumped in a massive pile for burning. Their cannons, of course, would go to great use. And luckily enough for Twilight Sparkle, the battle had caught the attention of the inhabitants of the spire. Blue, glittering eyes peered down from every bolt hole, and Twilight’s perked ears could catch the buzzing of many insectoid wings. Behind her, Twilight’s army stirred as a great black and green host of changelings winged into the skies, chitin gleaming in the twilight. Worried, ruby eyes turned to Twilight questioningly, but their Empress merely shook her head. The changelings were not their enemies today.

A small detachment of the swarm broke away, flying down towards Twilight and the head of the pony horde. To Twilight’s magically enhanced sight. the lead changeling- undoubtedly the Queen- practically gleamed with Love energy, tendrils of it running back towards her Hive. Survivors inside, perhaps? With a force of will, Twilight changed her sight back to color, and she finally smiled.

Knew it.

The Changeling Queen was tall and majestic, managing a more regal air than that of Chrysalis. A chitin crown rested just behind her straight, gleaming horn. Golden, slitted eyes peered down at the ponies with hesitance, and she was armored in a form of green-tinged chitin. Settling down on the blood-soaked ground, the Queen glared suspiciously at the armored, hidden visage of the Empress, wings spread to take flight again in a hurry.

“Who are you?” she demanded, voice undulating the unique form of changelings, “Why have you come to-”

Thunk.

Twilight shook her shimmering mane free as she let the helmet drop away, smiling warmly at the Changeling. The Queen froze mid-question, golden eyes widening and fanged maw slowly dropping in her astonishment. Far above, many changelings chittered and buzzed in awe and excitement, others in abject fear.

“Tw… twilight?” the Queen whispered, “It’s…. r-really you?”

“It’s really me. It’s good to see you again… Lyra.”

Lyra Heartstrings visibly winced, tears brewing in her eyes as a green fire consumed her changeling body. A slender, mint-green unicorn took her place; her coat and mane were in tatters, covered by the dust and debris from the last day she had worn the disguise. Her hooves were soaked in the blood of-

“L...ly...lyra?”

Bon Bon’s visor was raised as she stumbled from the line of soldiers, many of them stunned at the turn of events. Hundreds from Ponyville knew Lyra well, and others had been big fans of her fabulous lyre and singing voice. Hundreds more knew Lyra Heartstrings, the student at Celestia’s School for Gifted Unicorns. The young mare who had died from a horrific fall off the side of the mountain.

“Y-you’re… you’re alive?” Lyra breathed, eyes wide, “B-but you… I h-held your…”

“E-empress Sparkle brought me back,” Bon Bon whispered back, stopping just inches from Lyra, tense and utterly stunned, “Y-you’re a changeling? You’ve.. always… been a changeling?”

Wincing, Lyra peered down at the ground miserably, giving a slow, jerky nod. Nopony dared to breathe; all eyes focusing down on the drama of two mares on the blood-soaked soil. Bon Bon drew in a shaky breath, wiping her eyes slowly.

“Just… a-answer me simply. Y-yes… or no. Did…”

Bon Bon choked back a sob, ears flattening inside her helm.

“W-was it ever real? T-the love?”

But Lyra was quick to respond, voice miserable and scratchy, but full of emotion long held in check by rage and pain.

“Yes.”

Bon Bon moved first; a twitch of her hindquarters, launching her full force into the arms of her sobbing wife; heart-wrenching wails broken by desperate, passionate kisses. Dirt and blood was ignored as they sat on the ground, hugging each other fiercely, unwilling to let the other go, despite the stunned gazes of the two armies. Finally, Twilight Sparkle stepped up to the trembling mares, eyes full of love as she gathered them up in her arms and wings. The cheer that night roared across the empty plains and desert; laced with a deep, powerful magic. Love.

Dark eyes rose towards the south as the tingle washed over its incorporeal form… and it scowled.

Chapter 7- Return

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In the early hours after the initial thermo magical bombardment, the pegasi Senators and their commanders gathered en masse aboard their floating cities. Scouts reported that more missiles were incoming, and a flight of Caribou bombers. Terrified of further devastation, and without orders from their disappeared triarchs, the Pegasi cities of Los Pegasus and Cloudsdale rose higher into the sky than ever before, beyond the reach of Caribou planes. But not out of reach of other pegasi. Or alicorns.

Twilight Sparkle frowned as she looked the twin cities over from her cloud perch, head tilted. In the past twenty years, the cities had grown exponentially, with several dozen new neighborhoods and factories. Farms had been started on cloud banks, and the genius of the idea made a small smile glimmer over the princess. Just for a moment, though. There was still much to do.
“Glad Cloudsdale managed to make it out okay,” Rainbow Dash whispered, rubbing her eyes shakily.
Twilight had left the rest of the girls in Canterlot and Ponyville, to make sure the two strongholds of the Empire were managed and brought back on track. Ponyville’s farms were being plowed once again, with Earth Pony magic (and alot of plows) scattering the ash and magic as best they could. It would take time, but Applejack was determined, and she had a great deal of workers now. If they worked quickly enough, the living ponies they had among them would have an edible harvest the following season. Rarity had taken governorship of Canterlot, and used her organization skills to set up a massive new industry base out of the old merchant and factory districts.

While Canterlot, pre-war, had been the cultural and economic bastion of Equestria, when war with the Caribou had broken out, Luna had worked diligently to form a industrial base to rival that of Manehatten. Blast furnaces had churned out the needed steel for Equestrian skyships and the new tanks, while gun factories had mass produced the needed parts for the numerous firearms invented by Celestia’s inventors and universities. And luckily enough for Twilight and the Empire, the Caribou had only stripped what was useful at the time: wrought steel and iron, and gun parts. They hadn’t the forethought to wreck the machinery and infrastructure. Given time, Equestria would soon be able to re-arm her citizens in a proper fashion.

Not that Twilight was adverse to the old-style swords and armor her undead ponies wore to battle. Indeed, the weapons had worked wonders against the Caribou they had fought. But they did not need to fear death from gunshot- the only wound her ponies needed to fear were cannon shot, or magical weapons. The few living ponies were a finite resource, and one that had to be husbanded carefully. They could not be wasted in mass charges against Ferse-hoof positions. No, they needed firearms, and armor, and tanks…
Twilight stretched down a wing to gently hug Rainbow to her side, “I’m glad they did too, Rainbow. Let’s just hope they’ll listen to reason.”

“That may be wishful thinking, unfortunately, Empress,” a gravelly voice replied.

Spitfire, a neat little red dot glowing on her forehead, landed beside Rainbow with a soft grunt, the other members of the Wonderbolts landing behind her. Their fate still bothered Twilight, greatly. A victim of infiltrators, the Wonderbolts had been assassinated in their barracks, each shot in the forehead with magically silenced, stolen Equestrian weapons. The Caribou High Command had known that they were a threat to their missiles, most likely. But it was still no way for such brave ponies to go out.

Rainbow bit her lip, leaning lightly against Spitfire, “Easy now…”

The fiery mare, dressed in her dress uniform, chuckled faintly, waving Rainbow off half-heartedly.

“I’m alright, kid. Just still getting used to flying again. My muscles are stiff.”

“They heal in time, Captain,” Twilight told her warmly, finally smiling again, “You’ll be back to breaking records in no time.”

Spitfire grinned up at her, tail flicking against Rainbow’s side; Twilight did her best to keep up her regal poise, despite Rainbow’s shy eep. It was… tough. But a welcome change. Today was likely not to be fun.
**********************

“You’ve done WHAT?!”

The Grand Pegasus Senate room was a large, circular auditorium, built in one of Cloudsdale’s taller skyscrapers. Lit with sunstones and refracted twilight, it gave the room a harsh glare that forced most of Twilight’s ponies to wince and narrow their eyes just to see. Twilight, however, merely cast a small shading spell over her eyes, and spread it out over her ponies. She had to remain stoic and firm. The senators were elder ponies, many of them first-hoof survivors of the devastation. Chancellor Skywind had been a Senator for Cloudsdale during that time, if Twilight remembered correctly. An ancient pony then, he looked positively skeletal now, with grey fur drawn taut over his frame, with a receding black mane. His grey eyes were positively aflame now, his outrage clear.

“I am abolishing the Senate,” Twilight explained once more, “And re-establishing the aristocracy. For this purpose, the Duchy of-”

“Absolutely NOT!”

That yell came from a younger, blonde pegasus to Skywind’s right; she was dressed in the robes of a merchant, and her white wings were flared in her vehemence.

“We worked for generations to put down that corrupt system!” she spat down at an impassively staring Twilight, “And now you want to put it back? What, are you trying to kill what’s left of Equestria? I thought better of you, Twilight Sparkle.”

“EMPRESS Twilight Sparkle!” Rainbow Dash roared back, stamping a hoof firmly on the marble floor, “Show some respect!”

“Why you-”

“Enough,” A smaller, roan red pegasus stallion three seats to the blonde Senator’s right snapped, holding up a hoof, “Why don’t we ask the Empress why she thinks this is necessary before we start insulting, hrm?”

“Thank you…”

“Senator Tallhoof, my lady.”

Twilight nodded, sighing softly before looking around at the gathered Senators. Many looked stunned just to see Twilight, alive and well, and certainly not at the head of a small flight of undead pegasi. Others looked suspicious, or outright hostile. They knew some of what she had done- they had to, considering the number of former dead ponies with her. Twilight softly cleared her throat.

“Equestria is dead, mares and gentlecolts. Our republic was the reward for generations of hard work. Hard work, and lives. Believe me when I say I do not cast it aside lightly. But we cannot bring it back like I have our citizens. The Equestrian Republic cannot survive in this new, and changed world.”

The blonde mare snorted derisively, “Then lead your Empire. On the ground. What do we have to do with it?”

“Don’t be a foal, High Flier,” Tallhoof snapped, “Pegasi are Equestrians. We will always be Equestrians. Isn’t this what we’ve waited for?”

“We waited for the return of Celestia and Luna!” Skywind replied hotly, “So that we could rebuild our home like it used to be. We did not wait for some upstart Princess who wants power for herself! Young filly, you should be ashamed of… urk… of…”

Twilight glared up at the elder pegasus, violet eyes gleaming as she watched his life force flutter, “Careful, Skywind. Don’t get too excited, or I’ll have to raise you too.”

With a sweep of her wings, Twilight glared around at the Senate floor, patience ebbing quickly, “You left Equestria to survive. I’m glad you did. I did not wish for any of this to happen… but it has, and we have to deal with it now. Cloudsdale holds the Weather Factory. Without it, the rest of the survivors will starve to death. We need the weather back under our control. We need the Pegasi armies to fight again. We need the Sky Navy.”

Spitfire slowly stepped forward, glancing questioningly at Twilight till the Empress gave an affirmative nod.

“Mares and gentlecolts. You know me as Captain Spitfire, leader of the Wonderbolts squadron. You may also know that I died, during the devastation.”

Scowling, the red-eyed mare glared down at the ground for several long moments.

“I was murdered, with my teammates, in my bed. And you know what I want? Vengeance. I want revenge for Equestria. I want it for all the ponies those… monsters tore apart.”

She scowled up at the gathered ponies suddenly; a few jumped back at the intensity of her gaze.

“Now, look at yourselves! You call yourselves pegasi? You’re hiding! Hiding up in the sky and praying that the mean ol’ Caribou don’t come up here and finish the job. What happened to our spines? Our wings?”

Hoof shaking, Spitfire jabbed a wing towards Rainbow Dash; it had been her idea to dress the younger mare in the armored barding and T-slit helm, and Twilight gave a warm smile as her idea became clear.

“What would our ancestors say to this? We were warriors! Knights! When the Cloud Nation became part of Equestria, we swore an oath to serve and follow the Princesses. Is this any different now? Put it to a vote if you have to. Ask the other pegasi, see what they think. But if my people are anything like I remember, I’m pretty damn sure I know their response.”

Silence reigned in the Senate chambers, and the Senators gazed back and forth at each. Finally, a recovered Skywind slammed his hoof onto the gavel plate, glaring palely down at the gathered party.

“Very well. Guards! Gather the citizenry. We shall put it to a broad vote.”
********************

Applejack let out a shaky breath as she led the plow teams, digging her hooves into the soft dirt as she marched forward. They had been over the field twice already, and each time she could feel a little more life returning to the blasted landscape. Glancing around, the farmpony let herself smile a bit. Her fellow farmhands looked just as relaxed and happy as she did, whispering to each other as they looked the dirt over. With enough Earth Pony know-how, they could get it plantable again. She could only hope Twilight’s mission succeeded. Without-

Thunder rolled above them. Every plow team froze on the spot, gazes slowly travelling up. Clouds. Hundreds of clouds, many of them thick and dark with rain, were floating down slowly like little cotton balls. Lightning snapped, with more thunder right on its heels; No… not rain clouds…

“Woooowhee!” Applejack whooped, “Twilight did it!”

The skyscape of Cloudsdale came into view beyond the clouds, a rainbow of ponies zooming down from its heights towards the ground below. Two Cloud Cruisers, massive skyships made of solidified clouds and treated steel, followed closely after, their lightning drives rumbling and roaring. And at the head of the lead cruiser, a purple figure stood triumphant, head raised to the tamed sky above.

Chapter 8- Prepared

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The C.A.S. Dominant Eye roared with the sounds of straining gas and magic as it tore through the cloud layer, shouts from the Caribou crew echoing in the light of the early twilight. The captain of a vessel, a grizzled silver-furred buck, snapped tersely at his scrambling crew, desperate to keep his own paranoia in check. This wasn’t right, not at all. First, it had been the utter radio silence of all the eastern forces. The garrison commander of Section 2, formerly the decadent pony name of Ponyville, had been supposed to send in a tithe of the minerals pulled from the ground, and a situation report, over a week ago. But it had been utterly silent, and all runners sent to check out the situation had gone missing as well.

And to make matters worse, now the siege commander of the Changeling Hive in Section 45 had gone dark as well. There was simply no way the Changelings had broken the siege… right? The ground was scorched. The skies were tamed. There could be nothing left in Equestria that could hold their own against the Caribou. Right?

“Where are we, Navoc Bronzeeye?” he snapped to the smaller buck beside him, glaring down past the goggles he wore to keep his failing vision in check.

The younger Caribou, wincing at the tone of his captain, quickly pulled out his charts, tail flicking nervously.

“We should be passing through the old Pegasi sky-sector, Captain,” he managed without stammering, a personal best for the buck.

Turning forward, the Captain smirked at the darkened, yet empty, clouds. Pegasi. A race of cowards, unwilling to even face his kind in glorious combat when not backed by their decadent unicorns and powerless earth pony allies. He glanced back at the twin Ferse-hoof guns, jutting off the side of the main gondola. He’d like to see pegasi take on his airship. Flying into a hail of bullets, the bird-brains would be red paste before they could even think about-

A crash of glass shattered the captain from his thoughts, and something warm trickled down past his eye. Spinning as fast as his large body would allow, he gaped down at the now headless body of the Navoc, blood fountaining onto his now-ruined charts.

“Evasive action!” the captain roared, “All hooves to battlestations, I want-”

With a roar of tearing cloth and whine of ricocheting bullets, the pressurized glass of the gondola erupted; tracer bullets ripped through the cabin, and blood fountained from the Caribou who had charged inside at their captain’s orders. Swiveling his head about frantically, he caught sight of the attackers for a brief second: a flight of pastel colors, and bright blue uniforms. Pegasi?

“That impossible,” he murmured, then scowled.

Perhaps they had found their spines after all! Standing up, the old captain hissed at the lightning bolt of pain that lanced through his side. He spared it only a glance; a through-and-through on his right rear leg. He’d manage. Hobbling as quickly as he could to the port gun, the old buck let out a challenging roar, magic arcing from his horns to grab a hold of the Ferse-hoof. Moisture-laced clouds bucked against the Eye, and the old captain had to squint his eyes to see- yes! A small group of pegasi were diving on his position.

Yanking the Ferse-hoof up as far as it would go, the old caribou roared again as rifle bullets sliced up at the decadent, cowardly ponies. He would show them how far his kind had come since their retreat from the war. He would die before letting his ship fall to their hooves. Blistering fire answered his Ferse-hoof, and the old buck hissed as they tore into his sides and neck.

“COME ON!”

The flock suddenly broke off, and it was only two ponies he was facing; a brilliant shock of rainbow mane, and a deep, fire-orange, both pressed together. He snarled in satisfaction as he saw the dark, stick-like shapes of their guns torn away, most likely from his bullets. But why hadn’t the ponies succumbed? As they grew closer, he could even see the bullets ripping through them, but all they left behind were odd glows of red, like molten blood. And what was the cone of light forming around them?

A line of magic lanced from his antlers at the diving pair, only for it to be batted aside like a stinging insect. But the potential power he sensed.

“No…”

Ferse-hoof still firing, the captain could only watch in horror as the two pegasi pulled up at the last second, ripped into his cabin… and detonated a tactical Rainboom in the confined space. Rainbow and flame erupted into an arc, obliterating the metal coffin and launching super-heated magic directly into the gas chambers above. Hydrogen caught fire within a millisecond, and the building pressure exceeded the bounds of the metal bindings that held the gas bag together. It erupted with all the grace and dignity of a bomb.

