The Sound of Thunder: Tempest

by 2D-kun

Chapters

• Festering Nightmare: Part I
• Festering Nightmare: Part III
• Festering Nightmare: Part II
• Festering Nightmare: Part IV
• Festering Nightmare Part V
• Festering Nightmare: Part VI

Festering Nightmare: Part I

The Sound of Thunder- Tempest

Festering Nightmare

Part I

-=-=-=-

23 Drizztember, 1001 AD

0312, NCST

The night lay heavily over Trinity. The moon shone down upon the glittering waters, and all was at peace.

All except for the airship many hundreds of meters above the ocean's surface. There, the peace was false. A lie. The silence was a ruse, lulling the crew of the great Nocturnal Thunder airship  into a feeling of security. Of invincibility.

But it was not to last.

For unbeknownst to them, they were being followed. Far behind the great floating behemoth, a shadow flew swiftly through the air. But this was no ordinary shadow. A ship, crafted from the fossilized remains of an ancient black dragon, and crewed by the rotting remains of ponies, gryphons, and nagas alike. The dead crew of a dead ship, captained by a being of pure hatred. Hell incarnate. And they were headed right for the Nocturnal Thunder. As the wind whipped through the ragged sails, the crew gnashed their teeth, and readied their blades. They would eat well tonight.

There was no warning when the first cannon fired. Just the sound of death as a legion of the damned boarded the great airship. The captain of the crew smiled as his men rushed forward. Finally, the reckoning was upon that accursed Princess. Finally, he would show the world the power of Scorn, the Demon of the Sea.

Twilight Sparkle

Chief Navigator Twilight Sparkle woke from her restful slumber with a gasp as an earth shattering Crack! reverberated through her quarters.

Her hooves hit the deck, just as a voice yelled through the intercom, “ALL CREW TO BATTLE STATIONS! THIS IS NOT A DRILL! I SAY AGAIN, THIS IS NOT A DRILL!”

The unicorn grimaced, levitating the shards of her Immortal Sword off the table beside her. A purple glow surrounded them, then assembled them into a short blade. The thuds of paws, the clip of hooves, and the crack of claws echoed down the hall. A small dragon on his cot in the corner bolted upright, a pair of cucumbers fell off his eyes as he sprung into awareness in his bed a few feet from Twilight’s cot.

“Twilight! What’s going on?” The edge of terror in the young one’s voice cut to Twilight’s very soul.

“Spike.” She looked her companion right in the eye as she tried to keep her own fear from breaking her voice, and made a snap decision. “Take your pillow and blanket and hide under my bed. Don’t come out for anyone except me.”

Her assistant nodded swiftly, fear fueling his movements. His wide eyes seemed half asleep, but Twilight knew that he was wide awake. “O-o-okay… But, you-you’re staying with me, r-right?”

Twilight started forming her reply, when the loud BANG! of some type of firearm sounded just outside their room.

“No, Spike. I have to go.” The mare rushed her words as she moved toward the door.

“B-but…”

“Spike. You have to be quiet,” Twilight whispered. “I don’t know what’s out there, but if the ship’s under attack, I have to get to the Princess. Just hide, and stay safe! I’ll be back as soon as I can.”

Spike ran to her and embraced her with a hug. “Okay. But… Come back. I can’t lose you again.”

Twilight gave him a quick squeeze before the dragon darted under the bed. “I will, Spike. I will.”

With a gulp, Twilight gently pushed her door open. As she stuck her head out of her room, the noise of battle gently wafted to her ears. It seemed distant, but Twilight knew that was not the case. The thump and pitter of the hooves, feet, and claws gradually increased. She cocked her head to the left, listening intently down the hallway as they grew closer… and closer… and closer…

A door suddenly opened on the other side of the hall with a loud creak. Twilight gasped as she spun to face the four blurs that darted down the hallway toward her. Her glowing blade arced up, swinging toward the threat, but a shining purple barrier stopped the sword dead in its tracks.

“Twily!” The first blur stooped, and Twilight turned to gaze into the startling blue eyes of her brother.

“Sh-Shining? Wh-what?” Twilight barely managed to form the words as her heartbeat hammered in her ears.

The blue maned unicorn shook his head as he released his sister’s sword. “Ship’s under attack. Something’s happening.” Twilight could see the crackling energy provided by his adrenaline as she looked at him.

He glanced over his shoulder, shouting to the other three ponies who had entered the hallway with him. “See if anypony else is in here! We have to get any other crew that we can!”

Twilight quickly looked past her brother to the three others behind him. The first, a grey unicorn who had a pair of pistols levitated at his side, slowly opened the door to his left using his red magic. The red coated earth pony behind him moved into position at another door. The last one, a yellow coated pegasus bearing a sword in one hoof, kicked open the last door in the hallway.

Twilight snorted as she turned back to her brother. “‘Something’s happening.’ No, really?”

The unicorn shouted from the first room. “This one’s empty, Quartermaster!”

After jumping into the second room, the red earth pony bellowed in a loud feminine voice, “All clear, sir!”

From the last room emanated a thickly accented voice. “I dinnae see anypony here! Ooh, but there is a cat! Does tha’ count for som’thin?”

Shining nodded his head. “Alright, keep checking rooms!”

As the other three moved to the other quarters, Shining turned to Twilight. “I have no idea what’s going on Twily. I heard the intercom, but nothing else.” Shining levitated a small Communication Stone from his saddlebags. “I tried raising the Bridge on this, but there’s no response. Anyways, I came out of my quarters as these three came out of another one. We’ve been running through here to get anypony else who could help.”

“Hmm,” Twilight gazed quizzically at the stallion. “No clues as to who’s attacking?”

“No,” Shining shook his head. “Rooms clear?”

The three returned to his side, and the red coated mare spoke for them. “Nothing, sir. Checked all of them except this one. Nopony’s here.”

Twilight’s head jerked up. “Shining! Spike’s still in my room. What do we do? I don’t feel right just leaving him!”

The noise of the approaching steps and the agonized screams of death grew louder as the five ponies stood in the hallway.

With sweat dripping down his brow, Shining turned to the door. “I can’t let you stay here, Twily. We need to get to the Captain. You’re too powerful to leave here.”

Twilight opened her muzzle to argue, but Shining interrupted her. “But that doesn’t mean that we’ll leave him defenseless.” A bright purple light shot from his horn, surrounding Twilight’s room in a glowing shield.

“There. Let’s see them get through that.”

Twilight flashed a grin. “Thank you. That takes a load off.” Several thoughts ran through her mind. “Okay, if we’re heading to the bridge, I’ll need to know a few things.”

Her brother nodded.

Twilight looked to the three other ponies in the hallway. “Okay, I think saw you three when I had my tour the first day. But I’ll need your names, and skill set.”

Shining gazed at her sister. “Do you really think this is the time?”

Twilight glared back at him. “Shiny. You know me. I NEED to know who can do what, or our battle plan could be completely thrown off! If one of them specializes in a certain type of combat and we position them wrong, the consequ-”

“Okay, okay! Just make it quick! We don’t have time to waste!”

The first pony, the yellow pegasus, landed next to Twilight. He extended his hoof. “Lieutenant Commander Gleaming Cutlass, Equestrian Remnant Navy. I’m Sailing Master and your First Mate Navigator aboard.”

Twilight blinked as the pegasus smiled. “Aye, we’ll be working together quite a bit. If we make it out of here alive, that is. I specialize in hoof to hoof bladework.” He nodded to the unicorn. “You next.”

The grey pony lowered his levitated pistols as he gave the mare a curt nod. “Lieutenant Shadow Fire. I’m Second Mate Navigator aboard. Ranged specialization. I’m also good at making sandwiches, but I don’t think that’ll help much right now…”

The red mare shook her head. “You two and your jokes.” Snapping to attention, she spoke. “Major Rosy Overcoat. Equestrian Royal Marines. I’m Marine Liaison to Internal Security aboard the Thunder. I’m a fifth rank Percute Terrae silver sash martial artist.”

Twilight nodded back to all three of them. “Okay. Sailing Master Cutlass, swordwork, Second Mate Fire, sandwiches and pistols, and Major Overcoat, martial arts hoof to hoof. Got it. Now that the introductions are out of the way, who-”

A crashing sound interrupted the mare.

Cutlass shifted in the air beside the Quartermaster. “Sir, it sounds like whoever it is is gettin’ closer. I dinnae like our chances in this hallway. We need to move to a better position before-”

BAM!

The pegasus was cut off as the door out the other side of the hallway was literally blown open. Two lithe ratlike creatures walked into the hallway. The small part of Twilight’s brain that still functioned recognized them. Goblins. Ugly ones too.

In a split second, several things regestered. Goblins weren’t seen in  Remnant territory often… And certainly not just pairs. Goblin battle doctrine dictated squads of at least five. But what was even odder was the fact that these two hadn’t already attacked. It was almost as if–

“Geoffery! That’s ‘im! The shiny white one! Quick, quick! Shoot ‘im!” The first green skinned beast screamed at his compatriot as he raised his axe.

“Huh? Wha?” The second goblin, a much larger brown tinged one looked at his comrade. Although most goblins were a bit shorter than the average pony, this one stood head and shoulders above Twilight. With a rounded black cap on his head, a fully loaded pack on his back, and a massive blunderbuss in his hands, he would have been quite intimidating, if he were pointing the guns in the ponies’ direction. As Twilight saw this, she heard her allies springing into action.

“Wha’ you means, Jiminy? Which one is the white one?” The brown one, Geoffery, left the muzzle of his ferocious weapon pointed at the ground.

Shining Armor and the other unicorn sprang into the nearest open doorway. Using their magic, Shining wove a shield halfway down the hall, and Second Mate Fire levitated a pair of flintlock pistols from around the corner. Major Overcoat took off like a dart, blazing energy causing her hooves to glow a dull silver. Sailing Master Cutlass flew hot on her tail, his blade raised, and his one eye gleaming with fury. Twilight tried to move, but her hooves just wouldn’t cooperate.

“Geoffery! HE’S THE WHITE ONE! Like the color!”

Sudden understanding dawned upon the huge goblin. “OH! The color! Like, the combination of all the colors! Wait, the one with the white body, or the white hair? Because the white bodied one is hiding, and the white haired one is-”

“GEOFFERY! JUST SHOOT SOMETHING!”

The hulking brute brought his weapon to bear, but it was too late.

As the pegasus and earth pony neared the goblins, several things happened.

First, Shining dropped his barrier.

Less than a second later, two shots rang out. Both of Fire’s pistols rang out, knocking the blunderbuss and axe from the hands of the two monsters.

Overcoat slammed into Jiminy with the force of a herd of the legendary extinct buffalo.

Cutlass’ sword cleanly lopped the head from Jiminy’s idiotic partner.

Twilight stood dumbly in the center of the hallway. Fifteen seconds after it had begun, the fight was over. And Twilight hadn’t moved a muscle.

“Uhg.” Overcoat shook her head. “They’re fresh.”

“Fresh what?” Shining asked.

Sailing Master Cutlass grimaced. “Zombie. These idiots weren’t just goblins. They were featherin’ ZOMBIE goblins.”

Twilight felt herself form a smile. “No, they must have been ghouls. Zombies are mindless husks of their former selves, but ghouls retain their capability for independent thought, or lack thereof.”

A look of horror spread across Shining’s face. “No… It can’t be…”

Shadow Fire turned to him. “What is it sir?”

The white stallion closed his eyes. “Scorn.”

Twilight felt her jaw drop. “Scorn? The Demon of the Sea? Th-the Zombie Lord? Or, Ghoul Lord?”

“He’s not a zombie. He’s cursed. But yeah, him. We need to get to the bridge NOW.” Shining opened his eyes once more.

All the ponies gathered in the center of the room as Shining turned to the doorway. “Alright, here’s the plan. We run out that door, make our way to the main deck, and sprint to the bridge. The Princess will need us there,” he said.

Cutlass nodded. “Aye. And the next ones probably won’t be so stupid. We got lucky.”

Shining gave a sharp nod of approval. “Exactly. That’s why we’ll move fast. Now, Major, I want you up front-”

For the second time, the arrival of two more goblins cut one of the ponies off.

“THERE, THERE! GET THEM!”

Before Twilight could spin around, she heard the slamming feet of two charging beasts rushing toward her.

“DOWN!”

Twilight felt herself being shoved downward as Shadow Fire leapt over her. His pistols glowed bright red as they gathered magical energy.

The two goblins charged down the corridor, right at the ponies.

With a roar, the first goblin threw himself into the air straight at the fast reacting unicorn. As the pony fired his first pistol right into the face of the goblin, the tan monster’s blade cut a slice into his enemy’s side.

“Gah!”

Blood streamed down over Twilight as she rolled to the side.

“NO! TAKE THIS, YOU MUD SWIMMING NATHUSHA SPAWN!” With a mighty scream,Cutlass took to the air, his cutlass cleaving a bloody slash into the side of the first goblin.

Second Mate Fire fell beside Twilight, twitching feebly.

The second goblin, this one covered in a massive trenchcoat, gave a mighty gasp as a pair of strong earthpony legs crashed into him.

With the body of the first having been cleaved in twain, and the second enemy flying through the air, Twilight took the time to ready her blade.

Just as she brought it to bear, however, a second red flintlock pistol went off, sending a shot of magically infused lead firing at the second.

KABOOOOOOOM!

Instead of the splashing of blood, a nearly deafening explosion emanated from the body of the second goblin. As pieces of wooden planks flew through the air, Twilight opened her eyes and placed her hooves over her ringing ears. Waves of nausea filled her body as her vision blurred and all noise around her distorted. The whole world spun, with what was once the ground seeming to be the ceiling. A symphony of buzzing that seemed quite similar to a hive of bees filled her ears. She squinted through the dust and debris to see the other three ponies gathered over the fallen body of their comrade.

Shining Armor slammed his eyes shut, his horn shimmering and taking upon itself a glowing aura. A bright purple flash covered the fallen unicorn, and with a light pop, Shining released his magic. He stepped backward with a gasp.

The gash that had rent Fire’s side in two was no longer there. The red magic covering the flintlock pistols finally receded, causing both of the weapons to drop to the floor.

As Twilight stood to her hooves and tried to clear her ears, she looked over at what used to be the end of the hallway. Now, all that remained was a gaping hole in the hull, with a caved in space on the other side.

As her hearing finally returned, she heard the other ponies talking.

“.. the bloody Tartarus was that? He feathering exploded!”

“Goblin bomber. Wears an explosive vest into combat. They blow stuff up.” Rosy stood over the fallen unicorn, her eyes racing back and forth. It was obvious that she wasn’t thinking about bombers. “Shadow! Are you okay? Talk to me!”

Shining Armor wearily spoke. “It… It took all that I had left, but he’s healed. We’ll both be drained, but we’ll walk out of here. I just… need a moment…”

Shining fell to the ground, and the magical barrier surrounding Twilight’s quarters dissipated.

“Shining? SHINING!” Twilight half shouted as she stood over her brother. The prone unicorn stirred, his eyes opening.

“He won’t answer.” Shadow Fire’s voice sounded from down on the deck. “He got hit with healing backlash… Ugh…” The sailor rose shakily to his hooves. “He pumped too much into me. He’s a protector, not a healer. It cost him too much. He’ll be out a while… Could be minutes, could be hours…”

Major Overcoat stepped away from the unicorn, her hoof remaining on his shoulder for a second. “It’s good that you’re alright. But we don’t have hours! We need to get to the Bridge, and we can’t drag him along with us! What do we do?”

Just then, a buzzing sound emanated from the glowing Communication Stone beside the fallen Shining Armor. A crackled, slightly distorted voice rang out. "Hey Quartermaster you there? It's Joker, y'know the Helmspony? Sir this isn't the time to ignore your stone... or is it broken? I swear, Ana breaks everything she gives me beforehoof..."

The yellow coated pony glanced at Twilight. “You know how to work one of these things?”

Twilight gazed at the stone, her eyes narrowing. “I… think so…”

She tentatively reached a hoof out, tapping the stone twice.

“First Mate Helmspony Longsword, this is Chief Sparkle. Do you read me?”

A scream and a loud crash came through the small stone. "Yeah, I can hear you right as rain. Where's the Quartermaster? The Captain is going to throw a fit if he doesn't get here soon!"

Twilight glanced down at her brother. “Quarter Armor is currently incapacitated.”

A loud roar reached the unicorn’s ear. “Gah, geddoff! Well, then you need to get up here! We’re surrounded, and our Navigator’s heavily wounded! I’m flying blind up here, so come on!”

The stone’s transmission cut off abruptly.

Major Overcoat slowly turned to Twilight. “Well that settles it. We can’t wait for his backlash to stop. We’ve gotta go.”

Twilight nodded. “Okay. Which of you is in charge?”

Sailing Master Cutlass looked down at the fallen Quartermaster. “Well, with him out, chain of command falls to… You, lass.” He looked Twilight right in the eye. “As Chief Navigator, you’re up.”

Twilight blinked twice, staring the other pony in the eyes. Or, rather, eye. “Uh, but… I’m… Umm…”

The pegasus sighed. “Aye, you. But, if ya can’t do it, you can pass the buck to me.” He gazed intently at Twilight. “Ye’ve only been here two days, so I canne expect you to take all that responsibility right off the bat. If you can handle it though, I’ll follow ye to Tartarus and back.”

Twilight closed her eyes. “I… I can do it.”

Major Overcoat nodded. “Good. What’re your orders, ma’am?” The Major looked intently at her commanding officer.

Twilight looked at the three professionals, all gazing at her and awaiting her orders. Another pony may have been overwhelmed by the sudden influx of change. A lesser mare might have collapsed knowing that the ship that had seemed so safe a day ago was being torn apart by an army of the undead. A different student who had spent years studying and had never even been in a real fight before today may have given up.

But, even in the face of this, Twilight gave a grim smile. This is what she’d studied for years to be to accomplish. Her mind raced as she considered her options, and a quick plan seemed to formulate itself.

“We need to get to the bridge. Our easiest way there is cut off,” Twilight pointed a hoof at the collapsed hallway. “Our weapons are limited to two swords, two pistols, and Overcoat’s hooves. Do we have any first aid kits?”

Overcoat nodded. “In my saddle bag.”

“Good. We’ll probably need it later. Now, with that covered, here’s our issue. We have one pony down, one heavily wounded, and no clear path to our objective. Any recommendations?”

The ponies considered for a moment. “You could clear the debris with your magic, and we could go through the main deck,” Overcoat suggested.

Cutlass shook his head. “Nay, that would be very risky. There’s bound to be more that way, and moving the rubble might risk more damage…”

Twilight’s gaze shifted to her brother. “And Shining… We can’t carry him all the way to the bridge.”

Second Mate Fire nodded. “Yeah… And I don’t know if I’ll even be able to carry myself to the bridge…” The Navigator leaned up against the wall beside him, eyes half shut and body shaking.

Twilight glanced back and forth between the two. “You’re right, Second Mate. Okay, here’s the plan. You and my brother are going to stay here in the Officer’s Quarters. Hide. Don’t come out, and don’t draw attention.” She looked along the hallway, and saw how many of the rooms had been damaged in just these two short fights.

“It’ll be easiest if you stay in my room. Spike is already hiding in there, and if worst comes to worst, all three of you can hide in my closet. That should be the safest place.”

Shadow gave a crisp nod as he slowly lifted Shining onto his back. “Yes ma’am. I’ll keep them safe.” His red magical aura surrounded his flintlocks as he trudged his way to Twilight’s room. “Wait.”

Shadow turned back to Twilight. “Just one second...” He rummaged through Shining’s saddlebags. “Aha! Here they are!”

Using his red magic, the unicorn pulled a pair of stone objects from the bags. “The Quartermaster’s personal communication stones. That way, he can talk to you once he wakes up again.”

Overcoat nodded curtly. “Good idea.”

Twilight placed the offered item into her own saddle bag. “Thanks.”

Shadow turned and made his way into the room, pulling the unconscious Quartermaster along with him.

“Second Mate?”

The unicorn turned to face Twilight. “Yes ma’am?”

“Please… Take care of both of them…”

His eyes met hers for a moment. “You can count on me, ma’am.” The stallion rounded the corner and shut the door.

Twilight turned to the other two.

“Is there any other way to the bridge?”

Cutlass thought for a second. “Aye, the access tunnels. Engineering has a web of miniature corridors running through the hull to make repairs easier. We could make our way to Engineering using one, then cut through the ship up to the bridge. It’ll be hard, but not as hard as trying to trot there when we’ve been cut in half.” He gave a lopsided smile.

Overcoat nodded. “Yeah, that would work. But we’ll have to get out at Engineering. The access tunnel to the Bridge collapsed yesterday. Apparently somepony thought that it would be funny to bring a parasprite aboard, so one of the unicorns sealed the whole section off. We can’t get through.”

Twilight sighed. “Of course somepony would do something like that. Okay. So, we go down to Engineering, then make our way through the main hull to the bridge. Sound good?”

The other two nodded their approval.

“Okay. Overcoat, you seem to know a lot about the layout. Lead the way.”

The trio set off back the way that Shining Armor had originally come through, and Twilight shook her head. That had been the craziest five minutes she’d experienced in a long time… and more was soon to come…

“Umm… Everypony… may want to brace themselves…” Major Overcoat’s voice was quiet and cold.

Turning to look out a nearby viewport, Twilight felt her eyes open wide in terror. There, just a sef dozen meters off, flew the reanimated corpse of a black dragon.

It was flying directly at the ship.

“Oh.”

0317 NCST

Rainbow Dash

“Look out!”

“Marines, with me!”

“Get down!”

Crash!

Rainbow Dash grunted with a mixture of pain and surprise as she was tossed through the air and slammed into the main mast. She fell to the deck, gasping in shock. She couldn’t breathe. Stars swirled through her vision. Something cast a shadow over her, screaming. Her eyes widened as they focused in on the blade held in its talons.

Desperately, she willed her body to move. A wave of nausea came over her as she rolled out of the way, the griffon’s sword sticking into the deck. She watched, helpless, as the griffon struggled to pull his weapon out of the thick wood.

She could barely move, barely breathe, barely think. A dozen thoughts battled for control of her mind. Then and now started to flow into one. She couldn’t focus.

The present faded away.

The Nocturnal Thunder. What a beautiful ship. Three majestic masts running its length, an impressive broadside of one hundred cannons, multiple requiem guns, and a thick wood and steel hull. Crew complement of over one thousand. And she was one of them.

This was going to be fun.

Rainbow could barely contain her excitement as she followed Shining Armor up the gangway. There were ponies everywhere, going about their business. He was droning on about something boring; she wasn’t listening. Twilight was there, too. Rainbow didn’t understand how she could be so calm at a moment like this.

Shining led them onto the deck and turned to face them. That’s when he said the first interesting thing all day.

“So, are you two ready for your tour?”

“Tour?” Rainbow grinned. “Do we get to see the gun deck? The requiem cannons?”

Twilight rolled her eyes. “Are those the only things you care about on this ship?”

Rainbow blinked, briefly taken aback by the question. “Of course not! They’re just the coolest things!”

Shining chuckled. “Yes, Rainbow Dash, they’re part of the tour. Just don’t forget about the rest of the ship. We can’t have our new XO confining herself to the gun decks after all, can we?”

A giddy rush surged through her as she thought of her new position. “What’s my rank again, Shining?”

“Lieutenant Colonel!”

“Ugh, what?”

She was back in the present. The sound of steel on steel and gunfire surrounded her, played over the backdrop of screaming triumph and terror. The griffon was lying next to her in a pool of black ooze, and Spitfire was standing over her, a hoof roughly shaking her out of her flashback.

“Get a hold of yourself!” she shouted. Her voice was hoarse. A trickle of blood was running down her forehead. She spun around at the sound of approaching hooves, and the blunderbuss hanging by her side tossed a charging pirate off the ship.

Rainbow shook her head, climbing to her hooves. She felt heavy. “What happened?”

Spitfire shook her again, pointing a hoof out into the night. “Look!”

The deck was alive with battle. Half-rotted, zombified pirates fell upon the Nocturnal Thunder from above, blades and matchlocks at the ready. Half-dressed marines clambered up from the ship’s depths, still rubbing the sleep from their eyes.

A long roar thundered across the ship, a roar so deep  and fearsome that Rainbow could hear it in her very bones. She flinched as a sudden gust of wind pushed past her from above. She looked up.

“What is that?” she asked.

Spitfire waved her hoof emphatically. “It’s a dragon!” She turned as a yelling griffon rushed them, ducking under the charge and slicing its legs off with her wingblades. “We’re under attack from a bucking dragonload of pirates!”

Rainbow snorted, tossing her mane confidently. “That dragon doesn’t scare me!”

Spitfire pulled her closer. “Go! Gather some marines and keep the skies clear! Cut off their reinforcements!”

“Right, you can count on me!”

Spitfire nodded, taking off without another word.

Rainbow heard the scraping of claws on wood behind her. Twisting around, she barely avoided being impaled by a charging diamond dog’s spear. She stuck a hind leg out, tripping him, and finished him off with a quick stomp on the neck. The weakened and exposed tendons of his rotting body gave way easily, thick black blood splashing over her hooves.

Panting, she scanned the deck. The Thunder’s marines were scattered and confused, having rushed to the deck without the time to find their units. The pirates had exploited the element of surprise to its full effect, but they still hadn’t landed their whole force. If she was going to have any chance of controlling the air, Rainbow would have to gather some pegasi first.

