The Rein of Darkstar

by lemonsrcool

First published

War-torn Equestria! In a different dimension, the mane 6 must stop the evil regime of Darkstar!

War! After the assassination of the adored princess Celestia, an evil tyrant named Darkstar rises up! He takes over control of Equestria and sends it spiraling down into disrepair, reigning with cruelty and evil. Only the rebellion, a large group of ponies who want to put Luna in her rightful spot as new ruler can stop him! This story revolves around Rainbow Dash, who finds herself thrust into the front lines. Kinda Star Wars-ish

Chapter 1

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The Rein of Darkstar

Star Shine was brave. Star Shine was valiant. Star Shine was a hero. Star Shine was also dead. She was struck down in the last battle of the 3rd pony war. First, actually, I should get into how this all started. The great pony wars were started when the great Princess Celestia died, assassinated by a Pegasus extremist. Luna stepped up to take the throne, as was her rightful place, but an alternate leader appeared. His name was Darkstar Twinkle. (Don’t mention his last name to him. It kinda pisses him off.) He immediately vied for power along with his lackeys, a large majority of the great pony council. He kicked Princess Luna out of leadership and established a new oppressive rule of power and cruelty. Luna didn’t go easily, though. She established a rebellion of all those who she knew supported her and went up against the oppressive ruler. That was the first pony war. Luna lost. Luna, with many of her troops dead, went back into hiding, plotting revenge.

The Second Pony War started with another rebel leader, Iron Sun, who was a great strategist, but an ill- equipped leader. He quickly lost control of his own forces and was killed in the great siege of Phillydelphia. The second pony war was also lost, but unlike the first, the rebels actually gained some foothold against the terrible regime of Darkstar.

Thus, the third Pony war started. Under the guidance of Princess Luna and Ironheart’s son, Steelhoove, the rebels slowly began to reclaim the world. Many great leaders came and gone in this Great War, which has lasted for over 20 years now, but now their best, Star Shine, had been killed. Morale was low within the ranks of the rebels, and for the first time in years, they had not won a decisive victory against Darkstar. This is not their story. This is the story of a single pony that was standing at guard duty at Fort Whoovington, A small stronghold deep within the Everfree Forest. This was just about as far as far could be from Darkstar’s New Capitol of Darkstar City. (Talk about conceited.) This pony’s name is Rainbow Dash. Rainbow had a thick, ruffled mane with all the colors of the rainbow, albeit darker. She had never seen the front line before. That was about to change.

“Hey, Rainbow!” yelled her sergeant, a dark yellow earth pony. “You’re getting transferred to the front!”

Rainbow’s heart skipped a beat. The front? That’s where pony’s died. She was perfectly fine with this guard duty at some obscure base in the middle of nowhere.

“What? Can’t anypony else go?” Rainbow argued.

“They specifically need a Pegasus pony and you’re the only one in this entire base.” He replied. “I wish I could help you out, but I can’t do anything. This comes directly from the top.”

“Fine. When do I have to leave?”

“Immediately”, the sergeant said sternly. “Good luck out there.”

Rainbow Dash sighed. She always kind of wanted to go into the front lines, and that’s why she didn’t argue much, but now that she was actually going, the thought made her sick to her stomach. So while on the shuttle to the front lines, she did the sensible thing that someone who is really nervous would do. She slept.

When Rainbow Dash awoke, the shuttle was almost there. She looked out the window. All dead trees and fog. Not a living thing in sight. She asked the pilot how much longer.

“We should get there in about-”

He didn’t get to finish. Just at that moment, the shuttle jerked to the side.

“Everypony get down! We’re under attack!” yelled the pilot. Rainbow fell over and tried to grab hold of something; anything. Just then, the cockpit of the shuttle was blasted from the rest, taking the flailing pilot to his doom. Rainbow crawled back. She was in a ship that had no pilot that was falling fast into the dead forest below. She braced herself for what would surely be a hard landing. She closed her eyes.

Rainbow woke up looking into somepony’s eyes. She realized that she must have survived the fall, and their attackers had taken her captive. She looked around. There were 3 more rebels around her, those who had been in the back of the ship as it was hit.

“Are we all that are left?” She asked the colt next to her.

“As far as I can see.” He replied.

“No Talking!” yelled the soldier that was tasked with guarding them.

Rainbow looked around. They were in the middle of a clearing, and the enemy were all around. There was a large, mossy wall to the left, probably the remains of some unfortunate town. To the right, was a trail leading off into the distance. She wondered why the enemy would deploy such a large force to dispatch a single shuttle. She heard some talking from a large tent on the other side of the clearing.

“Then we will end this here!” A large black Pony exited the tent. He had dark eyes and lots of wrinkles around his mouth that seemed to form a permanent scowl on his mouth. He walked up to the guard.

“Which one is it?” he asked.

“That one”, replied the guard, pointing straight at Rainbow. Rainbow suddenly jerked back. What did they mean? She was the one? The what?

“Alright then dispose of all these rebels so we can go home.”

Rainbow shuddered. Dispose of?

“With pleasure”, said the guard. He took out his weapon, a specially designed gun that was made specifically for the imperial guards of Darkstar. He went up to the first rebel in line, placed the barrel up to his head, and pulled the trigger. A bolt of light went straight into the unfortunate colt’s head. His eyes glowed a second before he slumped to the floor, his head smoking. The guard proceeded to the next pony in line. Rainbow looked away. She heard a scream, and then something hit the ground. Next was the pony directly to her right. She heard him try to crawl away, but a single flash of light showed that his efforts were in vain.

The guard approached Rainbow. “Your turn now.”

Rainbow closed her eyes, bracing for the light... The gun was right up to her forehead. She could feel the pressure building up within the barrel. Then, the pressure went slack. She looked up. The guard’s forehead had been cut clean off, revealing brain underneath. He fell over. The wall to her side burst open.