Rainbow Dash and Spitfire, holding each other tightly, pulled up from their dual Rainboom, panting heavily and glaring at the flaming wreckage as it sank into the clouds before. Both were fairly singed, and the red magic was only just receding, leaving the fur and skin back to its original state.

“Told ya I could do it too,” Spitfire finally managed, chuckling softly.

Rainbow Dash merely grinned, hugging her close to her barrel.
********************

Ditzy Do, captain of the Ponyville Air Scouts, whistled softly as she looked over at the war package the Ministry of Aesthetics ponies had delivered. Sparkler, having volunteered for the unicorn version of the Ponyville Scouts, gaped down at hers as well, while Dinky merely sat off to one side, smiling warmly at her family. Ditzy had to admit, it was somewhat odd to see her youngest now older in body than Sparkler, and nearly Ditzy’s age in appearance. But compared to the rest that had happened in the past twenty years, she was willing to let the weird slide. She was just glad to have her darling foal back, and alive.

Peeling back the paper wrapping, Ditzy carefully held the uniform to the light. It was a dark, mottled grey barding, designed to wrap tightly to the wearer and obscure them in the thick grey clouds that hung over Ponyville at all times. They needed to re-water the ground; twenty years without rain had done it no favours, after all. Next to that was a grey muzzle wrap, and a coal-scuttle helmet. Due to her rating for the new ‘machine guns’ being produced in Cloudsdale’s booming gun factories, Ditzy’s helmet had a triple bronze piping along the side of her helmet, and her barding was cut to allow the stashing of machine gun clips. Sparkler’s uniform was a greener color, but still mottled with grey. Some plants had begun to grow back, but only the hardiest of shrubs and grasses at the moment. Enough to feed the living ponies who had come back to their home, but only just.

Sparkler had been rated as a markspony by her tests for the scouts, which gave her a rifle-outline stamped onto the sides of her helmet. Her barding was sleeker, cut down to avoid any unnecessary catching in thick brush. The young unicorn smiled sheepishly at her mother, though she couldn’t help but be somewhat proud of herself.

“You’re gonna look pretty snazzy in that, love,” Ditzy told her lovingly, grinning as her daughter’s face scrunched.

“Ugh, mom, nopony says snazzy, anymore.”

“Mmmhmm.”

Dinky giggled from off to the side, “You guys can say whatever you want, nopony is gonna judge you. Trust me.”

Dinky had been settled into the uniform of the Royal Magic Corps; a dark set of leather barding, armor plates covering her sides, but leaving Dinky plenty of room to spin and twirl the bladed staff across her back, or levitate the twin pistols from her belt. Both weapons were brand new, and from Canterlot, but Twilight’s Imperial Knights had got first pick of all new technology the factories sprung out. A proud smile split across Ditzy’s muzzle as she looked her daughter over, and thought of how close she was to the Empress. Getting Twilight to agree to be her teacher, all those years ago, had been scary… but so worth it. It had given her family such a wonderful friend, and now…

“When you head back to Canterlot, love, give the Empress my best,” she told Dinky softly, blushing a bit.

Sparkler nodded immediately as well, opening her mouth to reply when Dinky held up a hoof to forestall her, a warm smile on her face.

“Twilight wanted me to tell you both… you’re welcome in the palace anytime. And you’re her friends, mom. Sparkler. It’ll always be Twilight to my family.”

Ditzy chuckled softly, nodding, “Alright then.”

Sucking in a breath, she scooped up her uniform, turning a determined eye to Sparker, “Let’s get dressed, love. We have to be ready to present to Applejack in an hour.”

“Right!”
**********************

Applejack, Countess of Ponyville and the surrounding farmlands, let out a soft, nervous breath as she stared in the mirror. The young farmpony had never, not in a million years, thought that she might be brought up to nobility. Hay, she never thought she might hold what was practically a hegemony on all of Ponyville! Maybe an apple monopoly, but…

“Enough doubts, Applejack,” she whispered to her reflection, “You got a duty now.”

Hay, she always had duties. How was this any different? ...okay, it was different. She held hundreds, maybe even thousands, of lives in her hooves. But she wasn’t alone. Not even a little, really. Big Macintosh was her right hoof in all this, and it had been his quiet support that had kept Applejack sturdy. It was sad, not having Granny Smith around anymore, but Applejack could always feel her presence in the old farmhouse. Just like…

“I’ll make ya proud, ma, pa,” she whispered again, steeling herself before turning to shove the double windows open, peering out.

Cheers greeted her in an instant. The ponies of Ponyville had needed something to cheer about, and Pinkie Pie and her Ministry of Laughter had been damn sure to make this an event to cheer on. Streamers and pennants waved on the stalks of her re-growing apple orchard, and her barn and farmhouse had been re-painted back to their former glory. Beneath Applejack’s windows, standing at attention, was the glorious sight of Ponyville’s standing militia. Rarity’s Ministry had definitely given it their all, and then some.

The first three lines of twenty ponies each were outfitted in brilliantly polished, blackened steel armor, with crests of purple running down their full helms. All of them undead ponies like herself, they wielded an assortment of heavy halberds, hammers, and swordpoles. Behind them, in five lines of fifty, stood the mix of living and unliving ponies, dressed in their dark barding and cloaks, all wielding new Cloudsdale rifles and machine guns either across their backs or on their battle saddles, the masks for their muzzles tugged up to complete the image. And finally, behind them stood the Imperial Knights assigned to the town. Applebloom stood tall at their front, and Applejack’s heart soared in pride at the sight her little sis showed. Dressed in shining red armor, the young Apple had an axe across her back, the haft molded to fit easily into her mouth with just a turn of her head. Behind her stood Scootaloo and Sweetie Belle, both fairly close to each other. Scootaloo’s armor was slimmer than Applebloom’s, criss-crossed with rainbows and the new Imperial crest emblazoned on her chest. Two hoof-blades gleamed on her forelegs, and a machine gun was bolted carefully to her battle saddle. Sweetie Belle wore the Magic Corps armor of tight barding and slim armor plates, a small smirk gracing her beautiful visage. She wielded no weapon. None but her voice…

Despite the glorious feeling the image provoked, Applejack couldn’t help but mourn the innocence of her Ponyville neighbors. War was in their blood now. Or whatever passed as blood, until the day Twilight could restore them all to true life. And even when they were cured, weapons and armor would always have a place in the Equestrian home, more so than their tools and art once had. Maybe someday, the war would fade from their minds. Applejack sure hoped so. And perhaps, the more she did for her Empire, the sooner that day would come.

And to that thought, Applejack raised her hoof, and smiled at the roar it brought from her friends and neighbors. Ponyville was reborn.

Chapter 9- It Begins

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Fjolnir Steelhoof scowled deeply as he stormed down the steps of the Hall of the Conquerors, grumbling faintly under his breath. The damned High Priest was really starting to get under his fur. No messages had come from the Military Governor, or his son, Svoln. There was no reason for Fjolnir to pull troops from the Griffin campaign to criss-cross Equestria for survivors. If there were any, they would be starved by now, and hardly able to mount any kind of resistance to the garrison forces. He had bigger things to worry about, like the breeding camp that had been found completely emptied, and the surgical strikes on supply depots in the Nation itself. Rebels were of more concern to him than foolish rumors of-

The Caribou commander’s train of thought was shattered as something small and furry stumbled into his path. With a warrior’s reflexes, his magic lashed out to grab a hold of the obstacle- a pony mare with ratty fur- and fling her roughly against the statue of Celestia.

“Watch yourself!” he hissed, magic lashing the mare several times, “You fucking slave! Or I’ll flay you alive myself!”

“I-I’m sorry, my lord!” the pony wailed, writhing and sobbing as blood flowed from the severe lashes the magic had cut into her side and hooves, “I-It won’t happen again!”

Fjolnir glared darkly at the mare. Perhaps a good skull-fucking would teach the klutzy little mongrel to- A twitch of magic hissed through his brain, and the Caribou growled again. That fucking PRIEST. Spinning around tensely, Fjolnir marched back up the marble steps, reluctantly planning a small expeditionary force to send to Equestria. He never noticed the crooked smile on the face of the mare, nor how her blood seemed to seep into small cracks at the base of Celestia’s golden-shod hooves.

“Hehehe… tick tock… tick tock…”
*****************************

“Fillydelphia and Manehatten must fall as one, or we risk the Caribou regrouping in a particularly difficult zone to breach.”

Twilight Sparkle stood at the head of the circular tactical table, a purple hoof slowly tracing the path of battle she had set forward, leading from the Ponyville marshaling site, to the split at the Northern Crossroads. Scouts reported that the Caribou had a small garrison at the crossroads, one they would quickly overwhelm with a pegasi strike force. This complete, Twilight would take the Ponyville Scouts and the Magic Corps to Fillydelphia, along with a combined undead and living army of five thousand, while the Countesses Scratch would lead their army of Canterlotian survivors and Los Pegasus Militia, numbering well in the six thousands, to liberate Manehatten. At the same time, Queen Heartstrings, in an alliance with the other newly raised Queens, would attack from the Badlands, retaking Apploosa and Dodge Junction before their garrison commanders could be warned. All in all, it was a lightning strike. In one fell swoop, Twilight would retake most of Equestria. She hoped.

“You’re certain that you don’t want any of the Cloud Cruisers, Empress?”

Spitfire, Duchess of Cloudsdale, frowned as she looked the battle plans over with trained eyes. Unlike many of the new nobles, Spitfire opted for nothing more than her officer’s uniform, which Twilight found refreshing.
Tapping a hoof on Manehatten’s place on the map, Spitfire glanced up at Twilight curiously, “The Caribou rebuilt a lot of the old skyscrapers for their airships.”

Expecting the question, Twilight grinned at her general.

“Quite certain,” she replied slyly, “They’ll be expecting an aerial attack. With the loss of the last airship, they’ll be paranoid, and be expecting an attack from the cloud cities. All their defensive focus will be on those towers.”

She nodded over to Pinkie Pie, who was giving the battle plans a nearly sadistic grin.

“Our cannons will fire from the forest, with spells negating the noise. When the airships explode, they’ll be looking skyward. They won’t expect a ground force to hit the lower camps. Or expect them to dynamite the tower bases.”

A single eyebrow raised a few inches on a fiery face.

“You don’t want to keep them intact for the re-construction?” she asked slowly, tilting her head.

Twilight was silent for several moments, peering down at the Equestrian map with a neutral expression. She was so quiet, that when her hoof slammed onto the solid oak with her full force, every pony but Pinkie Pie jumped back in shock.

“No,” Twilight hissed, magic burning the parchment with a soft hiss, “They built on our dead. The Caribou tried to claim our city as their own. Before a single building goes back up, anything the Caribou built- ANYTHING- will be shattered. The same goes for Manehatten. And Trottingham, and all the ground cities. I won’t have any Caribou taint left. Not. One.”

Closing her eyes, the alicorn sat back on her haunches, taking a few deep breaths.

Heh. Lost my cool, there.

Opening her eyes again, Twilight did her best to hide a sheepish smile. The other generals had edged back a bit, glancing between themselves, but Pinkie Pie and Spitfire nodded in understanding, both ponies glaring at the others till they respectfully moved back to the tables.

War will get back in their blood before too long. I’ve had too long to think of my reasons to hate the beasts.

“Good. You all know your places and positions. Spitfire, you and Cloudsdale’s levy are in charge of taking the rail-line into the Crystal Empire. You’ve gone over the plans I sent you?”

“And memorized, Empress.”

“Excellent. Dismissed.”
********************

Military Governor Karl Redhide had to struggle- very hard- to not throttle the messenger buck kneeling in front of him. A massive specimen among a large species, Karl was used to getting his way with his size. This messenger in particular was practically grovelling at Karl’s hooves. But it was quite… frustrating, not to be able to take out frustrations on his underlings. He needed every single one, unlike back home. If he were back home, well…

“So let me get this straight,” he replied slowly to the shaking Caribou messenger, “The Dominant Eye, our largest and best bombardment airship… was taken down. By ponies.”

The messenger gulped thickly, “W-we… we aren’t e-entirely sure, Governor. I-it could have been b-birds in the engines, or e-errant lightning, or-”

“BIRDS!?”

Karl had been having a rough week. He was allowed an explosion or two. Heaving himself out of his throne, the gargantuan Caribou glared down at the quivering, pathetic excuse for a male. Maybe just a little torture was in order. It wasn’t like he couldn’t fire a rifle with shaved down antlers, right? Karl’s growing grin was obliterated in a fraction of a second by a dull boom. And a second. And a third, which had by then activated the wailing alarm system; something outside was roaring loudly, almost like…

Paling, Karl raced towards the side door leading to the balcony overlook of the base. His magic reached the doors before him, flinging them open with a thunder that paled in comparison to the chaos outside. Burning with a brilliant red flame, and dotted the explosions of cooking off ammunition, the last three airships possessed by the Equestrian Garrison forces burned away, floating slowly towards the ground of the scorched Fillydelphia.
***************************

“Excellent shot, Pinkie Pie,” Twilight whispered; not that the sound would carry beyond the null-sound field.

The barrage had gone off just as planned, with the fire-magic laden shells punching through the protective shields of the airships, and setting their flammable gas-bags alight. The holes had quickly burned out wide, so there was little evidence as to which direction the shots had come from. And, as Twilight predicted, the Caribou searchlights were pointed skyward, Ferse-hoof tracers flashing up into the thundering clouds Twilight had had her undead pegasi set up early. The same undead pegasi who were now hiding in said clouds, waiting for the attack to begin below. Twilight had to work hard to resist a fairly evil-sounding cackle.

This was it. Within a few days, the Empire would consume the major centers of Equestria once more, and push out the biggest force of Caribou left in the country. Twilight would have an open lane into the Crystal Empire and, from there, a clear avenue to her goal. Shining Armor and Cadance would provide her with allies and much-needed infrastructure. ...and possibly counselling. But first…

“Knights.”

“We are here, our Empress,” the three mares replied quietly, taking up positions on each side, and one in front, of Twilight.

All four stared up at the flaming skyline of the city. The thermo magical weapons had obliterated most structures taller than two stories, and the Caribou had only rebuilt a few structures to serve as barracks and depots for their battlewagons. Twilight, who had visited Fillydelphia several times as a filly, sighed faintly. Such a cultural hotbed, reduced to cinders. So many bodies… so many souls in limbo… Red magic began to glow around her horn, creeping out to begin suffusing the closest building.

“Begin your assault, my Knights.”

The Battle for Equestria had begun.

Chapter 10- Enough?

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Applebloom led the initial charge against the outskirts of the Caribou camp. Outfitted in her apple-red plate, she looked like an ancient pony spirit of war, screaming a battle cry as she burst through the smoke and debris of the flaming airships. Behind her came the rest of her pony-at-arms, halberds and swordpoles jutting from their battle saddles. Mail and plate glistened in the fire light, and a feral smile broke out on Applebloom’s muzzle; they looked like a glimmering, metallic wave. Just far more deadly. Turning forward, Applebloom adjusted the aim of her halberd; the iron blade had been beaten down from one of the Acre’s old plows. A bit of irony, on the behalf of an old proverb Granny had told them. Granny…

The old mare had been unable to handle the stress of the initial bombardment. The first shock wave had stopped her old, frail heart cold, and she’d never come back. Applebloom and the Crusaders had burned her on a pyre, in the Old Pony way, deep in the Everfree, and scattered her ashes in the river. Applebloom had not bothered to ask Twilight to bring her back. Granny wouldn’t have wanted to see Equestria this way. Of course, none of them truly did…

“To the left!” One of the chargers roared out; Applebloom whipped her head about.

Twenty Caribou were gazing fearfully skyward; several were shining large, bolted searchlights up into the sky, while others had their magical grips on their breech-loading rifles. With the chaos and commotion of the collapsing airships, and the added din of small cannons firing into the sky, none of the soldiers could hear the charge. Tensing her hind legs, Applebloom launched her smaller form off a sloping piece of steel. Just on a stroke of luck, the targeted Caribou glanced up, eyes widening in terror, the split second before the halberd carved his skull in two gory halves. Screams and gurgles lanced through the din of the fiery night as the ponies struck, blades piercing flesh and punching through leather uniforms like they weren’t even there. The searchlight crew never knew what hit them, and the surrounding Caribou seemed stunned, watching the carnage unfold with horrified eyes. A halberd smashed the searchlight, the brilliant beam of light fading away, leaving nothing to see the ponies by but for fire light and the red, gleaming light of death’s-eyes.

Applebloom’s teeth flashed red in the light. For Granny.
*************************

Sweetie Belle smirked as she sauntered her way into the Caribou barracks, horn glimmering with magic. A roar rocketed from the back of the bunkroom, and several rifled bullets slammed into Sweetie’s shield. A flicker of annoyance ran through the mare’s mind, but she didn’t let it show on her muzzle. Poise is everything, as Rarity would say. Rarity… Music began to whisper through the barracks; a deep, tribal beat, fast-paced and sinister; the Caribou in the barracks, three young bucks in officer’s uniform, blanched and frantically attempted to reload their weapons, fumbling with their magic.