Rainbow’s ears twitched at several sudden cries of pain. A minotaur charged straight through a sparse crowd of defenders, easily tossing them aside with his weight. The beast snorted, its right arm half-rotted away, and turned towards Rainbow. His little beady eyes focused on her. She blinked.

“Horseapples.”

He roared.

The minotaur charged, his heavy steps thundering against the wood of the deck. With a powerful flap of her wings, Rainbow took to the sky.

But she was too slow, and the minotaur too fast. Her hooves caught in its horns, and she plummeted back to the deck. Adrenaline coursed through her veins as she rolled back to her hooves and twisted to face her adversary. She applied pressure to the safety bit in her mouth, and the two guns folded against her back fell into place at her sides, ready to fire.

Fire. The magical receiver attached to her neck pulsed as it read the command, forwarding it down the wire to the center of her battle harness and into the guns.

Bang! The pair of bullets zoomed through the air, two little balls of mobile death, carrying the might of—

They missed.

The minotaur narrowed his eyes.

Despite their brutish appearance and savagery in battle, minotaurs were in fact just as smart as the average pony. Undead, soul-enslaved minotaurs were no exception to this, and in fact were often smarter than their non-rotting counterparts due to the extra lifespan. Either way, he wasn’t stupid. He knew that she’d just tried to kill him. He also knew that the low-caliber Equestrian bullets were not likely to hurt him much anyways. But, as he liked to think, it’s the thought that counts.

Meanwhile, Rainbow Dash was cursing the ten-second reload time of her standard-issue Mk. 10 rifles.

The minotaur roared his fury, proudly displaying his brutish muscles as he drew two bloodstained scimitars. He took a step.

Rainbow burst into motion, pushing off with her hind legs, the wingblades fastened to her feathers angling out of their sheaths at her mental command.

A pirate jumped onto her path, and received a pair of bone-crushing cyan hooves to the face for his effort. Rainbow jumped off him and flapped her wings once, soaring through the air. Blood sprouted from the minotaur’s neck as she passed, opening it with her steel.

She squawked in pain as he reached out with his rotted arm, grabbing her tail and pulling hard. Her guns clicked as the second pair of rounds finally fell into place.

Snapping around with the flap of a wing as he pulled her back, she shot both bullets into the beast’s arm. He roared as the rounds punched straight through the dead flesh, penetrating muscle and cracking bone. Black blood began to ooze from the wounds.

Wrenching herself out of his weakened grip, Rainbow dropped to the deck and sprinted between his legs, slicing them both open.

The minotaur stumbled, desperately trying to keep a grip on his swords.

Rainbow opened her wings, letting her momentum carry her up into the air, looping back, up, and  around to hit the minotaur with a soaring headbutt.

“Ow!”

She fell to the ground, stars popping in and out of her vision as nausea overcame her. With hindsight on her side, she suddenly realized that headbutting a zombie minotaur may not have been the best idea, and didn’t feel nearly as cool as she’d imagined.

She moaned, rolling onto her back just in time to see the cutlass headed for her face. Pushing herself out of the way with her wings, she jumped to her hooves, spun around, and bucked the pirate griffon in the face.

“Ugh, woah.” Dash stumbled, dazed by the sudden movement. She shook her head, sloppily deflecting another attacker’s incoming sword, and tripped over something.

More nausea. She heard steel clashing over her. Her ears started ringing. Looking around, she idly noted that she had tripped over a bloodied corpse. There was a dragon roaring, somewhere around the ship, the sound buzzing in her head like through a distant fog.

She could barely focus… couldn’t hear her own thoughts...

“Hey, Spitfire!”

Rainbow grinned as she trotted down the officer’s hall and through the door into Spitfire’s quarters, pointedly ignoring the glares from the marines standing guard.. Her idol was waiting for her there: the captain of the Sea Angels, mouth half-open as if she had been interrupted in the middle of a sentence.

Or as if she was slack-jawed in excitement with who she was seeing. Now that Rainbow really thought about it, that actually made more sense.

Rainbow grinned, wasting no time in pulling Spitfire into an eager hoofshake.

“Good morning, Lieutenant Colonel Rainbow Dash,” Spitfire said. She coughed, nodding off to the side intently.

Curious, Rainbow followed her gaze. For the first time she noticed the other pony in the room, a sea blue pegasus mare standing stiff-legged in front of a chair, one hoof suspended above her forehead. Uncertain about the strange behavior, she looked back to Spitfire.

“Uh, what is she doing?”

Spitfire’s eyes widened. “You did graduate from Officer Candidate School, right?”

Rainbow scoffed. “Of course! Top of my class. I’m just checking to make sure you know, so I’ll know you know what you’re doing, y’know?”

Slowly, she blinked. “She’s saluting you. Salute back and tell her to be at ease.”

Rainbow let out a little chuckle. “Oookay, then.” Turning to the saluting pony, she waved a hoof over her forehead. “At easies.”

The other pony blinked. She relaxed into a more normal standing pose, one ear twitching. She seemed to be having some trouble breathing. “Lieutenant Colonel, Ma’am. It’s good to meet you, Ma’am,” she said.

Rainbow grinned. “Yeah, I know.”

Spitfire cleared her throat. “Sergeant Major, you are dismissed.”

The other pony stepped out the door, hooves just barely stomping against the wooden floor.

Rainbow looked back to Spitfire. “What’s up with her?”

Spitfire frowned. “Are you sure you graduated from OCS?”

“Lieutenant Colonel! Get up!”

“Ugh, what?”

Rainbow blinked her eyes open. She was being dragged across the deck. Someone was pulling her by her mane. Nine sets of hooves surrounded her, protecting her from the chaos of battle with flesh and steel. Scanning the deck, she picked out the motionless, rotted form of a headless minotaur.

A surge of elation went through her. She’d known it would work!

“Ma’am! Orders?”

Rainbow looked up. A deep blue pegasus stallion was looking down at her.

She snarled, shoving him off and jumping to her hooves. Ignoring the pounding sensation in her head, the gunsmoke stinging her eyes, and the screams filling her ears, she scanned the deck. “How many in your squad, uh…” She narrowed her eyes at the insignia sewn into his uniform. “Corporal?”

He blinked. “I’m a Sergeant, Ma’am. Ten pegasi, Ma’am.”

She shook her head, pushing past him. “Right, I knew that! Uh.” She glanced around. “Somepony find me a bucking comm-horn!”

One of the ponies forming the protective circle around them fell, and a trio of zombified diamond dogs burst through. Rainbow spun, catching the sword of the first dog with her wingblades. The other two raised their matchlocks to fire.

Rainbow flapped one wing, hard. Tucking her legs in, she rolled through the air, just barely dodging the two bullets that soared past beneath her.

She snapped her wings open, pushing herself back to the ground and casting the first dog’s sword away. Hooves back on solid ground, she wasted no time bursting forwards, tackling the first dog and hamstringing the other two with her wingblades as she passed.

Glancing aside, she saw the Sergeant pounce on one of the dogs, leaving the other two for her.

She slit the throat of the dog beneath her in an instant, raising her other wing to deflect the blade of the other. It stumbled. She grinned.

She easily took advantage of the mistake, shoving her shoulder into its chest. It whined as it fell back, flapping its arms wildly in an attempt to regain its balance. She rewarded the effort with a carefully placed blade, slipped right between the ribs and into the heart.

What a rush.

She pulled herself out of the zone, looking over to the Sergeant. He was just fine, standing over the corpse of his victim with wingblades dripping black ooze.

“Have you got a telecorn in your squad?” She fired a bullet into a rotted pony trying to take advantage of the breach in the circle.

“Here, Ma’am!”

By her side was a yellow unicorn, straining under the weight of his battle harness. The harness was devoid of the paired guns that Rainbow’s sported. It instead supported a pair of heavy, blocky saddlebags, connected by an elongated, pyramid-shaped device that stretched over his back.

She put a hoof on his shoulder. “Find me the 2nd Airborne, 1st Platoon!”

He nodded. “Yes, Ma’am!”

The unicorn closed his eyes, the glow from his horn matching the glow of the pyramid on his back. Rainbow scanned the battlefield. The Thunder’’s defenders were losing ground. The pirates gave them little opportunity to organize. If she didn’t cut off the pirate reinforcements there was no way the marines could win.

By her side, the unicorn channeled magic into his harness, linking himself into a telepathic network of similarly equipped unicorns around the ship. After a few seconds he opened his eyes.

“Reports say they’re in a dogfight around the crow’s nest, Ma’am!”

She nodded, looking to the Sergeant by her side. “With me! Let’s go!”

She took off without another word, her rainbow contrail following her up the length of the main mast. She began to pick shapes out of the nighttime darkness. Roughly twenty pegasi engaged in a furious aerial battle with a group of thirty or so zombified griffons.

She burst into the midst of the battle, and let her mind go free.

Her wingblades clipped the flight feathers of a griffon. It squawked in surprise, trailing black blood as it tumbled down to the deck.

A friendly pegasus cut past her. She snapped one of her wings closed, pulling herself into a tight corkscrew that narrowly avoided a deadly crash.

A griffon charged her, firing his matchlock. She pulled her wings in and rolled, dodging the bullets and firing her Mk. 10s. No time to wait and see if she scored any hits.

She broke to the left and found herself muzzle-to-beak with a griffon. She grabbed its neck in her forehooves and sunk a blade into the base of its wing.

She turned. Another griffon below her. She dived onto it, zooming past and slitting its throat before it even knew she was there.

Bullets whizzed past her from behind. She rolled upside down and dived, banking hard to the left. The bullets stopped. She hoped a friendly had taken care of her assailant, but didn’t dare look back.

Wham!

Rainbow grunted as a sudden weight slammed into her. The world spun, squawks and yells filling her ears as she struggled to catch a breath.

She felt a set of talons gripping her, pulling hard on her wings. The heavy barrel of a matchlock pushed itself into her mane.

“Gotcha.”

“No!”

Screaming, Rainbow wrenched one of her wings free. The griffon straddling her fell off, thrown by the sudden movement, and Rainbow took the opportunity to snap around and face her attacker.

Wind rushed in her ears as they fell. She narrowly avoided a deadly swipe of the griffon’s talons, countering with a buck to his head. The griffon went limp, and Rainbow opened her wings just in time to keep herself from crashing into the deck alongside him.

Rising back up to the crow’s nest, she scanned the battlefield once more. It was a tough fight, for sure. Half of the marines had been caught with their pants down, forced to rush out to fight without even the time to buckle on their barding. The dragon was out of sight, but she thought she could hear it somewhere below her. Up above, the dogfight had died down; the last griffon fell from the sky and crashed to the deck, shattering the wood on impact.

The pegasi of the 2nd Squadron, 1st Airborne Platoon arranged themselves around Rainbow, breathing hard.

“Alright squad, you’re with me!” she called. “Let’s go!”

She sped off into the night. After a brief confused hesitation, they followed.

The sixteen survivors of the dogfight formed an arrow, tracing her rainbow contrail through the night. Looking forwards, Rainbow counted the incoming wave of pirates. Thirty. Looking back to count her followers, she grinned. Sixteen should be more than enough, as long as she was there. Hay, she could probably take all thirty of ‘em herself. But it never hurt to have a little backup.

The dragon glided into view. The group of undead pirates was hanging back now, not advancing on the ship. Rainbow frowned, curious of the strange behavior. Whatever, she thought. They can make themselves easy if they really want to.

“Okay, squad!” Rainbow yelled. “Let’s go! Char—oof!”

A hoof clapped over her mouth. Somepony had grabbed her from behind. She heard a mare’s voice shouting, right behind her ear.

“Get down! Incoming!”

She felt her wings constricted, and soon she was falling. Her assailant let go a few meters from the ground, and Rainbow fell to the deck with an unceremonial thud.

The sea-blue pegasus mare she’d met a few days earlier landed next to her. A pair of pirates closed in on her, and she dispatched them with a few quick slashes.

Rainbow tried to get up, but the pegasus tackled her back down. The two of them skidded to a stop, lightly bumping against the deck’s wooden railing.

“What the hay are you doing?” Rainbow shouted, struggling to free herself from the other mare’s grip.

“Didn’t you hear me say to get down?” she yelled. “I’m saving your life!”

Rainbow paused. “What?”

Crash!

A volley of cannon fire ripped through the ship, smashing and splintering the wood all around them. Rainbow shut her eyes tight, hissing pain as wooden shrapnel slammed into her coat with the force of a sky chariot. She heard wood groaning and ponies screaming as blood dripped down her face.

Tentatively, she opened her eyes. There was a hoof laying on the deck before her. Just a hoof, nothing more. A hoof and a puddle of blood.

She felt a pair of strong hooves pull her up. The mare was glaring at her. “That could’ve been you, Lieutenant Colonel. You and the whole 2nd Squadron.”

Rainbow shoved her off. Thirteen of her pegasi remained, all with their bodies pushed flush against the deck. A new group of ponies had joined them as well; a group eighteen strong with pegasi, unicorns, and earth ponies alike.

Rainbow shook her head, shoving a hoof into the mare’s chest. “Who are you to be bossing me around!?” she demanded.

The mare scanned the deck. “Sergeant Major Sea Sabre, Ma’am. A marine that knows a bad officer when she sees one.”

Rainbow’s jaw dropped. “What!?”

Sea Sabre ignored her, waving a hoof over her head. “Alright, marines!” she roared. “Wings with me, hooves on deck, and horns at support! We’re clearing out those incoming pirates!”

The collection of marines nodded, yelling their assent. “Hooah!”

Rainbow looked back and forth between the ponies that were supposed to be under her control and the mare that had just stolen them from her. “W-wait!” she sputtered. “What do you think you’re doing?”

“Your job,” Sea Sabre said. With a flap of her wings she was off, shortly followed by roughly twenty other pegasi and a strange, black-feathered griffon.

Rainbow gaped. That mare had just stolen her command! All around her earth ponies were planting their hooves on the deck, battle harnesses at the ready. One of the unicorns put her back up against two earth ponies, both of whom were burdened by heavy EM-30 automated rifles. The rest trotted around the group, fending off incoming pirates and setting up magical shields.

“What! She can’t just—eugh!” Rainbow stomped her hooves in frustration. She leveled a foreleg on one of the unicorns. “You! Stop what you’re doing!” she roared.

The unicorn blinked, hesitating. “But, Ma’am, the Sergeant Major said—”

“I don’t care what she said!” Rainbow screamed. “Eugh, nevermind!” She wasted no time in taking off, rapidly accelerating towards the wave of pirates.

The marines stolen from her were hanging back, circling near the Thunder. She zoomed past them, narrowly avoiding colliding with one.

“C’mon!” she shouted. “What are you waiting for?”

“Hold the line! Don’t follow her!”

Don’t listen to me, huh!? I’ll show them!”

She barreled into the wave of incoming pirates, immediately killing two with carefully placed wingblades. She didn’t care if her marines didn’t want to listen to her! She’d take these pirates herself!

Slash, dodge, roll, dive. Fire, fall, flap, parry. Grab, stab, rip, kick. Fly, fly, fly, fly!

“Oof!”

Rainbow grunted, her back flaring up with pain as she felt herself brought to a sudden stop. She felt half-rotted hooves tighten around her, holding her in place.

More of the winged pirates assembled around her. The zombified forms of pegasi, griffons, and ming kirin alike. She struggled in vain against her captor, bucking and flapping to no avail.

A pegasus flew into Rainbow’s view, tackling one of the pirates and cutting its flight feathers. And then another, and another.

She felt the rotted hooves pulled away, and Sea Sabre’s voice in her ear. “Get out of here! Get back to the ship!”

Rainbow pushed her away, gritting her teeth. So she was toying with the pirates, okay. That didn’t mean she needed to be saved!

She drew herself together like a coiled spring, preparing to burst into motion. Suddenly Sea Sabre was in front of her. “Get back to the damn ship before you get someone else killed!”

Rainbow blinked. “What?”

“I had a bucking plan, Lieutenant Colonel!” she snapped. “And I had to come out here and save your flank! So get back to the ship and stop bucking things up!”

Rainbow scanned her surroundings, stunned. The Nocturnal Thunder hovered a few hundred meters away, a wide hole ripped in its side full of frightened civilians. Marines were flying around her, desperately trying to fend off a pirate force twice as large as they were. She caught a glimpse of a dead pegasus, blood leaking onto the cloud the body had fallen to. She saw a stallion tumbling out of the sky, screaming as he desperately tried to fly with only one working wing. The pirates grinning as they closed in on their prey.

These ponies were dying for her.

She nodded. “Okay, let’s go! Back to the ship!”

The marines disengaged, flapping wildly as they did their best to return to the ship, to outrace the winged death hot on their tails. Rainbow was right after them, silently nursing her hurt pride. She’d almost died, and she didn’t even realize that these ponies had come to die in her place until it had been shoved in her face.

Sea Sabre bumped into her to get her attention. “Get to the ship and hit the deck! Protect the earth ponies! Fly at your own risk!”

Rainbow nodded, speeding up. Protect the earth ponies. Okay. She could repay a favor.

She slammed into the deck, skidding to a stop. Seven earth ponies were lined up around her, surrounded by a protective circle of outnumbered unicorns, each one frantically blasting magic and reinforcing shields.

She wasted no time leaping into the fray. With her here, nothing would get to the earth ponies!

The other pegasi landed hard, all rushing to join the protective circle. Sea Sabre landed last, waving a hoof at the earth ponies.

“Open up!” she shouted.

The Equestrian Remnant had never had a military very focused on firearms. They were complicated scientific devices requiring a great knowledge of mechanical affairs which wasn’t very common in the more magical society of the Remnant. The standard issue Mk. 10 rifle required ten whole seconds to cycle a new round after firing, and hooves rendered bolt-action and breech-loaded rifles near useless. Still, the magical talents of Remnant scientists had come to at least one fantastic result: an automated cycling system capable of firing heavy caliber slugs twice a second.

The EM-30 Repeater was without a doubt one of the more fearsome mobile firearms in the world of Trinity. Even if it required the combined strength of an earth pony and magical dexterity of a unicorn to use, had the tendency to malfunction in dirty environments, and was too complex to be truly mass produced, it still gave the Remnant military the kind of punch to make it a force to be reckoned with.

The ponies on the deck of the Nocturnal Thunder introduced this concept to the attacking pirates with extreme prejudice.

Thump, thump, thump, thump!

Rainbow could feel it in her hooves. The recoil of the guns, travelling across the deck and up her legs. Her teeth chattered with the force of it. Each gun like another heart beating in her chest.

The night was alight with tracers. Dozens of bullets filled the air before the incoming pirates, slamming into them like a solid wall of death. A pair of unicorns galloped up and down the line of earth ponies, frantically feeding ammo belts into the guns with their magic.

The pirates returned fire, opening up with talon-held matchlocks of their own. More unicorns galloped in front of the earth ponies, summoning up a glowing wall of protective magic.

“Incoming! Eyes on deck!”

Rainbow tore her gaze from the bullet inferno just in time to see a pirate charging her. She reflexively took to the sky to escape. The pirate snarled at her, raising a matchlock to shoot her out of the sky.

She didn’t give him any time to fire, closing her wings and landing on his spine. Crunch! The pirate toppled over, screaming. She silenced him with a blade to the throat.

Rainbow looked up, scanning her surroundings. The pirates had seen what was happening; a group of them were charging the protective circle, desperately trying to get to the earth ponies and silence their onslaught of bullets.

She charged the fray, leaping into the melee. The protective circle was losing form; pirates and marines were mixing together into one deadly crowd as the opposing lines fused together.

Rainbow landed on a pirate hooves first, crushing his neck under her weight. Almost immediately, a blade reached out for her. She deflected it, but the battle pulled her attacker away before she could riposte. It was chaos. She could barely keep one target in sight long enough to move on it. She was so busy blocking, parrying, and dodging the attacks of every pirate that drifted within striking range she hardly had time to think. She cleared her mind, and let her body take over.

Duck, parry, riposte. Pounce, buck, roll, leap. Slash, dash, dodge, grab. Any pirate that stayed in her sight long enough fell before her.

Above her, dark shadows fell from the sky with barely audible thuds as bullets ripped them to pieces, down and down into the ocean below.

Jump back, charge forwards, tackle, stomp. Kick, bite, pull, slice. Pounce, punch, grab—

Rainbow blinked. The pony beneath her was whole and living, eyes wide as she held her wingblade to his neck.

“M-ma’am?” he stuttered. He was wearing a marine uniform.

She looked up. The tide was changing. With their reinforcements forced to run a veritable gauntlet of bullets and magic, the pirates had lost their momentum. The marines were forming up now, fighting in squads, as teams. Now they could win this battle.

The heavy breathing of the earth ponies became audible as their inferno of bullets puttered out. One of them turned to where Sea Sabre was crouched behind a barrel.

“We’re dry!” he called.

She nodded. “Wings! Clean up!”

As one, the winged marines took to the sky, easily decimating the scattered and shell-shocked remains of the wave of pirates. Rainbow led the way, eliminating the more distant pirates before they could try and unite with their comrades.

Leaving the rest of the pirates to the other marines, Rainbow came into a landing on the deck. With their reinforcements cut off, the pirates would have a hard time winning control of the ship. Marines now fought in organized squads, using teamwork tactics against the pirate’s chaotic assaults. They may not have numbers on their side, but it was now a fair fight.

Slam!

She twisted around, hooves barely hovering above the deck as she brought her wingblades out, ready to face the ferocious undead beast that—

Rainbow blinked. “Twilight?”

“Hello, Rainbow.” Twilight’s voice was low and monotonous. Her body was beaten and bruised, a thick layer of bloodied bandages wrapped around her flank.

Rainbow Dash scanned the deck, checking to make sure no pirates came their way. “What’re you doing up here, Twi? We’re under attack!” She had to yell just to be heard over the sounds of the battle.

Twilight rolled her eyes, the purple glow of her horn mirroring the glow around the sword-shaped collection of shards hovering by her side. “I noticed, Rainbow,” she said, eyes down.

Rainbow nodded, frowning. “It’s pirates. Zombie pirates with a pet dragon.” She perked up. “Oh! It’s Scorn! That undead changeling!”

Twilight sighed. “He’s not undead, Rainbow, he’s cursed. Zombies are incapable of rational thought, while a cursed being is—”

“Eugh, whatever!” Frustrated by Twilight’s obsessive need for correctness, Rainbow fired a pair of shots from her Mk. 10s, picking a passing zombie(ghoul)-griffon out of the sky. “You still haven’t told me what you’re doing up here.”

A trio of pirates approached. Rainbow Dash dealt with the nearest two while Twilight magically threw the third overboard.

“I’m headed for the bridge,” Twilight spoke, her eyes staring forward, unblinking. “The princess needs me...”

Rainbow frowned. There was something off about her friend. She gestured with her hoof to the ferocious battle spanning the whole of the deck. “Are you okay, Twi? It’s a bit dangerous up here, and I’ve got my hooves full as it is without foalsitting you!”

Twilight turned to her friend sadly. “Oh, don’t worry about ‘foalsitting’ me. I’m going alone. I can’t lose anyone else…” With that, she turned, disappearing into the bloodied crowd.

Rainbow looked after her for a few moments, worried. I’d better keep an eye on her. Looking around, she called out to a nearby minotaur that was busily charging through a group of pirates. “Ragnar! You’re with me! We’re headed for the bridge!”

The minotaur snorted, taking up a position by her side. He brandished his axes as a wave of pirates approached the duo.

Whether Twilight liked it or not, she needed protection. The least Rainbow could do was hold the entrance of the command deck while she did whatever she needed to inside.

But unlike Twilight, Rainbow was a marine. A marine with a dozen kills, a bright rainbow mane and a colorful contrail. Which was something that, for whatever reason, tended to attract pirates.

Spreading her hooves, Rainbow Dash prepared herself for a long fight. She had to get to the command deck, and she didn’t think this battle would be ending anytime soon.

Taking a deep breath she let her mind roam free, and her body took control.

Bite, buck, duck, dodge. Fight, fight, fight, fight!

Festering Nightmare: Part III

The Sound of Thunder- Tempest

Festering Nightmare

Part II

-=-=-=-

23 Drizztember, 1001 AD

0317 NCST

Twilight Sparkle

The metal grating squeaked ominously as Twilight magically pulled it out of the wall. She frowned at the resistance it gave her.

“Are you sure this is it? Wouldn’t an accessway be more… Accessible?”

Gleam snorted.

Major Overcoat shot a disapproving glare at the pegasus. “Yes ma’am, it is. This one probably hasn’t been used in a while, since we don’t have too much happen up here in the quarters. Most repair work happens further below deck.”

With a mighty clang, the grating fell to the floor, revealing a dimly lit passage that led straight down into the bowels of the ship. As Twilight gazed downward past the ladderway, she saw… something.

It wasn’t much, just a slight shifting in the light. It ended as abruptly as it began, but something didn’t sit right with Twilight.

“Guys? I think there’s something down there.”

Sailing Master Cutlass moved up beside her and looked down as well. “Wait. D’you hear that?”

Twilight turned her head slightly, straining her hearing. She closed her eyes for a moment, focusing all her attention upon her other sense.

The thump-thump-thump thundered from the deck above her, but the unicorn tuned that out. A distant explosion. The hiss of steam from a nearby pipe. The steady boom of the cannons firing below her. The clang of metal on metal… and that hissing again.

“Wait a second.”

Twilight backed away slightly. With a thought, she channeled the magic from a nearby leyline into her horn, then forced the raw magic in the mental rune for illumination. With a final effort, she ‘shoved’ the invisible rune down into the corridor, which quickly became illuminated by a ball of spell light.