“Charge!” Yelled a purple unicorn, bursting through the gap.
She looked at Rainbow. Her eyes glowed for a sec, and then she looked up and pressed forward. Rainbow realized that the unicorn had used magic to loosen her bonds enough for her to escape. She looked around. She could see a whole assortment of rebel ponies fighting against her captors. She saw a pink earth pony dash by throwing all assortments of grenades into the fray. She saw a white unicorn seemingly flaring her arms out randomly, but in every direction she flung, an imperial guard fell over, grasping his neck. Rainbow saw an orange earth pony with a cowboy hat on walk into the fray and take out a small pad out of her pocket. She placed it on the ground and pressed a button. It immediately began to whir and expand, revealing hidden compartments that housed supports and ammo boxes. It grew until it was a fully functional automatic turret, homing in on foes and taking them out quickly. Rainbow saw the purple unicorn that had burst in beside her, taking out enemies seemingly with a glare. Her horn would glow and enemy guards would fly in different directions, or suddenly convulse and fall. Then, to her right, she saw a yellow and pink Pegasus, surrounded by imperial guards.

“Watch out!” yelled Rainbow.

The Pegasus looked at her, and smiled at her. Then, in one big move, she thrust out her hoove, which had been holding a bag. The bag burst open to reveal some sort of insect that quickly honed in on her enemies and stung them. They fell to the ground, writhing in pain. More rebel ponies of all types burst through the wall and Pegasus flew in from above. Within a minute, every last enemy guard was either dead, dying, or tied up and gagged. The purple unicorn approached Rainbow.

“You’re the only on left?” She asked.

Rainbow was too stunned to answer.

“You… Just... Whuh... Huh... Duh?” Rainbow replied.

“Are you the only one left???” The unicorn repeated. This time Rainbow mustered up enough brainpower to answer.

“Yeah... They killed the others just as you arrived.” Rainbow looked to the side. She saw the yellow Pegasus checking the pulse of some fallen ponies.

“Damn. We were too late.”

“Well, I’m the only one left if that’s what you want to know.” The unicorn looked around grimly. She finally sighed.

“Come with me to the shuttle. We can get back to a safer location for now.”

They boarded a shuttle with all the other rebels and strapped in. The purple unicorn turned to face her.

“Our mission was to locate a fallen shuttle carrying high priority personnel. Unfortunately, our shuttle broke down mid-flight and we had to stop to fix it. We were late to the enemy base, and therefore were too late to save the others in the shuttle.” She looked away from Rainbow.

“Well, who was the high priority personnel?” Asked Rainbow.

“You”, replied the unicorn.

When they reached main base, Rainbow still couldn’t understand why she was the high priority personnel. She was some random unimportant pony who stood at guard duty at some obscure base in the middle of nowhere. Why would she be so important? She decided to save that question for later. Now was the time to find out where she was, and why she was sent here. She found the answer to that question a moment later when the purple unicorn talked to her again.

“You’re here because the last flyer in our squad was killed last week. Star Shine; you heard of her?”

Rainbow had heard something about a flyer named Star Shine who had been killed. Apparently she was the best flyer in the entire rebel forces. Then, it hit Rainbow. She was the replacement for Star Shine. How could it be? Rainbow was a good flyer, but only because she got lessons from her grandmother and mother before even the first pony war. She couldn’t be the best.. Could she? Rainbow looked around hesitantly.

The purple unicorn confirmed her fears when she said,” You’re here to replace her.”

Rainbow figured that getting scared wouldn’t do anything good, so she went on ahead with the unicorn.

“So... What kinda squad are we anyways?” asked Rainbow.

“We are the third battalions’ squad on special ops. We do all the things that a meat wall of normal troops can’t. Espionage, sabotage, subversion... Those kinds of things.”
All Rainbow could do was nod. A special ops squad? She wasn’t special at anything! How could she be part of this squad? And how could she be as good as Star Shine??

“Why me?” asked Rainbow.

“Huh?” replied the unicorn quizzically. “Why you what?”

“Why did I get picked for this? I mean, it’s not that you guys are bad or anything... You’re awesome... It’s just that... I’m not! I’m not special at anything! How could I be the one who joins this team?”

“Just calm down. I know as much as you, but if you know as little as you say, and I hope you don’t, then we might be in trouble. I’ll send a letter to the higher-ups and ask why you were brought here, though, if it would make you feel better.”

Rainbow nodded. At least she would be out of this nightmare soon. Already an entire shuttle of rebels had died for her today. How many more? She followed the unicorn onwards through the base. They entered a room at the end of a long hallway. The plaque next to the door indicated that this room was the barracks for the special ops squad. Inside, she saw the white unicorn using her magic to spin a needle around in the air in front of her. A pink earth pony touched the needle in midair, yelled “ouch!”, then giggled. An orange earth pony was fiddling with something in her arm, and a yellow Pegasus was feeding a carrot to a... what? A bunny it looked like she had? OK, thought Rainbow. This is getting weirder by the second. Then she realized these were the same ones who had fought so fiercely to free her. The first to talk was the white unicorn. She walked up to Rainbow

“Hello... are you the replacement for Star Shine?” she asked.
“Uhh... yeah I am.” Rainbow replied.
“Alright... I love your mane... very colorful.”

Rainbow looked around again.

“Oh, how rude of me...” said the unicorn. “I didn’t introduce myself... My name is Rarity.”

“Oh, hello Rarity”, Rainbow replied. “I’m Rainbow Dash.”

“How nice to meet you! Alright, everypony introduce yourselves to Rainbow.”

The pink earth pony came up first.

“Hi! I’m Pinkamina Diane Pie, but you can call me Pinky Pie! I’m in charge of demolition! Do you want a muffin?” She took out a muffin seemingly out of nowhere and put it right up to Rainbow’s face.

“Uhh. No thanks”, Rainbow stammered.

“Alright!” Pinkie said. Then she threw the muffin through the doorway into the adjacent room, where it exploded. Rainbow jumped a little.

“Does she do that a lot?” Rainbow asked.

“Nah”, replied the orange earth pony. “She only does that when she has enough flour n’ gunpowder to make muffins. Howdy. I’m Applejack. Nice to meet you!”

“You too”, replied Rainbow.

“I’m the engineer in this squad. I make all the equipment that you’ll be usin on field missions.” She took an apple out of her saddlebag and began to munch on it.

Rainbow looked around again, and saw the yellow Pegasus. She approached her.

“Hi”, Rainbow greeted.

“Hello...” replied the Pegasus.

“What’s your name?”

“I’m...Fluttershy”, she said quietly.

“Uhh... alright? Well I’m Rainbow Dash!” She made a squeaking noise and hunched back into the corner.

“Don’t worry about her. She’s a little shy.” Said the purple unicorn. ”I’m Twilight by the way. I’m the squad leader and I specialize in magic.”