“Now, now,” Sweetie whispered softly, “None of that now.”

Sweetie Belle had learned about magic and its effects during her time in the Equestrians wastes. One important piece of knowledge, and a school of magic that she had discovered was her special talent, was auditory magic. Harmonics. And the basic knowledge of harmonics taught that all things- whether they be living, dead, undead, or inanimate- have a frequency. With a pulse of her horn, the bucks howled in pain and shock, their wooden-stocked rifles exploding around them. One buck went down in a heap, scrabbling at his eyes and yowling, while the others pressed back against the walls in terror. One, a silver-eyed buck, darted his magic towards a pistol on his belt, yanking it up… and screaming as the gunpowder exploded, blowing off a decent chunk of his left antler rack.

“I said,” Sweetie snapped, voice verberating like a discordant violin, “None of that. Somepony might get hurt.”

The two mostly uninjured bucks exchanged glances with each other, and then over at their fallen comrade. Silver-eyes glanced back at Sweetie Belle, defiance in his eyes.

“Let us go, pony,” he demanded in surprisingly passable Equestrian, “And w-we can forgive this-”

“No.”

To Silver-eyes, the denial was simple, soft even. To his uninjured partner, however, it felt like a thousand needles had been driven into his hooves at once, and he squalled in agony, falling to his side. Silver-eyes yelped, barking a frantic question to him in Caribou before looking back to Sweetie Belle, eyes wide. The mare was smiling softly, maroon eyes glinting in the bright gas lights of the room.

“We have far too much to do, my dear. I have a song for you, in fact. Would you like to hear it?”

And so the screams began.
***************

“ENOUGH!” Silver-eyes screamed, voice raw and choked, “Please, in the name of Ash’ei, enough!”

Sweetie Belle blinked, voice dying mid-sentence, much to the relief of the blinded buck. All three Caribou were crumpled to the floor of the dirty barracks, massive body shaking and sobbing in agony, though there was nary a mark on the lot of them. Not on the outside, at least. Her mane, formerly tied back in a bun for her helmet, had fallen loose during her “performance,” bangs hanging low in front of her gleaming eyes and twisted muzzle. With a crunch of broken glass, Sweetie stepped forward, and Silver-eyes paled as her muzzle opened again.

“Enough?” Sweetie hissed, voice like an obsidian knife straight to his chest, “Enough!?”

“H-haven’t we s-suffered enough?” Silver-eye’s squadmate White-hoof wailed, half in terror, the other in mad hope, “I-I can’t bear this! Please?!”

Silver-eyes couldn’t even gulp as he watched the mare transform in a cold, broken rage. White-hoof had asked the exactly wrong question, at exactly the wrong time.

“NO!” she roared, voice overpowering the loud snap that echoed from White-hoof’s left rear leg, and only just conquering past his answering shriek, “IT’S NOT ENOUGH!”

The breath was forced from Silver-eyes’ lungs as he was magically grabbed about the neck, lifting him bodily off the floor, then slammed into the barrack’s wall, showering them all in dust.

“Did you even have a reason WHY!?” Sweetie hissed out, “Countless sons and daughters had to DIE?!”

Glass levitated off the floor, tinkling in the gas light as it sliced through the air. Silver-eyes stared dumbly as his right forehooves fell away in a spray of blood.

“Can you even comprehend the PAIN?!” she was yelling at them, White-hoof’s shrieks rising with her volume.

“How about when your own have died!”

A pulse of magic, and Silverline’s screams were cut off with a meaty crunch.

“Or when your soul is frozen!”

Cold rushed up Silver-eye’s chest, and he screamed hoarsely at the shock. He fell back against the wall as the magic released him, staring wide-eyed into the mare’s grief-induced, enraged eyes.

“When your heart is broken, a thousand times!”

The bunks around the two bucks shattered and splintered, the jagged ends turning towards them like shattered missiles.

“Is that enough?”

Outside the barracks, the outer wall was pierced by a thousand shards of wood, all coated in gleaming red. Nopony paid it any mind. Nor did they mind the cloaked pony who stormed away from the scene with a teary trail. None but an orange-coated pony, who flipped a torch into the tomb before fluttering quickly after the cloaked pony, into the dead city.

Chapter 11- Rises

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Ditzy Do let out a deep breath as she scrunched her body in among the little machine gun nest she had dug for herself in the clouds. Several feet to her left, Sparkler had dug out a shallow ditch in the fluffy material, allowing her body to stretch out comfortably, and see down the scope of her sleek new rifle. Known as the LS-1, or Longshot, it was made entirely out of rust-proof metal, treated in Cloudsdale itself, with small sockets for magical gems. The gems kept a constant magical field around the bullets as they fired, cutting down on the wind resistant and shear to almost nothing. This high up in the clouds, with the trade winds blowing fiercely against the pegasi cloud anchors, that would be desperately needed to make any shot accurate.

Ditzy’s gun, the MG-1, was not as sleek; the barrel was boxy and holed like swiss cheese, to allow it to cool down between bursts. Lines of diamond-tipped, armor-piercing bullets run into the firing chamber, and the grey pegasus had made sure to keep at least twenty boxes of the ammunition scattered around her nest. Behind her sat several cloud carrier ships, each stocked to the brim with the machine gun and rifle ammunition. Twilight’s plan had them firing non-stop for the entire fight, at least until the last of the skyscrapers fell; they would need all the extra ammunition they could get.

To say Ditzy wasn’t nervous was a massive lie. Heck, judging from the twitching feathers and stiff tails of all the pegasi on the firing line, they all were incredibly nervous, both living and dead. Some of the undead had fought at Ponyville, but never against so many Caribou. Others, like Ditzy, had never fought at all. The living pegasi, almost all of them hailing from Cloudsdale, had spent the last twenty years or less being taught to fear the Caribou. To flee, rather than fight. It was… jarring, at best.

“Hungwy, miss?”

Ditzy blinked and glanced back, smiling softly; a sky-blue maned filly was smiling up at her sheepishly, a tray taped to the front of her chest, loaded up with sugary sweets. Those were more for the living pegasi, to keep their energy up, but…

“Sure, why not?” she replied happily, carefully scooping a banana muffin off the tray.

Taking a bite, Ditzy sighed happily; she didn’t need the muffin, none of the undead ponies truly sustained themselves on food. But it was still nice to eat, to revel in the tastes of her old life. The filly, beaming proudly, buzzed over to Sparkler, who happily reached for a cupcake, when a loud whistle rang out from the command barge. Well-trained, Ditzy and Sparkler both spun back to their weapons, while the filly took off like a shot back to the protected and armored supply ship. The signal had gone up, and the time for battle had begun.

With a swipe of Ditzy’s hoof, she cleared the camouflage cloud in front of her nest, and she couldn’t help but gawk for a moment. It was chaos. Pure, and utter chaos. Fires raged out of control on the city floor, and many of the piercing searchlights on the ground had gone dark, and those on the skyscrapers had flipped down to gleam on the armored forms of the undead berserkers and knights, engaged in vicious hoof-to-hoof combat with the Caribou on the ground. From her vantage point, Ditzy’s pegasi eyes could see those on the towers moving small cannons and Ferse-hoof guns into place. Each tower was a massive gun nest; each a fortress that would take ponies days to clear, floor by floor. Each was a giant bomb in the works.

Tapping a red gem near the base of her trigger, Ditzy let a small smile grace her muzzle. She’d have to fire in bursts with this, but…

“Release TARTARUS!” The commanding pegasi roared over a magically amplified loudspeaker.

The gunners of the Ponyville Scouts, the Cloudsdale Air Artillery, and the Los Pegasus Sniper Battalion were more than ready. The crackling thunder of over a thousand guns roared at ‘Release.’ The MG-1 sounded like tearing cloth as Ditzy pulled up on the hoof-designed trigger, bucking against the mare’s shoulder with each burst. Fire-enhanced tracers hissed down through the moist clouds, and a wider smile broke out as they tore into the nearest skyscraper. Windows shattered with sprays of sparks and tinkling glass, and several walls inside instantly caught fire. A Caribou to the left of the first burst suddenly staggered out the hole, mouth opened in a wide scream. Sparkler let out a whoop.

Baring her teeth, Ditzy turned her gun towards a small battery of cannons peering down through the upper floors of the skyscraper, and sprayed a longer burst; near the end, just as her vision cleared, a vicious explosion decapitated the building, sending the weakened upper floors crashing down for at least twenty stories. A resounding cheer rose up among the gunners, and fire began to focus along it in particular. Glass and gunpowder stockpiles exploded every half-second as thousands, perhaps millions, of rounds tore into the Caribou-made structure. Several Caribou, completely ablaze, leaped from the middle stories, but Ditzy paid them no mind, already switching her aim to the next building in line. This… this was stress relief here. ...though she could use another muffin.
************************

The explosions along the skyscrapers were a signal all their own. With a roar, the living ponies of Twilight’s army burst from their hiding places among the wastes and forest, thundering across the dust into the flaming and blood-soaked streets. Rifle and machine gun fire erupted like lightning from their weapons, catching Caribou as they took aim from towers and skyscrapers. Answering shots rang out, but the line hardly wavered; Caribou shot was inaccurate at best in the tumult and chaos, and Magic Corps unicorns were constantly spell-weaving, keeping a mass shield in place in front of the charging ponies, and healing those who were hit.

“With me!” Dinky barked firmly, diving under a flaming battewagon; a squad of ponies, dressed like Ponyville Scouts, surged after her.

It had been Dinky’s idea to form the squads around their machine gun; one pony would have the MG-1 strapped to their battle saddle, while those in their squads would either carry the T-1 clipped rifles, the SR-1 submachine guns, or one of the enchanted fireball launchers, colloquially dubbed the ‘Ducks.’ Weird name, true, but after hearing a few too many practice sessions devolve into what was basically ponies shouting various forms of ‘shit!’ or ‘duck!’ the name stuck.

The Imperial Knight glanced back at her followers, checking to make sure they still had their weapons… then double-taked, red eyes widening.

“Rumble!?”

The grey-furred stallion winked at her playfully, his wings flapping lightly to keep him moving just ahead of his squadmates.

“Lady Dinky,” he replied smoothly, “Good to see you again.”

Damn Rumble, you… grew up.

Doing her best to control her blush, Dinky jerked her head forward, eyes alighting on the base of one of the skyscrapers.

“I need you to cover me while I bring this big boy down,” she ordered firmly, “Set up a Fighting Position.”

Nodding, Rumble whistled to his squad, motioning around to various lines of cover; Dinky was pretty impressed. These ponies had taken their training seriously. Rumble grunted as he tugged his machine gun loose from his saddle, setting it carefully atop a pile of steaming rubble while a fairly pudgy stallion moving to help set up the ammo positions. A Pony rifle cracked nearby; one of Rumble’s squad, only his ice-blue eyes showing past his helmet and mask, was standing atop a fallen battlewagon, biting down on the bit-trigger as fast as he could. Rumble took one look up, cursed, and immediately launched against the machine gun, taking aim.

“We’ll hold them, Dinky!” he yelled out, a burst from his MG blowing away anything that came after it.

Let’s do this then.

Closing her eyes, Dinky let her magic spiral out, tapping into the ley line underneath the tower itself. Magic, like tiny roots, began to travel up…
*******************

Twilight flared out her wings as the teleportation aura faded, red eyes narrowing lightly in the dim lighting.

“GET THOSE CANNONS MOVING, ASHEI-DAMNIT!”

Thank you, Mr. Governor.

The bellows were rolling up from the balcony window; a massively bulked Caribou male was practically breaking the door frame, leaned out over the railing and roaring to the Caribou below. If it hadn’t been for Twilight ordering the snipers specifically not to target the Caribou’s leader, he would have made for quite the perfect target for her ponies. A smirk curled on Twilight’s lips.

“Excuse me, sir?” she asked politely, “Might I have a word?”

Caribou rarely lived long being fools, and Twilight knew this well from her pre-War studies. This particular Caribou male was no exception either. His magic lashed out as he was backing his bulk out of the door frame, trying to turn. It was powerful magic, honed under decades of hard use and battle experience. Twilight Sparkle’s shielding spell batted it aside like a child’s ball.

“You,” the elder Caribou hissed as his eyes alighted on the smirking alicorn.

“Yes. Me.”

His magic whipped out again, but not towards Twilight. Instead, it scooped a battleaxe off its placement on the wall; it was an old axe, forged in the days of the Caribou raiding past. Blood had crusted along the haft, but the blade was keen and sharp, practically singing as it sliced the air on its journey back to its wielder.

“I knew I should have kept a watch on you,” he rumbled out, spitting off to the side in disgust, “Or at least melted lead on you before we put you in that damn cage. Bah.”

“You should have,” Twilight agreed wholeheartedly, then chuckled faintly, “But you didn’t. We all have consequences to our actions, Governor. This is your’s.”

The old Caribou snorted, pawing the ground slowly, his sharp hoof drawing sparks off the concrete floor.

“I, Karl Redhide, challenge you to honorable combat,” he intoned, the axe spinning lightly in his magical grip, “Combat to the death, or the other yields. Do you agree, Princess?”

Twilight’s mouth twitched once before she responded, “It’s Empress now. And yes, I agree, Karl Redhide.”

Gleaming, sharpened teeth met her agreement, and Karl reared up in challenge, “You’ve made your last mistake, Em-”

Bang.

Two hundred pounds of battle-toned Caribou muscle and leather slammed into the ground, a neat hole smoking in the center of Karl’s forehead, just beneath his antlers.His battleaxe, sworn to follow its owner into death soaked in blood, fell with a clatter to the concrete, unbloodied and dishonored. Snorting, Twilight holstered her pistol, turning smartly from the room, and teleporting back to her battle lines.

Fool.
***********************

Back in the capital of the Caribou Nation, three Caribou males were roused from their game of cards by a loud, obnoxious klaxon from the magical instrument panel. Cursing, Rolf Goldhoof scowled as he got up from the table, idly kicking a ratty, yellow-furred pony mare out of his way. Peering down, he paled; instruments showed a massive spike of solar magic from the Conqueror's Way. Tapping a glimmering quartz, a golden statue of a sitting pony appeared on his screen, with several large cracks running up her metallic body.

Celestia… the pony Queen!?

“The containment is failing!” he shouted, fear giving his gravelly voice a definite edge, “Sound the alarm! Boost magical power to the field, we have-!”

Bang. Bang.

Rolf was already turning at the first gunshot, magic reaching for his pistol… which was no longer in the holster. The hornless pony mare was grinning up at Rolf darkly, his smoking pistol floating in a yellow magical field.

Bang.
***************************

It was early morning in the Caribou Nation. The Sun-Moon was slowly rising above the icy mountaintops, shining its twilight down on the busy industrial capital. Even though it had been nighttime, smoke still hung in the air from the twenty-four/seven factories churning out battlewagons and ammunition for the Caribou military. The capital city was the focal point for their entire empire, their way of life and culture. The only city that could compete with it was, possibly, the Temple City to Ash’ei, in terms of size and importance to their race.

And in the early morning of the Caribou Nation, their very heart exploded with the power of an angry sun. Plasma roared skyward as Celestia’s statue exploded outwards, molten gold hissing out in a deadly wave that tore through the steps of the Hall of Conquerors. Feet away, Luna’s platinum melted away in an instant, flashing into glass as her magic joined with that of her sister. Silver and gold rose skyward; the marble and stone beneath them warped and twirled in the strength of their magic. All the statues of the Way melted in a matter of seconds, the skeletons within burning to ash milliseconds later. The molecules of the precious metals swirled around them; Luna’s eyes turned to the Hall, sending the ball of molecules up to the center of the Hall. Celestia’s gaze followed her sister’s, and her magic gave a subtle twitch.

Atomic fire ripped through the seat of Caribou power; as the fireball rose high into the polluted sky, the very oxygen caught fire, ripping through the city with hundreds of thousands of secondary explosions, each Caribou home a miniature bomb. Luna, her horn blazing with a magic, hummed softly; hundreds of ponies- every slave kept in the capital, in fact- reappeared around her, eyes glistening with magic to protect them from the damage. Stunned and overwhelmed, they all bowed before their diarchs, heads resting just above the warping, molten ground.

A small, ratty yellow mare appeared in the air beside the diarchs, her yellow eyes reflecting the light of the atomic fire that raged over the heart of the capital. Her jagged-cut mane blew in the breeze, slowly transforming into a breezy white fluff of hair. Her feminine muzzle shivered lightly, shortening into one more cat-like than ponyish. A spiraling unicorn horn, alongside a slim white antler, grew through her blizzardy hair, while downy grey feathers grew down her elongating neck. Both diarchs turned their gaze to the draconequus, the power radiating out from them waning in their surprise.
“Discord?” Celestia whispered, her voice thrumming with the strength of her magic.

“What has happened to you?” Luna added, her voice echoing as if in a deep cave.