But as Twilight opened her eyes, she almost regretted casting the spell. Directly below her, hanging on the ladder, clung the source of the hissing noise. And it was definitely not a leaking pipe.

There, directly in front of her, a green skinned, snake-like creature poised to strike.

“WOAH!” Twilight and Gleaming Cutlass leapt back simultaneously as the serpentine being forced itself up into the hallway.

The ugly green monstrosity uncoiled itself as it sprang from the accessway. The beast roared its defiance as it landed in the hallway. With all of its weight supported by the thick tail below it, the enemy rose to his full height. Four muscular arms reached out at the ponies as it charged Twilight.

Twilight fell to the ground with a gasp as the creature thrust a trident down at her. The prongs drove their points deep into the deck beside her, missing her limbs by mere centimeters. Looking above her, she saw a webbed hand grasping the other end of the trident. The snake being gripped a huge cleaver shaped blade in two other hands as he swung at Cutlass with all his might. The final hand pointed a flintlock pistol at Major Overcoat.

Legs flailing, Twilight crawled backwards at her fastest speed possible. Crack! The pistol went off just as metal clashed with metal.

“Oh, no you don’t! Nopony or snake crosses blades with th’ Cutlass ‘imself and lives to tell the- GUH!”

Overcoat lept over Twilight in a mighty bound. Cutlass landed beside Twilight, gripping his blade in the air above his face. The cleaver pushed closer and closer to his neck, but with a brilliant flash of light, the beast collapsed into a heap.

Cutlass panted as he rose to his hooves. “Naga. Tough one. Good shot, Major.”

Overcoat shot the pegasus a glare. “Maybe I wouldn’t have to save your neck if you’d spend less time talking and more time fighting!”

Twilight pulled herself upward. A magical overglow covered her horn as she levitated her fallen sword back into the air.

The Sailing Master seemed about to make a witty retort, but he never even got the first word out.

The door behind them opened, and three more nagas poured into the room.

In a flash, Overcoat and Cutlass rushed the first two monsters.

Cutlass’ blade bit into the flesh of the first, a blue skinned beast wielding a net and two axes. Overcoat spun onto her front hooves, bucking the second in the face.

The third creature advanced upon Twilight. A smile split his rubbery yellow face. “Fressssssh meat…”

His four hands held an enormous javelin, which he pointed right at Twilight.

With one look into his rotting eye sockets, Twilight froze. Her blade dropped to the floor, breaking into the dozens of shards that formed it.

The golden naga slithered forward. “Yesssssss. Do not resissst. It makessss the meat that much sssssweeter…”

But as her death moved closer and closer, something snapped within Twilight.

“NO!”

The unicorn sprang into action.

With a burst of purple light, the unicorn teleported herself directly behind the naga. She fired a single blast of blazing magic into his back.

Snarling, the naga swung his tail into Twilight, knocking her into the wall.

Twilight slumped to the floor, her head ringing. As her eyes turned to the side, she spotted the shards of her sword laying nearby.

She stood to her feet determinedly, pulling the shards toward her.

The naga screamed his rage at Twilight, leaping with as much force as he could muster. He flew through the air, bringing his trident up in front of him as he raised his cleaver above his head to appempt a swift blow directly at Twilight.

But Twilight’s magic was faster. The shards moved into position a split second before the naga collided with her.

This time, they didn’t form a sword.

The shards assembled themselves into a long spear, with the tip pointed right at the naga. The yellow monster saw it, but it was far too late.

The tip drove deep into his chest, and the most agonized scream Twilight had ever heard pierced the air.

“Hhhhow?”

Twilight pulled the spear from her opponent. The shards shifted again, this time shifting into an axe. As she chopped her enemy’s trident in half, she smirked.

“Magic, of course.”

The beast growled. Rolling to the side, he pulled something from a holster on his tail.

He pointed the weapon at Twilight, who gasped and jumped to the side. With a loud blast, a sticky wed shot out of the weapon, covering Twilight and binding her in place.

The naga slowly moved to her in the slithering equivalent of a limp. He leaned over the immobilized unicorn.

“Let’sss see magic ssssave you now…”

Twilight met his rotting eye sockets with her gaze once more. As he grabbed her leg with a webbed hand, she smiled a brutal grin.

“Fine.”

Magical energy enveloped both of them as Twilight teleported them a third of a kilometer to the east.

Which left them in free fall outside the ship.

Twilight lashed out with the only thing she could. She magically pushed the naga away from her, separating them by a few meters. The yellow being gasped loudly, seeing the rapidly approaching water. He turned his gaze back at Twilight, mouth widening in fear.

Twilight smiled as she teleported back into the hallway.

She landed back on the floor with a thud. With a small fire spell, Twilight burned away the webs binding her. The blade shards rose off the floor, once more resuming the shape of a short sword. She turned to see the other two ponies finishing off their opponents.

Gleaming Cutlass wiped the purple blood of his foe onto the fallen naga with a grimace. Rosy Overcoat gave the green naga one final buck to the chest as he collapsed in a useless heap.

At the sight of all the blood surrounding her, the realization of what she had just done dawned on Twilight. The unicorn hunched over, her body shaking as the adrenaline left her system. She let out a small moan.

Major Overcoat was at Twilight’s side seconds later. “What’s wrong? Are you hurt?”

Cutlass flapped over to her. “Chief! You shiny?”

Twilight shook her head. “No…”

Cutlass tilted his head. “No, you aren’t ‘urt, or no, you aren’t shiny?”

Major Overcoat socked him in his side. “Let her speak!”

Twilight raised her head slowly. “I’ve never killed anypony before…”

Gleaming Cutlass barked a laugh. “Oh, that’s all? Lass, you know they’re already dead, right? You only put some poor creature out of ‘is misery. You still ‘aven’t killed anything.”

The mare’s head tilted sideways. “Already… dead.”

The pegasus nodded. “Aye. Besides, he wasn’t a pony, so it wouldn’t have counted anyways!”

Overcoat socked him again.

“Oi! I was joking!”

The earth pony mare shook her head. “We need to keep moving. Let’s get down that access way before-”

The same hissing from before came from the door behind them. Overcoat jumped to the vent and beckoned for the others to come with her. “LET’S MOVE!”

Her previous thoughts shoved aside, Twilight followed the mare. But as she looked back, she saw the pegasus taking to the air and readying his blade.

“Cutlass! What are you doing? You’ll be killed!” Overcoat practically screamed at him.

The Sailing Master grinned. He pointed to his flank, right at his cutie mark. “This is a cutlass, lass.” He pointed to himself. “My name is Cutlass.” He held up his blade. “This is a cutlass. I’ve got th-”

The pegasus was cut off as he was tackled by one of five nagas charging. He rolled to the side, launching into the air once more. “GO!” He screamed as he slashed off one naga’s arm.

Overcoat nodded, pulling Twilight deeper into the accessway.

“No! Major, we can’t leave him! He’ll die!”

The earth pony didn’t slow down. “Chief, we have to go. There’s no time. Cutlass can take care of himself. If he shuts up for long enough, that is.”

Twilight glanced around the tunnel. Her light spell from earlier still illuminated the ladder leading downward.

Major Overcoat kept climbing down the ladder. “Engineering is a few decks down. Climb fast!”

The two mares climbed as if death itself chased them. Which it very well may have. After a few decks of this, Twilight began feeling the exertion.

“You know,” she managed between pants, “that the equine body is entirely unsuited for ladders? Accessways like this were a goblin, or more specifically gremlin, invention. We incorporated it into our designs of airships because of the fact that it allows us to move from deck to deck more conveniently than staircases.”

After the insanity of the last several moments, just thinking of something, anything else was a welcome relief. Even if she couldn’t shake the last few moments from her mind, she could at ignore them for a time.  “But it’s not the best way for equines to move vertically. The incorporation of a new invention from New Canterlot would improve travel times drasti-”

“I hate to cut this fascinating lecture short,” Major Overcoat intoned, “but we’re here.”

The mare held up her hoof. A bright yellow glow surrounded it, charging the air with electricity. She punched with all her might, and the grating beside her flew out into the hallway.

Twilight looked at the mare. “Why-”

Overcoat grinned. “You like? It’s called Earthtech implants. New invention. Allows me to channel my earth magic through my hooves, even though I’m not a natural caster. Makes punching stuff more fun. Cool, eh?”

Twilight blinked. “Actually, I already knew about that. I was going to ask why you punched the grating in when you could have pulled the lever right there to open it up…” Twilight pointed at a conveniently placed lever marked ‘OPEN.’

“Oh.”

The other mare met Twilight’s gaze. After a second, she spoke. “Let’s keep going.”

Major Overcoat stuck her head cautiously out the new opening. With a swift jump she landed on the ground outside with a slight clatter. Twilight followed after, noting her surroundings.

The engineering deck was quite different from the crew quarters. While the walls in the quarters were lined with wooden planks, the walls and floors here were all made of metal. Metal grates on the floor, metal pipes lining the walls, and a solid block of metal components for the ceiling. The deck was arranged as rows, with the row the two mares were in running parallel to others beside it.

Overcoat took off down the row, sprinting at top speed. “Come on!”

Twilight ran after the red maned pony. “Wait! Slow down! I’m not as fast as you!”

Overcoat glanced over her shoulder. “Okay. You know, you should probably practice running once all this is over.”

Twilight grinned. “Maybe I’ll see if the library has a book on the subject…”

Both mares laughed quietly, a laugh Twilight knew could be their last. Major Overcoat seemed to have been thinking this too, as her smile barely hid the worry lines beside her eyes. But the laughter died off abruptly as they rounded a corner. As they turned the bend, the sound of battle drifted toward them.

Overcoat stopped and held up her hoof. “Wait a second. Try not to engage. We have to get out of here as quickly as possible, and we don’t have time to waste fighting.”

They resumed their run, although a great deal more cautiously. Eventually, the two came to an intersection in the corridor. Out of the corner of her eye, Twilight spotted something orange. But at the speed she was running, she barely managed to process the thought when a voice called out to her.

“Twilight! Twilight is that you?”

Twilight stopped dead in her tracks and turned to face the source of the voice. He face split into a wide grin as she recognized the orange mare.

“Applejack, you’re okay!” With a quick dash, Twilight sped over to her friend, grabbing her in a mad embrace.

The mare chuckled. “Yeah, Ah am.” Her face tightened into a grimace as Major Overcoat turned back to face the two of them “T’aint been easy. The en’jun rooms are crawling with ponies who dun’ look like they been buried and dug up again. What’s been happenin’?”

Twilight opened her mouth. “Well—”

There, right from the hallway that Twilight and Overcoat had been running along, strode a hoard of at least twenty ghouls. A roar sounded from within the mass, and Major Overcoat charged them, saying something that Twilight couldn’t quite make out.

Rosy bucked a changeling zombie right in the face, just as said changeling threw a spear in Twilight’s direction. The unicorn ducked, speaking quickly to Applejack. ““I need to get to the princess! We tried to take a shortcut through the engine room but—”

Applejack waved Twilight off as she slammed her hooves into another ghoul who attempted to flan Major Overcoat. “Don’t bother with details, go get the princess! Ah’ll stay here and hold the fort!”

Twilight tried to move to Applejack’s side, but another thrown spear almost hit her. “But—”

“Go!” Applejack practically screamed as she hit a goblin’s face with enough force to snap his jaw off. The goblin stumbled back, but kept coming.

Major Overcoat sprinted past the two, grabbing Twilight by her saddlebag as soon as she was within reach.

They ran. A few moments later, an incredibly loud scream echoed through the hallway.

“APPLEJACK!” Twilight tried to run back the way they’d come, but the marine held her back.

“Chief! We have to go!”

Twilight shook her head. “No, no! I can’t leave her! She could be…” Her voice trailed off, as she could not force herself to say the words.

“Chief, you don’t know that was her. Even if it was, we have to keep going. There are more ponies on this ship who could die if we don’t keep going! And that’s what it’s all about, right? Saving lives?”

Twilight stared back down the hallway. “But if I can’t even save the ones I care about…”

“Then we save the others. We save any we can. Like the princess. She needs us.” Major Overcoat gazed into Twilight’s eyes.

After a moment Twilight shut her eyelids, nodding grimly. “Okay. Let’s go.”

The two set themselves to running once more. Twilight heard her companion muttering under her breath as she passed the accessways.

“Seventeen, Eighteen, Nineteen… Nineteen. Oh, ponyfeathers…” The red mare skidded to a halt in front of an accessway.

“What’s wrong? Why are we stopping?”

Overcoat shook her head. “I forgot something. Accessway Nineteen leads to the cargo deck… Where all the non combatants are supposed to hide if fighting starts. Look up there, and listen.” The Major pointer up the ladderway.

Twilight stuck her head into the shaft. She leaned herself closer, and then she heard. “Gunfire. Lots of it.”

Overcoat grimaced. “Yeah. Nineteen isn’t the most direct route to the bridge, but if the civilians are dying…”

“Then we have to save the ones we can,” Twilight finished for her. “Let’s go.”

The ponies climbed into the shaft and headed toward the sound of gunshots and death.

0308 NCST

Applejack

The unfamiliar noises and array of ever-present steam left Applejack feeling uneasy, her ears pressed flat against her head as Ratchet led her throughout the seemingly endless tunnels. She had just finished her shift at the bar when she had run into Ratchet, the head engineer on the Thunder, on the way to her room.

“So,” the maroon unicorn began, glancing over his shoulder. “What made you want to ask for a tour? I was under the impression you hated airships.” Ratchet nearly had to shout so that Applejack could hear him over the endless internal tandem of machinery.

“Ah’m not sure,” Applejack began, gazing around in awe at the network of interlocking pipes lining the walls and the heavy machinery sputtering and moving. “Ah figured ah might ‘s well prove mahself useful outside of the bar. After all, what good is a bartender when we’re under attack ah’m I right?”

“Well I’m never one to turn down a hard worker.” Ratchet said with a grin. “You’ll find that you have your work cut out for you down here though. This machinery’s not as simple as bucking an apple tree.”

“Ah can see that.” Applejack said with a small bit of apprehension in her tone as she continued to gaze around. She was afraid that if she touched anything she’d ruin some critical component, or send the entire engine room into a catastrophic meltdown of some kind. She settled for crossing her hooves as Ratchet turned around to face her with a serious expression on his face.

“Okay, let’s start with something simple, the hydraulic compressor.”  Ratchet tapped a nearby collection of pipes with a hoof. “Because of the internal ley-flow of the aperture valve inside the external flow reactor, the engine requires a bit of dihydrogen monoxide redistribution. Basically, the back flow is redirected via physical pressure to reduce total entropy due to nodic-friction.”

Applejack’s jaw dropped. Ratchet had spoken so quickly and without a single pause, but if it had come from anypony else, she would have been sure they had just made that all up on the spot.

“Magic makes the engine hot, and the hydraulic compressor uses water to cool it all down.” Ratchet met her eyes with a small smile.

“Oh. Yeah, Ah understand now!”

“Good! Now for something a bit more complicated.”

With a sigh, Applejack continued to examine the surrounding machinery. There were moving parts and symbols and colors everywhere, all of it foreign and strange to her. Definitely much more complex than the simplicity of the farm life she was used to.

She followed Ratchet into another room, a small burst of steam shooting overhead as she went through the doorway. Ratchet continued, “So, inertial compensator. While not an integral part of the operation of any aerial vessel, it is of primary concern to those riding on said vessel. Due to the effects of magical propulsion and Sir Figgy Newton’s second law, which states, ‘Any object propelled by magical means will react in a way inexplicable by physical means, but quantifiable by magical measurement,’ whenever the airship is moving, it exerts a force upon the riders that makes their stomachs go all wimbly-wombly. Which is a scientific term. The inertial compensator alters that feeling, and instead makes it feel like the ship is moving forward as if propelled by physical means.”

“Umm… Ah have a question…”

“In order for this to work, we employ a full team of highly trained magical hamsters to allow the compensator to function properly.”

At this, Applejack cut him off. “Wait, wait, wait. Hamsters? Ain’t that like, slavery?”

Ratchet turned to her, his mouth contorted into a frown. “We pay them in carrots.”

Applejack had no words, but didn’t need any, as Ratchet’s laughter cut her off.

“I’m just kidding! We haven’t used hamsters in our engine room for fifteen years! Okay, enough about that. Moving on!” Ratchet continued talking, but a jet of steam cut him off, and the mare listening to him lost focus.

Applejack felt a bit overwhelmed at all the maintenance and careful work that had to go into the engine to keep it running. She caught a few words she understood, but most of it was engineer slang and words for machine parts that she’d never had to deal with.  

Ratchet turned back to her again. “Didja get all of that?”

“Uhhh…” Applejack paused. Something seemed… odd about Ratchet’s explanation. “Say...if it takes so much tah keep th’ engine runnin’, where’s the rest of the engineers?”

Ratchet blinked and looked around, seeming to just now notice that they were the only two in the room.

“That’s strange…” Ratchet said, frowning in thought. “They should be down here by now…” He raised his voice to a shout. “HEY! Where are all my engineers?!” Silence. Save for the occasional steam puff and whirring of machinery working, Applejack and Ratchet were very much alone.

“Somethin’ ain’t right…” Applejack trotted to another room, one filled with more complex machinery she didn’t really understand. A feeling of dread slowly began to build in her chest. “ ‘Ey! If this is some kinda joke, ‘taint funny!” She doubted anypony could hear her over the sound of the machinery, but it was worth a shot. Ratchet trotted up next to her, his face grim.

“Let’s check some of the other rooms, it can’t be completely abandoned.” Applejack nodded in agreement and the two made their way into a long adjacent hallway. Pipes crisscrossed the wall, and a single light dangled from the ceiling, swinging to and fro as it flickered on and off. And on and off. And then, just off. Then, back on, barely.

“Ratchet?”

“Yeah?” Applejack could just barely make out his figure in the flickering light.

“Just making sure ya’ll are still there...Does it normally get this...dark?”

“No.”

“Well… Ah guess that there’s a power issue or somethin’?”

“Or maybe Bronze forgot to change the lightbulbs again… Okay, follow me.”

The two ponies kept making their way forward through the barely lit corridor.

When they came to a crossroads, Ratchet motioned his head to the right. Applejack nodded and followed him. She could hear the thumping of the machinery through the walls, the hissing of the pipes as they shot steam and obscured her vision. The feeling of dread from earlier slowly changed to one of worry, almost fear.

The steam around her almost seemed to take on a red tint to it as the seemingly never-ending hallway continued with its twist and turns, another flickering light offering her only brief glimpses into the steam-filled abyss.

“Hey Chief? Ya sure ya know where yer goin-” The sound of approaching hoofsteps cut her off.

Applejack barely had time to turn before something collided with her. She stumbled backwards a bit, catching herself before she fell.

She got a look at what had hit her, a brown-colored pony with a short black mane and dark green eyes. He looked worse for the wear, bruises covering his body and cuts on his flank openly bleeding. Upon seeing Applejack, the pony’s eyes widened and he quickly jumped to his hooves. “Na...Min...everywhere! princess… pirates! blood...fighting...I...I...I can—”

Applejack put a hoof to the pony’s chest. “Calm down, partner,” she began, letting her hoof fall. “Take a deep breath n’ let me know what’s goin’ on.”

The pony took a few deep, shaky breaths, opening his mouth to speak.. “We’re—”  He stopped mid sentence, a wickedly sharp object suddenly protruding from his chest.

Applejack blinked as she felt something warm and wet splatter over her.

The pony’s eyes widened. “...under attack.” He breathed.

The pony jerked as something pulled him back up the staircase. Applejack heard him scream for just an instant, before he suddenly fell silent.

AJ’s  eyes widened as she took in the reddened staircase. “Ratchet!” She called. “Trouble!”

As if to accommodate her statement, a rasping, almost hissing sound could be heard coming from the shadows covering the stairwell. The shadows formed into a solid figure as a hideous beast stepped out of its hiding place. And then another. And another.

The first thing AJ noticed were the eyes. Blood red, they pierced into her very soul. She  took a step back as it stretched its four decaying arms toward her. She saw bones protruding from rotten skin as the beasts twisted their faces into dark smiles.

Fresssssh meat…. They all rasped in unison.

One of them dashed forward, spear held at the ready.

Applejack scrambled away from the first swipe, Jumping to the side as the naga brought the point down on where she had just been moments before.

Twisting as she landed, Applejack raised her hind legs and bucked hard. A sharp crack rang out as she connected with its torso, pushing it down to the ground. She followed up with a second quick kick to the skull, silencing it

The others paid no heed to the cries of their fallen comrade as they surged forwards, slaughter and bloodlust reflected in their slitted eyes.

Applejack rolled to the side, dodging another spear thrust. As she crouched into a low ready position, a magical blast flew past her shoulder from behind, knocking a shrieking naga into its comrades. She glanced back and tipped her hat at Ratchet, who responded with a quick nod.

Turning to face the naga once more, Applejack noticed a thrown spear heading straight for her. She moved, too slow. She winced in pain as the blade grazed her hind leg.

Gritting her teeth, she grasped the spear in her hooves, yanking it out of the floor as she rose to her hind legs to give herself a little more versatility. She’d never used a weapon like this before, but some form of defense was better than none at all.

Out of the corner of her eye she saw Ratchet standing his ground towards an oncoming group of about three naga. Applejack turned to confront the two approaching her.

The first one hissed, charging in for a strike.She deflected the blow with a flick of her spear and offered a quick riposte, only for the naga to slither away. It laughed as if to mock her, its scratchy voice like nails on a blackboard to AJ’s ears. She scowled. There was no way she could take them on with her limited experience.

The naga at the edge of AJ’s peripheral vision moved for a strike. AJ barely managed to parry the attack before shoving her spear into the naga's chest.

Applejack planted one hoof on the naga and pushed it off the end. She turned and caught the Naga that approached her from behind by surprise with a cut across its belly, causing it to falter in its step. Applejack swung her spear around, bringing the blade down onto the back of the Naga’s head and ending the battle.

She breathed a sigh of relief, looking at the corpses that had quickly piled up in the room. Her gaze moved over to Ratchet, who walked towards her, blood splattered on his coat.

“Nagas…” he said, frowning. “How did Nagas get on the ship? More importantly, how did we not notice?”

“These weren’t no ordin’ary Nagas…” Applejack said , nudging one with her hoof. “They look like they’ve been buried and gone dug up again…” She thought about his second question before turning to face him again. “It gets awfully loud in here, Ah reckon these contraptions was makin’ such a racket that we wouldn’t hear a bomb going off if there was one.”

Ratchet nodded his head in agreement. “In that case, the rest of the ship may need help. Let’s go up to the next level and see what we can do.”

The two ponies rushed up the wooden staircase, bursting through the door at the top. What greeted them was not a pretty sight.

The intersection of corridors that led to the different sections of the cargo deck was a war zone. Corpses walked amongst the living, swinging their weapons at anything they saw. Every manner of creature made up the scene before AJ’s eyes. Nagas stalked across one of the hallways, swarming a group of screaming, unarmed ponies. Glancing out a window, Applejack saw decrepit and rotting gryphons patrolling the skies, violently attacking any pegasi flying near them. Mutilated minotaurs lumbered across the decks, turning as they spotted Ratchet and Applejack.

Applejack prepared herself for another fight when a sudden shove from her front caused her to tumble down the staircase back into the engine room. Her head pounded against her skull in a daze, and she barely heard the words Ratchet shouted back at her.

“...Engine room! I’m going to find a commanding officer, but make sure the engines stay running!” The door glowed within Ratchet’s magical grasp before slamming shut. Applejack rose back onto her shaking hooves, adjusting her stetson hat back onto her head before taking off down a connecting hallway.

The pounding of hoofsteps on the floor accompanied AJ’s thoughts as she mulled over Ratchet’s words. The engines had to be protected, because if the engines died then the Thunder was as good as doomed.

As she made her way through the darkened hallways, she could hear the whirring and sputtering of machinery, but if she listened more closely, she could make out what appeared to be screaming coming through the walls, and the occasional loud bang or the sound of something sputtering. She mentally slapped herself, that wasn’t the sound of the machinery working! That was the sound of battle! Ponies had been dying all around her and she hardly even noticed it until just now!

A loud bang coming from a nearby wall caught her attention. She stopped her gallop, turning to look at the wall. There was another bang, and the wall before her splintered apart, a support beam caught in the wake of the destruction was hit and fell over too, though the top half remained. Through the newly produced opening, a combination of ponies and goblins began to trot and lumber through, all of them rotted or decayed in some way or another.

“Ah no you don’t ya varmints!” Applejack shouted as she moved to intercept the group, turning and bucking the lead goblin in the jaw. It left a very satisfying ‘crack’ sound as the goblin gained some airtime before landing on some of his buddies.

The ponies and goblins turned their attention to AJ, grinning. They knew they far outnumbered her.

AJ caught the descending blade of one golbin in her hooves, ripping it from his grasp and swinging it, easily decapitating its former wielder. She gripped the weapon in her teeth and tossed it spinning, watching it make its mark through a nearby pegasus skull, who could only feebly flap the stumps where its wings once were before collapsing.

She turned to face another opponent, only to see five rushing to meet her. She cursed and backed off, trying to think up another strategy—

Bang!

AJ’s ears folded against her head as the small group before her fell after the loud sound. She turned to look behind her, to see a unicorn mare levitating one of the ‘guns’ AJ had seen some of the Marines tinkering with in her magical grasp.