“Magic?” replied Rainbow. She had heard that unicorns could use magic, but to specialize in magic?

“Yes. I have been good at magic since I was just a philly.”

“Really? That’s really cool! I don’t know many ponies who can specialize in magic!” exclaimed Rainbow.
“Well, I guess that makes us have something in common.” said Twilight. Just then, a large pony came in wearing a full camo suit.
“Your squad must report to the briefing room. Immediately.” All the ponies rushed out of the room except Rainbow and Twilight.
“A mission? Already?” stammered Rainbow.
“No training like on the job training”, replied Twilight, smiling. “Let’s go.” They went through a maze of hallways until finally reaching a large, dark room. A large, dark pony awaited them.
“That’s Ironhoove!” thought Rainbow. They all got into line in front of him. He got straight to the point.
“A large force of enemy ponies has massed to the north of our position. We are already battling them with our own troops, but we can’t get past their artillery. Your job is to get to the artillery bunkers, and destroy them so our own troops can press forward. Be careful, though. This base is heavily guarded, but our spies have found a way in. An old service tunnel leads straight into the heart of their base. Unfortunately, the only entrance to the tunnel is right in the middle of the battlefield. Your first priority is to get to the tunnel, maintaining that it hasn’t been destroyed by the enemy artillery as of yet. If it has been destroyed, you’re just going to have to find another way in. This operation is vital to the continued operation of this base.” He saluted and stomped out of the room.
“So what do we do now?” asked Rainbow.
“We go of course”, replied Twilight.
They boarded a shuttle bound for the battle. She had been told earlier after the briefing that she would go with the 15th airborne division and find the insertion area. After that, she would need to signal the area with tracking beacons, all while avoiding the innumerable number of imperial soldiers trying to take her out of the sky. She had to get on a different shuttle than the rest of the squad. It began to rain outside. The harsh raindrops made thick resonating sounds within the metal carapace of the shuttle. She put on her helmet. Then she realized that this is the first time she ever put on a helmet. She didn’t need one for guard duty back in the everfree forest. She had basic training, of course, but that was it. This was the real deal. She tried to remember everything she learned back in the military academy. Fly straight. Don’t hesitate. Basic things. Speed is power in the air. If you have speed, you have power. She heard cracks coming from outside. Thunder, she thought. Then no... She was in a battlefield. This was not thunder. This was artillery, or explosions. She was afraid to look outside. She looked around the chamber she was in, with the rest of the Pegasus who were in the 15th airborne. Most were veterans. A few were fresh out of the academy. She looked at the Pegasus next to her. She was grey with a yellow mane. Her cutie mark was bubbles.

“Hi”, said Rainbow.

“Oh, hi. Are you the one who is taking over Star Shine’s spot?”

“Yeah”, replied Rainbow. “I’m Rainbow Dash.”

“Oh, well I’m Derpy. You ever see battle before?”


“Well me neither so good luck out there!”

Rainbow got a pit in her stomach. These Pegasus were now under her command. She was responsible for their lives. She was the new leader of this division. It was her job to make sure these Pegasus returned home. Rainbow took on a defiant look. Nopony was gonna die while she was on duty.

Chapter 2

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The Rein of Darkstar

Rainbow raised her head. She took out a paper, opening it neatly on her lap. She took off her helmet, to see the hastily written words better. It was some words of advice from the rest of her squad. Not the airborne, no, but her real squad. She had been put into the airborne because all special ops officers were in charge of their own squad. The note was from Fluttershy. It dawned on Rainbow that Fluttershy was probably in the airborne when she had first enlisted, being a Pegasus and all. All the note said was “Don’t slow down. If somepony’s gone, they’re gone. Remember: Nets, Gears, and Charges.” Rainbow tried to remember what those things were. Nets and Charges: Both weapons used by the imperial army. Particularly used against flyers like her. Gears, though. What were Gears? Her question was immediately answered when Derpy talked again.

“Sergeant, we are approaching the battleground. Do you have all weapons and ponies accounted for? Do you have your Gears?”

“Gears?” replied Rainbow.

“Oh! I forgot you were new to this division! Gears are only used by our division and the 12th Airborne. Basically, they’re a prototype weapon that’s been tested since this war began. Mostly they aren’t out of the prototype phase because there aren’t many chances to test ‘em. Most Pegasus have come back with… mixed results. We just got a new version shipped in.” She took out a few gear-looking things that were about the size of her hoof onto the seat. “Just stick ‘em in here…”, she stuck it in a little slot in Rainbow’s armor, just about the wrist. A little green light turned on. “Now the point of them is to fire out, and after a little they will explode, but not a real fire explosion. More of a small chemical reaction. The point is, though, that the little reaction sucks in air all over the place. The reaction takes in all the air, causing anything flying near it to get shaken all over the place, and if it’s an enemy Pegasus, they’ll get real disoriented and stuff.”

Rainbow was still a little disturbed by when Derpy had said, “Mixed results.” “Why is it still in the prototype stage?”

“Well”, replied Derpy, “Some have kinda gotten stuck in their launching chambers. Created suction in the suit, pretty much putting so much pressure on the wearer that they’ll explode. Don’t worry, though, lots of Pegasus have said that this saved their lives in a tough situation.”

Rainbow cautiously took some gears and put them in her suit. She already knew you could stick grenade disks into the slots, and knew how to fire them. All you needed to do was flick your wrist in the direction you needed to fire. It was inaccurate, but it still worked. She looked up for the about the millionth time on that flight. She was the commander. She had to brief these other Pegasus’ on what they had to do. She stood.

“Alright”, she yelled with a surprising amount of force. She continued. “Listen up! Our mission is to fly over the battlefield, and find a small service tunnel. She pulled up a map. It’s over here.” She pointed to a spot dangerously close the enemy front. “This is a hit and run mission. We get there, drop some beacons, and come back. Simple. Minimum confrontation expected, but be on the lookout. Scouts have reported they have anti- Pegasus guns stationed all around the area.” Rainbow hefted up her gun, a rifle that fired stored energy in short, even blasts. It was standard issue, and could be recharged just by replacing some energy cells. “Everypony do a weapons check!” Everyone checked their weapons and gear, making sure it was working properly. “Alright, helmets on!” She referred to a timer she had on her arm. “We are reaching the drop point in about 3 minutes, so everypony get in position to drop! We will check in immediately after drop!” She turned around to face the large, ramp that would lower to allow them access to the outside. “Remember! We will have cloud cover for a while, but don’t get too comfortable!” Rainbow looked at the steel ramp, and it dawned on her that this was her first time in an actual battle. “Hope I survive”, she stammered to herself. She ran all the basic training tactics through her head. Keep everypony together, but not too close. Look all around, including under you and above you. Don’t stop moving, even for a second, and always fly in formation. Formation creates order, and an ordered army is a strong army.