“I prefer Eris now, actually,” she replied warmly, single fang gleaming in the firelight, “ And it’s a dreadfully long story, that I’d be happy to explain now, but... I’m afraid it’s time to go. Equestria needs you both. And the Elements, of course.”

Celestia’s sun-like eyes turning back towards the hall; the six gems were floating serenely amongst the chaos and destruction, completely unharmed, and blazing with an inner light. Reaching out with her magic, they floated down to the grasp of the three. Turning their gaze southward, a single pulse blasted out as they mass teleported; the shock wave rumbled out with the force of a thermo magical spell, shattering what was left of the capital city in a brilliant blaze of light. All that was left was a swirl of gold and silver at the steps of the Hall, like a shattered cage.
*******************

Standing at the head of her army, Twilight nodded thoughtfully as she gazed down at her battle map. The last of the Caribou had been routed from the city, and were fleeing back to the north, minus almost all of their weapons. Her army had suffered only minimal casualties, and the new weapons had worked beautifully. Word from Manehatten reported that what was left of the Caribou Navy was sailing back to the Nation with all speed, and the city was in the hooves of the Countesses Scratch. The entirety of the Badlands had fallen to the Changeling Queens, and Los Pegasus had retaken their old stationing point on the western coast of Equestria. Once Spitfire and Rainbow Dash returned from their mission, they could-

A bright light obscured the map, and Twilight frowned slightly.

“Dinky, pull the lamp back, I can’t see,” she ordered distractedly.

“E-empress… l-look…”

Frowning at the awe in her voice, Twilight glanced up… and froze, her eyes widening as her heart soared. Gleaming brighter and brighter as it rose higher into the sky, the sun blazed in all its glory, washing over the ponies as thousands of knees bowed low. Dinky hesitated a moment, glancing at Twilight… and smiling widely as she watched her Empress bow as well, tears of joy glimmering down her muzzle.

Chapter 12- Darkness Unveiled

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Celestia blearily opened her eyes, wincing softly at the brilliant light of her sun, lifting a hoof to shade her eyes.

Oh… oops. It should be night-time. But Luna should have covered for her… right?

A shadow blocked the light, and a relieved sigh bubbled out of her chest.

“T-thank you,” she whispered.

A girlish chuckle answered her, and a talon slowly stroked the silky fur of Celestia’s muzzle.

“You’re quite welcome, Celly dearest.”

Blinking slowly, the Princess carefully rose to her side. Discord- no, Eris now- was coiled up comfortably in front of Celestia, a playful smile etched across her feline features. Celestia had known Eris for a very long time, and even with this body change, she could see the signs of incredible strain around her eyes. Her skin, fur, and scales were dull, and while she had used to practically thrum with chaos magic, now she barely gleamed with it. Frowning slightly, and feeling fairly weak herself, Celestia glanced down at herself.

Her mane and tail were no longer the breezy, shimmering rainbow it had once been, and had reverted to the soft pink of her youth. Her body had shrunk down a good few feet, now more around the size of Twilight after her transformation. Peeking up, she spotted Luna; she too, was missing her night sky mane and tail, and was the same size as Celestia. Filthy and ratty-furred foals practically covered her, snuggling firmly against the Matron of Orphans as they all slept. Celestia’s eyes teared up a bit. Her ponies…

The last she had seen of her ponies before that ghastly ritual had been of yards and yards of impaled ponies, screaming in horrific agony, and pleading to be saved. For Celestia, whose divine spark had always been brightest amongst the Sisters, the prayers had been overwhelming, and the sense of death… Turning, Celestia violently retched, sobbing in between each gut-wrenching movement. She felt weaker than she had in eons. What she and Luna had done in the capital… power had flowed directly from their sparks and, while incredibly powerful, it was also incredibly taxing on their bodies. Celestia would be surprised if she could levitate a cup for more than minute, at that moment. Movement shimmered around her peripheral, and Celestia blinked in surprise as nuzzles surrounded her, warm bodies pressing against her, and gentle voices attempting to soothe their diarch.

Hundreds of ponies surrounded their diarchs; most were thin, and all obviously abused and beaten, but the shining hope in their eyes were enough to lift a small smile out of Celestia.

“Not a single one left,” Eris told her, chuckling softly, “Even after I told them they were free.”

“W-we had to make sure y-you both were alright,” a mare whispered, trembling a bit.

Celestia looked her over curiously. She recognized this pony; though, she tended to remember most ponies in her kingdom, with her eidetic memory. Roseluck. Florist out of Ponyville. A friend of Twilight, who had gotten Celestia to use the young Earth Pony as one of the decorators for Cadence’s wedding. The poor pony had… aged well, actually. Frowning, Celestia scanned over each of them. Few looked much older; even those she remembered as foals and fillies seemed… stunted. And the background magic suffusing them… she would have to check this back in… Canterlot.

Sighing softly, Celestia leaned down to give the Earth Pony a gentle nuzzle along her ear, frowning at her shorn mane.

“Let that grow back out, dear,” she suggested with a warm smile, “You looked better with it.”

Roseluck blinked, pink suffusing her cheeks as she smiled up at her Princess, “I-I think I just might.”

Grunting softly, Celestia slowly rose to her hooves, wincing faintly before waving off her ponies when they raced over to help her. She needed to see where they were. The mass teleport had definitely taken them out of the heart of the Caribou Nation, that she was sure of. They had re-appeared on a ledge, protected from the elements by an overhang of rock. A trail led down from the ledge to a thick forest, and to the north was…

“The Crystal Empire,” Celestia breathed, her eyes widening.

Smoke rose all around the great purple shield that had formed around the ancient city-state. As she watched, something exploded, to little effect, atop the dome. Her niece was under siege. At least she had survived…

“Oh Twilight,” Celestia whispered, closing her eyes.

The fate of her precious student, to see all of her subjects so debased and massacred… And then… Celestia blinked, frowning as her memory warred with her logic. Twilight had been locked in a cage, atop the cloud-choked Canterlot skyline, last she had seen. Had the Caribou left her there? Surely they would have killed her. ...wouldn’t they? Scowling slowly, Celestia’s wings extended. Weak as she felt, she had to know. Celestia had to see if the one second most precious to her had-

“Princess?”

The pink-maned goddess winced, wings slowly lowering as she looked back at the uncertain gazes of her ponies. No. She had a duty to the survivors of her race, first and foremost. Twilight would know that. Eris slowly floated over, yellow eyes radiating an understanding Celestia rarely saw in her chaotic counterpart.

“Eris… what’s been going on, while we… slept?” Celestia asked softly, slowly sinking down to her haunches.

It felt better to sit, for the time being. And the way Eris was sighing…

“Alot has, Celly. I’m sorry to say that I had little to do with it. Gathering chaos with so much death about is… difficult.”

She shuddered, the draconequus wrapped her mismatched arms around herself, “So much blasted Order from it all, I was practically powerless. I had to make due with playing the perfect slave pony for those buffoons.”

Celestia bit her lip, glancing around. She counted maybe three hundred ponies in total, in this group.

“A-are these all the ponies who’ve survived?” she whispered, dreading the answer.

“Not… quite, Celestia,” Eris replied softly, “But survived is not quite the word I’d use for most of the ponies out there today.”

Frowning in confusion, Celestia tilted her head, “Then what word would you use?”

“They’ve returned, I’d say.”
********************

Twilight Sparkle’s smile hadn’t died since the Sun and Moon gone back into cycle, though a few times so far they had been somewhat late. It hadn’t died when she received word from Canterlot that her pet project was working fantastically, and would be on the next train to Fillydelphia. It hadn’t died when Spitfire and Rainbow Dash had returned in triumph, announcing that the train tracks and highway up into the Crystal Empire was still fully intact. And it certainly did not die as her army grew around the train station.

The Countesses Scratch had remained in Trotsylvania and Manehatten, leaving only a garrison force of living ponies, while their undead army had marched back to join Twilight’s growing force, along with the three Cloud Cruisers that had worked so well in the assault on the metropolis. Casualties among the living had remained fairly low, though the garrison commander had been wily enough to hold a reserve force of Caribou in the city’s subway, and had sicked them on the Countesses’ living forces during their storming of the city. But Twilight had been delighted to hear of the intervention of over two thousand still living bat ponies from the colony of Screech, who had quickly turned the tide back in favor of the ponies, and had driven the Caribou completely out of Manehatten.

With their industrial bases and farmlands along the coast recaptured, Los Pegasus had been able to send almost its entire living military to join the corps in Fillydelphia: ten thousand pegasi troops, armed with a mix of the new weapons and the old breech-loading rifles. From the deep south, twenty thousand living and unliving Changeling drones and a few of their queens had flown up to bulk Twilight’s army. Their organic weaponry and magic were welcome additions, and Twilight was more than happy to promise love as payment to her newfound allies. Indeed, most ponies were quite willing to forgive the race, now that they were helping to free their homeland. And with this last supply train…

“Get the half-tracks unloaded and down to the depot for fuel-up,” Rarity was shouting firmly from her place aboard the train; a purple and white-painted car that was absolutely filled with designs for everything from new armor to uniforms to buildings.

Rarity had really let her creative side show, and Twilight adored her for it. Behind that car came Fluttershy’s medical cars, packed to the brim with supplies she, the nation’s zebra population, and all the doctors they could raise, had put together over the last few months. Her well-trained medics, dressed in white and red barding, raced out to their squad placements, toting large medical bags on their backs. Looking remarkably more self-assured than she ever had before, Fluttershy flitted over to Twilight’s side, smiling warmly around at her friends.

Applejack was grinning brightly as she rode one of the half-tracks over to the command tent, whooping excitedly. They had been her idea, based on Caribou truck designs, and the old designs of the Equestrian tank. Twilight had been hoping to have proper tanks for the assault on the Caribou siege force around the Crystal Empire, but the proper training and the needed parts for a proper tank company would have taken far too long. Instead, they had built the half-tracks, with the versatility to roll over any terrain they came across, and could keep up with the battle train. With a sloping, armored forehead, and a circular standing point in the back, open-skied so the troops inside could see what was going around outside, and even fire out of it, it could top the Caribou battlewagons in speed several times over. And with armor twice as thick… it was going to steamroll the Caribou ground forces.

“Nice, AJ!” Rainbow Dash called out, smiling brightly.

Spitfire had given her marefriend a skin-tight version of the Wonderbolts uniform, with captain’s bars on the chest, and armor plating down the back. Twilight was pleased to see a line of razor-blades along the edge of Rainbow’s wings. She hated how defenseless the wings could be, and had been thinking of something along the same line for her own.

“Where’s Pinkie?” AJ asked curiously… then yelped as the pink bundle of doom launched out of the back of the half-track, landing nimbly on all four hooves, “How… nevermind.”

“New artillery is good to go, Empress!” she reported cheerfully, a mad glint in her eyes, “It’s gonna scare the Caribou good!”

“That was the plan,” Twilight replied smugly, tail flicking.

Diverting away from the old adage of ‘bigger is better,’ Twilight had opted to go with a more portable form of artillery for her soldiers. The SA-1’s could be crewed by two ponies, but the average squad numbered four, for sighting and protection. They would follow ground troops in closely, supporting them at both long and short range. The Ducks were great at piercing battlewagons, but Twilight was not about to let them be the only weapon her ponies had against Caribou armor.

Turning her gaze back to the plans, Twilight nodded slowly. Simple, easy, and organized. The undead would ride in the battle train, which would be followed by the three Cloud Cruisers, and one Sky Carrier. On the west side of the train, the half-tracks would follow in precise order, packed with the living pony forces. The battle train would drive straight into the heart of the Caribou forces- they had armored the engine car for this purpose- and unload the berserker force, who would disrupt their lines. Cloud Cruiser artillery would target the Caribou ground pieces, while the mechanized division would plow into the Caribou lines with all the speed and power they could manage. This would be the finest hour of the new Equestrian Empire.

Letting out a breath, Twilight closed her eyes. It wasn’t the battle that she feared. Even with her friends by her side… it was facing Cadence, with all she had done. She wasn’t sure what Cadence would do, especially when she asked for the Crystal Heart. And Twilight wasn’t quite sure what she would do if Cadence said no…
*****************

High Priest Felgam was an old Caribou, which is a feat in and of itself. Caribou death tended to be either on the battlefield, or in the dueling grounds, so to make it past forty was an achievement. Felgam was in his late sixties- practically an ancient among his people. And this new stress was not doing his old heart any favours. Ash’ei had driven him awake with horrific nightmares of fiery death in the dead of night, and the voice of the spirit in his mind had driven him to act with a fire the old Caribou had not seen since the Bombardment of Equestria. His cracked throat had screamed and screeched all throughout the Temple-City of Ash’ei, rousing his soldiers and followers. They had loaded up their airships with every weapon, battlewagon, and cannon they could scrounge up, while Felgam and his priests had carefully loaded the avatar onto Felgam’s personal airship, the Will of Those On High. Several had been burned and eaten during the transfer, but Felgam had paid it little mind. He could not, for Ash’ei was nearly overshadowing in its might.

They had been above the southern mountains when the magical explosions tore through sky, sending many of the ships rolling and several bucks over the sides. Felgam had gaped back in horror as his capital burned with the wrath of the escaping goddess, and his hooves torn up lengths of wood as he charged down into the holding cell of the avatar, holding up a torch. The feeble light didn’t do much to show the massive creature, but he could hear the slither of scales on the rough wood.

“WHY!?” he roared out to the darkness, angrily stomping a hoof, “You knew this would happen! Why did you not warn me? Everything is ruined now! EVERYTHING!”

A low hiss rumbled out from the shadows, and the priest winced faintly at the smell of rotting flesh and sulphur.

Your containment was meant to fail, priest. They are weak now. They will gather in one place.

“Our nation cannot survive without the capital!” Felgam shot back, though his voice was losing much of its bluster as the shadows gathered around.

Your nation will be restored upon our emergence, as per our deal, mortal. You will follow my instructions till then. Stay the course.

“There will be barely any Caribou left,” Felgam managed, voice dying with a faint squeak as the scales scraped loudly, drawing closer.

A reptillian head, scales a deep purple and green, leaned out of the darkness, his eyes the endless black of a deep, horrific abyss. The dragon’s mouth opened slowly, and the half-eaten body of a Caribou fell limply into the shadows.

If you do not follow our bargain, and my instructions, to the letter… then I will be sure to make sure nothing of your species remains. This is the Word of the Ash’ei. Obey me.

“Yes… y-yes, my lord Ash’ei. Of… of course.”

And for the first time in his life, Felgam turned tail and ran, scrambling up the steps and hoping his heart would hold out till he could reach the false safety of his cabin. And for the first time since his first meeting with the Ash’ei, in the darkness of the temple, he questioned just what he had sold to gain his power.

Chapter 13- Cadence

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The battle began at dawn. Coming full speed along the railway, the battle train was unmolested its entire trip through the Crystal Empire. No Caribou had recognized the fact that Equestrian forces, whom they only regarded as rumors by addled garrison troops fleeing from some kind of phantom, could possibly have a working train. Those outposts the train passed were quickly wiped out by following half-track regiments, their magic and machine guns silencing the wooden structures before they could send runners to the rest of the Caribou army. With the train moving as fast as it was, it would not have mattered much had they made it anyway.

The Caribou siege line had been in place for years now, fed by near daily shipments of food and gunpowder from the Caribou capital, and manned mostly by the newest recruits in the artillery battalions, learning their stock and trade before being sent out to test their mettle against the Griffin armies. They lived a life of schedules, tedium, and routine, waiting for a Crystal pony raiding party or, if they were lucky, a breeding battalion rotation through their camp. That day, a train had been due from the ruins of Equestria, supposedly laden with booty and captured ponies. Eager for the spoils, the Caribou at the train station had been quick to clear a path for the incoming train, hundreds of unarmed recruits lining up to get a crack at the first of the treasures. They were the first to die, screaming as they were hacked down by a horde of fire-eyed ponies.
******************

“LET THEM HAVE IT!”

Applejack roared as loud as her undead lungs could allow as she stood at the top of one of the full-speed half-tracks firing pits, grabbing ahold of the HMG-1 positioned near the front and squeezing hard on the hoof-triggers. The heavy machine gun sounded like she felt, a roaring chatter of vengeance rising in her skull as bullets ripped into the camp ahead of them. The lead half-tracks, such as her own, had been fitted with heavy dozer blades at their front, allowing them to smash a path through tents, quarters, and supply depots and create a pathway for the more troop-laden vehicles behind them.

The battle train was doing its job damn well; smoke and flames were rising up from the train station, and cannon shot sang out of ports in the train cars to tear gaping holes in the terrified Caribou camp and lines. Sporadic fire cracked against the armored vehicles, but not a one could pierce their iron hides. One bullet blasted through Applejack’s head, tearing out an eye and blowing off an ear in a mist of red. The pain was horrific, but nowhere near what the mare had suffered at the hooves of the Caribou when she was alive. Besides, Twilight’s magic flowed through her mere seconds later, restoring her vision and hearing to normality. She flipped the HMG to her left, snarling in glee as the bullets ripped through a line of stunned artillery Caribou trying to bring their cannon to bear.