Blood splattered the mare’s caramel and auburn mane as she calmly reloaded her weapon. Her tail whipped the side of her sleek flank as she moved slightly to her left, avoiding a spear that one of her opponents had thrown at her in panic. Smoke from her shot obscured her face, but Applejack could see her brown coat and cog of a cutie mark.

The mare shifted her gaze, raising her gun up to the remnant of the support beam that remained, and let off another shot. The support beam splintered, and a hail of debris rained down on top of the group coming through the opening in the wall, effectively blocking anymore access through it. The mare grinned, nodding at AJ. “You seemed like you could’ve used the help.”

AJ nodded, mentally breathing a sigh of relief. “I appreciate the help Miss, but I gotta git to the engine room, I’ve been told to make sure it don’t fall.”

“Be careful.” The mare said, nodding. AJ tipped her hat and took off down the hallway. Pipes and machinery blurred around her as she ran, hardy paying mind to the occasional puff of steam in her face.

“Rotting ponies, gryphons, minotaurs, and goblins? What’s happenin’...” AJ said to herself as she rounded a corner into one of the main engine rooms. She silently hoped that her family was okay, though she wasn’t too worried. She knew Big Mac could handle himself, though she could only hope that Appleboom was with him. And what about her friends? What if Ratchet had already been killed before he could get help? What if...

Applejack shook her head. “I can’t think about that now…” She mumbled, trotting in between some of the machinery and into an adjoining hallway. “I need to get to—”

Boom.

A tremor shook the deck, causing Applejack to nearly lose her balance.

Boom.

The floor shook again and AJ’s hooves stumbled for purchase against the smooth floor.

BOOM

“What in tarnation?!” AJ shouted before the wall further down the hallway exploded into a mass of splinters. AJ shielded her eyes from the debris, needing to cover her eyes from the residual dust. What she saw next left her at a loss for words.

The beast was huge, towering easily over any pony she’d seen thus far, and most other average-sized creatures she’d seen. Four muscular arms swung low to the ground, loosely connected to its bulging torso by some messy and bloody stitches. Muscle pushed themselves through the rubbery skin on its bulging torso and arms. The torso looked like it had been violently ripped open and stitched up again.

AJ resisted the urge to vomit as she noticed what looked to be like intestines hanging out from in between the stitchings across its belly. Its head was massive, topped off with two wickedly sharp horns that appeared to have dirtied and rotted with age. A long snout ending with a pig-like nose that spewed steam when it breathed, all held up on two massive trunks for legs that reminded AJ of the trees she’d been bucking for so many years. They also were stitched and torn, blood and muscle seeming to try to force its way out between the openings. The legs ended in webbed feet, each toe tipped with wickedly sharp claws as were the fingers. The entire beast stood larger than the room he now occupied, needing to bend down to fit his head in.

Standing atop this unnatural freak of nature was what looked to AJ like a thin, wirey goblin. Covered from head to toe in plate armor, its helmet only allowed an opening big enough for its eyes to peek out. Complimenting the rest of its intimidating figure was a long thin tail that ended with a curved scythe blade. Its frame and build reminded AJ something of a reptile.  

The reptilian monster lifted his head in the air, giving a big sniff. He turned, his eyes resting directly on AJ, who was too petrified to move. ”Ponnnnyyyyyy...” It spoke the word almost as if laughing. It scaled its massive comrade, bending down to speak into its malformed ear.

AJ couldn’t make out what was being said, but she had a good feeling that she should start running. As if to answer her, the massive beast looked right at her, taking a few steps to turn towards her and bare its fangs.

Yes, definitely start running.

She turned tail and ran as if Tartarus itself was on her tail. She heard an ear-splitting roar, then the steady BOOM, BOOM, BOOM of the massive beast running as it gave chase.

AJ quickly cut a corner, hearing something loud crash behind her, then the booming continued. She could hear hissing laughter, as if the thing riding the beast was laughing at her. AJ looked around, hoping for any sort of escape route. All she could see if she looked right or left were endless pipes and darkened hallways, no guarantee of it not being a dead end.

She lowered her head, blocking out all other thoughts as she just continued to run.

BOOM, Boom, boom, boom…

She raised her head and looked behind her. It was gone…? She slowed to a trot, coming to a complete stop. Did it lose interest or-

CRACK the sound of wood splintering above her drew her attention to a crack that had appeared in the wall directly above her. Shouting a word that would probably get her mouth washed with soap, she jumped as the wall exploded into splinters, just barely managing to dodge any shrapnel that might have threatened to tear her apart. The beast’s hand was sticking through the wall now, trying to grab for her. AJ took off again, hearing the wall crack and give a second time and the thunderous footsteps continue.

At the end of the hall, she could see a lone pipe sticking from the wall, hollow and thin. Without thinking twice she galloped towards it, hearing the footsteps behind her picking up pace too. She gripped the edge of the pipe, squirming to fit herself inside before she began crawling towards the blackness ahead.

She could hear a thunderous crash behind her, and she assumed that the leviathan had run into the wall. She looked back, greeted by the gigantic beast’s eye staring at her through the pipe. It snorted, and stood up, disappearing from view. Had it given up?

Her hopes for an easy escape were dashed when she saw the metallic reptile look into the pipe after her, and begin climbing in.

AJ’s eyes widened and she started to crawl faster, hearing the clicking of metal on metal behind her as the armored goblin made a grab for her. She felt something sharp cut into her leg, and she winced, bringing her good leg back and kicking hard behind her. She heard a painful shriek and continued to crawl.

The pipe was heating up fast. AJ looked up, able to see a white cloud of steam forming in the distance. Her eyes widened, and she glanced behind. The goblin crawled towards her with renewed purpose, bloodlust reflected in his eyes. A bloody hoofprint could be seen on his helmet, AJ had kicked him hard enough to dent his armor, which she was sure he was not happy about.

AJ had little time to think, so she started to pound away at the pipe with her hooves, praying that it would give way. The pipe shook, she could feel the reptile’s breath on her neck, hear its rasping laughter as if it knew it had won…

With an ear-piercing screeching sound, the pipe gave way, and AJ tumbled out to the floor below. She landed on her back, facing the pipe she had fallen from.

Above her she could see the monster that had chased her through the pipes staring down at her. It looked like it might come down to finish her off, but it spared a glance upwards and let out a high-pitched shriek of fear. It turned and made its way back towards where it had first entered.

Shortly after, a massive cloud of steam passed by the new hole AJ had made, and she breathed a huge sigh of relief as she climbed back to her hooves.

She dusted herself off, adjusting her Stetson hat as she looked up to where she—

...only to notice the eyes of a surrounding group of zombie-like gryphons staring back at her.

“...ah ponyfeathers.”

The gryphons’ talons clicked on the metal floor as they slowly began to stalk towards her. AJ began to back up, looking around for some possible way of defending herself rather than just with her hooves. Her eyes passed over some of the pipework in the hallway, her mind wandering to the incident in the steam pipe overhead not too long ago where she almost got fried to a crisp.

Thinking quickly, lifted her two rear hooves into the air, pivoted on her front, and bucked a nearby pipe, causing it to expel white-hot steam over the incoming group of gryphons. Somewhere in the back of her mind, AJ could imagine Ratchet yelling at her for damaging the equipment, but she simply smirked and put it off for now. She heard shrieks and cries of agony as the gryphons backed away from it, but a few pushed through it to make their way towards her, eyes burning red with rage.

Applejack braced herself on her front hooves again, delivering all the strength in her rear hooves built up from years of applebucking upon the first gryphon to reach her, causing it to reel backwards into the steam and cry out in pain, unable to move.

The next one was faster, moving around in an attempt to throw off her aim. Applejack had to steady herself to avoid a swipe from one of its talons, leaving the gryphon exposed. AJ quickly took up the opportunity to buck the gryphon’s exposed torso, leaving it to join its friend.

The one after that didn’t have any plan of attack, it simply rushed forward, wings and talons outspread and tackled AJ onto the floor. She was about to kick it off when it was joined by a friend. Then another, and another, until AJ was literally covered in a pile of gryphons pinning her down. AJ grimaced, pushing against the weight with all her might.

“Git...off!” She yelled forcefully, kicking out with all her strength and sending the horde sprawling. She quickly clambered back onto her hooves, adjusting her stetson hat and backing up as the Gryphons started creeping towards her again. She winced at a fresh wound on her backside. It must have happened during that massive pile up. All in all, it was not looking good for her.

One of them gave a deep, scratchy laugh before leaping at her. AJ readied herself…

Boom!

The Gryphon flew backwards into its comrades. AJ whirled on her hooves to see the mare from earlier once again, a gun levitating in her magical grasp. Its end still smoked. “Seems like you could use some help, again.” She said with a smirk, causing AJ to smirk in return.

“Dun’ get used to all this ‘saving me’ hayseed. I ain’t some damsel in di’stress.”

“Less talking, more fighting.” She nodded towards the gryphons, who rose to their talons again.

“I gi’tya.” AJ said, smirking as the rotting corpses growled at them once more.

The mare next to AJ let loose another round of fire, causing several gryphons to fall and bursting another steam pipe overhead. The rest of them rushed forward with renewed vigor, their eyes glowing a bloody red.

AJ dodged a leap, bringing her hoof down on the back of the gryphon who had missed, feeling a sharp snap accompanied by a putridly loud crack. She heard a thumping sound behind her, quickly turning and ducking to dodge another swipe, but was caught by surprise when another talon came from underneath and caught her in the chest, leaving three bright red marks on her chest.

She muttered a curse under her breath and retaliated with a solid blow to the gryphon’s beak, then bucked it back into the massive cloud of steam. She could hear the unicorn’s gun going off again and again, more and more gryphons falling to its fire as AJ contended with one that had made it past the massacre, jumping into the air and tackling her.

AJ rolled with the gryphon for a minute, before coming to a stop with her on top. The gryphon struggled briefly, before AJ brought her hoof down and silenced it.

When all was quiet aside from the hiss of steam escaping the pipes, AJ stepped away from her fallen enemy and went to the unicorn’s side, breathing heavy.

“Mah apologies,” she said, turning herself to face the unicorn. “I don’t think ah’ve properly introduced myself, mah name is Applejack. And you are…?”

The unicorn mare smiled, extending a hoof. “Gear. Bronze Gear. I’m an engineer down here.” AJ met the hoof with her own, making a solid ‘clop’ as the two exchanged a hoof bump.

“Well Bronze Gear, any unicorn that can fight like ah jus’ saw is alright in mah book.”

Bronze took the compliment with a slight grin as she turned to face the doorway. “We need to get to the main engine room, I think that’s where everypony’s gone.”

Applejack simply gave her a blank stare. “Right...ah’m a bit lost down here, do ya’ll think you could...lead the way?”

Bronze Gear simply smiled and nodded in return, and the two mares began to trot towards the engine room, the unicorn keeping her gun held steady for any thrall that might jump out at them.

AJ took this pause in action to observe some of the structure, most of the walls and pipes were covered in blood, and a few bodies laid here and there, from varying different species. AJ could have sworn she saw a few ponies in the mix, but the loss of pony life was quickly countered by a few goblin, naga, and minotaur bodies she saw as well.

“‘Ey Gear…” AJ began, causing Bronze Gear to turn her head in her direction to show that she was listening. “I don’t suppose ya’ll know who’s attackin’ us? I’d like to give ‘em whatfor once this is all said and done.”

“I’ve only heard by word of mouth but…” bronze Gear sighed. “a lot of ponies seem to think it’s Scorn, the Demon of the Sea.”

The name and title of the cursed changeling of legend stirred a memory in the back of AJ’s mind, but she put it off for now. Best to focus on the task at hoof than to dwell in the past. She needed to make sure the engines were okay, after that she would need to check on her family.

Before long the duo arrived at a small control station filled with glowing buttons and levers AJ couldn’t make heads or tails of. Behind this was a massive set of double doors that looked like they might lead to somewhere important.

“These are the doors to the main engine room,” Bronze Gear said, glancing at the controls. “I need to get them open, but it’ll take some time. Think you can watch my back, Applejack?”

Applejack tipped her hat, and though battered, bruised, and bloody, she put on a grin. “Not a problem, Gear.” She turned to face the dark hallway ahead, keeping her eyes and ears vigilant for anything that might try to take Bronze Gear by surprise.

Applejack could hear levers being pulled and buttons being pushed, though none of it made a lick of sense to her. Her ears perked up when she heard a set of hooves pounding against the floor, coming from one of the nearby hallways. Applejack got into a fighting stance, but was taken completely by surprise when rather than another horde of thralls, a red and black blur whizzed past her vision, followed shortly by a purple one.

It only took Applejack a second to register before she called after the two. “Twilight! Twilight is that you?” The purple mare stopped and turned, smiling widely.

“Applejack, you’re okay!” Twilight quickly ran back to her friend, giving her a hug. The red mare with a short black mane joined them, glancing around as if looking for something that might jump out at them.

“Yeah, Ah am. T’aint been easy,” Applejack said, grimacing. “The en’jun rooms are crawling with ponies who dun’ look like they been buried and dug up again. What’s been happenin’?” Twilight was about to respond, when they heard a loud roar come from down a nearby hallway.

“No time to talk!” The red mare next to Twilight said before running over to face the oncoming threat. A horde of twenty plus corpses, combinations of ponies, changelings, gryphons, and goblins came stumbling down the hall, glaring at the group with murderous intent.

“I need to get to the princess,” Twilight quickly told Applejack as the red mare bucked an incoming changeling. “We tried to take a shortcut through the engine room but-” Applejack waved her off with a hoof before bucking a rotting pegasus that was trying to flank the red mare.

“Don’t bother with details, go get the princess! Ah’ll stay here and hold the fort!”

Twilight looked unsure. “But-”

“Go!” Applejack repeated, catching a goblin in the mouth and sending him stumbling back into his friends as she blocked off the horde from getting to them. Twilight and the other mare turned down a nearby hallway and quickly disappeared into the darkness.

Applejack wrestled a cutlass from a goblins grasp and violently lashed out at its former wielder, leaving a bloody cut across its chest, causing it to fall to the floor. She repeated the action with several nearby ponies before getting caught in the stomach by a changeling hoof. She doubled over, backing up then tossed her weapon, which caught the changeling in the face. It let out a short hiss before collapsing to the ground.

AJ was breathing heavily, her coat matted, dirty and soaked with blood. She turned and trotted back over towards Bronze Gear, who seemed frustrated with the controls.

“The door’s not opening,” Bronze let out a frustrated grunt and backed off. “Someone is matching my pressure from the opposite side, I can’t get them open.”

AJ frowned. “What’dya suggest then?”  

Bronze paused for a moment as if in thought before brightening up. “We need to overload the pipes. If we do, it should cause a big enough explosion to blow the doors off.”

AJ smirked. “Practical and simplistic. Ah like it.” The two shared a hoofbump again before Bronze Gear trotted back to the controls with her horn aglow.

“Get some distance, this is gonna be big!” AJ nodded and darted down the hall, a horrible screeching noise reaching her ears. She quickly jumped to the floor, hearing something hit the ground next to her as well.

KA-BOOM

AJ’s ears went flat against her head, and she kept her head down. After a minute or two, she lifted her head and looked back the way she came. The hallway was filled with dust and debris, but the door was open. Bronze Gear was next to her, smiling.

“Okay, let’s go.”

The two made their way back down the hallway again, going through the newly made hole they had created. As they trotted into the main engine room, AJ could make out several ponies darting to-and-fro, picking up debris and attending to some of the machinery, which was humming loudly.

“Damnit Bronze! You broke the door again!” AJ whirled to see a frowning Ratchet, who smiled when he saw Applejack. “Applejack! I wasn’t sure if you’d made it!”

“Ah can say the same ta’ ya’ll, Ratchet. Where in tarnation did ya’ run off to?”

“When I arrived on deck I was attacked by a horde of minotaurs,” Ratchet began, trotting over to a whirring machine in the center. “I had the help of a few Marines in eliminating them, after that I went searching for an officer, but they were all preoccupied on the deck, so instead I went to get someone else.” Ratchet nodded towards a nearby unicorn, who was preoccupied with some nearby equipment.

The nearby olive green unicorn nodded back, flipping his lime mane out of his eyes. His tail flicked up over his cutie mark, which seemed to depict two orbs of some kind.

“Yes, yes. Ratchet here found it necessary to disturb my extremely in depth studying of some superbly important material,” he began glaring at Ratchet menacingly, as if he were a might angry at him. “Though on the grounds of our situation, I would call the disturbance a necessity, I suppose,” He finished with a smile. AJ blinked before turning back to Ratchet again.

“Well it’s good ta hear you made it out ahlright. What’s next?”

“We need to barricade that hole you guys made.” Ratchet said quickly, running over to the pile of debris some of the ponies in the room had gathered. “I expect whoever wants to hurt us is still down here. They most likely heard that explosion and are on their way.” He frowned, levitating some of the debris in his magical grasp. “Help me with this you two, would you? Warlock, stand guard.”

AJ and Bronze nodded and immediately set to work, as the Warlock stood in the exposed doorway, mumbling something under his breath. AJ lifted up a hefty piece of wood and set it against some of the debris that Ratchet had already put up. When she bent down to pick up another piece, she found that her pieces was already melded onto the barricade, and it was already several stories above her.

At this point, the most she could do was watch as Ratchet and Bronze quickly constructed a makeshift barricade faster than she could blink. Yer so useless… she thought to herself as she watched Bronze and Ratchet work tirelessly. Those ponies break their backs to do what they can for this ship, and what do you do? Give out alcohol? Grow some plants? AJ sighed, but looked up as the last piece of debris was put into place.

“That should do it,” Ratchet said as he trotted over to the engines again. “Now all we need is to—”

AJ could hear something roaring on the other side of the barricade, and everyone in the room turned towards the sound.

“Everypony! Do NOT let them get into this room!” Warlock took his place beside Bronze and Ratchet as a massive horde of enemies poured in towards the barricade. AJ couldn’t give an exact estimate, but she guessed there was something around fifty different kinds of enemies, all looking for blood. She could make out goblins, ponies, changelings, minotaurs, and naga in the fray. if they didn’t stop them, the Nocturnal Thunder would go quiet.

“Engineers! On me!” Ratchet shouted as he ascended to the top of the barricade, accompanied by Bronze and Warlock. AJ quickly clambered up as well, followed by a minotaur AJ hadn’t noticed before. He had an axe in his hand.

Heads went skyward as the undead forces looked up at their enemies. behind AJ, ponies were rushing to press against the barricade. This was it. They needed to defend this room.

AJ quickly jumped down into the fray, followed by the minotaur. She landed atop a naga, who she bounced off of into a roll. The naga twirled and tried to catch her from behind, but AJ caught the weapon and flung her opponent into the air, where it was simultaneously zapped by three different beams of magic and was simply gone. AJ tipped her hat to the unicorns above, and brandished her new weapon, using it to run through a pony who was rushing her.

Nearby she could see the minotaur tossing enemies around like paper and swinging his axe to cleave through flesh. He was like a powerhouse. Meanwhile, AJ dodged and weaved through the swipes and attacks, retaliating with hoof and blade.

Colored beams of light hit the floor around her and struck down many enemies on the spot. When five enemies rushed AJ at once, she jumped back, but they were stopped in their tracks as a large rune appeared underneath them. AJ looked up to see the Warlock’s horn glowing. AJ smirked, hacked and slashed the group until the were no more. Blood splattered the floor, the smell of flesh and pestilence was potent.

AJ felt something sharp graze her a few times, but it was nothing debilitating. she pushed on, fighting through seemingly endless wave after wave of enemies who all tried to push through the barricade of pony and minotaur, only to meet their end.

When all was said and done, there were a pile of bodies at AJ’s hooves. She dropped her weapon and breathed a tremendous sigh of relief.

“Ah think that’s all-”

Boom.

AJ’s eyes widened.

Boom.

Several ponies stumbled and fell off the barricade, but AJ knew what was coming. “Everypony, get behind the barricade, reinforce it as best you can. We got a big’un comin’!”

BOOM. AJ quickly leapt over the barricade again, pushing against it with all her might. She was followed by the minotaur, the Warlock, Ratchet, Bronze, and several other engineers.

For a moment, all was quiet. AJ swallowed hard, wondering if the massive beast had moved on.

She was wrong.

AJ was thrown violently to the far side of the room as the barricade literally exploded. She was followed quickly by several other ponies who slammed into her, burying her beneath them. When they had untangled themselves from each other, AJ observed the massacre before her.

The beast from earlier had caught up with her, he had smashed through the barrier with ease and had crushed several ponies underfoot. His eyes scanned the room, eventually setting his sights on the massive machine before him. He began to lumber towards it, but faltered in his step as the minotaur cut at his mangled ankle. The immense beast kicked backwards, sending the minotaur into the opposite wall with a sickening crunch.

Ratchet shouted something, and then every pony available rushed towards the imposing figure.

They didn’t stand a chance.

The beast was merciless, swinging fist and foot and crushing, ripping, and tearing through everyone. Ratchet was hit and he slammed into the floor, next to bronze who had been unconscious from the barricade exploding. The massive figure swatted everyone aside with ease, until the only ponies remaining standing were Applejack, and standing next to her, warlock.

From behind the monstrosity, a clawed hand dug into its flesh and pulled itself up. The armored lizard from earlier scanned the room, stopping when his eyes hit AJ. They glowed in recognition, and he put a clawed hand to the bloody hoofprint dent in his armor. He growled and stood to his full height, pointing towards AJ and Warlock.

”Sssssslaughter theeeem!” The beast roared, shaking the room with its fury. Behind him, debris fell from the ceiling and blocked the exit. They were trapped.

“This is certainly a predicament.” Warlock commented, as both he and AJ had to jump back as the leviathan’s fist slammed into the ground where they had been standing.

“More than a predica-ma-call-it!” AJ retorted as they continued to move out of the reach of the massive beast.

“Fret not my ground-scumming fellow, I have a feeling my ideal solution is at hoof.” Warlock’s eyes were narrowed, focusing on the creature. “A spell. But it takes time, I trust you can occupy the beast’s attention until I finish?”

They had stopped moving and the beast turned to face them again, steam escaping its nostrils as it glowered at them.

AJ looked from the Warlock to the massive beast and adjusted her hat again. “Ah’ll do mah best.”

The Warlock nodded and vanished in a flash of magic, appearing on the other side of the engine as he began to glow. The beast looked at him and began to lumber in his direction.

“Ey ya stinking varmint!” Applejack shouted, running up and delivering as hard a kick she could muster on one of the beast’s legs. The creature let out a shriek of pain and fell to one knee, turning to glare at Applejack with rage in his eyes. “Come n’ git some!” She jumped back as the beast made a grab for her, eyes widening in surprise as the armored lizard jumped from his perch and attempted to slash at her. AJ barely had time to move out of the way, stumbling and falling onto her side.

The lizard let out a hissing laughter, raising his claws to bear down upon his exposed foe.

Applejack rolled to the side, the lizard’s claws getting stuck in the wooden floor. She kicked out with her hooves, striking the beast directly in its shiny metal head. The lizard shrieked in pain, stumbling backwards. He shook off the pain and quickly jumped back onto the beast, pointing at AJ and hissing something she couldn’t understand.

The leviathan rose to its feet once more, then crouched down and made a sort of right hook towards AJ.

AJ rolled, feeling the wind from the massive beast’s arm pass over her, then stood up ready to dodge again, but another fist greeted her instead.

Everything hurt.

AJ was aware of a feeling of weightlessness before she smashed into something metallic, then dropped to the floor with a heavy thud. Everything around her had gone blurry, and there was a distinct ringing in her ears. She could barely make out the form of the leviathan lumbering towards her, its eyes glowing red.

So this is it… She thought as the beast neared her. This is how ah die… ah’m sorry Applebloom.. Big Mac’…

Just as she finished that thought, a bright and vibrant yellow overtook her sight. She could hear the beast scream in rage and pain. She shook her head, trying to make sense of what was going on. She noticed a huge pylon of light being streamed into the beast from across the room. There was a loud whistle as the air around the beam was thrown asunder, a large crackling spear thrust into the beast’s maw and out the other end. By the time it was over, she was suddenly aware that she was being shook. The blurred images became one and she was staring into the face of the Warlock.

“You’re not finished with us quite yet.” Warlock grinned, helping AJ back to her hooves.

AJ stumbled a bit, her ears still ringing as she struggled to think through the pain dominating her body. “Is...is it over?” She looked where the leviathan had been, but could see nothing other than a massive black stain on the ground.

“Very over. The way you handled the beastie was pure mastery in of itself. Battlemages such as myself would kill for the sort of grace in which you prance around your enemies, making them look like fools.” Warlock said with a beaming smile, looking towards a very confused AJ, who merely nodded.

“Ah...you’re welcome?”

AJ glanced to the side as she heard debris shifting and saw Ratchet pulling himself to his hooves, limping as he walked.

Ignoring the protests of her body from movement, AJ scrambled over to Ratchet. “Are ya’ll okay? Don’t push yourself too hard.”

“I’ll be fine.” Ratchet grimaced. “Bronze, is she…?”

The Warlock was standing over her already, putting a hoof to her throat. “Still among us.” He nodded, causing Ratchet to breathe a sigh of relief. He straightened up after a bit.

“Let’s assess the damage. Applejack, if you could work on the engine I’ll try and repair some of the structure damage. Warlock, if you wouldn’t mind, stand guard again, please.” Warlock nodded and vanished in another flash of magic to the open doorway.

AJ made her way over to one of the smaller engines, glancing over the machinery with uncertainty. Well, it can’t be TOO difficult… She pulled a loose piece of debris that had wedged itself into the engine out, and placed tilting and fallen machinery upright, though the repairs didn’t feel like they really did anything substantial. Tarnation Applejack, can you do anything…?