“Dropping the ramp!” yelled the pilot. He flicked a switch on his dashboard, bringing the ramp to life.

Well, here goes nothing, thought Rainbow as she walked out of the shuttle.

The air was cold. On the ground, it would have been an overcast day, but above the clouds, the sun was rising. It was still casting an orange glow around the entire area, creating an air of apprehension. Rainbow flew up a little and viewed the rest of the division falling out of the shuttle, and expertly manipulating themselves so their wings would catch the air and move giving them some air to fly on. Rainbow led her division on.

“Alright, everypony. Get in formation Delta, and check in.” The radio crackled for a minute, but she saw Derpy to her right about 20 meters, and saw the rest of her division close behind. “From the top.”

“Cloudkicker, standing by”

“Derpy, standing by”

“Scarab, standing by.” Scarab? Then Rainbow remembered that Pegasus had their own call sign that they used instead of their actual name.

“Solent, standing by”

“Scapa, standing by”

“Nighthawk, standing by”

“Seal, standing by”

Every member of the division checked in one by one. When they were done, Rainbow just looked ahead and said, “All accounted for, move out.”

Before they could do anything, though, someone yelled into the mic,” There they are! Coming in from the North, and coming in fast!”

Rainbow’s heart sank. She hoped there would be no confrontations here. “Evasive maneuvers!” she yelled. Everypony began to dash in every direction, clicking the safety off their guns and turning into a firing position. Rainbow panicked for a second, then began following her own command. She flew upwards into a loop and settled about 20 meters higher than where she was before. She looked to the left. One of her own troops was firing at the oncoming foes, but then was hit by a large, sheet. It circled around the unfortunate rebel and he plummeted to the ground. All Rainbow could see were 2 small dots and a slightly larger struggling dot falling towards the ground. Wait, why were there three dots?

“They got nets!” yelled Derpy, who had also been watching. Rainbow racked her brain to remember what nets were. Nets: A heavy projectile used by the imperial army. With heavy centers and extremely sharp edges, they were meant to hit a Pegasus head on. The Pegasus would automatically get wrapped by the net, and the sharp edges would cut off any protruding limbs, which were usually the wings. Rainbow shuddered. She couldn’t imagine having her wings cut off. Flying was her life back when she was a guard. She would spend all her free time flying, and she prided herself on being really fast.

An explosion rocked her out of her thinking. She began to fly upwards, shooting towards the attackers, who were now in a dogfight with her own troops. She could barely figure out what was going on. She saw an enemy Pegasus flying straight towards her. Rainbow quickly ascended a few meters, and fired a few shots off towards the attacker. Most missed, but one connected with the enemy’s chest. The armor dispelled most of the charge. Rainbow looked at her gun as she flew out farther, and realized her charge was on the lowest setting. She scolded herself. It was these mistakes that got ponies killed. She cranked up the charge and turned around, flying backwards, a trait she had mastered back when she was a guard. The enemy was firing off shots at her now, but she dodged most of the shots fired by the rookie. She let out a blast of her own, which clipped the side of the attacker’s wing. He spiraled to the left, trying to gain control of his wing, while Rainbow retreated downwards. She looked back up to see that her attacker had regained control of his wing, and was flying down towards her. Fast. He seemed to have dropped his own gun while he was spiraling. Rainbow had seen this before, in the videos back at the academy. The faster you flew, the harder it was to stop, and the faster it was to turn. She took out a knife she had on her waist. Speed might be power, but only if handled correctly. This Imperial trooper was fuming mad. Rainbow turned around and flew slightly farther away, pretending to be gaining speed to run. When the soldier was close enough behind her, Rainbow darted to the side and held out her knife. The speeding soldier had no idea what hit him, as he flew head first into the knife, jamming it in between his eyes. Rainbow watched as the enemy Pegasus dropped with his own momentum, off to the side. She returned back to her comrades above, who had just taken out the last of the enemies.

“How many were there?” she said into her mic.

“About 10. They were rookies, though. None of ‘em probably even received full training.” replied Derpy. Rainbow remembered something she read about the empire pushing out soldiers as soon as they got out of basic training. They were getting desperate.

“Everypony, check in!” said Rainbow desperately into the mic. She counted off all but 3 of her own troops. “Who’s not here?”

“We lost Solent and Seal to the nets. Sparrow’s injured. We have to get her to the ground. The medics in our Forward Operating Base can help her.

“Alright. Seafang and Swift. You two bring her to the ground. The rest of us will move out.

“Yes, Sergeant.” Replied Swift.

Rainbow did a quick count in her head. That left her about two dozen more troops with her. She turned towards the north, and began to fly. There were no more disruptions for a while, but then they reached the edge of the cloud cover they had been in.

“Alright.” Said Rainbow. “Once we get out of this cloud, the anti-Pegasus cannons will fire against us. Watch out and try to keep moving as much as you can. The area we need to mark isn’t too far away, but is behind enemy lines. They won’t send their own Pegasus’ out here because of the anti-Pegasus guns. We get out there, drop beacons, and come back. Got it?” There were various nervous murmurs of understanding within the group. “Good. Let’s go.”

When Rainbow passed out of the cover, she saw something she never expected to see. A large enemy encampment, as big as their own base. She looked to the south and saw flashes of light and heard booms. That was where the main battle was. She figured they would have maybe half a minute before anyone noticed they were there. She flew as fast as she could, hoping the others could keep up. Then she heard an alarm. Then she heard something fire, then an explosion rocked the air in front of her. If she had flown another half second, she would’ve been blown to bits. She turned around to the others.