A younger Applejack would have been horrified at herself, the rictus grin plastered on her muzzle, the gunpowder and dried blood on her dark grey uniform. The older Applejack didn’t care. She could feel regret for this later. Tearing apart Caribou like those that had obliterated her family and friends was very cathartic, she found. Glancing off to her left, Applejack nodded slightly as she saw Twilight and several dozen of her Knights, Mages, and other soldiers rushing towards the shield wall in between the battlefield and the Crystal Empire.

Good. Sooner we can get the Heart, the closer will be to returnin’ Equestria to its old self.

She smirked as a burst from her gun ripped through a Caribou battlewagon, igniting the ammunition inside and leaving it a popping, smoldering wreck.

Mostly.
*******************

Twilight Sparkle frowned deeply as she approached the shield, her eyes widening slowly as she extended her magical senses. Something exceedingly powerful had recently pierced the shield, that much was true. However, it certainly wasn’t Caribou: the cut was absolutely clean, and several dozen illusion spells had been weaved together to fool the casual magical probe by a curious soldier. Whoever had woven the spell was a skilled magic-user, and incredibly powerful, enough that it made even Twilight momentarily pause. The magical residue was… somewhat familiar; close to her love necromancy, but darker, more primal. It left a shiver down her horn and spine that even she struggled to hide from her soldiers.

“Follow me,” Twilight commanded as firmly as she could muster, stepping through the shield with her head held high.

Only for her body and mind to freeze in utter, complete shock. Twilight had walked into a magical battlefield; two alicorns stood opposite one another, pink and dark red magic hissing and snarling as they battled for supremacy feet above the duelists. One alicorn was undoubtedly Cadence; her face and eyes looked haunted and drawn, her body encased in crystalline armor that shown brilliant pink in the light of her magic. A red and white cape flowed past her wings, which were spread wide in a stance of power and strength. Behind her stood a legion of Crystal Pony soldiers clad in crystal armor all their own, muskets, halberds, and captured Caribou weapons levelled against the ponies arrayed before them.

The other alicorn was smaller and younger than Cadence, her head held defiantly. Her fur was a sky blue, but was mostly covered by a robe of the purest red and deepest blacks. It hugged against the mare’s form tightly, trailing off to streaks of silk in the back that flapped and fluttered in the magical breeze. Her mane, a deep silver that ran down to the small of her back, was beginning to move on its own, and streak with red. This close to the magic, Twilight could finally place it: blood magic, but… different than blood magic, all the same. Where the darkness usually glared out from the magical core like a hideous sore, this core had been replaced by a blazing light of duty, of honor. This alicorn had found Twilight’s secret to banish the corruptive influences of the dark magic, and it nearly brought tears to her eyes. Behind this new alicorn stood hundreds of ponies; they, unlike their Crystal counterparts, cheered raucously, leaping and howling and begging for Cadence to stop. They were all clad in dark metals and robes, their eyes covered by strange masks and all radiating various degrees of dark magic.

Ears perking, Twilight could catch their conversation, strained and shouted over the din of their conflicting magics.

“Please, stop this, Princess! I don’t want to fight you! It doesn’t-” The new alicorn cried out as she struggled to stop a particularly vicious assault, “I-it doesn’t have to be this way!”

“Suffer not the Sanguinist to live!” Cadence responded hotly, and Twilight paled in horror at the mad change to her former babysitter’s face, “For they corrupt the innocent! They mock nature and its order!”

“I only did this to save my ponies, damnit!”

“There is always another way in the Light of the Su-!”

“YOU THINK I DIDN’T THINK OF THAT!?”

With a growing sense of wonder, Twilight stared at the showdown, eyes focused on the new mare. Or perhaps, not quite as new…

“I knew the risks! I went through every other bit of magic I could sense and think of! NOTHING. ELSE. WOULD HAVE. WORKED!”

“ENOUGH!”

Twilight’s magic was very powerful, but she didn’t dare attempt to outright overpower the built-up magic in the center of the duel. That kind of blast could be… very detrimental to the mortal ponies clustered around them. Instead, she went for the simple approach; a pebble, flicked at both of their sides. While Cadence squeaked, her magic tapering off with a few errant sparks, the new alicorn twitched to the side, honed reflexes smashing the pebble out of the air… and revealing her face to the stunned love necromancer. Trixie had changed much in the twenty years since Twilight had last seen her. Her face was lined with pain and stress, of horrific sights burned into her mind. Red lines had begun to creep down her horn, mirroring those black stripes on Twilight’s own so much that she could help but shiver faintly. Her purple eyes, so like Twilight’s own, slowly widened in mirrored shock.

“Twilight Sparkle,” she whispered faintly, a slow smile playing across Trixie’s thin lips, “You did survive.”

“As did you, Trixie,” Twilight replied, smiling back at her, “I have to say, despite everything… it’s really good to see you.”

“Likewise.”

“Twilight Sparkle.”

Cadence’s tone was icier than Twilight had ever heard before, even during Chrysalis’ masquerade in her body. It was… wrong, somehow; such a tone could not belong to Twilight’s memory of Cadence. Steeling herself, the Empress of Equestria coldly turned towards Cadence, nodding once.

“Cadence.”

The Princess of Love glared at Twilight with bitter disgust, tail flicking back and forth agitatedly. Twilight’s trained gaze caught her body’s trembles, and she could tell that Cadence was near her breaking point, stress practically killing her. It took everything in Twilight’s power to not attempt to run to her and hug her and tell her it would all be alright now. Twilight doubted Cadence would take it well.

“It’s Princess Mi Amore Cadenza to you, monster,” Cadence snapped back, “You are not my Twilight. My Twilight died the day you decided that necromancy was the way to save Equestria! The day you decided to control our friends and family!”

“I’m not controlling anyone, Cadence,” Twilight replied, determined to keep her voice calm and collected, “I gave them their free will and souls the second I brought them back.”

“That’s not what I heard. A pony escaped from your clutches and made it to the Crystal Empire two nights ago. I know about every abomination you’ve committed!”

Cadence stomped a hoof angrily, crystalline spikes rising up from the ground around her, raging eyes completely missing the stupefied look on the Empress’ face.

“My… clutches? Who…”

“Hello Princess.”

Of course…

Slowly bristling, Twilight turned her glare towards the pony rising up at Cadence’s side. Her silver mane tied back in a bun, the emerald furred unicorn smirked darkly at Twilight, lightly scuffing the priestess medallion hanging about her neck.

“Purity.”

Cadence snorted heavily, draping her wing protectively around Purity as Twilight took a furious step forward.

“I know why you’re here, Twilight,” Cadence growled faintly, “You want the Crystal Heart to raise the rest of Equestria as slaves for this... “

Her lip curled in disgust, “Empire. What would Celestia think of you?”

Stomp.

“Do not bring her into this,” Twilight hissed out; Celestia was still a raw wound in Twilight’s heart, “I’m doing this for her. For all Equestria!”

“You killed Equestria!” Purity snapped, and every ounce of Twilight’s patience snapped like a taut string.

“The Caribou killed Equestria, and I AM SAVING IT! GIVE ME THE HEART!”

Twilight’s teleport launched the Empress past Cadence’s army and to the resting place of the Crystal Heart, just beneath the palace base. The crystal, once a brilliant gleam of the purest blue, was now a merely shadow of itself, swirling with black, pink, and little blotches. As Twilight approached, red began to fill the heart, shining like her magic. As she needed to do was infuse the heart, and Equestria could be risen. And once they took the Elements of Harmony back, Twilight could- Only her magical senses saved Twilight; Cadence roared as she teleported behind her, a crystalline blade hissing at it scraped against Twilight’s steel longsword. Fiery pink eyes glared into Twilight’s cold violet.

“Shining died to save us,” Cadence hissed, and pressed Twilight back as she stepped back from the emotional body blow, “I will die before I see you desecrate his body for your ambition.”

“D-don’t… don’t do this, Cadence,” Twilight whispered, a faint note of pleading in her tone, “I have to bring back my family. My… my b-brother. We’re sisters… please…”

“My family are not monsters!”

With a grunt, Cadence shoved Twilight away, a stun spell rippling from her blade’s edge. A small pentagram appeared just inches from Twilight’s stricken muzzle, disappaiting the magic before it could take effect. The Empress of Equestria gazed sadly at her former sister-in-law, heir to a dying kingdom. Her blade slowly rose, saluting Twilight’s opponent.

“I’m sorry, Cadence… I really am. But I have to save Equestria. I will make this quick.”

“The Light of the Sun guides me, monster. What guides you?”

Twilight’s ear twitched once, and she turned her sad smile off towards the battlefield, and her friends battling for their future.

“Love.”
*******************

Cadence certainly had not been slacking off and hiding behind her shield for the past twenty years, and Twilight Sparkle was a uniquely skilled fighter all her own, that much was certain in the first few minutes of their duel. Cadence’s crystalline blade was razor sharp, singing and whirring through the air as she hacked and stabbed ferociously at her smaller opponent. Trixie was… actually fairly fearful of the damage such a weapon could cause, even with her blood magic protecting her. When Twilight had teleported to the Heart, and Cadence following with a rage-filled snarl, Trixie had quickly shadow-stepped after them, appearing in a swirl of shadows along the edge of one of the crystal supports.

Trixie wasn’t quite… sure, who to be rooting for in this fight. On the one hoof, if Cadence was right, then Twilight Sparkle, her nemesis, was attempting to use the Crystal Heart to bring all of ponykind back from the dead into zombie servitude. If Twilight was right, then she was attempting to bring ponykind back as zombies… but soulful zombies. A bit of a difficult choice, really. But Trixie Lulamoon had made her career as a stage magician, and as a budding mass murderer in the camp, by being able to read ponies quite well. And if she had to pick a more stable pony at that moment…

Twilight Sparkle was beginning to slowly back away from the raging Princess, her longsword twirling and spinning in her telekinetic grasp to batter away Cadence’s blade. Despite her talk of duty, Trixie’s trained eye could spot the hesitance in Twilight’s eye, the slowness of her gait and unwillingness to strike at obvious openings in Cadence’s technique. It wasn’t the battle style of a petty tyrant. Beneath the power and jaded appearance, Twilight Sparkle the humble, loving mare was still present. And so the blood mage acted.

Blades attached to her wings sliced thin lines down Trixie’s side; hardly enough pain to break through Trixie’s casting stance. Her blood rose up like thin tendrils, hissing softly in the grip of the dark magic before launching forward, gaining mass and momentum as they flew. Cadence had locked their blades together, the larger crystalline blade bearing down against Twilight’s guard.

A single tear was slowly falling down Twilight’s cheek.

“Please, Cadence… d-don’t make me… don’t make me do this.”

“You will not defile… his mem- Mmf!”

Stronger than any steel, the blood wrapped around Cadence’s muzzle, horn, and wings with a fiery grip, breaking her concentration as she was thrown to the cobblestones. Cadence was immediately casting counterspell after counterspell to break Trixie’s bonds, but Trixie’s power was absolute once it pierced Cadence's flesh, drawing its power directly from her soul. She had her.

“Do it now, Sparkle. Don’t make me regret this.”

The Empress and Blood Mage locked gazes; one stunned, the other expected. Glancing at Cadence, Twilight’s shoulders drooped, but she determined turned towards the Heart, took a step forward… and the world went white.

Chapter 14- Breaking the Crystal Siege

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Twilight’s eyes watered as the brilliant light suffused the area, clops and surprised cries echoing out from the light. Letting her horn test the magic, Twilight tensed; she knew that spell, a mass teleport. But there were few who could perform such a powerful spell, and all those she knew could do it were in the area with her. Unless the Caribou had mastered the technique, which was… dubious. Quickly casting a sunshade spell around her eyes, Twilight glared into the light… and froze.

Celestia was smaller than Twilight remembered, standing several feet shorter than Twilight did now, and missing her shining regalia. Her mane was “normal” now, a simple mane of long, Pinkie-Pie pink hair. She stood as regally as she could, body crossed protectively in front of a large crowd of ponies. Led by Luna, shorter even than Celestia and holding a rough-hewn spear in her telekinetic grip, the crowd numbered into the hundreds, most of them weak, small, and starved. While some were gazing at Celestia in awe, many more were staring at the scene before them in utter shock.

“Twilight Sparkle…”

Never had Twilight imagined Celestia sounding as tired and shaken as she did then, her voice quavering with emotion as she stared at her former student. Twilight wanted to feel the awe she remembered from her youth, striving to be all that Celestia embodied in ponydom. To her horror, Twilight felt more pity than anything.

“Princess,” Twilight replied softly, “It… it’s g-good to see you again.”

Celestia’s eyes flicked over Twilight’s shoulders, hardening as she watched Trixie pin the struggling Cadence to the cobblestone street.

“Please explain what I am seeing, Twilight,” she asked faintly, “Because I am not sure I trust my eyes.”

“PRINCESS CELESTIA!”

Twilight bared her teeth as she heard the hated voice, glaring daggers at Purity as she darted towards the crowd; a pentagram flew from her horn to the ground, and jagged spikes ripped up in front of the unicorn, effectively separating her from the two. Purity whinnied faintly, rising up to press her hooves against the black stone.

“You have to stop her, Princess! She’s destroyed Equestria! She used necromancy, she’s leading an army of the undead to kill Cadence and take the Crystal Heart, she-”

“Enough!” Celestia snapped, eyes returning to an angrily trembling Twilight, “I would have my student explain. And take that robe off, Purity, of House Sunbeam. You dishonor that institution.”

“W-what?” Cadence breathed, lucidity momentarily returning to her expression at Celestia’s voice.

Trixie released her hold, somewhat, on Cadence’s head, allowing her to turn and stare at a stunned Purity.

“Y-you said… you were the C-canterlot High Priestess. Who… who are…”

“Purity Sunbeam works for the Office of Bloodline Purity,” Twilight answered coldly, tail snapping slightly in her agitation, “She has never served the Celestial Church. Hay, I doubt she’s been to a service in years.”

“I-I… Princess…”

“Take it off, Purity.”

Hunching down in shock, Purity’s horn lit up, slowly removing the precious garment from her withers and tossing it onto the street. Nodding once, Celestia folded in her wings, giving Twilight the sternest look she could muster as she trotted in front of her.

“Now... Explain.”

“Glady, Princess.”
*********************

“Incoming!”

As ponies garbed in the grey uniforms of the Pegasi Ground Corps dropped to the blood-slicked ground in a frenzy, Dinky Do raced to the front of the unit, a glimmering silver shield snapping into place. The three cannonballs, large caliber monsters from the Caribou siege guns, bounced off with a piercing ding, sounding all the world like giant bells. Dinky merely grit her teeth in concentration, inwardly wincing at the drop of her mana reserves. This commander was shockingly competent.

The berserkers had torn through hundreds of recruits around the train station, giving the advancing Equestrian army an excellent position to push to and fortify. The station, now a maze of trenches and gun emplacements, blazed with a near constant din of artillery and machine gun fire, tracer rounds arcing over the heads of the pony defenders as they slammed into the larger mass of Caribou. When the two forces had linked up, the Caribou commander, instead of charging straight into the onslaught, had pulled his surviving troops back to consolidate around his largest siege cannons. One of the Cloud Cruisers had attempted to fire upon the guns, but had to fall back mere minutes later, large portions of its hull blasted in and two fans out of action. With the constant fire coming from the Caribou lines, Dinky dared not order a full charge, even with her berserkers. Resurrectable or not, getting blasted apart by cannonfire was incredibly painful, and tore gaps in their lines that the Caribou could take advantage of. It was time to introduce the Caribou to the true might of Equestria: its airpower.

Drawing on a simple spell Sparkler had taught her as a child, Dinky jerked her heads skywards, sending a blazing ball up above the clouds of smoke and gunpowder. She couldn’t help but smile as the fireworks blew apart in a cacophony of sound and color, nostalgia whistling through her mind.

“I’ll be home soon, Sparks, Mama…”
*********************

“That’s the signal!” Rainbow Dash cried out eagerly, wings flaring out, “Let her rip, boys!”

The siren was eerie; a loud, warbling wail that sounded all the world like a banshee from myth. As a thousand pegasi leaped from the deck of the Sky Carrier Perseus, they carried the sirens on their backs, the wail growing louder and louder the faster they dived. Armored, engined planes would have taken far too long to produce it sizable quantities for the army, so pegasi engineers had decided on a new tactic. Packing raw rainbow, gunpowder, and an elemental charge together in a ceramic ball, the Pegasi Bombs were very light, allowing them to be attached to “bomber saddles” around the barrel of each pegasi. It was a little ungainly at first, but they were only meant for one dive. Once the bombs were released, the wings would break away, allowing the pegasi to dogfight and land as needed.

“FOR EQUESTRIA!”

Rainbow howled as loudly as she could as she dived towards the Caribou lines, mouth stretched back in an excited snarl. She was sure it had to be a hellish sound around her, every pegasus giving their own war cry, combined with the demon-like wail, but she could hear none of it. To protect their sensitive ears, battle mages had weaved enchantments on their helmets to only allow messages to go through as needed, unless the wearer turned it off herself. Rainbow was fairly glad of that, considering how loud the machine gun on her back had to be as she squeezed the bit-trigger. As her head bumped into the barrel, she was vaguely glad that Applejack had suggested the guns be longer than their bodies, just by a few inches. It’d suck to blow one’s own head off.