“Applejack!” She swiveled her head to face Ratchet and the Warlock, who were standing atop the barrier they had repaired. The Warlock grinned, and helped AJ up to the top as well. “We’ve still got a job to do.” Applejack smirked and nodded, turning to face the Warlock as more roars could be heard coming from down the hall.

The three ponies took defensive positions as the corpses started to emerge from the darkness, rushing towards them. “Do you suppose they need a tour too?” Ratchet cracked, causing AJ and the Warlock to grin as they began to fight once more.

Festering Nightmare: Part II

The Sound of Thunder- Tempest

Festering Nightmare

Part IV

-=-=-=-

Twilight Sparkle

0327 NCST

“...and that’s why a ‘lift’ would be far more efficient for use in Equestrian Remnant vessels than ladders would be.” Twilight finished with a smug smile. “I believe I will be asking the Captain if we can upgrade next time we are in a dry dock.”

The two ponies continued their arduous climb up the accessway ladder. Twilight felt her energy draining as they slowly continued upward. “Ladders are a very ineffective design…”

Overcoat sighed. “That’s nice, Chief. Here we are, this is our stop.” The Major reached over and pulled the lever next to her.

Twilight let out a filly like giggle. “Not gonna punch it this time?”

Overcoat let loose another sigh and hopped onto the deck. “This is the main cargo deck. Third lowest in the ship. One below was engineering, and the lowest deck is the smaller cargo holds. The civilians will be a few hallways down, in the main hold. We should get there rather quic—”

BOOM!

“Oof!” Twilight fell to the ground next to Overcoat.

The Major spun to the right, her face paling. “No… That sounded like it hit the main hold…”

The deck shook as another round hit the ship. Twilight shook her head, dust flying out of her mane. “Major? I just wanted to ask something. If I’m not classified as a noncombatant, then who is? Who are we going to save?”

“Some technicians, the cooks and such, and our boatswains. Also, some specialists hired for the journey, like the historian.”

Twilight did a double take. “Wait. Did you say the boatswains?”

Overcoat nodded. “Yeah. What’s wrong?”

Twilight paled. “My friend Rarity is the Chief Boatswain… We need to get to them!”

“An element bearer?”

Twilight nodded, and this time it was Overcoat’s turn to pale. “Then what are we waiting for? Let’s save them!”

Once again, Twilight found herself running behind the red coated marine. The hallways twisted and turned somewhat, and with small amounts of debris and the carcasses of dead ghouls and crewmembers alike littering the floor, the going was difficult.

The sprint continued down the corridor, until the two rounded a final bend, running smack dab into an enormous pile of debris completely blocking the way.

“No… no no no! We have to get through here! Chief, can you magic some of this out of the way?” The marine glanced wildly up and down at the destroyed hallway before her.

Twilight looked at the insurmountable wall of what had once been the deck above them. She shook her head. “No good Major. Look up. If I move any of this, the whole thing could collapse on us. Is there a way around?”

The marine turned back to face Twilight, her face a grim mask. “There is. But it won’t be fast. We’ll have to go all the way back around the deck. Alright, follow me.”

With a heavy heart, Twilight turned back the way they had just come. A single scream from a mare echoed after them as they raced back up the corridor.

Run. Jump. Turn. Run. Turn. Jump. Twilight put all she had into her legs and hooves, but but all the fighting and climbing from before caught up to her.

“Major! I need a second…” The mares stopped as Twilight hung her head down, panting. “You wouldn’t happen to have any water, would you?”

Overcoat nodded, pulling a bottle from her saddlebag. “Here you g— Wait a second.”

She opened the bottle with her teeth. She took a whiff and sighed. “Cutlass. Of course he would.” The mare shoved the bottle and pulled out another. “Here, this is mine.”

Twilight took a grateful swig. “What was wrong with the first one?”

“Gleaming. He thinks it’s funny to refill my water bottles with vodka. Something about loosening up… Honestly, I don’t understand stallions at times.”

Twilight let loose the first genuine smile of the night. Amidst all the chaos and the urgency, and despite the fact that they could lose their lives at a moment’s notice, this short moment felt almost… peaceful. Almost real. If it weren’t for the death surrounding them, this could have been a normal day, sitting down with a friend discussing romance. Her sides heaved as she panted and drank, but that short time restored more than just her energy.

Twilight gave the bottle back to her companion. “Me either. There was this one time that I—”

The first girl talk that Twilight had attempted in weeks was cut off by gunfire from the room directly adjacent to them.

“FOR THE GLORY OF THE DEAD!” A deep, bellowing voice cried from inside the room. Several shots went off in tandem, and the shrieks of death resounded within.

Overcoat slid up against the wall, and Twilight followed suit. “I know that voice…” the Major muttered. “Blackjack. What’s he doing out here? He’s supposed to be guarding the civilians!”

Overcoat leaned in to look inside the room and gasped. “Twilight! Come in here!”

Twilight rounded the corner. The room appeared to have once been a hydroponics bay. Food plants of many types grew in planters covered by broken glass. The back wall of the room was blown apart, revealing access to a hallway on the other side. In that hallway, a single unicorn stood.

The black coated unicorn stood his ground upon the corpse of a gryphon ghoul. His ice blue eyes blazed with fury as he fired a shot into a pegasus ghoul. He turned, blowing a wisp of his white hair away from his face, revealing a horn that had long ago been broken in half. He wore the traditional battle harness of a marine, but instead of the normal two gun harness, his had only a single Mk. 10 rifle. The other slot sported what appeared to be a knife launcher.

The unicorn turned to Overcoat. “Major. Nice of you to join the party.” His baritone voice boomed his greeting.

The other marine looked straight at him. “Sergeant, what are you doing? In the case of emergencies, you’re supposed to be guarding the civilians!”

The unicorn did not reply. Instead he spun on his hooves, as a knife shot from the launcher into a naga rounding the corner behind him. It stabbed the beast once in the chest, but as an ice colored glow surrounded the dagger, it removed itself and cut a deep slash in the beast’s belly. Then its chest. Then its face. Then finally its throat. The knife then flew back and placed itself back into the launcher.

The unicorn turned back to the mares. As the aura around his horn dissipated, the Sergeant closed his eyes and clenched his jaw in an expression of agony. “Ma’am. That’s what I’m doing. They hit the cargo bay hard before I arrived there. They poured into the passage through here, so I’ve been holding them off at this chokepoint.”

Major Overcoat looked at him. “Alright Sergeant. Have you seen any of the civilians? Are they safe? We heard an explosion from right near the bay. Did you check on them?”

The stallion shook his head. “No ma’am. This is the first break in the action so far. The Nathusha spawn blew a hole in the hull back that way,” he nodded down the hallway the other direction from the cargo bay, “and have been pouring in from there since. I lost count of my kills. And that’s not a good thing, since I’ve got a bet against Nightshade as to who gets the most kills in our first fight.”

Overcoat’s eyebrows rose. “You’re really concerned about a bet when civilians’ lives are on the line? Concentrate, marine!”

The stallion smirked. “Oh, so you two weren’t just talking about vodka and stallions before you walked in?”

Overcoat’s face paled once more. “No, we… That’s not… How did you hear that?”

Blackjack turned. “Practice. But we’re wasting time. Should probably go save those civilians you’re accusing me of ignoring…”

He dashed off down the other hallway, as Twilight turned to Overcoat. “Not so much fun when it happens to you, eh?”

Overcoat growled. “Shut up.”

Twilight giggled quietly as the two followed Blackjack, but the scene that awaited her in the next room quickly cut her off.

The corridor was littered with dead bodies. Some had died by gunfire, but most bore the marks of the same blade that had killed the naga in the previous room.

Twilight retched at the stench. Overcoat let loose a low whistle. “You weren't kidding. There must be dozens…”

“Major, I don’t kid. I once killed seven hundred nagas with a single knife. It was my favorite knife. I lost it in a bet over a crab fight to a hippogriff foal who had the gall to be a better drinker than me. Since then, I lost my sense of humor.”

Overcoat blinked.

“Umm… I don’t really know how to respond to that…” Twilight took a few steps away from the stallion.

He turned away. “That was a joke.”

Overcoat shook herself. “Yeah, no. I liked it better when you didn’t make jokes…”

Blackjack smiled and walked off.

The three ponies made their way cautiously down the corridor. The roar of combat grew steadily as they approached the cargo hold.

Overcoat smiled. “This will be far faster than going all the way around! This should cut fifteen minutes or more off our travel time! We should be there by—”

“Quiet!” Blackjack cut her off. “Do you smell that?”

Overcoat gasped at him. “Did you just cut me off Serg—”

“SHH! Smells like… ATTACK!”

Blackjack dropped into a crouch as his guns fell into position. Major Overcoat jumped over to him, her hooves glowing with golden energy. Twilight spun next to them, her sword assuming a guard position as her horn charged with magic.

But nothing happened.

Overcoat’s head fell. “Marine, there’s something wrong in that head of your-”

Five hobgoblin ghouls burst through the door beside the ponies. Their stench wafted through with them as the squat mud colored brutes charged the ponies.

“Told you.”

Blackjack’s Mk. 10 tore a bloody hole in the side of the first hobb’s head, but Twilight stopped watching that. Her focus fixated itself upon the hobb charging right at her.

Some small part of Twilight’s mind analyzed the situation in the second before the brute was upon her. Her enemy stood a few centimeters shorter than her, but his girth made up for it. As wide as he was tall, the stinking beast was clad in rotting leather armor, and his meaty paws held an enormous hammer.

A hammer that was arcing its way right at Twilight’s head.

The unicorn dropped into a crouch and rolled her way off to the side as the massive bludgeon swung through the air that had once been occupied by Twilight.

Once more, Twilight felt the rush of battle upon her. This time, she expected it. Embraced it.

With a sharp jab, the unicorn’s blade attempted to bite into the flesh of the hobb. But despite the length of the sword, she didn’t even penetrate the armor of the being, let alone his natural blubber.

The hobgoblin laughed, an unnaturally high sound coming from such a large creature. He leapt backward with more grace than a living creature half his side was entitled to, and as he did so, he swung the backside of his hammer straight for Twilight.

The unicorn dodged away from the blow, but she wasn’t fast enough. The hammer grazed her flank, leaving what she knew would be an awful bruise in the morning.

Quickly rising back to her hooves, Twilight charged her enemy. Her blade struck at him from one side while she lifted a chunk of debris into the air with her magic. She slammed the chunk of wood into him as her sword cut away a few of the straps of his armor.

At this close of a range, the hobgoblin dropped his hammer, and in its stead drew a long bladed knife. He stabbed at the unicorn, who parried with her own sword.

Lifting the debris once more, Twilight pounded the back of his head while holding his dagger at bay with her shard sword.

Twilight felt the anger course through her veins and into her very soul. She smiled a dark grin as she allowed herself to become one with it.

With a roar, she jumped off the beast and somersaulted away. She allowed her magic to embrace the shard weapon, reforming it into a wickedly curved axe. Then, while standing a good two meters from her foe, she swung her axe down with all the might within herself.

The axe wooshed as it cut through the air and imbedded itself in the flesh of the hobgoblin. I shrieked its agony, but did not die.

With a charge of its own, it rushed Twilight, the look of a rabid dog glowing in his eyes.

The unicorn barred her teeth in a barbaric grin. She met the beast head on, fighting brutality with brutality. She used her magic as a physical hammer, slamming her enemy down to the ground.

Before he fell, the enemy drove his knife into Twilight’s side. The metal cut deeply, and Twilight felt herself gasp from the pain of the deathly cold blade penetrated her skin and ripped down into her.

The world went red. Twilight screamed, her voice soaring above the rage of the battle, her defiance made known to all.

She fell atop the monster, seeing the source of her pain. Of the destruction. Of all the death around her. In that moment, she felt true hatred.

Magically, she pulled her blade from the flesh of her foe. With a quick mental command, it reformed into a curved dagger, blade gleaming wickedly in the light from the magical sconces on the walls.

Twilight laid her dagger across the only unprotected part of the enemy: his throat.

The hobgoblins dead eyes gazed up at Twilight, as he knew exactly what she was about to do. Twilight saw this, the fear. Even through his death and undeath, the beast saw the end of his own existence stare into the core of his being. He saw the end look at him unflinchingly.

And then he saw it smile.

Twilight drew the blade to one side swiftly, and with a bloody croak, the hobgoblin's neck was split in twain.

As he breathed his final breath, the being closed one eye. The other stared up at Twilight, who witnessed, for her first time, what happens when all the hope and all the soul of another creature leaves its body. The eye faded, but remained open.

Even in her frenzied state, this was too much for Twilight.

“NOOOOOO!”

She raised the knife above her head, and plunged it into the body’s eye socket, closing the eye that asked, no, begged, the question: Why?

Twilight slumped down with a sob. The adrenaline coursing through her stopped as suddenly as it had begun, and the full realization of what she had just done to another creature who had been just as aware and real as she herself was sunk into her heart.

Before she could help it, she let out a sob. Not for herself. No, a small part of her realized had done what had to be done. She cried for the sake of her enemy, who in another life she may have even been able to call a friend. She cried for the sake of a world that needed actions like this. But mostly, she cried because she knew she would do it again. And again. And again. Because she had to. Because it was needed.

“Twilight…” a soft whisper sounded next to Twilight’s ear.

“I’m f-fine.. Let’s go..” Twilight rose shakily to her hooves. Her shardblade abandoned that wickedly curved shape, returning to her short sword.

“No, you aren’t. Is it… the killing?” Overcoat asked. Her tone was so soft…

Twilight nodded, her eyes clenched to hold back the tears.

“You can’t kill the dead. Their corpses are nothing. Leaving them alive is the worst crime. Wiped out, they’ll never harm another soul. Leave them be, and you can be sure that the blood of others would be on your hooves. You did what had to be done,” Blackjack wiped his dagger on a cloth.

“That which has to be done is not always that which should be done. A wise pony once told me that,” Overcoat spoke in the same quiet voice. She pulled a first aid kit out from her saddle bag. “Here, let’s get you patched up.”

The marine applied a simple antiseptic ointment to Twilight’s side, then wrapped the wound several times with a thick bandage. Nodding at her work, she spoke again. “Come on Chief. Let’s get going.”

Twilight smiled up at her friend. “You can call me Twilight, Major.”

Overcoat returned the smile, and then some. “Okay, Twilight. And you can call me Rosy.”

Blackjack shook himself. “Bleugh. You can both still just call me Blackjack. Let’s get moving. These civilians won’t save themselves, and the monsters won’t kill themselves. We’ve got a job to do.”

A snarky reply jumped to Twilight’s mind, but it was a purely mental response. Before, it would have been funny, but now? It just seemed disrespectful. Twilight contented herself with a sigh as the three resumed their run.

Moments later, they arrived at the end of the hallway, right in front of the entrance to the main cargo bay. Twilight felt a light breeze blow through her hair, and smelled the light, crisp night air.

“Wait. Why is there a breeze inside the ship?”

The doorway to the cargo bay swung open, revealing what had once been the cargo bay. A few corpses lined the entryway, but beyond that, there were none. Beyond the entryway, there was nothing in the cargo bay. Nothing, except for a giant hole covering the whole room where the floor had once been.

The hole in the floor reached downward, through the other cargo decks below it, through engineering below that, and all the way out into the open air.

“We’re too late…” Overcoat whispered.

The three gawked at what little remained of the cargo bay. Silence penetrated only by the sounds of the continuing battle around them filled the air, until it was cut short by a single scream.

“RARITY!”

Rarity

0314 NCST

"We need you, Rarity."

"You need my element, dear. You may have it. But not me."

"Well, yes. But without you, there is no element."

"And what would I do on that flying monstrosity, Shining? Sit around and look pretty? Wait for some calamity to strike while my friends all work?"

“You’ll be an essential member of the crew.”

“I’m not saying I won’t lend a hoof to do what I can. But it is a battleship, is it not?”

“Well… yes.”

“And what will you have me do when the battle comes?”

“We’ll protect you. I swear, no harm will come to you.”

“I don’t want to be protected, I want to help.”

If Rarity only used her eyes, everything was fine.

They were surrounded by four walls, all secure. They had four guard ponies and a sergeant at the only door to the cargo hold and that door was locked. While they had all been forced to leave their posts without warning due to, well, not to put too fine a point on it… a Pirate attack... the fighters were doing the dirty work and all they had to do was wait for the all clear. Or barring that, the order to evacuate in an escape ship.

Everything was alright, everything was fine. If Rarity only used her eyes.

But if she dipped into her other senses for just a moment, she could feel things were about to go very poorly.

She could hear explosions, magical and machine made, all around them. Just outside the walls. Incendiary mayhem peppered with the shrieks of ponies and battle cries of pirates, just outside the cargo bay walls. With every boom came vibrations and shudders, and she could feel the force of every attack on the ship's hull through her hooves. Smoke and gunpowder wafted in from the vents, along with the fear of the ponies around her. Mixed in and around the adults were the the foals of everypony on board, many of them without their parents, who were needed elsewhere. So far on the journey they had proved a loud nuisance, now their silence was a sobering reminder that a battleship was no place for a filly or colt.

The silence from Rarity’s little sister in particular, was overwhelming. Here was Sweetie Belle, the little chatterbox white unicorn who was allegedly related to her, sitting next to her and not saying a word. Usually a silent sibling was the thing she prayed to the seas for most, and now, she'd give anything to see her smile and laugh, or at the least bug her about some stupid thing. Instead, she was staring up at the ceiling, waiting in silent horror. Because in the midst of all of this chaos, there was one sound that stood out among all the others. Ever pony had heard it when the attack began, and was paralyzed at the thought of hearing it again. It was the roar, the awful roar of some beast flying about outside, that was no pony.

Suddenly it came again, a deafening growl of armageddon, overpowering the shouts and gunfire that surrounded them.  Her sister, along with the rest of the crowd, moaned and bent back their ears in fear.

A little yellow earth filly next to Rarity shuddered. “"W-what is that?" She had an adorable but tattered ribbon in her mane, and she was hugging a large red earth stallion who with an apple on his flank.

"Hush now, AB." The red stallion was pretending gruffness but clearly protective of the little one. "You be brave like AJ told ya too."

“But she should be here by now!”

There was something familiar about their cadence, the phrasing in the filly's speech....

“It’s only been ten minutes, AB.” The red stallion’s voice was soothing. “Have faith.”

“Faith!” Snorted an older white mare standing next to them, her eyes tiny and misted over. “Pray with one hoof, make dung in the other, see which fills up first!”

Rarity gave the mare a look, then turned around to gaze at the other ponies around her. They had all been herded in with the other civilians into the cargo hold, a little under a hundred ponies give or take. 'Civilians' actually meant the non combatants, they were all technically in uniform but not hired for their skills in weapons or tactics. There were the cooks, maintenance, scientists, the injured and the nurses that had been caring for them. Like her, they had all been been told various things by Shining Armor and others to get them on board this military vessel. But one promise had been uniform: that the ship was safe, and they even if they were attacked, they would see no combat. If any pirate or naga was foolish enough to attack such a large ship, they had been trained to drop everything and head for the cargo hold. There would be safety.

It didn't feel all that safe right now.

They had no weapons, or extra armor. There was no food, and only whatever water or liquids they had brought with them. There were crates of all size around them, but no indication what was in them. The cargo hold was at the bottom of the ship, meaning above them was deck after deck of ponies fighting for them, and below them was the air, also filled with the sounds of battle. The only ponies guarding them were four soldiers (two stallions, two mares) barely old enough to drink, let alone hold guns, and a stern sergeant in a ghastly battle helmet who was giving no comfort or information to any pony who came asking.

Sweetie Belle finally made a noise, a whimper. Rarity blinked and pulled her close. “This will be over soon, Sweetie.”

Her sister shrugged, then turned her head at a different kind of noise. Rarity did as well.

One pony in particular, a mulberry earth mare with an off white mane, was arguing with the sergeant. Many had tried to talk gruff, red-vested sergeant into letting them leave. Few had been this persistent.

"I'll just be a moment, sir, really."

"No civilians leave the cargo hold until the all clear."

"I'm the ship historian, and I'm not going to be of any use to the Princess without my maps, which are on deck three—"

"No civilians leave the cargo hold until the all clear. It's too dangerous out there."

The mare shook her head. "I acknowledge the danger. If something happens to me, tell them I was warned. Your troops are witnesses. But if something happens to my maps, we'll never-"

The sergeant took a step forward, his visor in the mare's face. "Stand down, civilian, or I will put you under arrest."

Rarity gasped. Ponies around her turned and started watching.

The mulberry mare took a step back, similarly shocked at the guard ponies aggression. Her shock turned to indignant disbelief. "And do what? Take me to the jail, or brig, or whatever we call it, during the duration of a pirate attack?"

The commander took another step forward, baring his teeth. "Do you want to find out?"

Rarity intervened.

"Surely the enemy is out there," she physically put herself between them, keeping her radiant smile, "and not in here, sergeant? Mmm?"

The sergeant turned towards Rarity, sneering. "Stay out if it, Lady."

Rarity returned what she presumed was his glare. The helmet did a good job of hiding his eyes.

She drew herself up to her full height. "That is correct. I AM Lady Rarity, Chief Boatswain, Bearer of Element of Harmony. Now you know my name, I am dying to know yours, and once we're appropriately acquainted, I am most curious as to why you would treat my friend..."

The mulberry mare saw Rarity subtly beckoning with her with a hoof.

"Cheerilee," she whispered.

"My good friend Cheerilee with such hostility."

The sergeant stared at Rarity, turned his head towards Cheerilee for half a moment, and then back to Rarity. After a moment, he jumped on top of a nearby box and shouted, "Listen up! I'm only gonna say this one more time. I'm in charge, and I don't care who you are—filly or element bearer. All civilians are staying here, and staying put, until I get the all clear. So sit tight, and unless you're military, stop asking! "

"Ooh! Ooh!" An aquamarine unicorn came forward, jumping up and down. "I'm not a civilian! Can I leave?"

The sergeant turned mid snarl, only to falter when he saw her uniform and half-heartedly pull off a salute. The unicorn grinned at his expression. "1st Arcane Platoon, 3rd Circle, Teleportation Division, Lyra Heartstrings. At ease! I think."

"But, sir, er, ma'am, why aren't you above deck?"

"Well, my mission is to attack when we attack other ships. But no pony said what to do when we are attacked. Plus I can't find my CO. Plus I was... Um, I was trying to find a mare, but, she's..." Lyra's smile faltered. "She's not here."

“Yes, a lot of us are missing!” Piped up an older green stallion.

“My husband, he was going to deliver something to engineering… but didn’t come back…” said a blue unicorn mare.

“Everypony!” Yelled the sergeant. “No one is going anywhere until I get the order, and that is FINAL!”

The three mares turned around, walking side by side.

Cheerilee huffed, “This is ridiculous.”

Lyra frowned. “They should have given the order by now. It was just one pirate ship….”

Rarity coughed. “Perhaps we weren’t quite as prepared as we thought we’d be.”

"Big Mac, where is Applejack?”

All three stopped at the sound of the young filly’s voice.

"No one's asking you to be a gunner, Rarity."

"Nor am I offering! But Fluttershy is a doctor, Dash is a soldier, Pinkie… well, Pinkie is Pinkie. Twilight is good at anything she does—well, as long as it doesn't involve rhythm—"

"We want you to be our boatswain.”

“What in the wider world of the ocean is a boatswain?”

“It means you’re in charge of maintaining all non weaponized, non engineering equipment. Sails, uniforms, building supplies-”

“Then it sounds like you need a sailor, not me. I will help in any way I can, I’ll make your uniforms, but once they’re done you don’t need me on board.”

“Rarity, every other element has said yes."

"Even Applejack? You talked Applejack into this farce?"

"Master Chef. She and her brother are going to run the on-board larder.”

“Egad. I hope your soldiers like apples.”

“She said she'd be here." The red ribboned filly standing next to pressed her muzzle into the Stallion's leg. "Why ain't she here?"

"She's a comin'."  The stallion was close to tears, although from fear, sadness or exhaustion, Rarity wasn't sure.

"But..."

Another explosion rocked the ship. The filly yelped and grabbed the Stallion's leg even tighter. He was trying to be strong, but the strain was clearly taking its toll.

Rarity caught the stallion's eye. He was proud but shy, she could tell. Fortunately Rarity spoke many kinds of emotional and body languages. This stallion was asking without asking for help. And when ponies needed help, she was not to be found shirking her duty.

"Excuse me," she leaned down to the filly. "Did you say Applejack?"

The filly opened an eye and looked into Rarity's. "Uh huh...s-she's my big sis."

"Why, Applejack is a dear friend of mine. You must be Apple Bloom, correct?" The filly nodded slowly, and Rarity continued. "She's told me all about you. I'm Rarity. I'm sure she mentioned me."

Apple Bloom shook her head, then paused. "Ah remember sis talking about a pony who was pretty but fussy, all white with purple mane? Said she had a good heart but complained a lot."

Rarity's smile did not falter, although her eyebrow did betray her with a twitch. She also heard a snort from behind her, which sounded like the green unicorn. She filed away that for later, and cooed, "So she has mentioned me."

"Sorry, ma'am, she don't mean to be rude, she's just scared as all..."

She waved him off with a kind look. "Tut tut, Mr. Macintosh, or is it just Big? Think nothing of it. We're all under stress right now." Big Mac looked surprised, and she smiled. "You don't think Applejack just talked about her sister, did you?"  She knelt down and cooed to the filly, "Do you realize what a brave pony you are for coming along on this adventure?"