“Watch Out!” she yelled before turning ahead again. She saw one of her troops, Scylla, going in front of her. She was dodging in and out of the dark clouds caused by the guns. Rainbow kept behind her about 30 meters, and tried to make sure that the others were still behind her. Her head rang with the sounds of the many explosions around her. The helmet was designed to muffle it out, but nothing can really block the noise of an exploding ball of fire and shrapnel. Her head throbbed, but she kept going. Everything around her was a big blur, but she kept moving forward. She saw Scylla make it to the point where they had to drop the beacons. Scylla stopped to throw the beacon, and then exploded. A shell hit her straight on, and left a dark cloud of smoke. Blood and bits of her rained down, and smaller explosions resonated, as Scylla’s grenades and gears all were detonated in the explosion. Rainbow was knocked back into reality. She flew right to the spot where Scylla was standing a second before, and was immediately covered with moisture. Blood, thought Rainbow, noticing the red pigment in the liquid. She was knocked out of her shock by another boom to her right. She panicked as she tried to take out a beacon, as they were strapped to her chest. Another shell could easily take her out as it took out Scylla. She fumbled with the strap holding it in, but managed to press the button to activate it before dropping it into the encampment below. Rainbow made a sharp U-turn back. She saw the rest of her division pass her, tossing down beacons and making a sharp turn back. They raced back to the safety of the clouds and flew as fast as they could, out of the range of the guns. Rainbow, now covered with blood, flew without a word back to the area where the shuttle dropped them off. A different one was waiting for her, and she flew in, covering the clean steel with red. She saw the rest of her division follow suit, and the ramp closed. She could feel the shuttle flying back; back towards the main battle. She eyes began to water. The helmet covered it, but she still did. Her soldiers had died. And it was her fault. She wasn’t a good leader, and had led 3 ponies to their deaths today. The tears on her face mingled with the blood, leaving streaks of red. She cried all the way to the Forward Operating Base, without making a sound.

Chapter 3

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The Rein of Darkstar

Captain Twilight Sparkle looked out into the gloom of morning. The sun was covered with an overcast sky, except for some small slivers passing through the thick layer. She looked outside the tent provided to her. She was charge of the 12th heavy infantry brigade. She went back into the tent, pondering over what had happened in the days prior. Rainbow, a recruit with no fight experience had suddenly been transferred into an elite group of special operations agents, and been given the rank of sergeant. At this moment, she would be on a shuttle in charge of a squad in the 15th airborne division. Why was she here? Rainbow was in command for the first time in her military career and would be flying straight into enemy territory. Twilight comforted herself with the thought that there would be little to no resistance up in the clouds. The only chance of danger would probably be the anti- Pegasus guns at the enemy encampment, but those were hardly known for their accuracy. They should do fine, she promised herself. She went outside the tent and looked around at her platoon, a military force of about 140 ponies. Mostly unicorns, as was her prowess, but a few earth ponies, too. Every pony in her special ops squad was in charge of at least a squad of normal troops, whether it was the airborne, light infantry, artillery, or heavy infantry. Artillery boomed in the distance. A grey stallion approached her.

“Captain Sparkle, a message from the front,” He said. Twilight accepted the note.

“We have begun to fire artillery at the enemy forces. Move your troops over to the east front and hold position until instructed to charge. Cover for light infantry until the 4th Airborne Division can support you.” Twilight mulled it over. It was logical to move to the east, as the battle had already begun in the west, and most of the enemy ponies would be massing. All they would do by moving would be disrupting them. Twilight walked to her leading NCO.

“First Sergeant Scratch,” said Twilight. “Instruct the troops to move to the east front in 5 minutes.” A white unicorn with electric blue hair responded.

“Yes, Captain,” she said, then moved out to deliver the message. Twilight got her rifle and began to walk.

“Get those M198’s reloaded now!” Pinkie looked back down at her map. “We need to hold ‘em back long enough until the 16th can get into position! MOVE!” Ponies scrambled around her. Pinkie could feel the booms that each piece of artillery as it sent a 43 kilogram high explosive round into the enemy lines. With a 50 meter kill zone and 100 meter casualty zone; this thing could keep the enemy back long enough for a regroup on our side. Pinkie made a few marks on the map, and walked to her primary NCO, First Sergeant Sunray.

“Promise the troops a muffin tonight for each of ‘em if they can keep the artillery blasting for a while.” She quickly turned around and began to march down the hill they were positioned on.

“Wait, where are you going?” questioned Sunray.

“I need to find some more ammo for the M198’s.” She giggled and bounced down the hill. She checked the belt tied at her waist. Every type of grenade you could think of. Fragmentation, Incendiary, Concussions, and flash bangs. Pinkie smiled and turned a little, taking a muffin out of her belt. She took a bite and walked down the hill, looking for her next shipment of artillery rounds. She found them next to a crate of rifles and batteries.

“Wow, I found these quick!” She looked around and saw a guard standing in front of a medical tent. “Hey, private,” she yelled. “Go and get any others you can find and carry these shells up to the artillery on top of that ridge.” She pointed to the ridge her artillery was on.

“Yes, captain.” The guard saluted and ran off; looking for some other ponies that could help him carry the heavy rounds up the hill.

Pinkie looked back at the artillery shells she found. “Hmm… incendiary, eh?”

Rarity leaned back in the chair she was sitting in. It was more of a stool than a chair, but you couldn’t ask for much in a time of war. Anyways, this battle wasn’t her job. She didn’t like big battles like this. Too much blood and mud everywhere. She liked clean deaths, and so her expertise was in assassinations and espionage. She would have to go and do something later with the rest of her squad, but for now she could just wait. She looked at the color of the stool she was sitting in. Olive green... ick. It was such a terrible looking color. Looked like someone had puked out broccoli and green beans. She fiddled with the needle in her hoof. It was a sewing needle. It had such an innocent purpose, but could be deadly if put into the hooves of the right person. Rarity was the right person. She flung the needle at a poster of Darkstar on the wall with a quick jab of her hoof. It stuck right out at the end of the neck. A needle into the neck wouldn’t do much. It would have to cut a major blood vessel, or at least graze one; not just stab it. If that poster could move, it would be clutching its neck and gasping as blood leaped out of the wound. If that had been a real pony, the needle would have gone straight through the side of the neck, leaving a gash along the side. Rarity took out another needle. She looked closer upon it this time, seeing the tiny barbs she had put on it herself, which would increase the chances of death, as the barb would rip out any extra flesh or artery wall as it went by. Hmph. Maybe she did like blood after all.