Blue streaked around her, and pride soared through Rainbow’s heart, like a warm tide. All around flew her brothers and sisters; her Wonderbolts, her lover, her friends. This was a day long in the making; the true revenge of the Wonderbolts against their murderers.

“First flight, release in three… two… one… RELEASE!”

Rainbow flared her wings with a body-felt grunt; the locks disengaged with a crack, dropping the eight ceramic balls down among the pounding and roaring Caribou cannons. As Rainbow Dash pulled up, she spotted an artillery commander staring back at her in utter shock… just as a lightning ball hit him full in the face. The pegasus had to turn her eyes from the light show, biting down on the bit-trigger as she deftly navigated the gun emplacements. Behind her, her sensitive wings could feel the different sensations and concussion effects in the air. Ice bombs were freezing Caribou in their place, or trapping cannon in icey vices. A follow up fire or fragmentation bomb would slam among them seconds later, the super-chilled figures shattering in spectacular explosions that tended to take out more of their fellows than the actual bombs. All around her, the Caribou position was utterly falling apart.

Oily magic suddenly stabbed up from the ground, slicing across Rainbow’s side; while it hurt, it was by no means the crippling wound it once would have been, and she glared hatefully down at the offending Caribou. He stood heads and shoulders above the Caribou around him, dressed in brilliant red barding. As Rainbow watched, he levelled a long rifle, tracking Rainbow as she flew; but she had seen him now. Even as the hammer on the percussion capped rifle twitched, Rainbow was twisting in the air, and the heavy caliber bullet slashed through empty air.

“I think I’ve found the commander!” Rainbow roared into her helmet, knowing it would be carried by the “order” spell.

“We see him!” Fleetfoot called back.

“All Wonderbolts! CHARGE!”

Heart soaring at the firmness of Spitfire’s order, Rainbow spiraled higher into the sky, making her trajectory was correct before giving a firm flap, launching her slim body full speed at the Caribou commander. Bullets from other Wonderbolts were already flying, and Rainbow couldn’t help but be impressed as the Caribou’s magic rolled out in a protective shield, machine gun bullets throwing up a hail of sparks as they struck it. Their eyes focused on each other, the Caribou let loose with a snarl of his own, daring Rainbow as he levitated an axe into his mouth. Rainbow gave a faint smirk.

“Hold your fire, guys! I’ve got him.”

“Are you sure, Dash?” Spitfire’s voice was worried, but Rainbow Dash merely widened her smirk.

“I’m sure.”

With a kick of her hind legs, the battle saddle fell free, and Rainbow tucked her wings tightly, eyes narrowing as she focused on her opponent. She could practically feel his excitement; to the Caribou’s eyes, this pony was challenging without a weapon. And in close quarters combat, that would have been a death sentence. If his opponent had been any pony other than Rainbow “Danger” Dash. One flap launched her body faster, and she could practically feel the barriers of her world stretching around her nose. Rainbow grinned faintly, tilting her body just… a little… The Caribou moved to the side with a roar, sweeping his axe across to meet Rainbow’s face as she passed. And just as Rainbow broke the sound barrier, she stuck her left hoof out stiffly.
******************

Still a mile away, but close enough to hear the ferocious din around the Crystal Empire’s shield, Fjorn Steelhoof paced angrily at the stern of the lead airship. This was all so very, very wrong. His capital was… gone. Everything he had fought for, all the treasures he had won for his people, all the slaves… they were all gone in an instant. None of the other cities could match the capability of the capital. The ports could not make the new ironclads without iron and coal, and the capital had been the source of all of their airship designs and materials. The villages could produce the food the nation needed, but where would they find enough transportation to get it all throughout the Nation? Even if they won this war with these renegade ponies that Felgam swore were the true threat, would they have the ability to stop the Griffin Empire from pushing them back? Or, an even worse thought, pushing in.

For the second time in his career, Fjolnir felt the deep, abiding fear of losing his war. He turned his eyes towards the dark clouds around the Empire, drawing himself up with as much pride as he could muster, so the other crewbucks could not see him flagging. He would have to see to his son once the battle was over, and marshal all those remaining. With his help, perhaps they could undo the damage the pony sisters had done. And so deep was his thoughts, Fjolnir never noticed the spiraling brown blur headed for his ship.

Hours later, when a young private rushed out to prepare the battle deck for the fight, he was horrified to find the Grand Marshal of the Caribou Nation dead, pinned to a firing position, eyes staring down in dull shock at the severed head of his son, antlers piercing his heart.

Chapter 15- Were It So Easy...

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Celestia and Luna both circled the Knights, horns gleaming as they scanned the three mares with every spell they could think of for the situation. Applebloom, Scootaloo, and Sweetie Belle were all bloody and dusty from the furious battle outside the shield; Applebloom especially had taken a heavy toll during the battle, blood leaking from her muzzle, and a great deal of her armor dented from Caribou shot. The axe blade on her back was notched in ways the Sisters had not seen in centuries, and it gave Celestia pause, sadness filling her pink eyes. It seemed only yesterday that Applejack had introduced this sweet little filly to her, all big eyes and huge dreams. To see her this way, a hardened warrior, eyes blood red and dark with horrors both seen and done…

“I see no corruption in them,” Luna finally stated, with a long look at a suddenly ashamed Sweetie Belle, “Pain, and… dark deeds… but they are not evil.”

Some part of Celestia was relieved to see Scootaloo’s left hoof and bat-wing encircle Sweetie Belle’s barrel; there was still something of ponydom in them. Even if so much of it was buried. Not all of it was Twilight’s fault, Celestia knew this. Even with the changes her ‘Love Necromancy’ had wrought on their bodies; their souls and minds, as Twilight had promised, were untouched. Well, as ‘untouched’ as one can be, when saddled with newfound abilities. But there was no mind control, no geas binding them to Twilight Sparkle’s will and ideology. They fought for revenge, and for their homes.

Twilight gazed at them impassively, then glanced off to her left; a small pegasus filly, white and blue-maned and no older than ten, buzzed over in an instant. Celestia gazed down at her in despair, eyes widening. While her mind had initially wondered why such a young filly would be on a battlefield of all places, it had been the filly’s wounds that had truly drawn Celestia’s horror. Both eyes were a mass of glimmering red magic, as were her wings, and all four hooves. She was dressed in a recently repaired Canterlot student uniform, new markings stitched along it marking her as a courier. The filly bowed quickly, smiling up at Twilight with an adoration that Celestia had not seen in quite awhile from anypony, other than those ex-slaves that had followed her.

“The Ministers are coming, Empress,” she reported clearly, “The Caribou army is trickling away, and Duchess Spitfire reports that the tracks leading into the Caribou Nation are destroyed. You’ve won the battle, Your Highness!”

Celestia smiled faintly, watching in relief at the warm smile that graced Twilight’s features; her old student reached up to pat the filly’s head gently.

“Thank you very much, Silver Wind,” Twilight replied warmly, “You’ve been incredibly helpful today. Why don’t you go play with some of the other foals?”

“Okay! Yay!”

Only once Silver Wind had happily fluttered along did Celestia glanced back at her sister, biting her lip nervously. But Luna seemed relaxed, eyes shining as she looked back at Celestia, then to Twilight, with something akin to awe. For Celestia, seeing such a light in her proud sister’s eyes was fairly shocking.

“I-it’s true, Tia,” she replied softly, “The foal is reanimated. Necromantic energy is keeping her alive, more or less. But her soul is intact…”

She hesitated a moment, wincing, “As… as much as it could be. But none of the magic has ahold of it.”

The weight of the world lifted off Celestia’s shoulders, and she nearly sobbed in outright relief. Seeing Twilight Sparkle at the head of an army radiating necromantic energy, and to see such power billowing out from her former student, had been devastating. Seeing her, dressed in black-purple plate and bladed helm, like the old unicorn lords of old who thought to control their dark magic… Celestia let herself slowly sit back on her haunches, taking in much needed, deep breaths of air. Relief is a heady emotion. But they were not done quite yet. Celestia’s saddened eyes turned to Trixie next.

The blood mage stood silently off to one side, violet eyes studying them curiously. There was pride there, but pride born of innate knowledge of one’s own abilities. There was violence, hatred even, though not directed towards any in the room- just a hatred so long kept burning that it is easy to see to any who look. Reaching out with her magic, Celestia delved deep into Trixie’s soul. To her trained magical eye, Trixie Lulamoon was a tapestry of a hardened life. Blue, the innate color of her soul, swirled with angry rays of red and black: blood magic, and her hatred of Caribou, respectively. The blood magic had completely wound about her soul, embodying her very essence now. Saddened, Celestia peered closely at the blood magic, expecting to see the hatred clinging to it, feeding off its moral wrongness and perversity. What she found instead was… shocking.

Trixie Lulamoon’s innermost depths were consumed by a tide of duty and love, their holy power shoring up her morality like an iron-cast pillar. Her blood magic, and the very spark of her alicornhood, was firmly wrapped in both, the hatred of the soul kept away by their power. The faces of two ponies gleamed brightly from her core, and the love for them made Celestia smile brightly, tears leaking down her muzzle in slow, crystalline lines.

“I have done many terrible things, Celestia,” Trixie whispered softly, closing her eyes, “I’ve enslaved. I’ve tortured. I’ve murdered. But I did it for my ponies. I would do anything for them.”

“I know, Trixie,” Celestia replied, hoof slowly raising to pat her shoulder, “I understand. We… all have things we regret.”

Letting out a tremulous breath, Celestia turned back to her niece. The Alicorn of Love had slumped to the ground during the scans, heart-broken sobs rising up from her stricken face. Cadence’s soul was a shattered, pitiful thing, dragging horror and pity out of Celestia like a wellspring. Pieced together and reforged haphazardly by zealous faith, it was a fragile thing. Hatred and despair swirled dangerously close to her core, and Celestia was quick to kneel in front of her niece, looking Cadence in her teary, dull eyes.

“It’s still Twilight,” she whispered faintly, “It’s still me. It’s still Luna. Your ponies stand beside you, Cadance; your kingdom still stands.”

With an outstretching of her wings, Celestia slowly pushed Cadence back to her hooves, “None of us are too far gone to rise back up from this, Cadence. And if Twilight Sparkle thinks her plan can work…”

Her eyes flicked over to her former apprentice. Twilight was staring out the translucent shield, likely doing her best to pick out her soldiers on the blurry field. She had taken her helm off during the talks, setting it down carefully in front of her, and Celestia found herself enraptured by the sigil just below the horn blade. A golden phoenix rising up, the Harmony sigils on each of its outspread feathers. The base of the phoenix rose out of a single, red heart.

“Twilight,” she called faintly, smiling at the near whiplash turn of the neck from this new “Empress.”

Turning to Luna, she nodded once; her sister let out a small breath, horn gleaming as the six jewels rose from her saddlebags. A tiny, hopeful smile crossed Twilight’s face as she studied them, ears and wings perked in glee.

“Now, what exactly is your plan?”
*******************

Twilight’s horn gleamed brightly as she combed through each of her friends’ matted, blood-soaked fur, wings stretched out to hug and nuzzle against them tenderly. None of the mares protested one bit; Fluttershy’s eyes were closed, a small smile crossing her muzzle as she held up her hooves, letting the caked blood and dirt be combed off. She and her medics had been fetlock deep in injuries since the start of the battle- Caribou rounds did terrible damage to living ponies, and they had a sizable amount of casualties that Twilight had had to raise after the main battle was over. It had been a shock to the kindly mare, and any kind of physical closeness with an uninjured pony, especially her friend, was a luxury.

Rarity’s once pristine fur was a mess of gunpowder smudges and grease; she had been captaining the battle train throughout the battle, directing cannon support and helping to off-load supplies to the soldiers on the ground. She gave a tremulous smile as Twilight passed, reaching up to nuzzle her cheek tenderly. The magical brush running through her hat-haired mane felt sooo good. Twilight smiled back gently, kissing the tip of her horn slowly before turning to Applejack. The farm-mare was a mess; her hooves continued to unconsciously clench every few seconds, and her body bore the scars of continued love necromancy regeneration. Her uniform, the deep black of one of the mechanized companies, was torn and heavily riddled, and her already red eyes were utterly bloodshot in exhaustion and pain. She gave a weak protest as Twilight, softly, ordered her to lay down and rest, but was out like a light within seconds.

Rainbow Dash and Pinkie Pie seemed to be a bit more at ease, but only just. Rainbow’s sides were heaving from several tactical rainbooms along the ground, and one hoof was badly swollen from a supersonic strike against a Caribou opponent. She was blushing lightly, smiling once at Twilight as she passed, then back to Spitfire and Fleetfoot, who were carefully tended to her injured hoof and playfully scolding their herdmate. Pinkie Pie had settled on her haunches beside several of her gunmetal-grey uniformed artillery-ponies, passing out cupcakes and making sure her soldiers were resting up, in case the battle was to continue. Twilight truly hoped it didn’t, but…

According to scouts, the remainder of the Caribou army had fled the siege line, making a bee-line back towards the pass into the Caribou Nation. Many of her commanders, Applejack included, wanted to chase them down… but Twilight did not. The Empress closed her eyes, smiling softly as, for the first time in months, a sense of peace filled her damaged soul. Her Princesses were home. Her friends were at her side. Her country was, almost entirely, retaken, and their enemy more or less defeated. All that awaited now was for her plan to commence. Opening her eyes again, she turned towards the swirling mass of colors that marked the Elements of Harmony communing with the Crystal Heart, slowly building up a charge. Once it had filled with Twilight’s Love Necromancy, Cadence’s Love magic, Celestia’s Sunlight, and Luna’s Moonlight, the Crystal Heart would link with the Elements of Harmony, and irradiate the entirety of Equestria and the Crystal Heart with the healing magic.

“You seem to have this all figured out, Empress Sparklebutt.”

Twilight blinked in surprise, glancing behind her; Trixie was leaning lightly against one of the support pillars for the palace, smirking faintly as her blood red eyes studied Twilight. They were piercing, and… just as disconcerting as Twilight’s own eyes, which brought on a weird mix of feelings. She gave the blood mage a small smirk.

“I am an Empress, you know. But you’ve always been fairly irreverent,” Twilight replied, a touch of playfulness added to her tone, “Glad to see that hasn’t changed.”

Trixie jerked her head back at her fluttering wings, “I’m pretty sure these put on us somewhat equal footing. Unless you’re changing that?”

The question was asked sarcastically, but Twilight knew better. Letting out a deep breath, she raised her voice, just enough to carry for the other Princess’ ears.

“I don’t want to steal titles or make any of the Princesses obsolete, Trixie,” she explained calmly, “Indeed, the Lulamoon family has much land in Neigh Orleans. If you’d like, I believe Baroness is in order? And land for all your followers.”

To Trixie’s credit, her only response was a small smile, and a raised eyebrow. So unlike the young braggart Twilight had once known, or the humbled, meek magician she had exchanged letters with after. Twilight sighed softly, turning to ask Cadence over- the fate of the Crystal Empire was another matter that needed quick settling- when a soft pulse of magic caught her attention. And another. And…

Oh no…

Twilight’s teleportation skills had not softened from lack of use, and a single jump carried her out of the shield, wings flared to catch herself on the wind. What she saw was not… encouraging. High above even her Cloud Carrier, a small armada of twenty Caribou airships hung among the high, still-wild clouds, balloons a deep, blood-red. Switching to her magical sight, Twilight could see dozens of whirling, balefully lit objects in their hulls. The magic was dark, and destructive; more chaotic than anything even Discord dared dabble in. Fire, water, air, earth, necromancy, and chaos all combined into one malign package. Thermo magical weaponry. And as Twilight watched, and even as her ponies below began to shine searchlights up at the armada, the bombs began to fall.
*******************

Release everything you have in one volley. Obliterate them all.

Felgam started as the voice of the Ash’ei growled into his mind, a sickening presence the High Priest detested more than any other. He shuddered faintly, hooves leaving dents as he ground them into the control panel of the Will.

“But, I thought you wanted the Crystal Empire intact,” he hissed softly, ears laying back in confusion, “You said-”

I said I wanted them contained. Release the bombs.

The ancient caribou closed his eyes, hoof shaking as he realized just how badly he wanted to say no. It felt as if a fog was lifting from his very soul, allowing Felgam to see just the damnation he had placed his people into. A single glance out of the gondola window gave him all the view he ever needed- the muddy ground below was soaked through with blood, blown apart with craters and bombs. A small dust trail showed the path of the fleeing Caribou soldiers, but they would be caught, easily, in the blast radius of the bombs. The brave defenders of the siege line would die, running from a fight.

Felgam grit his teeth, hoof trembling as it hovered over the bomb bay doors. He shouldn’t. They had the conventional firepower, and the element of surprise. Perhaps they could buy their comrades on the ground time to escape, they could- His hoof firmly pressed down on the release button, and Felgam’s soul seized up in terror.

You forget your place, Felgam.