"Ah don't feel very brave, Ms. Rarity... Ah just feel scared."

"But you are not crying or stamping your hooves, right? You are keeping calm, just like my little sister... Say hello, Sweetie."

Sweetie Belle was hiding behind Rarity's legs, and shook her head vigorously.

Rarity shot her a look. She whimpered and mumbled, "I'm Sweetie Belle."

Apple Bloom gave a little wave. "Ah'm Apple Bloom."

"And what grown up mares you are both being right now!" Rarity purred, hoping the confident tone of her voice would distract her from her own fear. "True courage isn't being strong when it's easy, it's being strong in times like this. Both of you deserve medals."

"Eeyup." Big Mac rumbled.

Apple Bloom frowned. "It's hard to feel grown up when ya don't even have yer cutie mark."

The other filly perked up. "You too?"

The fillies looked at each other. Sweetie Belle went first, walking forward and turning to her left, revealing that her flank had nothing but fur. She looked at Apple Bloom held her breath, then turned to her right. They were eye to eye, but Sweetie was looking at Apple Bloom's flank. It was like hers, different in color but otherwise equally blank.

"Ah thought I was the only one on board."

"Me too."

Apple Bloom smiled. So did Sweetie Belle.

"Wanna be friends?"

Apple Bloom blushed. "Sure, if ya want."

The two fillies started talking about how they got on board. Big Macintosh looked at her and smiled, nodding gratefully. She smiled back. They were just ponies meeting one another. For a moment, everything seemed almost normal.

Rarity saw the explosion before she heard it.

A flash of light, and parts of the door came off and went flying inwards. The second came next, battering Rarity as she threw herself in front of her sister (and Apple Bloom) without thinking, closing her eyes shut.

She opened them a few moments later, finding herself and her sister unharmed. However, one of the guard ponies near the door was gone. The other, a mare, was walking around in a daze. And the door, the giant metal door supposedly locked for their protection, now had a pony-sized hole in it.

There was a gasp next to Rarity. She turned to find Cheerilee staring at Lyra. “Your leg!”

Lyra looked down .A decent sized piece of metal was embedded in it, and blood was trickling out. "When did this happen?" Lyra said dreamily, paying the growing chaos around her no mind, staring at her injured leg.

"It came from inside the ship!" The sergeant shouted.

“Where’s… where’s Right Hoof?” stammered the dazed guard mare, looking for her fellow pony.

"Never mind that, go check it out! I’ll cover you!" Snapped the sergeant, and the guard mare awkwardly nodded and scooted through the jagged hole in the door. The sergeant turned and yelled for the two remaining guards. They hustled past the dazed form of Lyra, who was somehow standing completely still despite holding up an injured leg.

The sergeant turned. “Rock Steady, forward.” One of the troopers, a gawky black coated earth pony, stepped up and saluted. “She and I are going out there. If we’re… well, if one of us doesn’t come back in five minutes, move a crate and seal off this door. Understand?”

Steady hesitated, then nodded.

“Really, Sergeant?” Rarity was appalled. “You’re going to leave us here with only one guard? We have wounded here!”

The sergeant turned, his mouth already open to yell, then he stopped. All of the ponies, save Lyra, were staring at him. There was a moment of rare, relative quiet, as they waited for the sergeant's response.

He cleared his throat, then beckoned Rarity closer. She walked forward, and he led her towards the side of the wall and lowered his voice. “You’re an element of harmony, right?”

Rarity nodded.

“I am holding my team together right now with glue and sheer force of will, That’s it.” He grunted, and Rarity looked down. There was a piece of broken helmet embedded in his hoof.

“I didn’t realize… let me help you.” Rarity started to kneel, but the sergeant waved her off.

“Whatever blew open that door, there’s more coming. I need get reinforcements or, barring that, slow them down as much as I can. I’m leaving you one guard, Mr. Steady over there”

Rarity blinked and turned her head. Steady smiled weakly and waved. She turned back.  “But… surely you’re better off staying with us? The rescue ships should be here any moment now.”

The sergeant laughed. “Ms. Rarity, there’s only one rescue ship working on this craft, and it’s for the princess. The others were never finished before launch.”

Rarity’s eyes went wide, and then  narrowed. “What. But we were all promised—”

“Yeah.” The sergeant smiled, but there was no mirth in it. “I was supposed to have at least ten to protect you all. The sick shouldn’t be in here. They promised us a lot of things.”

She shook her head. “Why are you telling me this?”

The sergeant leaned in close. “Because when the time comes, and I hope it doesn’t but I’m pretty sure it will... you’re going to need to use everything you’ve got to protect your fellow ponies. ”

Rarity stared, the words rolling around in her brain.

Another silo hit the side of the cargo bay, this time punching a small in it.  She closed her eyes and waited for the screaming to stop. When she opened them, there was smoke, and through it she saw  the sergeant was staring at her, waiting. She nodded at him, and he grunted and started to move. He waved the third guard to follow him through the charred door.

The sergeant was gone. Rarity turned to her fellow ponies.

Lyra was in a daze, staring down at her leg. Cheerilee was trying to help her, but the unicorn wasn’t responding. Big Mac was trying to comfort both Sweetie and Apple Bloom, and failing. All around her, the civilians were unravelling, whispering and shouting and panicking. Some just stared at the ceiling or the ground. Others crowded around the the new hole in the side of the cargo bay, gasping at the battle outside.

She felt a tap on her shoulder. She turned, and saw a gray earth pony in uniform, saluting her with an awkward smile. “I guess I’m with you, ma’am.”

“Thank you, Mister… Steady, was it? Yes?” He nodded. “What do you suggest we do now?”

Steady hesitated. “I’m very good at following orders, ma’am, but… I ain’t ever given’em before.” She stared at the guard as the din around her increased. He continued to smile, but there wasn’t much confidence in it. “Ready and willing to follow yours, though. Ma’am.”

Rarity sighed inwardly, and smiled outwardly. “Very good.” She turned to Lyra and Cheerilee. "May I be of some assistance?”

Lyra was still non-responsive. Cheerilee turned to Rarity, smiling gratefully. “Please. We need to bandage her leg."

Rarity nodded. She turned back to the guard pony. “Could you obtain my bag? It’s right over—yes, thank you. Ever so kind. Now.” She placed a hoof on Lyra’s shoulder.  "Why don't you come sit with us, dear—"

Lyra’s face was scrunched up.  "But I have to find her."

Cheerilee and Rarity looked at her, and then at one another. Cheerilee nodded, taking her other shoulder. "We have to fix your leg."

“But I have to find her.” Her eyes were rapidly shifting from one pony to the next.

Rarity took a breath. “You can’t go anywhere until we patch that leg up. I assure you, once we leave here, it will be our first task.”

Lyra's voice became very small, almost inaudible over the din. "Promise?"

Rarity nodded, and Lyra lowered her head in assent.

“Mr. Macintosh, could you bring the foals? And Mr. Steady, if you could take a strand of fabric out of my bag, any will do. Thank you.”  They walked along with towards the of the cargo bay. “Cheerilee, lay her down over there.”  

Cheerilee sat Lyra down on a small cushion next and Rarity floated over the fabric from Steady’s hoof. “Thank you, Mr. Steady. It’s not medical, exactly, but ‘twill serve. Miss Cheerilee, would you mind holding her leg?”

Cheerilee nodded and placed her hooves on either side of Lyra’s leg. Rarity focused her magic on the bit of shrapnel.

“I don’t wanna look!” whined Sweetie Belle, shielding her eyes with her hooves.

“Me neither!” joined Apple Bloom, burying her face in Big Macintosh’s side.

“Actually, you two SHOULD look.” Rarity’s eyes were still staring at the shrapnel. “You may learn something.” She flicked eyes up toward Lyra. “I’m sorry, but this will hurt.”

Lyra nodded, biting her lip. Rarity closed her eyes, and lifted the piece of shrapnel out of Lyra’s leg. She gasped, and more blood started flowing out. Sweetie Belle peeked through her hooves and gasped. Apple Bloom couldn’t help staring with an open mouth.

“Here, Cheerilee, press this down and apply pressure.” She handed over the fabric, which Cheerilee took in her teeth. “Mr. Steady, the tape from my bag, if you please. Ms. Bloom, close your mouth, unless you want to catch flies.”

Apple Bloom blushed and closed her mouth as Steady and Cheerilee went to work. The bandage was quickly applied, however, the blood was still seeping through.

“Gosh, it’s still coming...” murmured Sweetie Belle.

In her mind, Rarity was swearing. But out loud, she said, “No worries, plenty more where that came from. Mr. Steady and Ms. Cheerilee, please take it off and let me see what I can do. In the meantime, Miss Lyra- tell me about yourself, why don’t you?”

Lyra was staring at the ceiling, breathing erratically. “I’m… I was in the marines a few years ago… but they let me go before I could finish… I was lost, I didn’t have any direction, then I met Bon Bon….”

“Oh yes, the mysterious Ms. Bon!” Rarity’s voice was full of music, but her eyes were zeroed in on the wound. The bandage wouldn’t be enough. She whispered to her side, “Mr. Steady, there should be needle and thread in there, I believe…”

“She’s the most.. wonderful mare in the world, she makes candies and she calms me down… I can get a little… excited at times… a little loopy… she makes me even….”

Rarity nodded as the guard pony quietly handed her the needle and thread. “Go on, go on… are you two married?”

Lyra shook her head, grimacing as Rarity began to sew up the wound, “Not yet… I was going to propose, but, I couldn’t afford a band… but then Mr. Armor came and told us…”

“Let me guess,” Cheerilee piped up, very voice flat. “All expenses paid, adventure, very little danger.”

“Yes!” said Lyra. “And if anything should happen, rescue would come… but that’s what he told her, he later told me… they needed me for a special mission…”

“Annnnd… Done! Mr. Steady, Cheerilee, once more with the bandage, if you please.”

This time, the bandage started soaking, but the bleeding slowed. Soon, it was over. Lyra started breathing at a normal pace, and turned to Rarity with a grateful smile. “Thank you. You’re a lot like her.”

“Compliment accepted!”                                                

Rarity smiled. “And so you see? When ponies work together, there’s nothing we can’t—”

Then there was a screeching sound outside. It got closer and louder, louder and closer, and Rarity turned her head just in time to see a giant hole rip through the floor. There was fire, smoke and teeth, the unmistakable stench of dragonmaw. Then it was gone, but the impact caused several boxes to shift. One of them fell and knocked a mare—the blue one from before, calling out about her husband—into the hole. As she reached to try and grab her, another box fell. And another. The ship was listing, and she couldn’t keep track of her family or her newfound friends—Lyra, Cheerliee, Steady, Mac, and the foals, everything was a blur—

There was smoke and fire and crying, and pain. One of the boxes burst open and something hard and metal flew towards her head.

Everything went black.

“I’m not going without my sister.”

“Rarity, it’s really not a place for filly’s.”

“Why not? You SAID it was safe, nothing to worry about, no real danger. If it’s safe enough for me, it’s safe enough for my sister.”

“Look, we take every precaution, we’ll check all the safety gear, but foals are foals and they’ll… get in the way, at best. Don’t make me think about at worst.”

“Mr. Armor, it’s just Sweetie and I. Do you understand? There’s no one else. Our parents were lost when she was very young, and I’m the only family she’s really known.”

“What I’m saying is, I don’t know if I can guarantee her safety.”

“Then how can you guarantee mine? This isn’t negotiable, Mr. Armor. I’m not leaving her at boarding school or the like, and I’m not… if something should happen to her and I can’t help because I’m off on this ridiculous journey, I shall never forgive myself.”

“It’s your call, Ms. Rarity. But it’s a mistake.”

Her eyes snapped open, and all Rarity could see was chaos. Ponies running this way and that, fire spreading. Some pony clutching her leg. She turned over and saw a ribbon, underneath it was a shaking little yellow earth pony.

The filly was stuck in a loop, shaking Rarity's leg. "Please wake up... Please wake up...."

Rarity shook her head and sat up. "I'm alright, dear."

Apple Bloom's eyes went wide and she hugged Rarity with such force she almost fell over. She gently hugged her back, trying to make sense of her surroundings. There was no immediate sign of Sweetie or Apple Bloom's brother, or any other familiar faces.

Except for Apple Bloom.

"Ah can't find Big Mac or Ms. Lyra or anypony, and, and-"

"Sssh, it’s going to be alright, Apple Bloom..." Apple Bloom's tears soaked into her fur as she looked desperately through the smoke for any sign of her own sister. All she could see was shapes running through the smoke, and through the flames, the newly made hole and the light from the angry sky it framed below.

“You haven’t seen my sister, have you?” she asked, trying to keep the fear out of her voice.

Apple Bloom shook her head. “No pony but you….”

If something has happened to her…

No. She shook her head, banishing that thought. Now was the time where something might be done. Besides, there was another filly clutching her, desperately needing her right now.

"Ah know you told me not to cry," Apple Bloom whimpered through tears, "and ah'm trying not to, but… Ah want Applejack... Ah want my big sis..."

"I know, dear, but... I'm sure she's out there somewhere, right now, being very brave and helping other ponies."

Apple Bloom pulled back, and stared at Rarity, sniffling. "So what are we doin' in here?"

Rarity blinked. "You've got a point, darling..." She muttered, "I’m sure she’d want us to…”

Do what, exactly?

She summoned a mental image of her friend.

Get off your flank and start helpin’, that’s what I’d do if ah were you.

Rarity smirked. Right.

Rarity turned to Apple Bloom. "She’d want us to do something. She’d want us to not be afraid. She’d want us to help. Yes?”

Apple Bloom nodded, wiping her nose. “Sounds like her, yep.”

“Very well, then we shall find our families. Agreed?" Apple Bloom paused, but then nodded. Rarity put on her best smile. "Come now, stand up"

They stood together and looked around. The only thing immediately visible was the hole, but it didn’t look like the safest thing. Still, it was better than walking blind.  They walked a few steps towards it and another unicorn appeared in the smoke.

It was Lyra, her leg bandage almost soaked through again. She was standing next to Rarity’s saddlebag, which had been knocked off in the explosion but appeared intact.

"Bon Bon!" She called out, turning this way and that. "Where are you?!"

"Lyra..."

She turned to Rarity, eyes wild. "Something's happened to the ship! Something bad! We have to get out of here!"

Another blast hit the ship and everything shook. Rarity grabbed Lyra's head. "I agree, dear. We need to get out of here. But." They were eye to eye. "No pony gets left behind. Right?"

“But… Bon Bon…” Lyra faltered.

"Lyra. Look at me." Rarity's stare was unwavering. "We're going to go find her. We’re going to find this filly’s brother. We’re going to find my sister. We are getting out of here. Together."

Crazed eyes met determined ones.

"Yes?"

Determined won.

Lyra blinked, and then smiled. "Yes, Rarity."

"Good." A small explosion rocked the deck, and she flinched. "Of course, first we have to survive the cargo bay."

Applebloom tugged on Rarity's mane, pointing. "Maybe they know somethin’ we don’t?"

She followed the direction of the filly's hoof, and found herself looking at a crowd of ponies surrounding the dragon-made hole.

She needed more information. Grabbing the saddle bag once again, she said, "Applebloom, stay with Lyra for a moment."

The filly suddenly glomped onto her leg. "Don't leave me Ms. Rarity!"

She leaned down  and whispered gently, "Dearest, I promise you. No pony is getting left behind. But do you see that hole over there?" Applebloom's looked, then nodded. "I need to take a peek out of it to see when the…”

She stopped. The sergeant’s words came back to haunt her.

Ms. Rarity, there’s only one rescue ship working on this craft, and it’s for the princess. The others were never finished before launch.

“...to see if there’s a way out,” she finished lamely, unable to lie to the filly. “And I can't do it from here. And I can't have you near there, it's too dangerous—"

"Then why are you goin'?" Applebloom's asked.

"What I was going to say..." Rarity had to pause a beat to keep her composure, "is that it's too dangerous for a FILLY, so you're going to stay here with Miss Heartstrings until I get back. I shan't be a minute."

"Don't worry, honey." Lyra smiled, "I know twenty-four different ways to incapacitate a pony before they hit the ground."

Even in the roar and din of a giant airship under attack, the silence from Applebloom  and Rarity was deafening. Lyra's smile thawed and collapsed into a frown.

"Oh wait, that's not right.... Oh! Right, twenty five! I know twenty-five different ways to take a pony down." Lyra threw a hoof around Applebloom's frame, all smiles. “Stick with me kid, I'll keep you safe."

Applebloom turned to Rarity with big pleading eyes. All Rarity had to give her in return was a thin tiny grin. She repeated, "Shan't be a minute," and turned to walk away before the filly could protest. Lyra's mood swings and bizarre bragging of over two dozen methods of attack were worrying, but she was more concerned about her fellow ponies trampling the foal.

Her fears were justified as she was almost trampled twice on the seemingly short path to the hole. The most recent attack, whatever caused it, had broken the illusion of calm that the civilians had left. Mr. Steady was nowhere to be seen, and now they had a front row seat to the horror going on outside.

She made her way to near the edge of the hole with equal measures of politeness and shoving. Once she could see, she froze. Her eyes saw, but her mind didn't believe.  Shapes were whizzing by, but it was impossible to tell from this distance if they were friend or foe.  Explosions and gunfire and cursing, interspaced with screaming and the occasional sight of a Pegasus falling into the ocean.

This wasn't an attack, it was a war.

"We're... We're winning right?" A mare's voice asked.

One of the pegasi in the air looked vaguely familiar. There was a rainbow-colored trail following her.

Rainbow Dash…

A sudden wave of lightness filled her whole body. Dash was still alive. That meant maybe, maybe all of them were still…

A black stallion nodded. "A rescue ship will come soon, I'm sure."

“No.” said a familiar voice. “They’re not coming.”

Rarity looked up. Cheerilee was standing next to her, staring down into the hole.

"Darling!" Rarity smiled, then frowned. Her new friend had a fresh gash on her head and a bruised left eye, She didn't seem to notice the blood trickle down her cheek. "You're hurt!"

“I’ve read this story,” said Cheerilee, her voice sounding strangely distant. “I know how it ends.”

Rarity took out another piece of fabric from her saddle bag. "Hold still." She wiped Cheerilee's brow and around her eye, "I think your tone answers my question, but, how does it end?"

Cheerilee turned to Rarity with her one uncovered eye. "Rescue doesn't come in time. Or at all. The system fails. The ship survives. We don't." She closed her eyes. "The mission fails."

Rarity paused, holding the fabric in place On the mare's head. "Less than an encouraging forecast."

She’s not wrong, though… no ship is coming….

Cheerilee shook her head, "I just keep thinking of an escape plan. It’s not coming. We can't go out the way we came in."

"Why not?"

Cheerilee opened her eyes and pointed her hoof in the direction of the door. Squinting through the smoke, Rarity could just barely make out the contours of the doorframe, now in shambles. The debris was collapsed into the room.

"We all ran towards there after the dragon attacked. I didn't see you or little Applebloom. Or Miss Lyra. I thought..." Her good eye looked at her, then at the sky below. "I heard the sergeant yelling on the other side to get back, then there was an explosion. Then some pony shoved a crate in front of the door. Then nothing."

Rarity thought about the order the sergeant gave to Mr. Steady, who was nowhere to be seen. Speaking of which… "Cheerilee... Did you see my sister? Or Mr. Macintosh?"

She turned her head back to Rarity. A tear was running down her cheek. "Yes... When we all were going for the door, I... He was holding her. There was a cut on her head. I didn't. I haven't seen them since. I'm sorry."

Thank goodness, Rarity sighed inwardly.

"I didn't even think. Of course. I'm sorry." Cheerilee was shaking and closed her eyes again. The makeshift bandage was soaked through.

Rarity made a mental note to pack a first aid kid at all times as she took out another piece of fabric. Re-applying it to the mare’s head, she cooed, "there's nothing to be sorry for; it's the only bit of good news I've gotten all day."

Cheerilee choked back a sob. "I don't want to die here." She opened her eye. "Maybe in some temple or saving some treasure, or a foal's life but no like this. I can't die yet."

Resolve hardened inside Rarity. She wrapped the fabric around Cheerilee's wound like a makeshift eye patch. "So let's live, dear. What do you suggest?"

Cheerilee looked at Rarity, and slowly nodded. Then she  twitched her head back and forth, gears turning in her head.  "Below us, the walls around us, it's nothing but open air. The exit is blocked off."

There was a loud bang, and both ponies looked down. A piece of metal had come loose from the jangled hole in the floor, banged around the sides before flying into the ether. Fortunately, no pony was in its path. Unfortunately, it was a critical part of the structure of the cargo bay floor. There was a painful groaning sound as part of the ground gave way, and the metal literally bent under the weight of ponies. The crowd skitted back, moaning and shrieking.

“Stand back! STAND BACK!” came a male voice, and the crowd parted. Rock Steady came through, holding his gun with a frazzled expression. His eyes, which Rarity hadn’t seen before due to his helmet, were a lovely golden color, skewed slightly by how bloodshot they were. They softened a bit at the sight of Rarity. His helmet was nowhere to be seen.

“Thank Lao-Wren, I thought we’d lost—I said STAND BACK, lady, do you WANT to fall into the ocean?” The offending mare jumped back, and he sighed and turned back to Rarity with a smile.  “I’m glad you’re alright.”

“For now, darling. Have you seen my sister? Or a big red stallion, Mr. Macintosh?”

Steady’s smile faltered. “They’re over here.”  He nodded with his head towards the back part of the Cargo bay. “He’s okay, but. Uh.”

Rarity heard enough. She left Cheerilee and ran past Steady, towards where the medical ponies were clustered.

There, she found Big Macintosh, who was crying quietly. By his side, on a stretcher, was Sweetie Belle. Her head was wrapped in gauze, bruises along her body. She wasn’t moving.

“She won’t wake up…” Big Mac was muttering. “Ah tried to protect her, but…”

Rarity looked at her sister, then at Big Mac, then back at her sister. “Sweetie? Sweetie Belle? Open your eyes, please, let me know you’re okay.”

Nothing.

“Why isn’t she awake? What happened to her? Mr. Macintosh?”

He shook his head, the tears still falling. “Ah couldn’t even save my sister…”

She felt the overture of a complete breakdown rushing up her spine. “Somepony, anypony… talk to me. What is going on?”

She felt a hoof on her shoulder, and turned to see a white earth pony with a pink mane and a nurse’s hat. She had a tired smile. “She’s breathing, she’s alive. She should be okay.”

“Should be?” Rarity snipped.

“Well, we need to get her to sick bay.” The nurse looked around her. “All these ponies need to get to sick bay. Otherwise...”

Rarity cursed herself for being so rude and thoughtless. Of course, these ponies were doing the best they could. Of course, Big Mac did everything HE could.

Now it was time for her to do what she could.

“Miss…”

“Nurse. Nurse Redheart.”

Rarity took her hoof. “Thank you. Mr. Macintosh?” The stallion raised his head slightly. “Your sister is alive and fine. She’s with Miss Lyra.” He practically jumped off of his flank. She grinned. “I thought that’d get you up and running. Come with me.” She turned back to Redheart. “Please try to get these ponies ready to move, and fast. We’re getting out of here.”

Redheart’s eyes lit up. “The rescue ship is coming?”

Rarity snorted. “Today, we are the rescue ship, darling.”

She turned and kissed her sister on the forehead, then practically galloped back to the center of the room, where Rock Steady was trying to keep the crowd calm.

“When is the rescue ship coming?”

“Why did the sergeant close the door?”

“What is going on?”

“Please… please, everypony…” he wailed, getting nowhere.

Rarity ran up to Cheerilee. “Any progress?”

Cheerilee’s face was devoid of all energy. “I can’t think of another way, and we’re running out of time.” Cheerilee sighed. “This floor wasn’t designed to have holes like this in it. I’d say we’ve got five, maybe ten minutes before it starts really falling apart.”

“How do you KNOW all of this?” Rarity asked.

Cheerilee blinked. “The briefing packet Shining distributed to every pony about the ship’s design, map and capabilities. Didn’t you read it?”

Big Macintosh nodded. “Eeyup. This floor’s gonna give way for sure. It was pretty clear in the readin’.”

Rarity stared at her new friends. She had a fleeting mental image of a stack of paper, un-opened, sitting on her bedside since they launched.

“Never mind that. So what do you suggest we do?”

Cheerilee shook her head. “I’ve been thinking since the door got jammed, and I’ve got nothing. We can’t go out, we can’t go down…”

Big Mac grunted. “Can’t even buck a hole in the wall, because there’s nothing on the other side but a sharp drop.”

Rarity sighed in frustration and looked up.. It was an ugly, multipurpose ceiling, probably cheaply made.

After all, it was the floor that had to hold the cargo, not the…

“Mr. Macintosh, what’s above us?”

Big Mac squinted. “Secondary storage space, “for non military deliveries n’such that ain’t been—AAUGGGH!”  He was interrupted but a tiny but aggressive filly.

“BIG BROTHER!” squealed Apple Bloom. “I’m so glad you’re alright!”

Big Mac hugged his sister tight, too happy to speak.

Rarity turned and found Lyra staring at her with a smile. “Sorry, she got antsy, and so did I. But hey, reunions are great, aren’t they?”

Rarity sighed. “Yes, but I still need to know what is above us!”

“Basically, all the stuff that isn’t guns or bullets or stuff like that.”