Rarity stepped outside for a breath of fresh air. Another pony guard walked up behind her and touched her on the shoulder. He was in a sleeper hold before he knew what hit him.

“Stop! It’s Cloudbreeze, don’t kill me!” he yelled, nearly passing out from a lack of air. Rarity let go and he slumped to the floor, coughing.

“Don’t sneak up on me next time. You could end up passed out. Or worse.” She extended a hoof to help the wheezing guard. He took it and got up, trying to regain his breathing. “Well? What is it?”

He breathed deeply for a second, and then said,” You are to return directly to the Forward Operating Base when Sergeant Dash comes back. You will regroup with the rest of your squad and make an advance towards the service tunnel.”

“Alright. Thank you. Dismissed.” Rarity saluted the still gasping for breath stallion and he saluted back. Rarity watched as he galloped off towards the FOB and disappeared behind the masses of other soldiers going to the front.

“What is it?” asked Fluttershy. She had been watching Applejack building something in the FOB for about an hour now and still couldn’t figure out what it was.

“It’s a new turret I’ve been working on. Ya know those little disky things I throw out onto the battlefield a lot that grow into a big turret?”


“Well I’m improving it. I think I might be able to add a small rocket launcher, but I can’t figure out where to store the ammo.”

Fluttershy didn’t really care much, but pretended to be interested anyways.

“Well, what if-“She was interrupted by a colt that had just walked into the room.

“Lieutenant Fluttershy.”

“Yes, corporal?”

“The medical areas have been set up as you requested.”

“Thank you corporal. Please now set up the operation tables and open the disinfectant bottles. Soon injured ponies are going to come in needing our help.”

“Yes Lieutenant.”

“Alright then. Dismissed.” Fluttershy picked up a bag from the corner of the room.

“Well bye, Applejack. Duty calls!” Applejack waved goodbye and Fluttershy walked towards the medical tent, hearing cries of pain.

Twilight looked through her binoculars. Still no movement. She had instructed her brigade to remain as still as possible, and hold their position until she gave the mark. She looked up to the grey sky. Little flashes of light broke through the grey clouds every once in a while. What? What could be making those flashes? Certainly Rainbow couldn’t have run into any… She didn’t finish the thought. Just then, a Pegasus smashed into the ground next to her, leaving large red streaks on the ground. His wings were cut off and were lying, twitching, next to his lifeless body. His skull had been cracked in on impact, and brain oozed out of the side. There seemed to be some sort of net around his body, and razor sharp blades sticking out were covered with blood and rust. Twilight winced.

“Get this pony outta here!” she yelled to the troops next to her. “She went up to the corpse, and looked at the tags. This Pegasus is part of Rainbow’s squad. She put the tags into a pouch on her waist as several of her troops carried away the carcass.

Twilight turned around, walking back towards where the rest of her brigade was hiding. Just then, a bright green bolt whizzed by her head. She whisked around, using magic to locate the location of the attacker, and instead turned to see the Imperial army charging to their location. She froze for a moment, and then her training kicked in.

“OPEN FIRE!” she yelled. Immediately her own troops began to fire into the approaching mob of enemies. Twilight turned and jumped back into the trench she was in before. A rifle lay to her side. She picked it up, and turned off the safety as only a professional would. She fired bolt after bolt into the oncoming mob, but there were too many. The pony next to Twilight suddenly burst into flame, ignited by a ball of green fire. Incendiary bolts. The pony next to her fell to the floor, writhing in pain. Twilight used a quick water spell to put her out, but the damage had been done. Her flesh was hanging loosely on her bones in dark, burnt masses. Her mane was gone, as was her tail. A terrible smell filled the air. Twilight turned around again and let loose several more bolts into the oncoming mob. Before long, her battery ran out.
“I need ammo here!” she yelled back into the ponies behind her.
“Sorry Captain, but we’re all on our last ammo packs!” Then I’ll have to use magic. There was a large stump in the clearing ahead of the trench, and she jumped out and ran behind it. She could feel bolts hitting the stump and blasting heat with each hit. Immediately she ran a spell through her head. The constant thumps against the wood attempted to make her lose her concentration, but she continued. When the spell was done, Twilight jumped up and let it loose. A large wave of energy burst forth, cutting through a large mass of trees the enemy was using as cover, along with most of the ponies hiding behind it. Thumps were heard as halves of ponies fell to the floor.

“Advance!” Twilight ran ahead into the now cleared area and braced herself for another wave of troops. The rest of her regiment followed suit, climbing out of the trenches they had dug and running into the clearing, using stumps for cover and recharging their guns. Twilight unbuttoned a cylindrical canister from her belt. She pulled out a tab, and rolled it in front of her into the trees. It exploded, firing goo that covered anything near it. Screaming ponies ran from their hiding places as the acid slowly ate away at their bodies. Twilight’s soldiers took each of them out with trained precision. Twilight looked up. A platoon of Pegasi was flying overhead. The Lieutenant flashed a thumbs up towards Twilight and flew northwards.

“They got it from here. Hold this position until command gives the word to advance. First Sergeant Scratch is in charge now. I need to return back to the Forward Operating Base.”
“Yes Captain,” replied Vinyl Scratch. Twilight heard her giving orders to troops as she walked back towards base.

As the shuttle landed at the FOB, Rainbow sat up. She had been feeling sick the entire flight. Not really sick, no, but she felt it. An overwhelming sense of despair in the pit of her stomach. She got up. Derpy had noticed something was wrong the entire flight, and approached to Rainbow.

“Are you alright?”

“Yeah, everything’s fine.” She put on a big smile. Derpy wasn’t fooled.

“I’m not an idiot you know. I can tell when something’s wrong. Tell me. You can’t hold it in forever without telling anypony.”

Rainbow looked down as she walked. The ground was cold, and the earth was loosely packed. It began to rain. “Well, I was in charge of you guys, and I failed.”

“What? You didn’t fail! That was amazing! You followed through the mission with minimal casualties! The objective was accomplished and it was only your first mission!”

“Three ponies died out there and it’s my fault! I’m a terrible leader! I led you to a slaughter!”

“Three. That’s what you’re upset about. This is a WAR that we’re fighting. You can’t sit around and cry about every pony that dies under your command! You gotta stick your head up high. You were a great today sergeant. You led the mission. You were always ahead of the rest of us, but didn’t go too fast. I’ve heard about some Pegasus’ who lose their squads because they go too fast for them all to catch up! You did amazing, so I don’t see what you’re so sad about.”