White-hot fear and hate rolled through the old caribou, and a deep pain creased his withered heart.

I own you.
******************

Twilight snarled as she furiously flapped her wings, using her magic to help propel herself higher and higher, desperate to get to the bombs before they reached their detonation altitude. The Princess of Friendship and Magic had been locked in a cage for twenty years; twenty years to recollect on everything that had happened to her home, her friends, her nation. Twenty years to go over every emotion, every sight in her eidetic memory. To go over every magical reading she had sensed in the brief moments of terror before the catastrophe that had swallowed almost all life in Equestria. Twenty years to develop a counterspell to what was basically death in a fat metal tube.

Arcane magic, her old and glorious friend, sang along Twilight’s horn, feelers arching out to latch onto the bombs as they came within range.

Gotta do this right…

The counterspell was deceptively simple: drain the magic powering the explosive capabilities of the bombs, then fling the cylinders away from her troop line. They were still packed with horrific magic, but without the spells designed to detonate their magic into heat and death, they were little more than artifacts. Twilight let out a shaky breath, the magic boiling into her body with each bomb she neutralized, nimbly jinking and twirling around the cylinders before flinging them away. Surprisingly… the magic felt… good. Incredibly good, in fact. With each bomb she disarmed and absorbed, Twilight took larger and larger draws of the magic within, relishing the powerful tingle as they mingled with her natural magics. She was powerful. The Empress of all Equestria! And here she was, saving her nation single-hoofedly.

The weapons that had annihilated her ponies were but play-things to the Empress now; toys she tossed away with barely a flick of her horn. Her gleaming eyes turned further skyward, relying on her magical senses to catch and drain each bomb, while she studied the Caribou above. Twilight Sparkle was the Empress of Equestria; indeed, she had suffered almost as much as any of her ponies. Perhaps… even more. Was she not allowed some violent self-satisfaction as well? And with this power… Grinning darkly, Twilight grit her sharpening teeth together, sending out a blast of force just after she drained one of the bombs, watching in glee as the black-purple bolt obliterated one of the circling Caribou ships. This was going to be so easy… but oh so satisfying…
****************

On the ground below, Twilight’s friends stared up in awe at the spectacle above; Fluttershy was sobbing softly in relief, teary eyes tracking the harmless thermo magical bombs as they were flung away from the shield. Twilight was practically aglow in arcane magic, shining like a violet star in the light of the setting sun. Rainbow Dash let out a wild cheer as Twilight’s magical bolt smashed the Caribou ship to dust, echoing the cheers rising up from both Trixie’s followers and the watching Crystal Pony army, their gleeful stomps echoing across the city. Even Celestia was smiling faintly, some part of her enjoying seeing her former apprentice culminating her power. Only two did not join in the cheers. Indeed, Luna and Trixie were doing anything but smiling.

They were panicking. The Crystal Heart, spinning in place and gleaming with charging magic, was beginning to grow darker, with greenish-black swirls taking the place of the love necromancy that had been steadily filling the Heart before. Trixie stared at the Heart, then back to Twilight, before locking eyes with Luna. The more magically sensitive of the group, both mares had sensed the subtle change in magic right away. The magic growing with each bomb Twilight took deeper and deeper hits of.

“No… no, no,” Trixie whispered faintly, wings flaring, “We have to stop her… WE HAVE TO STOP HER!”

Celestia blinked back at her, shaking off the haze that had enveloped her mind, “W-what? Stop Twilight?”

“Yes Sister! The Heart, look!” Luna cried desperately, jerking a hoof to the darkening Heart, “The magic is corrupting Twilight, and her link to the Heart and the Elements is corrupting it in turn!”

Celestia, if it were at all possible, seemed to pale at the notion, eyes widening, “C-can we sever the link?”

Trixie shook her head, horn already gleaming brightly with her blood magic, her sides lightly dripping from shallow cuts.

“The link is too entrenched, I can’t sever it without killing her,” she replied quickly, wings flaring to launch her into the air, “We have to stop her on our own! COME ON!”
*******************

Ash’ei chuckled darkly as he stared down at the circling, casting alicorn, his magical sight negating the need for a window in his dark hold. The necromancer had taken the bait. She could not even feel the corruption as it seeped into her soul and, through her, into the Heart. That Heart would be a far better weapon than those crude bombs could ever be. A small headache formed in the back of the being’s mind, but he forced it aside with a vicious snarl. The dragon was a minor nuisance, but it tended to crop up at the most annoying of times. Once this lesson was complete, he would need to sit down, eat a few slaves, and purge the blasted presence from his mind. Speaking of…

With a keening screech, Ash’ei turned the dragon’s body, powerful claws and mighty wings shattered the gondola walls around him in a hail of splinters and screaming Caribou. Whether or not Felgam was among them was hardly his concern. The slave had outlived his usefulness anyhow, and if he did survive the battle, he’d likely end up eaten anyway. Freefall took his massive body for several feet, but the dragon instincts were strong, unfurling his bat-wings in a roar of displaced air and debris. Feeling a need for the dramatic, Ash’ei opened the dragon’s maw, and tapped into its most primal urge. Fire surged forth like the gates of Tartarus itself…
**************

The scream caught an ecstatic Twilight off-guard, and she turned to look at one of the larger airships in surprise; fire and debris were raining down from a shattered hull, but she didn’t remember launching any spell at that ship yet. Logic warred with the heady rush her body was experiencing, and only the deepest parts of her mind, the parts that remembered the battles of the Cage, allowed her to stop, and think. And see the flying death winging towards her.

The dragon was massive, no doubt filled with a powerful brand of dark magic; it was not the sleek, stream-lined effect natural-aged dragon took on over the centuries, nor the fat, bloated look of a hoard-built dragon. Now, this purple and green monstrosity was practically a skeleton, despite the bulging pauch of its stomach. Taut skin and scales stretched over too thin limbs, and the too-wide wings trailed a dark, oily magic much like the Caribou used. The sight of it stopped Twilight cold, eyes widening in a horror only grief can bring. She recognized the spine, and even the enlarged face to an extent. But more than that, the dragon’s life-force signature was one she had none intimately before. The same life-force she had had helped hatch; the same force she had grown up with, shared adventures with, shoved into a basement to protect as the bombs fell all around her…

Twilight’s voice, raw and pleading, could barely whisper the name, heart breaking like thin, exposed glass.

“S-spike?”

Chapter 16- Finale

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No… No, no, no…

Horror rose in Twilight’s heart as she stared at the swiftly approaching dragon, tears rising up. She had been so certain Spike had escaped. He was small when the bombs fell, small enough to escape notice, surely. When she had returned to the library, the basement door had been opened from the inside, not kicked down. What could have happened? Spike’s body was tortured and cruelly forced into such a monstrous shape, hissing dragon blood streaming from thick cuts along his scaly hide. As he roared again, a horrible hissing scream, pieces of bodies flew from his maw, brown and red and torn into chunks. Twilight’s stomach curdled at the idea of what her little brother had been forced into. After that feeling had passed, however, a new one arose. A dark feeling Twilight always forced out of her mind. But now…

Hate. Utter and complete hatred. The emotion was a wildfire in her soul, drawing power from all else to fuel it, the force it out of the alicorn in a horrible scream, magic ripping out of her horn in a black-green beam. Spike was deceptively nimble for his size, tucking his wings and diving, letting out a burst of green flame towards Twilight. A purple shield snapped into place, and Twilight screamed again, hooves slamming against the wall of solid light.

“I’ll bucking KILL YOU!” she roared to… to Spike, to the Caribou who had taken her earliest friend and shattered him, morphing him into a monster, “I swear, I’ll kill you all! S-spike, just hold on! I’ll-”

“Now, now. He’s mine, Empress. Your dragon pet has a new master.”

The voice was slick and dark, resembling the Caribou’s magic so intensely that bile rose in Twilight’s throat. She turned her head as the dragon passed, another bout of flame hissing against her shield, making her wince. The strength of the fire was incredibly, and the space inside her shield was heating up quickly. The second the fire subsided, Twilight beat her wings once, blasting out of her shield with a roar.

“HE WAS MY FRIEND!” she snarled back, cherry red blades flinging from her horn.

The blades cut horribly, but he dragon didn’t cry out; indeed, it’s abyssal eyes merely turned up towards the Empress, a horrific smile crossing its draconic features.

“Was being the operative phrase. He’s still in here… and he hates you. You left him to die.”

The barb pierced deep, raging tears streaming down Twilight’s face as she dived at the dragon. Oily magic leapt from the dragon’s claws, grappling intensely with Twilight’s own, quickly darkening, arcana.

“I left him to live,” she hissed down at the beast, drawing deeply on her reserves as she pressed forward, “Spike was smart, he was brave! He-”

“Was left with nowhere to go. You gave him nothing; it was so easy to take that squalling little mongrel, to break his mind and spirit, to gorge him on ponies till he-”

“I’LL KILL YOU!”

With a maddened howl of grief and hate, Twilight poured her magic into the dragon’s mind and soul, towards the cackling darkness that was all too happy to welcome her into its grip.
**********************

Twilight was horrified by the state of the souls in Spike’s shell of a body. The Ash’ei… the enigmatic spirit that had caused the death of her nation… his inky blackness seemed to consume all inside the body, his whispers rising and falling all around her. Images came unbidden to her mind; her friends bound to mating stalls, their stomachs distended as stallions in Imperial uniforms used them over and over. A mighty black and purple throne in the Canterlot throne room, crushing the ancient thrones of Celestia and Luna. Ponies as far as the eye could see, bowing low under the watchful eye of soldiers in Imperial uniforms, guns lowered. It was a twisted nightmare of the Equestria Twilight had planned to rebuild; factories clouding the sky, the sky cities chained to the ground below, to never abandon their people again. A wall around their borders, the bodies of millions of Caribou spiked along the top of it, constantly surrounded by flocks of crows and flies. An object lesson to anyone who would dare strike against her. Twilight, Empress of Equestria.

And a small part of her was horrified by the perverse pleasure the rest of her mind was taking from the images.

“You are the most powerful pony in existence, Twilight Sparkle. But you could be so much more. Think of the power you could wield… the security you would bring to your ponies… With an undead army at your back, no nation could stand against your might.”

Looking up, Twilight tried to jerk her mind, eyes widening at the grinning, horned visage filling her mind’s eye. It’s face was flat, with no hint of a muzzle. A thick beard ran over it’s jaw, and two powerful horns swept back from their origin just behind the creature’s dark orange eyes. It smiled down at her, revealing glistening, razor sharp teeth, flesh still stuck to them in places.

“Give yourself to me, Empress Sparkle. I will return your dragon to you… and I will give you everything you seek. Open yourself to me…”

Even as the mind spoke, it was tearing at her soul, doing everything in it’s power to worm its way into Twilight’s depths. And the Empress was torn. Twilight struggled to fight against the monstrous presence around her, to cut the link before it could take all of her. But the other part, the half filled with so much hate, was sluggish and unresponsive, enraptured with the power of the Ash’ei. Oily tendrils wrapped around the gleaming light of Twilight’s core, and she opened her mouth to scream.

“Enough!”

Light, brilliant and powerful as the sun cutting through a rain cloud, broke the bond the Ash’ei had built with the trapped alicorn’s soul, interposing itself between the two souls and quieting its raging voices. More colors began to seep into the darkness, slowly driving it away from Twilight and Spike’s cores, the latter a shriveled, weakened mass. Orange wrapped protectively around them both, sturdy and powerful; cyan took up a protective stance above them on the astral plane, rainbow light flickering on its edges. Yellow and purple soothingly pressed against Twilight’s torn soul, mending the damages with quick images of sleepovers, of days laughing in the sunlight and the good days of an Equestria intact. Pink giggled and gathered Spike’s core up in her brilliant color, bringing an emerald hue back to the little gem as it pressed it to Twilight.

“T-twilight?” Spike whispered, voice faint, tired, and hopeful all at once.

Doing her best not to sob, Twilight merely held her brother’s soul tightly, wrapping all the power she could spare around it. Looking up, Twilight watched in awe as Light, Midnight Blue, Soft Pink-Red, and Blood Red stood in front of the friends, their power and might driving back the darkness and its questing tendrils, their snapping magic shattering its hold and breaking its power.

“You cannot break the spirit of Equestria, Ash’ei,” Celestia’s voice, as firm and powerful as her strongest days as Princess, rang out in the din, “For we stand together, even in the darkest of shadows. You will not have Twilight. You will not have Spike. And if I… if we, have anything to say about it, you will have no piece of pony, body or soul, ever again.”

“A touching speech. But you have no clue what I bring with me. This is nothing- merely a meat puppet, an avatar. When we arrive, whether or not Twilight Sparkle leads the Empire into darkness, we will take it all. I cannot wait to have you in my harem, Celestia… your purity is simply... delicious.”

Twilight’s soul surged at the sacrilege, beginning to rise up in hatred once more… only to be tugged back down by the magic of her friends’ souls, their strength overpowering even her own.

“Don’t,” Applejack whispered simply, “You’ve done enough, Twilight.”

The Blood Red slowly slid back to them, and Twilight hesitantly opened herself to Trixie as she pressed into the protective wall of souls. Surprisingly, the Blood Mage was worried for Twilight, her magic carefully smoothing down the edges made ragged by Twilight’s forceful hate. The two gazed at each other slowly, their souls intertwining.

“Your stay in this body has long since worn out it’s welcome. You shall leave.”

Magic, black as night, ripped out from the Ash’ei’s soul, pressing firmly against the mass of Dark Blue.

“Princess Luna, certainly you wish to hold such power again. Surely you remember the-AAAH!”

With wide eyes, Twilight watched in awe as the magic was crushed, ripped apart, and shredded by the blue, tendrils of Luna’s magic piercing deep into the core of the Ash’ei.

“I do remember,” Luna hissed, twisting the magic assault deeper, “And it shall never return, monster. Go back.”

A blade of light and soft pink slammed into the core, a keening of agony rising up from the black mass.

“Go back.”

“Leave this land!”

This time, Twilight and her friends rose as one, surging forward in a rainbow of color and sound, piercing the core and widening the magically radiating fissures. The Ash’ei struggled and bucked, tendrils hissing out to fight and slash at the ponies, but there was nothing to be had. Twilight grit her teeth, ready to annihilate the creature once and for all… but fell back, slowly, quietly. The hate was still there, and it was hungry.

“C-celestia…”

“I know, Twilight.”

The Light slowly took its place in front of Twilight, her sun-like radiance flaring out.

“LEAVE!”

And with a scream and a burst of magic, Twilight was flung free of the dragon’s body, into the waiting arms of Trixie and Rainbow Dash, a tiny green-purple egg clutched in her hooves. The dragon’s body had lost all color, turning black and shadowy even as it lifelessly fell out of the sky. With wide, pained eyes, Twilight watched as the monster, the butcher of her race, fell from the skies, splattering messily on the rocky mountains below, alongside his powerful weapons of destruction. The world, for a brief moment, was quiet and, with a faint smile, Twilight closed her eyes, enjoying the blast of magic and heat as the Crystal Heart, combined with the Elements of Harmony, erupted across her home.
******************

The magic had been tainted. This Twilight had known, and she knew it was her own fault. The spell had worked! When the Crystal Heart let loose its charged power, combined with the Elements of Harmony and their divine magic, it washed over the land like a tidal wave of rainbow light. With an addition of Trixie’s blood magic and Celestia’s holy light, bodies were formed for those who had been obliterated by the thermo magical weapons. Reports brought back from Manehatten and Fillydelphia by Pegasi all gave mounting figures of raised ponies, all of them being taken care of by military forces left to find them. Other reports, and what Twilight could see with her own two eyes, gave a darker picture. Hidden in the magic had been hate. Twilight’s hate; her hate, her lust for power, every bit of dark magic that she had absorbed from the bombs and the dragon. A single tear ran down Twilight’s cheek as she scanned her army, all standing at attention on the Crystal parade route.

From what the alicorns could tell, the dark magic had not corrupted the souls of her ponies, but many of their bodies, warping and changing them based on the magic they resonated most closely to. Many pegasi now sported bright golden manes, tails, and wings, licks of fire and holy light rising off their bodies. Celestia believed they had responded most closely to her Light, and had changed accordingly. Other pegasi, and many of the former undead ponies, were standing silently in place, their eyes focused adoringly on Luna. Bat-wings had taken the place of feathered ones, and several earth ponies had found themselves changing shape, growing large, sharper teeth; their hooves splitting to form canine-paws. All those changed by Luna’s Night sported the same silver eyes, gleaming lightly in the light of the Crystal Palace.

Those most attuned to Cadence had sprouted crystalline wings of rose quartz, glimmering in the sunlight; horns on unicorns had grown small crystals and blade-like edges, while Earth Ponies found themselves with diamond hard hooves and bones. But it was truly Twilight’s and Trixie’s darker magics that had changed the most ponies, even among Twilight’s friends. Rainbow Dash proudly stood at Twilight’s side, having traded in her bomber saddle for a new Imperial Air Force uniform, a sleek black barding with the Imperial crest on her chest. The magic had hit her body, turning her cyan fur a shimmering sapphire sheen, purple streaks running along her feathers. On Twilight’s other side stood Applejack, a small smirk on her lips. She relished being alive again, her hooves digging lightly into the ground. Red streaks ran across her hooves and legs, glimmering softly in the bright light. She was dressed in her own black Mechanized uniform, Countess stripes on her fetlocks and chest. Applebloom hadn’t left her side since the Spell had gone off, gently nestling against her big sister, even though her powerful body rivalled that of the Countess.