Cheerilee nodded. “It’s above us, waiting to be taken to it’s appropriate place. It gets secondary priority behind military hardware.”

Rarity squinted. “And how strong would you say that ceiling is?”

Lyra shrugged. “Not as strong as what we’re standing on. Why?”

“Good.” Rarity grinned. “Iiiiddeeeeaaaaaa!”

The other ponies shrunk back as one in the face of her sudden confidence. She laughed. “Gather around, dears. I know how we’re getting out of here.”

“So it’s settled, then? You’ll be joining us on our voyage.”

“Yes. I suppose so.”

“Why so glum, Lady Rarity? Your friends will all be there.”

“Yes, I know. I don’t suppose any princes are on board as well, hmm?”

“Closest thing is me, and I’m taken. Thank you very much.”

“Ah well. I suppose trying to do some good will be good enough. My knight in shining armor will have to wait.”

“Ahem.”

“Er, sorry. It’s an old phrase, you know.”

“Heh. Listen… While we officially discourage any on-ship romance, I assure you, there are some very good stallions on board. And mares. Some of the best I know.”

“What are you implying?”

“That you could do a lot worse than a military pony, Ma’am.”

Rock Steady was overwhelmed. He hadn’t had much of a training, and it certainly hadn’t prepared him for crowd control.

“Why aren’t the ships here yet?” Said a gray unicorn stallion.

“Just… remain calm…”

“But you blockaded our way out!”

Sweat was pouring down the sides of his muzzle. “We’re waiting for the all clear…”

“How would they even TELL us? We’ve had no communication down here since the attack began!”

“Um…”

“He don’t know nothing, he’s just a guard.” The old white mare shook her head at him, disgusted.  “But it doesn’t matter. We’re just supposed to wait for the rescue ships. You see. They’re comin’.”

"There are no rescue ship coming." Rarity shouted.

There was a chorus of gasps. They turned towards her, all speaking at once:

"But the Princess said—"

"I was explicitly promised—"

"No, she wouldn't—"

"How do you know?"

Rarity raised her hooves for quiet. "The sergeant told me before he left. He told me to hold for as long as we could, then find a way out."

Steady squinted at her. “A way out?”

Rarity pointed upwards. "We're going up and through."

Her fellow ponies followed her hoof as she pointed at the stack of boxes that Macintosh was shoving together. Smaller crates at the bottom led up to a large crate, which had Cheerilee on top of it. Next to Cheerilee was two large crates stacked together, and on top of them was Lyra. She was floating smaller crates with her magic onto the large crate below her, and Cheerilee was pushing them into formation.

The overall effect was a diagonal of makeshift steps, heading towards the ceiling, up and out of the cargo bay.

The crowd murmured in confusion.

"How will we get through the roof?"

"How do you know it'll be safe up there?"

"I don't believe it!" Said the older white mare, the same one from earlier who had given her such a hard time. Snarl on her face, she stepped forward and said, "I don't believe the princess would do that to us, and I especially don't believe if it was true, the sergeant would only tell YOU." She turned to the crowd. "Chief Boatswain, my eye! I've been sailing on ships my whole life, and I tell ya, you don't want to be on a ship where one of your chief officers has never served before."

Rarity was horrified. It was rude, undignified, personal and most critically, it was true.

The crowd was looking at Rarity, then back at the white mare, then at each other.

"That's right, missy, I asked around! You're only here cause you're one of them elements of harmony, whatever THAT means! Now you're gonna' tell us what to do? Ha!" She turned to the crowd. "Don't follow her feather brained scheme. We wait for the rescue boats."

"You know, lady, I've been listening to you squawk all morning, and almost all of it has been complaining." Lyra glared at the mare from her perch on top of the second giant box. "Rarity may use some fancy words that I don't always follow, but she's been helping."

"She came to my aid twice!" Said Cheerilee, pointing to her bandage. "Probably saved my eye."

"She saved mah sister." Rumbled Big Mac. "That's enough for me."

"An' she sewed up Miss Lyra's leg!" Apple Bloom added, somehow appearing on top of Big Mac's head.   "Ah saw it!"

"That's true! That also happened!" Lyra turned on the white mare. "So unless you got a better idea... Shut up."

Rarity stared around at the ponies speaking up on her behalf. The trust and support from her newly made friends poured Into her heart. She felt strange but wonderfully warm, and her hooves were barely touching the ground.

The old white mare, however, was having none of it.

"Listen to yourselves!" She yelled,  eyes going wild. "Good deeds ain't the same thing as knowin' what you're talking about! She says we should climb up this pile of rickety boxes, that the ships aren't coming?!  Why should believe her?"

A male voice rang out. "Because It's true."

The crowd turned to see Rock Steady, shaking but standing tall. "The ships weren't finished on time, except for one. And I don't think it's coming."

"Why not?" Asked a grey stallion, trying to calm his crying foal.

Steady cleared his throat. "Because that ship is for the Captain."

Rarity looked around the crowd. Frowns, sighs, outrage, sagging faces. And For the first time since their princess had returned, an unfamiliar expression when her name was mentioned: doubt.

"Why would she lie to us?"

"She wouldn't just leave us, would she?"

"Wanna bet?"

"Then what have we been waiting for?"

"Yes, soldier, who's coming to save us??"

Steady opened his mouth, but no words came out.

"Us." Rarity said.

They turned towards her, who was wearing a positively radiant smile. She stood atop the first giant box, looking over the crowd. "Fillies, Gentlecolts! The Captain would not leave us. Nor would the marines. But they’ve got a big job to do, and I can only assume she's doing it as we speak.” Another piece of metal came flying off from the hole in the middle, causing the ponies around it to scramble backwards. She pressed on: “We're cut off from the rest of the ship. They can't get to us. But maybe we can get to them. And sitting on our flanks is not going to help us either. Maybe by climbing out of here, we can save ourselves. If you've got any sense, you'll come along with us.”

She looked down at her fellow ponies, who were looking up at her with equal measures of hope and skepticism. “The Princess is fighting for us. Right now, above our heads. The least we can do is follow her example."

Rock Steady baulked. "Begging your pardon, Miss Rarity, but these aren't fighters, Rarity..."

"No, dear Steady. We’re not fighters. We’re survivors. Except for Miss Lyra, who is both.” She turned to the green unicorn. “Miss Lyra, if you please?"

"Miss Rarity, it would be my genuine pleasure.” She grinned, then turned up towards the ceiling with a determined expression. As her horn started glowing, her eyes briefly shifted to the ponies standing around her box. “You all might want to stand back.” The glowing became a massive field of golden light, and she screamed, “TALLY HO!"

A huge blast of golden light tore through part of the ceiling, and caused debris to rain down onto the cargo bay floor. A few small crates came tumbling down and smashed, causing ponies to yelp and dive out of the way.

Lyra blinked, wiping the dust from her eyes. Then she saw the fruits of her labor, and pumped her hoof in the air. “And THAT’s how you make a hole in the ceiling!”

Rarity coughed. "Thank you for that, er, dramatic example, Miss Lyra.” She jumped down from her box.

"Now let’s vamoose."

"Excuse me?"

Nurse Redheart was leading a small train of stretchers being carried or floated by the other medical ponies.

"I have my patients ready. Where am I taking them?"

Rarity pointed. "We go up."

Redheart followed her stare and whistled. "Tricky. Novel, but, tricky."

"Can you do it?"

The nurse made a face, but said nothing for a moment. Then, she said, "I'd rather not, if we don't have to. Do I have any other options?"

"You could wait..."

Rarity turned to look at the hole in the ground, and Redheart followed her gaze. The cracks were getting bigger.

“Right, so…” Redheart turned to her staff. “Up we go.”

A loud bang echoed through the bay, and Rarity jumped. She wasn't alone. Everypony around her was looking for the source of the sound. It had a different tenor from all of the previous sounds of war they had been surrounding them. The banging came again, twice in a row. It sounded almost like...

"Who knocks in th'middle of a war?" Big Mac asked, pointing  towards the door.

Rock Steady stepped forward, saying nothing. He stared at the door as if it was about to pounce.

"Soldier Steady," came a loud, flat voice, "Remove the barricade. Reinforcements are here."

A ragged chorus of cheers erupted from the crowd.

"See?" The white mare yelled, a hint of smugness in her voice. "I told you rescue was coming."

Rarity sagged with relief. She looked a bit foolish, of course, but that was alright. As long as-

"Quiet, all of you!" Hissed Rock Steady. Everypony looked at him in bewilderment.

"What's wrong, mister Steady?" Asked Apple Bloom.

"Nurse," Steady spoke with exaggerated calm, "get your patients ready to evacuate. All of you on the boxes—stay put. Lady Rarity, you come with me. Everypony else, help with the wounded or line up to climb."

The old mare stomped her hooves. "Why in the heck would I run from my own rescue?"

Rarity nodded. "I agree. I don't understand your orders."

The old mare laughed. "So we can agree on somethin'."

Steady shook his head. "Please, just trust me, Ma'am. Everypony, help or get in line. And Lady Rarity, if you please..."

Rarity jumped off her box and followed the soldier as he walked towards the door. She could feel the eyes of the crowd upon her as she and Steady parted them in half, the hope mixed with drops of suspicion. It clouded her mind as well. So close to rescue, and yet why was the only one who knew more about it than any pony else so worried?

"Lady Rarity," he whispered, "if I'm wrong, then this nightmare is almost over. But if I'm right... You need to run, and you need to lead these ponies up and out of here."

Rarity's jaw dropped. "Me? But surely-"

There was another bang. "Soldier Steady. Remove the blockade."

He stared at the door grimly, digging around his uniform for a moment before pulling out a small glowing gem. Rarity looked at Steady, confused. He held eye contact with her and brought his hoof to his mouth. Then he spoke, carefully and slowly: “How fares the princess?”

Silence.

“She’s well. The battle is won. Please remove the barricade.”

Rock Steady shut his eyes tight. “Yes sir. We’re going to open the door.” He bit down on the gem, which started to glow, and then pressed it to the remains of the door. Then he cocked his gun.

She took a step back, uncertain.

“Soldier. Open the door.” Came the flat voice.

“Yes sir.” He trained his gun on the gem, and began kicking around various pieces of debris, creating noise but accomplishing nothing.

“Soldier Steady. Now.”

“Moving it now, sir.”

He backed up, turned to Rarity mouthed GO.

Rarity ran. She heard a shot, and an explosion. She didn’t look back.

There was more banging behind her, as she reached her makeshift staircase. The crowd was milling about, unsure. Rarity cleared her throat. “Mr. Steady says to go, go now. Start climbing.”

Cheerilee frowned. “What happened? Why didn’t he come back with you?”

“I’m not certain.” Rarity shook her head. “It was the sergeant's asking him to open the door, but Steady didn’t open it. The sergeant seemed… off.”

“Rarity…” Lyra’s voice was strained. “Did Steady ask him about the princess?”

“Y-yes.” Rarity wrinkled her nose. “He said the princess was well, and the battle was w—”

“HORSEFEATHERS!” Lyra screamed.

On cue, there was an explosion near the door, and Rarity turned to see Steady backing up, firing into the smoke. Lyra was shouting over the din: “Every pony! Up the stairs! Now! That’s an order! You don’t have to like it but you do have to move it!”

The injured went first. Big Mac and Cheerilee were using their heads to support as the unicorn nurses levitated the stretchers up.

“You alright, Miss Cheerilee?” Mac asked.

“Fine, Mr. Macintosh. They hired me for my brain, but, oof-” she squinted in pain, then gave another heave, “earth ponies are built for brawn.”

Rarity saw Sweetie Belle, and rushed to help levitate her up. Lyra suddenly appeared in her field of vision.  “Rarity, help the rest get in line.”

“But—”

“Rarity.” Lyra’s expression was serious as stone. “Nothing will happen to your sister.”

Big Mac grunted in agreement. “We got this, Miss Rarity.”

She opened her mouth, then closed it. A small smile danced across her lips. “Thank you.” Out of the corner

of her eye, she saw Redheart climbing up the top box and into the hole, then turning around to help pull the first stretcher up. So far, so good.

Suddenly, there were terrible noises behind her. She turned.

Steady was screaming, firing shots into the smoke. No, not the smoke, the figures advancing out of the smoke. In the lead was the Sergeant, or what was left of him. His body riddled with holes, in some spots his bones showing, he trudged forward with a neutral expression and dead-looking eyes. Where there should have been blood, there was a black sludge leaking out. He kept saying, “Soldier Steady, stand down. Soldier Steady, stand down.”

And he was getting closer to and closer to Steady, who fired his gun until it emptied. It had no effect. The sergeant kept advancing. Other figures, former comrades and other horrors, were approaching behind him. Steady froze up, staring at his former commander. He prepared himself for the end.

A large chunk of metal, covered in a light blue aura, flew into the sergeant like a spear, sending him tumbling backwards, knocking the other shades over and onto the ground.

Steady turned. Rarity stood next to him, breathing heavily, eyes wide.

“I’ve never killed a pony before..” she gasped, shaking.

Steady looked at the sergeant, blinking. “I think he was already dead.” He turned to Rarity. “Also, thank you.”

“Soldier Steady…” the sergeant tried to rise to his hooves, the metal spike inside of him scraping against “Stand down…”

Rarity was still shaking. “Do you have any more of those gems that, um, blow up?” Rarity asked hopefully.

“Just one left.” said Steady, pulling it out of his uniform.

“Good.” She grabbed it out of his hoof with her teeth, bit down hard, then magically lobbed at the the sergeant and the other shades.

It bounced off the sergeant and fell to the ground with a harmless thud. He kept advancing.

Steady gawked at her. “What are doing?”

“I don’t know!” she shouted, eyes wild. “Improvising!”

Then the gem exploded.

It took out the floor in front of them. The sergeant and others went tumbling into the air as Rarity and Steady were blown backwards. As she landed, she felt two things: the impact break her back right leg as she landed on it hard, and when the rest of her hit the floor, the metal itself groan under her weight. There was no pain, just numbness. She felt a hoof trying to pulling her up.

“Time to go, Lady Rarity!”

She shook her head slowly, “I can’t move, dear.”

Steady knelt down, “We have to go.”

“It’s okay, Mr. Steady.” She felt like she was a in a dream. “Just make sure my sister...

She stopped as she felt the strange sensation of her whole body being lifted up, and she was placed on top of the stallion’s back. He grunted, “No pony gets left behind.”

He started galloping towards the box stair case as the world around began to unravel. Rarity could see cracks meet cracks in the floor. The two holes met, and the floor began to collapse. Steady somehow stayed ahead of it, and Rarity hung on tight. His armor was beat up and covered in dust, and he wasn’t royalty, but he was unquestionably a knight.

She felt consciousness fading. She closed her eyes, but heard lots of voices.

“Oh no! What happened to her?”

“Lyra, I need your help here, can you—”

“I got this. Redheart, get a stretcher ready—”

“She gonna be alright, ain’t she, Big Brother?”

“—Hush now and help Nurse—”

Rarity felt her body being lifted into the air magically, as the sounds of metal collapsing and crates crunching enveloped her ears. She fought to stay awake, to stay in the moment. She wasn’t sure if she’d wake again.

There was a hiccup, and she suddenly felt pressure on her leg.

She opened her eyes, and looked down. Redheart was tying a bandaged around her leg. Then she looked up. The ceiling looked unfamiliar. But obscuring her view of it were familiar, hopeful faces were looking down at her. Here was Cheerilee, her eye still bandaged, crying. There was Lyra, grinning like a maniac. Big Macintosh, looking visibly relieved. Apple Bloom, practically jumping up and down. And Rock Steady, helmet in his hooves.

Time had clearly passed. How much, she wasn’t sure.

“Where are we?”

“Secondary storage. Above what’s left of the cargo bay.”

She looked around. It was, indeed, another storage area, although much smaller and not filled with many crates.

“So… we made it?”

He nodded. “Because of you. Yes. We got every pony out.”

Lyra chimed in, “And not a moment too soon. Look!”

Rarity turned her head, and looked into the hole Lyra had made in the ground, formerly their ceiling.

The cargo bay was gone. All she could see was sky, and the sea. The air felt good, but the view was terrifying. She turned back, and locked eyes with Rock Steady.

“You saved my life,” she said simply.

“You saved mine at least twice today. Maybe more.”

“Still.”

He shook his head. “It’s my job, Lady Rarity. But you… went above and beyond.” He knelt down. “They say you are the element of generosity?” She nodded, weakly. “Make no mistake, you gave us all our lives today.”

Rarity opened her mouth to protest, but found herself outnumbered by praise and thank-yous. It wasn’t just her former defenders, it was ponies of all walks, crowding around and showering her with gratitude. It was wonderful, it was exhausting.

One tiny voice rang through.

“Sis?”

“Sweetie Belle?”

The tiny filly warbled into view, her head wrapped up in a bandage. “Are you okay, sis?”

Rarity opened her arms and Sweetie gently poured into an embrace. “Much better now.”

There was the sound of hoof banging on metal. Every pony froze. A voice rang out, a mare’s voice that sounded strangely familiar to Rarity. “Hello? Is there any pony in there? We’re here to help!”

Steady stood up straight, walked towards the door, and cleared his throat. “How fares the princess?”

There was a silence. Rarity could only hear the wind from the angry sky below.

The mare’s voice rang out loud and clear: “The Captain is dead. The war is lost.”

Rarity felt her heart drop. Then she felt confusion, as Lyra visibly relaxed and Steady opened the door. Twilight Sparkle entered, along with some guards.

Even though she was lying on the ground with a broken leg, Rarity couldn’t remember ever being so happy. She croaked, “Twilight, dear! You’re alright!”

“Oh thank the Goddess!” gasped Twilight. “Rarity! We went down to get you all out, and… well it was just

GONE, I couldn’t believe it and—it’s a miracle!”

“No such thing, Ms. Sparkle.” Cheerilee smirked. “Just ponies working together.”

Twilight looked at her friend, who managed a small smile. “I had a tiny brain storm, Twilight, that’s all.”

The military pony next to Twilight harrumphed. “All well and good, ma’am, but what’s the butcher’s bill? How many civilians did we lose?”

“None, sir.” Rock Steady saluted. “All civilians accounted for!” Lyra coughed. He added, “Thanks to the Lady Rarity.”

“My word. Well then, Miss Rarity, it seems that-”

But she was asleep, her hooved wrapped around her sister. The war might continue, but as far she was concerned, everything was alright. Everything was fine.

Festering Nightmare: Part IV

The Sound of Thunder- Tempest

Festering Nightmare

Part IV

-=-=-=-

Twilight Sparkle

0328 NCST

“RARITY!”

Twilight’s voice echoed through the enormous chamber, but it was soon lost to the winds of the air below them and the roar of battle all around them. Looking down at the hole that had once been the cargo bay’s floor, Twilight gasped.

“No, no, no! They can’t be gone! They can’t…”

“Twilight… I’m so sorry…” The comforting voice from the marine beside her did little to abate all the emotions running through Twilight’s already taxed mind. Disbelief. Fear. Anger. Helplessness…

A red hoof set itself upon Twilight’s shoulder blade. “Twilight, they’re gone. I’m sorry, but you have to acc—”

A chuckle resounded from behind Twilight. “Well, pin a tail on me and call me a donkey. I was wrong.”

Twilight turned to face the insanely grinning Blackjack. “Wrong about what?”

“Look at that,” the smiling unicorn pointed his hoof up at the ceiling.

Twilight turned her gaze up to face the uppermost part of the cargo bay. The once proud ceiling was splintered, hit by many bullets and fragments from the exploding deck below. Scanning its entire length, Twilight felt a sudden sadness at the destruction. Elegant maple planks, marvelously crafted into a wonderful piece of art, formed the ceiling. They changed what could have been just a piece of the structure into something beautiful. A beauty now scarred by desecration and death, just like the ship itself. Just like Twilight felt.

“Sergeant, I have no idea what you’re pointing at. Are you a unicorn, or are you not?” Overcoat’s dry voice intoned beside Twilight.

“Oh, right.”

One of the many holes in the ceiling became illuminated by a glowing red light. The gaping wound was neatly symmetrical, a nearly perfect circle with several jagged slashes pushing into the wood outside its circumference.

“What exactly are we looking at Sergeant?” Overcoat asked, her voice warmer now.

“Blackjack. That’s a magical detonation.” Twilight gasped in sudden realization.

“And the winner is the beautiful lavender mare! That is indeed a magical detonation. But, not just any detonation. I know exactly who made it.” Blackjack sounded quite smug. “I assume you know what I’m talking about, don’t you, Chief?”

Twilight nodded. “Yes. I assume you have seen this manifestation before and know its progenitor?”

Blackjack grinned crookedly. “Indeed. You noted the intervals?”

“Yes. Mathematical gifting?” Twilight inquired.

“No ma’am. Musical.” With each response, Blackjack’s smile kept growing.

“Ah. That would explain the emphasis on the first, third, and fifth slash. A cheerful personality?” Twilight continued.

“Very much so. Perhaps the most cheerful I have known. In fact—”

“Hold on! I must have missed a step. What in tartarus are you two talking about?” Overcoat interrupted her fellow marine, her confusion very evident upon her face.

Twilight spoke up. “The hole the Sergeant pointed out wasn’t made by a physical detonation. Instead, it was magical.”

Overcoat sighed. “I got that part. But what does music have to do with it? Manifestation? Progenitor? Cheerful personalities? Damn it Chief, I’m a marine, not a magicologist! Can you explain it in plain Equine?”

Twilight almost began to speak, but Blackjack cut her off. “Ma’am, let me explain. If you have any three spell casters perform the same spell, you will get the same result. In this case, a magical detonation. But every mage casts differently, and this results in a slight difference in the effects of their spells. Allow me to demonstrate.”

The marine looked at the wall beside him, and cast a very small detonation into the wall. “Just looking at it, it seems exactly the same as the one on the ceiling. But if you look closely, you’ll notice that it is indeed different. Chief, if you would?” He gestured to the wall beside his hole.

Twilight channeled her magic into the wooden planks. With a small effort, she crafted the raw magic into the runic combination for detonation. The result was a small purple explosion that left a hole slightly larger than the one left by the marine.

“See, just look at these. My detonation was smaller, and long fragments emanating from the center break up the circumference. Now, look at the Chief’s. Hers is considerably bigger, and the circumference is… Perfect. Wow. That’s…”

Blackjack looked at the explosion, for once speechless.

Overcoat tapped her hoof. “Well, the first thing I’ll say is that there’s a war on and we need to hurry up… But, I think I’ve heard enough. Each mage’s explosion thingy is different, and it seems to have to do with their special talent. Yours is killing stuff, and Twilight’s is magic. So, hers is bigger and perfect, while yours has dangerous spines coming from it. From what you said about music and knowing who cast the spell, I’m going to assume that you’re saying that Corporal Lyra is the one responsible for that detonation? She’s the only unicorn marine with a magical cutie mark who I know of, and she is in your squad…”

Blackjack shook himself. “Yeah… That’s right. Sorry, it’s not every day that you see a perfect spell…”

Overcoat snorted. “Oh, you don’t know the half of it. She’s the element of magic, and I’ve seen her fight. She’s capable of a lot.”

Twilight blushed at the compliment, but another lance of despair speared her heart. The Major was right. She was very good at killing…

Twilight shook the thought away. “But still, that doesn’t answer my question. What were you wrong about?”

Blackjack walked to the edge of the deck, right next to the gaping hole that reached down into the sky below. “A while back, I said that there’s no way the civilians would rescue themselves. I was wrong.”

Now, Twilight’s jaw was the one to drop. “What exactly are you saying?”

Blackjack chuckled. “This is Lyra we’re talking about. She’s one of my Black Knights. Special Forces, specializing in creative solutions to big problems. I’d bet you anything that she cast a detonation there, and that everypony climbed up stacked crates to the level above. That’s what I’d have done, and Lyra’s one of my best.”

Twilight felt a smile slowly creep across her face. “That means that Rarity isn’t dead!”

“Well, probably not. She still could have been eaten by a zombie before the floor collapsed and they had to escape.”

Twilight’s face fell as her small bit of hope faltered.

Overcoat growled. “First off, you really need to work on your bedside manner Sergeant. Second, they’re ghouls. Not zombies.”

“Third?” Blackjack suggested.

“Third, shut up!” Overcoat snorted, but her tone subverted her yelling a little.

“So, if they’re all up there, can one of you teleport us up there? Or levitate us there? So we don’t have to walk?” Overcoat looked at the two unicorns.

Twilight cocked her head to the side. “Well, the teleporting thing is out. I’ve never been in that room before, and I have no way to know where everypony is in the room. If you teleport into somepony’s body, you literally displace them. You’re fine, but they’re ripped apart at a molecular level. Same thing for teleporting into a wall. I’d displace the molecules in the space I’d occupy, but the wall would still trap me, and I’d be unable to move.”

“Damn. What about levitation? Wouldn’t that work?”

This time, it was Blackjack who shook his head. “Only if you want your brains blown out. I know Lyra. She’d be sitting up there, blunderbuss or some other massive bucking gun pointed right at the hole, and would shoot anything that came through. I taught her that.”

“So… We have to walk? Well, we already had to walk up there, since it’s on the way to the deck, and then the bridge… It’s a shame we couldn’t just magic our way up, though.” Overcoat sighed once again, and began walking to the door.

Blackjack followed. “The Major’s right. Time to hoof it again…”

But as the three made for the door, voices sounded from out in the hallway. Overcoat immediately pushed herself flush with the wall and motioned for the other two do so as well.  As the unicorns complied, they were able to make out a few words.