Rainbow smiled at the compliment. “Well, I did do pretty well, didn’t I?”

“That’s the way to think about it! This is a war, Sergeant. Ponies will die no matter what. It takes a good leader to make them willing to die. Those ponies who were killed today all knew the risks they were facing, and they all went ahead willingly. They didn’t die because of you. They died because of Darkstar and his evilness.”

“Yeah... I guess,” she mumbled.

“Alright then. Hold your head up high. The battle’s not over yet.” Derpy bounded off, leaving Rainbow thinking.

Twilight saw Rainbow walking around at the FOB, waiting.

“Rainbow! It’s nice to see you still in one piece?”

“Thanks… I think.”

“Alright then. How was your first mission?”

Rainbow grinded her teeth.

“I dropped the beacons as you ordered. They’re on the entrance to the service tunnel right now.”

“Alright. This was a pretty straightforward mission, though you did amazing for somepony who has never seen any real battle before.”

“Yeah… well when do we head out for the base? Don’t we have to infiltrate it or something?”

Rainbow apprehensively waited for an answer

“Hmm? Well we do, but I’ve been thinking. This is your first mission and everything, so I’m wondering if maybe you would want to sit out for this first mission. You already went through enough for a rookie.”

Rainbow felt relieved, but also disappointed. She had wanted to see what her squad did. It felt like she would be here from now on, so she wanted some firsthand experience.

“I actually want to go… get some training with the squad and stuff.”

“Oh, really? Well, you’re the first pony I’ve ever met to want to go on a mission. Since you do want to go, meet me and the other squad members right here in about 5minutes. Got it?”


“Are you sure you want to go? This mission is probably going to go through to the enemy lines. We will be in the midst of fighting, and I feel it’s a pretty complicated infiltration mission for a recruit such as you.”

“Hey! I’m not a recruit, okay? Just let me go.” Rainbow didn’t know why she was so angry all of a sudden. It just felt like some pent up adrenaline inside her just burst out, filling her with a mad sense of pride.

“Alright then, no need to yell about it. Just meet back here in 5. Jeez.” Twilight walked off.

Rainbow stared at the ground. What had she gotten herself into?

Chapter 4

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*I am really sorry for the long delay for this chapter. I was just so caught up in my non- pony life that I just didn't have to time to write this new chapter. Again, really sorry.

The Rein of Darkstar

The bitter cool air stung in the night. Darkness was around every corner, casting mysterious shadows that clawed at the ground. Streetlights illuminated the night, bringing little reprieve from the darkness surrounding. Rainbow walked on. Tears fell from her face, hitting the ground soundlessly. Miserably, she looked around at where she was. She didn’t care. Wanting to get away from anything she knew, she continued. Her rainbow mane fell limp next to her, lacking in its usual luster. She looked around to make sure there were no prying eyes watching. Opening her hoof, she looked at the letter.
We are sorry to inform you that Lt. Dash has been struck down in the line of combat, fighting for a free Equestria. It is unfortunate that he has been taken from us at such a young age, and he will be missed dearly by loved ones and friends. In this cruel world we lived in, Lt. Dash was a great man and we bequeath his body to you, so he may accompany you still in times of loneliness and sorrow. Celestia bless him, and we extend to you our deepest regrets and apologies.

Respectfully yours,
Col. Sky Charge
2nd Airborne

Rainbow stopped walking, a new flood of tears overcoming her. Quiet sobs escaped her lips as she stood there, in the middle of the street. She tried to regain her composure, shaking her head. The streets of Cloudsdale were dark, the rebel territory heavily shrouded in a storm cloud. Rainbow remembered her father. He was a Pegasus, just like her. He had taught her to fly back when she was just a filly, and he was the one who encouraged her competitive attitude, striving for her to do her best. He was brave and strong and Rainbow always looked up to him. She remembered her first time flying, with her father by her side as she laughed with glee. Rainbow found herself crying again, as she recalled all of her fondest memories of her father. Lightning rumbled beneath her as she walked onwards. Not paying attention, she nearly walked into a wall. Looking up, she noticed a Darkstar propaganda poster. Darkstar was holding up his fist, proclaiming his new empire. Rainbow snapped

“ARRRRRRRAAAAGH!” She ripped the poster off of the wall, flying upwards at breakneck speeds, tears streamlining down her cheeks. Her wings pushed harder as she flew in a large arc above Cloudsdale, the darkness of the storm plus nighttime making her disappear from view. She flew back a moment later, nearly crashing into the ground. The poster was ripped to shreds, small bits falling around her as she panted, with sweat dripping from her momentary exertion of energy. She sobbed silently while sitting in the street, while she tried to regain her mental capacity to think. Alone in the street, her mind wandered. Her father had always told her to act tough, but keep loyal. He was what somepony would call chivalrous, but Rainbow always couldn’t keep up to his standards. He was tough, but still loved his family with his entire heart. He was loyal to Equestria, and always spoke up when he thought something was wrong. He was strong, but not a bully. He always maintained his composure, an expert at masking his temper. Rainbow wanted him back. That Darkstar guy had taken him from her. He had taken one of the only ponies that truly mattered to Rainbow.

Rainbow’s mind raced. She always had a sort of temper. She could never hold it in for too long. Her father would have told her to think in this situation. She could practically hear him. Assess the situation. Don’s act too swiftly, and don’t do anything you might regret. Her tears leaked into a nearby puddle, spreading ripples around. Rainbow looked in and saw her father staring back. She looked in his eyes. He had dark blue eyes. She always wanted dark blue eyes. Rainbow remembered when she had told her father about her wish. Don’t say you want my eyes. You have the same beautiful eyes as your mother. Rainbow’s mother had died after she was born. She never really got to know her, but thought she must’ve been a great pony considering how her father had always talked about her. She had the most beautiful mane I had ever seen. All different colors. Just like yours, Rainbow. *Sigh*… I wish she could be here right now. Rainbow wished her father could be with her right now. Her parents were now both gone. Her father had joined the rebellion to fight for Equestria. He had left her in the care of a close family friend, but Rainbow always hated it. It’s not like she didn’t like the family friend. It’s just that she never really got to spend time with her father anymore. And now he was gone. Rainbow nearly began to cry again, when she caught herself.