Pinkie Pie, Rarity, and Fluttershy stood respectfully behind their Empress, smiling proudly as they gazed out at their soldiers. Little of Pinkie Pie had been changed by the magic, though Twilight was certainly she spotted purple and red undertones hidden throughout her fluffy mane. A grey overcoat covered her pink furred body, several golden stripes running down her shoulders and fetlocks, with a cannon stylized on the broach holding it to her grey under-uniform. Rarity stood close to Pinkie’s side, head held high. Surprisingly, she had deigned to wear a hat: one of the squarish officer’s hats, a gleaming badge of her Duchess office settled squarely in the center. The rest of her uniform was a deep black, a pair of diamonds taking the place of her officer stripes. Her horn had taken on a bladed appearance, and a pair of smallish fangs peeked past her lips. Fluttershy had taken the most dramatic of changes; the magic had dredged back up her vampire fruit bat genes, but none of the instincts had followed, thankfully. Her bat wings were stronger than her pegasi feathers, and she had been fluttering to and fro about the battlefield, before the stand-to had been called. Now she sat quietly, dressed in her stark white medic barding, the Imperial crest on her chest being the only source of color.

Twilight let out a slow breath as she slowly stepped up to the makeshift podium they had set up at the end of the parade grounds. Celestia and Luna stood to either side of the Empress, dressed again in their old regalia, though it was far less striking on Celestia’s smaller frame. The sight of their former Princess had been shocking to many a pony; a shock, and a blessing. Many had assumed the worst… Twilight had nearly assumed the worst.

“Fillies and gentlecolts!” She intoned, switching her mindset back to that of the people’s Empress; the warrior goddess that had risen out of a dead city to bring hope back to a dying race, “I cannot declare that the war with the Caribou is over. There are still many of their soldiers out there, and I cannot promise that they will not seek revenge. In our future, there may be fighting… and death…”

Twilight Sparkle smiled softly, raising her head high, “But there will be a future, now! Because of your bravery, your sacrifice, ponykind has a future we can look forward to with pride and determination! While Equestria may have died with the Bombs, the Equestrian Empire will rise- no, it has risen. It has risen like a phoenix; from death and fire, to life anew. We will be stronger than before. We will be smarter. We will be unified, and prepared.”

“We know that this is not the end of this war. The creature Ash’ei is not dead. We are certain of that. Indeed… I believe he will come back. He will come back to finish what his Caribou started. What say you to that, my ponies?”

The answering roar was enormous, the sheer volume shaking the Crystal Palace above them. These ponies had evolved past the peaceful, calm creatures they had once been. Thousands of voices, hardened and made hoarse by war, cried out their challenge to the Ash’ei, weapons shaking in magical grips or in powerful teeth. Enterprising drivers revved up their half-tracks, engines adding a baritone roar to the din. Twilight allowed herself a small smile. She had never truly wished to see her people as such warriors. But it did make her feel far more secure in their future. A wing raised, just a smidge, and the crowd silenced in an instant.

“As I thought. But there is more. As you can see, Celestia and Luna have returned to us. Our beloved diarchs live on. I may have brought many of you back, but it was their work that helped bring you all back to true life. If they wish it, I would give the reigns of the Empire to the Sisters. Celestia? Luna? What say you?”

They had rehearsed this, of course. It was an important ceremony, more for the ponies than for the Empress. It did not make it any easier.

Celestia spoke first, stepping forward once, “I must decline, Empress Twilight. I loved Equestria. My sister and I gave our hearts and souls to its preservation. And, unfortunately, we failed our obligations.”

Acting quickly, she held up a hoof to stop the tidal wave of pleading ponies, their cries for her, that it surely wasn’t their fault.

“However. We cannot in good faith abandon our home.”

Now it was time for Luna to step forward, raising her voice just below her powerful Canterlot Voice, “Indeed, former subjects. That is why, starting several months from this day, Celestia and I will be overseeing the construction and management of a new university, dedicated to the study of all forms of magic, and its responsible use. All ponies should have the chance to learn, the chance to experiment and create, as did our Empress.”

Both Sisters turned as one, bowing low to Twilight, who was struggling mightily to keep a straight, not-sobbing face. She bowed her head slowly in acknowledgement, then looked forward into the crowd.

“Will Princess Mi Amore Cadenza please step forward?”

Princess Cadence looked worlds better than when Twilight had first seen her; now well-rested, well-fed, and walking side by side with a reborn Shining Armor, Cadence looked resplendent, a warm smile gracing her beautiful visage. She had traded in her battle armor for a crystalline robe, glimmering amethyst and red in the light of the Palace. As they reached the podium, both Royals bowed low to their Empress. Twilight smiled softly, stepping down from the podium to walk to them, giving each a chaste kiss on the cheek.

“Cadence… you and Shining Armor have ruled the Crystal Empire with grace and strength for decades now. And while I wish for the Empire to join with Equestria, I do not wish to strip you of your well-earned, and hard-fought titles.”

What Twilight had imagined before… would not do now. Her foray into the mind of the Ash’ei had convinced Twilight of that, quite well. Going it alone could lead to very bad places. When she thought about what she had almost done… what the Ash’ei could have done with a body as powerful and corrupted as her own… She suppressed the horror as much as she could, turning her attention back to her surprised sister-in-law. Twilight smiled softly, stroking her steel-clad hoof along Cadence’s cheek.

“I would like you to join me, Cadence, as an Empress of Equestria. I cannot do it alone; I should not do it alone. You, and my friends, must keep my ambition and power in check. And in return, I will show you when strength is called for. When power must be expended, for the good of the Empire.”

Twilight closed her eyes. The scene was quieter than death itself, and she could feel the thousands of stunned eyes looking upon their Empress.

Please, Cadence…

“I will, Twilight.”

Twilight’s eyes snapped open, focusing on the warm smile of the Princess of Love. Cadence slowly rose to her hooves, head held high as she turned back towards the gathered ponies.

“I let myself fall into a bitter depression, before you came. I was willing to sacrifice our friendship, for zealotry. No more. Together… we will watch each other. We will work together, for the good of the Equestrian Empire.”

Cadence’s crystalline hoof lifted, and Twilight quickly clicked her own against her partner, both mares smiling tearfully at each other, then back to their waiting ponies. To Twilight’s surprise, it was Trixie’s voice that rose up before any other, clear and strong and sounding vaguely amused.

“All hail Empresses Twilight Sparkle and Cadenza! All hail!”

“HAIL!”

“HAIL!”
********************

Ash’ei let out a pained snarl as he jerked back on his throne, a gauntleted hand going to his throbbing forehead. What a headache… There was a squeal of fear nearby, and Ash’ei blindly swatted it with his magic, uncaring of the lifeless thud that resonated seconds later. No time to bother with slaves. Finally, he pried open his long closed eyes, gazing slowly about. As per his last orders, his body had not been removed from the throne room, and the doors were barred. A bloody smear tarnished one of his marble pillars, but he merely grunted. Nothing for it.

“I am awake,” he rumbled, pleased to hear his true form again; the deep, guttural voice that made slaves, and weak-willed sycophants, void themselves in fear at the sound.

Thankfully, a weak-willed sycophant did not answer his call. The metallic doors screamed in protest as they were thrown open, and two of his personal guard galloped inside. The centaur-like guardsmen were clad in the form-fitting body armor Ash’ei preferred; fabric and ceramics over crude metals beaten into place. They were wise enough not to carry weapons inside the throne room, horned heads bowed low the second they saw his wide open eyes.

“My Lord Ash’ei.”

“You are awake. We welcome you.”

Pleased, Ash’ei did not kill them; instead, he merely waved a hand to dismiss the guards. His legs, only now reawakening, protested and wobbled as his great bulk rested upon them, but Ash’ei would not be denied. He rumbled his displeasure at his body, but stumbled forward as quickly as he could. He would not reacclimate slowly. There was far, far too much to do.

His magic slammed the doors fully open as he strode out, eyes glaring down through the lead-lined windows of his fortress-palace. The tell-tale clop of hooves spoke the return of a sycophant, and Ash’ei turned his head slowly to gaze at him. The centaur was larger than most, speaking of a fattier diet that only the rich could afford. Underneath the fat rippled tell-tale signs of muscle, and Ash’ei could only nod in approval. Another warrior.

“My Lord,” the other centaur rumbled, his tone obedient but not beseeching, “Do you have orders? Your House awaits you.”

“Prepare the two-legs, and our slave masters. I want our armies ready to set sail for distant shores.”

Both centaurs turned to peer back out the windows, watching thousands of the pale, two-legged creatures scurry about the bustling shipyard, working frantically to build new weapons, new ships, new planes… indeed, everything seemed to be in the same order that Ash’ei had left it at thirty years before, just on a grander scale. All but…

‘Why is a ship missing?” he rumbled slowly, tone taking a dangerous edge.

To his credit, the sycophant did not grovel or make excuses. He merely nodded, once.

“A group of slaves escaped several weeks ago, my Lord. They fought their way onto the cruiser, and sailed it to the west. Your last Marshal was killed, as per policy; I am his replacement.”

West… the Equusan Portal. Ash’ei’s teeth clicked together, and he scowled.

“Double-time the preparations, and bring breeding battalions of the two-legs. This will be a full invasion of that world. I want… everything.”

“It will be as you say, my Lord.”

As the Marshal turned away, Ash’ei turned his gaze back to the hallway around him, eyes alighting on a trembling two-leg slave. She was hunched over in abject fear, stringy blonde hair covering her homely face. She was completely naked, her stomach stretched in advanced pregnancy. She peered up at her master slowly, giving a small sob. The smile Ash’ei gave back was positively ghoulish.

“Come, young human… walk with me. We have much to do… and I am hungry.”

Author's Notes:

PHEW! HOLY CRAP!

That is officially the longest chapter I've ever written, and I'm pretty proud of myself! Things have come full circle, and now you see the official rise of the Equestrian Empire, and the beginning of the next great invasion of the Centaur race.

I'd like to give my deepest gratitude to everyone who has followed me since the beginning of ToaNE. this story has become something like my own child as I wrote it, and I'm very proud of the world I have created. I'm hoping to start a whole new universe for creative writers to dig into and enjoy. From this point forward, the ToaNEverse is open to anyone who wants to write in it, as long as you make it clear what 'verse it's from, and maybe give a link back to this story.

Also, there is a direct sequel to this story in the works, covering the Centaur War. It, however, will take some time to do. In the mean time, I plan to add in two side sequels, covering the Countesses Scratch, and the Changeling Hives. I hope everyone who has followed ToaNE so far, will follow those stories as well!

And again, thank you all. I appreciate your commitment to following this story more than you'll ever know.

Act II: Chapter 1- Trixie's Tale

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Empress Twilight Sparkle looked around curiously as she was led into the torch-lit tunnel, her armored hooves and body making the softest clinks and crunches with each movement; several body-lengths in front of her, Trixie Lulamoon moved in utter silence, despite her armor and blood-red cape. It was still odd to see the young-looking unicorn without her sky-scened blue cape, or her pointed hat. Now she only wore a silver circlet through her mane, onyx, sapphire, and ruby crystals gleaming at its center. Letting her gaze run over the newest alicorn curiously, Twilight had to admit that Trixie pulled off the look well, and seemed wholly comfortable in her larger, more slender body. Trixie's wings twitched as a warm wind blew through the tunnel; the blades on every flight feather shimmered in the torch-light, and despite all she had seen, all she had done, Twilight shuddered. She shuddered for the pain Trixie had to handle every time she used her blood magic. She shuddered for the power that Trixie held.

"We enchanted this tunnel," Trixie explained quietly, seeming quite proud, "A series of small portals, jumping miles ahead each time. Saves alot of time going between the capital and the Crystal City."

And there it was, this mysterious 'capital' again. She had not been able to get a word about it out of the ponies in Trixie's employ, and neither had she been able to get them to take their strange masks off. They were metal and glass, with dark lenses covering their eyes. When she had asked about them, the ponies would only reply that it "made things easier." Easier for what? Themselves? Other ponies? She had so many questions; but, with the coronation over with, and the rebuilding underway, at least she could finally talk to the Blood Mage that had helped save them all.

"It's an impressive feat," Twilight replied with a soft smile, "Portals are very efficient. Just mana-consuming. How do you keep them going like this?"

"We tapped them directly into the ley lines," Trixie replied, still very proud of the achievement, "They'll never run out of mana."

Ley line portals? Twilight inwardly whistled. Very clever. The next portal was the biggest change since Twilight first stepped into the tunnel; the torch-lit darkness was replaced with a deep green glow, and Twilight's eyes and head quickly snapped to the left. Mushrooms. Mushrooms... everywhere. They towered above the ponies, some of them easily as tall as skyscrapers from Manehatten, while others were about the size of bushes. Dozens of ponies were moving among the mushrooms, chopping them down with long-hafted axes, or even carving directly into them. To Twilight's well-hid shock, she could see an entire village perched on top the largest mushrooms, a stairwell built into the stalk. But the biggest shock were the ponies themselves.

They stared at Trixie and Twilight with bright, glowing purple eyes, almost red-violet in their intensity. Their fur ranged from purest whites to darkest blacks, but all were covered in runic symbols, glimmering a similar color to their eyes. They bowed low to the pair of ponies; Trixie bowed her head in respect, while Twilight stared in awe.

"Trixie..." Twilight breathed, eyes roaming the closest pony, a young foal of only five, "What... happened? Why do they look like this? Is that why they wear those masks?"

She finally tore her gaze away from the bowing ponies and back to her guide; Trixie was smiling sadly, her own eyes gleaming in the same odd violet as she peered back at Twilight. She slowly reached up to wipe her eyes before turning away, trotting quickly towards another swirling portal.

"One more, Twilight. Then I'll explain it all."

Scowling faintly, Twilight Sparkle charged after Trixie, a hint of paranoia and annoyance growing. That, of course, was likely just a side effect of being the Empress, but she preferred to be answered directly. Not given the run around, and especially not the run around in the dark and gloom of the Under-Equestria. But all of Twilight's misgivings slipped away the second she stepped through the portal. They were on an overlook that led to a stairway, and then a mighty highway beneath the earth. A mighty, rushing river trundled along beneath them, her dark waters filled with various boats of many constructions, from steamships, to great caravels, to a horrible wheezing contraption that left behind a cloud of thick oil smoke. With her magical sight, Twilight could see the dozens of horrific creatures and beings beneath the dark waters- falling in would turn deadly in an instant, that was certain. The highway beside it was just as busy, with hundreds of carts and vehicles moving quickly along. Diamond Dogs, settled on all fours, pulled massive carts of ores and gems, while gigantic bears with horns pushed heavy loads of equipment along. Ponies, gleaming with their strange magic, led these carts along, or pulled smaller carriages and rickshaws. Every mile was a small station, with watchful, and quite armed, guards. It was a lane of commerce, its like unseen since the fall. But it's what they led into that left Twilight Sparkle truly breathless.

It was a city; a city built in the darkness of this massive cavern. Lightning sparked among the steeples and roofs of the city's buildings, and rain poured down from weather created by hoof high above in the cavern. Steam poured from every chimney and outpipe, and the din from the city was incredible, even miles away. Magical wisp lights lit up the city in a ghastly glow, as did the faerie fire lining the massive spires and towers arranged at five fixed points on the city's edge. Twilight could see it clearly; the city was one gigantic magical circle, settled atop a nexus of ley lines. The world's largest magical amplifier. Had she had this, her necromantic energies could have possibly covered the world. Ever so slowly, Twilight turned to stare at Trixie; the younger mare was settled on her haunches, a slight smile teasing her lips as she stared out over the vista.

"How?" Twilight breathed, voice uncharacteristically shaken, "How did you do this?"

Trixie sighed, just once, before turning her balefire eyes on one whom was truly her equal. Twilight could see it clearly. Both mares had done things to save their ponies. Things both wondrous and monstrous, all at once. More than anything, Twilight Sparkle was curious. Just what had Trixie endured to build a monument to pony tenacity? So, as Trixie began her tale, Twilight settled her imperial rump down on the dusty ground, and listened with eager ears.

The Trials of a Necromantic Equestria

by NightsongWrites

Chapter 1- Reborn

Chapter 2- The Retaking of Ponyville

Chapter 3- Homecoming

Chapter 4- Revival

Chapter 5- Reformation

Chapter 6- Love

Chapter 7- Return

Chapter 8- Prepared

Chapter 9- It Begins

Chapter 10- Enough?

Chapter 11- Rises

Chapter 12- Darkness Unveiled

Chapter 13- Cadence

Chapter 14- Breaking the Crystal Siege

Chapter 15- Were It So Easy...

Chapter 16- Finale

Act II: Chapter 1- Trixie's Tale