No. Rainbow wouldn’t be this weak. Be strong. Even in the worst times. In the end everything will always turn out alright. If things aren’t alright, then it isn’t the end. She could practically hear her father’s voice in her head. Rainbow looked up for the first time, trying to figure out where she was. It didn’t recognize the street names, but realized she must be on the south side of Cloudsdale. It was a little more run down than the northern part that she lived in since childhood. A light at the end of the street caught her attention. With the streetlights illuminating nothing but storefronts, the lights on the inside of this building immediately contrasted from the darkness inside all of the other stores, as it was very late. Rainbow walked slowly towards the building, hoping to get some directions back to her home.

She approached the building cautiously, making sure that it was still open. Taking a peek in the window, she noticed a large, bored looking Pegasus reading some documents at a desk. A sign on the window said, “Always Open!” Rainbow walked through the door and walked to the Pegasus. She was about to speak when she was told to sit down at the table. Not really knowing where she was, she sat down. A little nameplate on the desk said, “Sgt. Zephyr Twist”.

“Age”, the Pegasus, who Rainbow assumed to be Zephyr, asked in a very monotonous tone.

“Excuse me?” replied Rainbow.

“Age. You know… how old you are?” replied the Pegasus with an annoyed tone of voice.

“Oh, well I’m 19, but…”

She was cut off by the Pegasus making a shushing motion with his hoof. “Here; Sign this.” He pulled out a sheet of paper and handed it to Rainbow. Rainbow looked down at the paper.
Equestrian Rebellion Recruitment Form

Rainbow realized where she was. She jumped.

“Whoa! I didn’t mean to join! I just… came here… for…” She thought about it. Joining the rebellion. Getting revenge for her father. Freeing Equestria. The concept beckoned to her. She could feel it. She didn’t want to act impulsive, but she would need to return home. Rainbow had the urge to just sign up. She always was drawn to adventure. She was always drawn to action. And she could fight for the future of Equestria. To avenge her father now. She had to do it. She didn’t want to make a decision she would regret, though. What if she got killed out there? She began to rethink her quickly made decision. She had to get home. Everyone would be worried about her, as she had run to her room when she got the letter. She had quickly unlatched the window and bolted out of her home, flying anywhere that would give her the solitude she needed.

“Ahem… are you going to start writing anytime soon?”

Rainbow was knocked back into the situation. Her cheeks began to turn red. Her mind worked furiously to figure out what to do.

“Can I take this sheet home?” she asked. “I can just bring it back tomorrow.”

“Sure, sure. Do whatever you want. Just remember to fill in all the areas correctly.” He looked back to the papers he was reading.

Rainbow stumbled out of the char, mumbled something along the lines of “Thanks”, and ran outside. She looked back at the building, only now noticing the words above the door. Cloudsdale Equestrian Rebellion Recruitment Office. Rainbow was just about to take off when she remembered that she had no idea how to get home. Wondering if he would mind another intrusion to his office, she turned around and entered the building.

“Back so soon, eh?” The Pegasus was busy hanging up several portraits on a wall labeled “Honored Sacrifices.” It had pictures of several Pegasus, and a long list of names underneath.

Rainbow was just about to ask for directions home, when she noticed one of the portraits. It was a lighter blue Pegasus with Dark Blue eyes. He had on a helmet with some tinted orange goggles up on his forehead. He was holding a rifle in his hands, and was smiling.

Rainbow recoiled at the sight of her father’s portrait. Underneath it was a small bronze plaque. “Lt. Storm Dash.” Rainbow froze for a moment.

“Umm… Hello? Equestria to recruit; you there?”

Rainbow snapped out of her momentary shock at looking at her father. “What is that wall”, she asked, pointing to the wall with her father on it.

“Oh, it’s just shows all of the ponies from Cloudsdale that died this last week. Officers are on top with their portraits and non- officers have their names on the bottom.”

“Oh, alright”, replied Rainbow, with a glazed look in her eyes. “Do you happen to know how I can get to Spark St. in North Cloudsdale?”

“Just follow the road outside for about a mile. That should lead you straight to the end of Spark St. I think.”

“Thanks.” Rainbow left the building for the second time that day. She lifted off and flew back the way the Pegasus had told her, clutching the recruitment form in her hooves. Before long, she was home and flew back in the window. A very angry looking light green Pegasus was waiting for her.

“Where have you been!? I have been worried sick! I was just about to call the police!”

Rainbow wasn’t listening. Her mind was at full speed. If her brain were a Pegasus right now, it would have broken several speed laws. Could she join the military? Rainbow looked at herself in the mirror. She wasn’t scrawny, and was an athlete. She could take pain, and could probably hold a gun.

“Oh, now you’re checking yourself out in the mirror! I have been worried the entire time you were gone, and you can’t leave like that! What were you thinking?!”

Rainbow only stared at her, a very distracted look in her eyes.

“I think I’m going to join the rebellion.”

The other Pegasus only stared back at Rainbow, suddenly quiet. A mix of surprise and horror fell upon her face.

“What? No! That is absurd. Do you know how dangerous the military is? I will not allow you to do this.”

“Well, I want to. I already got a recruitment form from the recruitment office, and I’m going to turn it in tomorrow. There’s nothing that you can do about this.” Rainbow replied with a look of defiance. She knew she had to do this for her father. This is just what she wanted, also. She couldn’t say that she would do anything else with her life, the way it was going. She wasn’t in college, and all she did was stay at home everyday training. Rainbow stared down the other Pegasus, daring her to challenge her.

“Well… I can’t let you get hurt. It’s my responsibility to take care of you.”

“I’m already an adult, and I can take care of myself! You have no more authority to make me do things. I’m my own pony.” Rainbow expected her to freak out again, and start to yell. Instead, she sighed.

“Alright. I can’t say that when I was your age I didn’t want to do something that I thought I should do. Just stay safe, ok? You may be an adult, but I still care about you.”

Rainbow looked surprised. She had expected a torrent of lectures about how she couldn’t go off and just join the military.

“Really? You’ll let me go?” Rainbow was relieved.

“Yeah…just please don’t hurt yourself.” The Pegasus sighed and left the room.

Rainbow took out the recruitment form. It had gotten wrinkled on the flight back to her home. She got out a pen and clenched it between her teeth, and began to fill out the form.