“…face it, we’re lost. Is this even where we’re supposed to go?” The first voice was definitely feminine, silky but with a slight sting to it.

“Oh, do you think we should stop for directions? I’m sure that our foes would be happy to oblige. ‘Oh, excuse me sir? Could you possibly direct us to the defenseless civilians? We really need to find them. Actually, we were ordered to! You’d be helping the cause of the greatest Captain in the air!’ Yeah, then they’d shoot our faces off, then go about their merry business. That would never work!” The second voice had a posh accent, similar to the first, but with a cocky edge.

“Well, I just think that-” This was a third voice, softer and sweeter than the others, but the first cut it off.

“There it is! The door! I knew we weren’t lost! You two are so odd sometimes.”

“Oh, Lady ‘We’re Lost’ never thought that we were lost? Honestly, you crack me u-”

The voices rounded the bend and were promptly tackled by Twilight and the two marines.

“Oomph!”

Twilight raised her blade to her foes neck as she stared into her eyes. Her blue eyes. Her alive blue eyes.

“Well, heloooooo beautiful.” The mare under Blackjack was the first to speak. “Normally, I’d love something like this, but being interrupted by zombies wouldn’t be fun for me, so maybe later?”

Overcoat let out a disgusted sigh. “Let them up. They’re harmless.”

Twilight backed up, and the mare she had pinned rose up and wiped the dust from her perfectly white coat and blonde mane with a snort of disdain. “Great. Now, I’ll need to wash my mane even more thoroughly…”

Twilight took the time to look at the three mares before her. The first, the one she’d tackled, was a unicorn with a compass cutie mark, and an accent Twilight immediately placed as coming from New Canterlot.

The second, who had been beneath Blackjack, made Twilight do a double take. With a black body perforated by holes, and a stringy green mane, Twilight knew instantly that she was a changeling. And by the elaborate outfit she wore, Twilight knew that she was no ordinary changeling.

The third was a much more normal looking earth pony, with a pink and blue mane and a small piece of candy as a cutie mark. She smiled sheepishly as Major Overcoat let her up.

Blackjack put on a winning smile. “How can we help you beautiful ladies?”

The unicorn mare, who was apparently the leader, spoke for them. “Well, next time you could try saying hello instead of jumping us… But that’s water under the proverbial bridge now. Could you possibly direct us to the main cargo bay where the civilians are gathering? These two can barely fight, and they need to get to safety before some zombie makes a meal of them.”

“Ghouls…” Twilight mumbled, inaudible to anypony but herself.

The changeling held her hoof up to her chest in mock pain. “Lady Blueblood, we can fight! We just chose to keep ourselves free from dirty clothes and broken bones as much as possible!”

The unicorn, Lady Ana, glared at the other. “Well then, Lady Chrysalis, that would explain why Vera and I had to kill all the zombies along the way…” She levitated a massive blunderbuss up from the ground.

“Ghouls…” Twilight muttered again, barely stopping herself from correcting the mare right then.

“Okay ladies, joke time is over.” Major Overcoat snapped the order to the three, who immediately straightened up. “You three are civilians? Name and position.”

The unicorn mare came to attention. “Lieutenant Commander Lady Anastasia Elizabeth Isabella Blueblood, Equestrian Remnant Navy. Chief Helmsmare of the HMAS Nocturnal Thunder. As you know well, Rosy. I only work with you every day…”

The changeling tipped her fashionable hat to the marines. “Lady Chrysalis. First Mate Boatswain. No more fancy titles.”

The earth pony mare smiled sheepishly. “Umm, Boatswain Bonbon. That’s it.”

Major Overcoat looked the three over. “Huh, didn’t recognize you for a second Ana. Your mane is all messed up. How does it feel to be one of us grunts?”

Lady Ana let out a giggle. “Awful, darling. I don’t know how you stand it. Now, you know my compatriots, so it is only fair that we meet yours.” The unicorn batted her eyebrows at Blackjack, who stood a bit taller and puffed out his chest.

Overcoat nodded. “This is Sergeant Blackjack, head of the Black Knights. They’re one of our Special Forces teams aboard the ship. Also, he’s married, so don’t let his flirting fool you.”

Blackjack spluttered. “I am NOT married! That is blatant slander!”

Overcoat ignored him. “And this is Chief Navigator Twilight Sparkle. One of the best spell casters of our time, a damn good fighter, and one of the Elements of Harmony.”

The three mares smiled at Twilight. “Simply wonderful to meet you darling!” Chrysalis ran over to Twilight and shook her hoof enthusiastically.

“Um, hi Twilight.” Bonbon blushed and stepped back.

“So, you’re my new boss then? Good. I won’t have to take orders from him anymore. You should be a grand improvement.” Blueblood nodded her approval. “Well, now that the formalities are out of the way, I’ll assume that this was the cargo bay, and everypony except us was either eaten by zombies or blown up. Bloody wonderful.”

This time, Twilight couldn’t help herself. “They’re ghouls, not zombies!”

Lady Ana smiled. “I know, ma’am. Lady Chrys has been correcting me all night. I just enjoy annoying her.”

“Oh. Well, also, they aren’t dead. They escaped up to the level above us, so we’re on our way there now.” Twilight pointed up at the magical hole in the ceiling.

The new mares all gazed up. Bonbon tilted her side to the head and spoke. “So, can you teleport us up there, or something? I really need to see Lyra, and she should be up there.”

Blackjack smiled at the mare. “Oh, so you’re THAT Bonbon. Well, unfortunately, we can’t teleport up there. We have to walk.”

Lady Ana Blueblood nodded. “Quite right. Displacement and all that. Would you like to lead the way, my gallant gentlepony?” She batted her eyes at the stallion, who blushed his dark coat into a black maroon. He tried to splutter a response, but was cut off by Overcoat.

“Ana, you know better than to say things like that to stallions. Their minds are weak enough as it is, and a beautiful mare like one of us just shuts their primitive brains down.” The Major winked at still incoherent Blackjack. “But Lady Blueblood is right. We’ve wasted enough time here as it is, with the magical lesson and the introductions. Lead the way, O protector of mares…”

The six walked out of the cargo bay, and made their way down the only hallway available to them. Blackjack led the way, his battle harness in full readiness position. Behind him, Major Overcoat trotted. Directly following her, Lady Chrysalis and Bonbon made their way, glancing warily all around them. Lady Blueblood and Twilight took the rear, watching for attacks from behind.

The six walked determinedly, making their way without talking to each other. They walked over the corpses of the hobgoblins that Twilight and the others had killed just minutes ago. Twilight felt shame and guilt wash her anew as she looked at the hobb with the slashed throat and impaled eye socket, but then glanced away quickly. There was no time for that…

They continued on their path, watching and listening for any sign of their enemies. The sounds of battle raged on from the decks below them, but all around them was only silence.

Soon, they came to a split in the hallway, with two corridors going off to either side of the path the hallway had taken. Blackjack held up his hoof, signaling a stop.

“Okay ladies. To the right is the hallway leading to the stairs to the next level up, but the breach that the ghouls have been coming through is to the left. When we go through, we’ll have to move fast, or any mulling around over there will see us. So, keep running, follow me, and don’t stop for anything.”

The five mares nodded, and the Sergeant took off running down the corridor to the right. All the mares followed him at his breakneck pace, but just a moment later, Twilight heard the piercing scream of a filly coming from a room off to her side. She and Lady Ana stopped instinctively.

“Is that…” Lady Ana breathed out.

“It’s a filly! We can’t leave her!” Twilight yelled. All four of the other ponies stopped and turned, just in time to see the two unicorns run into the side room.

As Twilight bucked the door down, a gruesome scene met her eyes. The corpses of four ghouls littered the floor, as did three bodies that had once been ponies. Two of the bodies were all the way back in a corner, and behind them cowered a single orange filly.

Directly in front of the filly, three gryphon ghouls advanced. Blood dripped from their talons and beaks, and the stench of rotting flesh emanated from them.

“NO!” With a scream, Ana charged the gryphons, her blunderbuss raised. Twilight followed closely behind, all her concerns about killing forgotten. With a filly’s life at stake, Twilight had no qualms about ending these petty excuses for ‘living’ beings.

The same rage from before tried to fill Twilight, but the mare resisted, keeping her inner demons at bay. Now was no time to go berserk.

Twilight teleported herself to directly behind the first gryphon. Magically, she altered her momentum so she came out of the spell rushing directly into the back of the monster’s neck. Her inertia planted her blade directly into the gryphon’s neck.

Three, a small voice in her head sounded.

With a mighty BOOM, Ana’s blunderbuss rang out, the shrapnel tearing a brutal hole in the second gryphon’s side. Both of the ghouls fell to the ground, unmoving in their undeath.

Twilight turned to face the final enemy, a hulking brute of a gryphon.

Lady Ana rushed him, a small knife levitated at her side.

But Twilight smiled as she casted a single spell. Her horn glowed for a split second, and a massive amount of energy left Twilight’s body, forming the runic spell Detonation.

Most magic is too difficult for most ponies to cast at incredibly small scales. Truly, small spells require much more energy, skill, and concentration than slightly larger ones do. So when Twilight casted the detonation spell directly inside the brain of her foe, she did something that was usually impossible, even for a unicorn of her skill.

Four.

Ana stabbed weakly into the beast’s side while letting loose a thunderous war cry. But when the monster fell over, seemingly from just the one blow, the mare backed up surprised.

“Well, that was… Easy… Did you just—”

Twilight interrupted her with a curt nod. “Yeah. I blew his brain apart from the inside.”

Lady Bluebood’s jaw dropped. “Holy merde! Pardon my Fancy, but isn’t that impossible?”

Twilight nodded coolly. “Yes. Such a feat is usually impossible, but my talent is magic. I would like to study this further, but we have a filly to attend to.” All emotion seemed to be shut off, for the moment, but as she answered, the world returned to normal. Twilight blinked, as her mind finally registered what she had just done. She’d cast an impossible spell…

The small orange filly had fainted at some time during the fight. As the two mares moved over to her, the other four ponies came rushing through the door.

“Lao-Wren uncreate you, why can’t you listen? I told you not to stop!” Blackjack shook with anger. “There’s more coming, thanks to you two!”

Twilight turned back to retort, but she only managed a gasp.

From the doorway, right behind the other ponies, more ghouls than Twilight could count in a moment came rushing in.

The first, a massive goblin, swung a huge hammer hitting Bonbon in the back of the skull. The mare crumpled without a sound.

All the ponies swung around, finding themselves outnumbered five to one.

Twilight sprang into action, her shard blade forming into a short sword for quick thrusts and slashes. Major Overcoat spun on her hooves, electricity gathering around her hooves. Blackjack began levitating seven knives through the air. Lady Ana, blunderbuss at her side, rushed her enemies with a snarl. Finally, Lady Chrysalis stood coolly, glaring at her enemies.

Everything happened so quickly. Shots went off, ghouls fell. Blades slashed, ghouls fell. Steel met steel, and the ghouls pushed the ponies back further and further into the room.

Twilight let loose a mighty blast of magic, incinerating three ghouls, but six more took their place.

The same coolness overcame Twilight, and even though the fury still raged beneath the surface, she was able to keep it contained.

Cast. Slash. Stab. Dodge. Block. Cast. Teleport. Flank. Repeat.

For a minute that seemed to last an eternity, the five ponies held. Together, they covered each other’s flanks, striking the foes from behind, killing with bullet, steel, magic and hoof.

Finally, the last ghoul fell to Twilight’s blade. All five breathed a sigh of relief.

Nine.

Blackjack wiped his forehead with his hoof. “That actually worked out better than I expected. I honestly thought we were all going to di—”

“DOWN!” The booming shout came from Lady Chrysalis, who jumped over Blackjack, landing hooves first on the skull of a single pegasus ghoul who had survived the massacre. Her dainty shooed hooves came crashing down upon the ghoul, reducing what remained of its rotting brain into a gooey pulp. The blood splattered upward, covering Chrysalis in a red mist. The changeling noble rose to her hooves with a sigh.

“Drat. This outfit is simply ruined…” Seeing the dropped jaws and intense stares of the other ponies, Lady Chrysalis let loose an angelic smile. “What? A lady can’t defend herself?”

Overcoat and Blackjack moved over to the fallen earthpony, while Twilight and Lady Ana rushed toward the filly back in the corner. At some point during the fight, the poor girl had fainted, and she now lay prostrate on top of the corpses of the mare and the stallion she’d been hiding behind.

“No… Scootaloo…” These weak words passed from Lady Ana’s lips as she sank to her knees in front of the filly and the corpses of the two ponies. “No, no, no…”

The elegant unicorn laid her head upon the unmoving shoulder of the dead mare as tears began pouring unashamedly from her eyes.

Twilight moved over to the other, taking in the scene. The two bodies, a mare and a stallion, lay back to back upon the cold wooden floor, now painted red from their passing. Atop them, the tiny pegasus filly lay prone, her only movements the rise and fall of her flanks as she breathed in the coppery scented air.

“Blackjack! Chrysalis! Watch the door! Bon’s gonna need first aid, and I need time!” Overcoat bellowed orders from the other side of the room. Blackjack and Chrysalis moved over to the doorway, looking out.

“More coming in!” Blackjack’s voice cut through the air like one of his knives as the two ponies moved out into the hallway. Guns fired, and the clang of swords rang out.

Ana still lay unmoving, sobbing next to the corpses and the filly.

“Twilight! I need you to get Ana up! As soon as I get Bonbon up, we’re gonna have to go! We can’t have her out on us!” Overcoat pulled bandages from her pack while applying pressure to Bonbon’s head wound.

“Lady Blueblood…” Twilight walked over to the mare, who didn’t seem to hear her. “Ana, we have to go. We can’t stay here. The ghouls are coming back.” As if to accentuate this, Blackjack let out a mighty roar from the hallway, and a ghoul’s decapitated body fell into the room.

“I knew them, you know,” Lady Blueblood’s voice was quiet. “I served with her on our first tour. I was a Helmsmare, and she was an atmospheric tech. She was the only one who accepted me for who I was.” Ana gave a grim smile as she stroked the mare’s mane. “I was a royal brat back then. But she was still my friend.”

Twilight glanced over her shoulder at Rosy. The marine continued with her bandaging, her face contorted in concentration. Blackjack and Chrysalis kept fighting outside.

“And when she met that cook… I teased her so much about it. But I was their maid of honor at the wedding. And when they had little Scootaloo… They named me Godmother. We were assigned to different ships after that, so I didn’t see them for a long time. I was finally going to get to know them again…” The unicorn began to sob anew. “I can’t believe…”

Sergeant Blackjack let loose a feral scream as his magic ripped a goblin ghoul in twian. Lady Chrysalis lashed out at a gryphon with her own magic, lighting it on fire.

Twilight moved over to the other mare. “Ana. We need to move. I know what it’s like to lose ones you love… But right now, you have to think of Scootaloo. She’s still here, but if the ghouls get her, she won’t be. We have to go.”

Lady Blueblood slowly rose to her hooves. Tenderly, her magic enveloped the unconscious filly, lifting her slowly to the white mare’s back.

“You’re right. There will be time to mourn later…” With a final glance at the fallen ponies, the mares walked over to Major Overcoat, who had just lifted the other earth pony onto her own back.

“Alright, Blackjack! We’re moving! Cover us!” The three mares carrying the two unconscious ponies ran back out into the hallway.

Blackjack and Chrysalis were out to the left, fending off a few ghouls as the others bolted for the staircase.

Twilight looked forward, blade extended before her. The other mares ran right beside her.

As the corridor sped past them, Rosy turned to her. “Twilight. With Bonbon out, and Ana carrying the filly, you’re going to have to-”

“I know,” Twilight spoke grimly. “I’ll get any that come at us.”

Finally, they reached the staircase. Bounding up the steps, Twilight finally turned around. Chrysalis and Blackjack were running like batponies out of Tartarus, fear completely covering their visages.

“GO! DON’T TURN AROUND!” Blackjack barked out as all five ponies ascended the stairs.

Finally reaching the top, Twilight tried to slow down to catch her breath, but Chrysalis pushed her onward.

“Woah!” Twilight almost tripped over her own legs, but rapidly righted herself and continued her run.

“Don’t slow down! It’ll catch us!” The changeling’s voice shook in pure terror. The five kept running, and running. The hallway kept going, and so did they.

“What will catch us?” Rosy panted from exertion as the kept running.

“Big. Ugly. Looks like somepony took a minotaur and a naga and stitched them together. It was headed right for us. Barely got away…” Blackjack kept up with the others, but he heavily favored his front left leg.

They kept up the insane pace for a few moments more, but when the sounds of advancing ghouls had faded, they slowly stopped. Rosy fell to her knees, laying Bonbon against a wall. Chrysalis straightened her large decorative hat that had somehow survived the run. Blackjack leaned against the same wall, letting out a low whistle in pain as he raised his leg up. Twilight moved out in front of the group, and put up a magical shield at both ends of the corridor..

“You… hurt… Marine?” Rosy managed the words amidst pants as she turned to Blackjack.

“Yeah. Spear. Hurts like a bi- Gah!” Rosy moved over to him, pouring a vial of red liquid onto the wound.

“Gah! You could warn a stallion, you know!” As the liquid met the pony’s coat, a hissing sound emanated from the wound. Smoke and sparks flew from it, causing Blackjack to grit his teeth. “They really should make healing potions hurt less…”

Rosy gave him a sideways look. “Marine, this is a salve. Healing potions are way too rare to waste on your hide. Slap a bandage on there, and you should be fine. The salve’ll take the pain.”

Putting the empty vial back into her saddlebag, Rosy once again picked up the fallen Bonbon.

“Ach…” Blackjack tied a white cloth to his leg, standing once more. Chrysalis lent a hoof to help the stallion up as she grimaced.

“So, what was that monstrosity? I’ve never seen or heard of anything like it! Part naga and part minotaur? Simply scandalous!”

“Never heard of something like that either,” Twilight replied. “Combining the bodies of two creatures and reanimating them? Sounds like heavy Alteration magic… It almost sounds like Black magic…”

Blackjack shot the mare a sharp glance. “You sure about that? Reanimated corpses are one thing, but Black magic… Are you sure?”

Twilight gave him a grave nod, and his expression went blank.

“We don’t have time to waste. If there’s a Black magic user up there, the Captain needs any help she can get.” He began to limp down the hallway, but Rosy stopped him.

“Marine, you are NOT leading the way with that leg.” She hefted Bonbon off of her own back, and onto his. “You are going to stay in the rear with Miss Chrysalis here, and make sure nothing happens to this mare.”

Blackjack’s jaw dropped. “You’re putting me… in the back?”

Rosy nodded solemnly.

“Drat.”

Rosy turned to the other two mares. “Commander Ana, you’re back with them too.”  The unicorn grunted an affirmative and moved back to the others; careful to not disturb the filly on her back.

Rosy’s eyes met Twilight’s. “Twilight, I need you up front with me. With the others wounded or otherwise occupied, you and Chrysalis are my only unhindered fighters. I know Chrysalis is good, but against a hoard, I need you. Can you handle it?”

As Twilight gazed at the other mare, a vision of the dead hobb with the knife imbedded into his eye socket flashed before her. Twilight slammed her eyes shut in an attempt to ward off the dark sight, but to no avail. She felt a rising sense of dread and coldness overtook her, and she felt the rage beginning to consume her once more. With a shudder, Twilight pushed it away and opened her eyes once more.

“Can I handle it? No. But I can do it.”

Rosy gave a small sad smile. “Good.” Turning to the others, she bellowed, “Alright ladies! Time to head out!”

Blackjack cleared his throat. “I assume you meant ladies and Blackjack, right?”

Rosy began walking forward, her eyes shifting backwards. “I meant exactly what I said… ladies.”

The group continued toward the secondary cargo bay. They moved slowly, more cautious than before. Every twist in the corridor and every open door on the way set Twilight’s heart thumping harder and harder. Would they be attacked now? In a moment? Would they be waiting for them at the next bend, or at the next turn? Would they jump out of a side room? The eyeless face of the hobb still stared at her as they just kept walking. And walking. And walking. And-

“Wait! This is it, isn’t it?” Rosy nodded at the door before them. Blackjack took Bonbon off his back and set her gently up against the wall. Chrysalis walked over and held the unconscious mare up.

The ponies stopped quickly. Blackjack nodded as he leaned up against the wall. “Yes, it is ma’am.”

Twilight, being the one closest to the door, moved over and knocked briskly on the metal door. “Hello? Is there any pony in there? We’re here to help!”

A moment later, a voice behind the door cleared his throat. “How fares the princess?”

Twilight took a slight step backward. She turned to face the other ponies, her face scrunched up questioningly.

Before she could even ask, Blackjack hissed to her, “The Princess is dead. The war is lost!”

“What?” Twilight asked, her eyes wide. “She’s dead? No!”

“It’s the password!” Blackjack hissed once more before leaning back up against the wall with a small moan of agony.

“Oh.” Twilight faced the door once more. “The Princess is dead. The war is lost.”

The door swung open to reveal another cargo bay. This one was considerably smaller than the previous one. It also still had most of a floor. What little space that remained was occupied by several ponies. Twilight looked past the marine who stood before her to see several familiar faces. Big Mac, little Applebloom, Sweetie Belle, and—

“Twilight, dear! You’re alright!” Rarity, the prissy unicorn mare who could never be seen without her mane perfectly kempt, lay on the floor in a sprawl. He dirty hair was matted with blood, her coat was covered in soot, and her leg was hanging off to the side wrapped in a bandage. And Twilight had never been happier to see her.

“Oh thank Luna!” Twilight gasped. “Rarity! We went down to get you all out, and… well it was just GONE, I couldn’t believe it and- it’s a miracle!”

A magenta earth pony spoke to Twilight with a smile. “No such thing, Ms. Sparkle. Just ponies working together.”

Rarity managed a small grin despite wincing in pain. “I had a tiny brain storm, Twilight, that’s all.”

Blackjack harrumphed as he limped to Twilight’s side. “All well and good, ma’am, but what’s the butcher’s bill? How many civilians did we lose?”

The guard who had opened the door saluted Major Overcoat and replied to the other unicorn. “None, sergeant. All civilians accounted for.” A mint colored unicorn coughed pointedly before the marine continued. “Thanks to the Lady Rarity.”

Major Overcoat let loose a massive grin. “My word. Well then, Miss Rarity, it seems that the princess made an excellent choice when she appointed you our boatswain. I don’t think we can thank you en—”

“Uh, Major?” Blackjack interrupted. “I don’t think she can hear you.” He pointed his hoof to the now sleeping mare.

“Well, this is just perfectly lovely, isn’t it?” Lady Chrysalis walked into the room carrying Bonbon. “Far better than being chased by those dreadful ghouls. No love from them at all. But in here though…” Her eyes turned to the mint colored unicorn from earlier.

“BONBON!” The mare sprinted over to unconscious earth pony.

“Mmm, romantic love is FAR superior to parental love in texture. The taste is comparable, but the way it feels? No comparison.” The changeling sighed contentedly as she sat down.

Sergeant Blackjack smiled. “Oh, don’t worry about greeting your superior officers, Lyra. Just carry on.” The unicorn named Lyra ignored her fellow marine as she embraced the earth pony in a sisterly hug. And then promptly gave her an entirely unsisterly kiss.

Chrysalis looked over at Blackjack. “Hmm. I think I know why you didn’t want her to take the time to greet you now…”

Lady Ana strode into the room. She ignored all the other ponies as she took the sleeping filly off her back and placed her onto a blanket that the maroon mare from earlier placed down quickly.

Major Overcoat walked over to the guard. “Sergeant Rock Steady?”

The marine saluted. “Corporal Steady, ma’am.”

“Well, we’ll have to fix that soon, won’t we?” She returned his salute. “Are you the only one of your unit remaining?”

“Yes, ma’am. The rest were killed. I would have been too, if it weren’t for the Lady Rarity.” the marine stood up straight, and Twilight could see what little remained of his insignia. One of them was missing, and the patch that had been sewn to his uniform had been torn off.

“So, it’s just you and all these non-combatants?” Rosy looked around the room, a frown on her face.

“Yes, ma’am. Although, I wouldn’t call them non-combatants. They would do any unit proud.”

Rosy sighed. “Still. I can’t leave you here undefended with all of these lives at stake. The ghouls may not have come up here yet, but there’s no guarantee that they won’t.” She turned to Twilight. “Chief.”

Twilight nodded to her friend. “I know. I saw them down there too.”

Rosy gave a small, sad smile. “Ma’am, I hate to do this to you. But I’ve seen you fight. You can handle yourself very well. The path up to the bridge will cut through the gun deck, and there would be plenty of troops there. You’ll be safe until you get up to the main deck, and once you’re there, you can hook up with some marines there.”

Twilight let out her breath slowly. “Yeah. It’s the only option. You’re the only marine who isn’t wounded, and if those monsters get up here with only Sergeant Blackjack and Corporal Steady to defend them…”

“Exactly. I’m glad you see it too,” Rosy moved over to Twilight and took something out of her saddlebag. “Here, take this.” She placed a small vial into the mare’s hooves.

“Remember when I said that I didn’t have a health potion to waste on Blackjack?”

Twilight nodded.

“Well, that didn’t mean that I didn’t have a potion for emergency uses.”

“HEY!” Blackjack shouted from his seat across the room where a mare was treating his wounds. “I HEARD THAT!”

“You mean, I heard that, MA’AM?” Rosy belted back at him.

“YES, MA’AM! MA’AM, I DID HEAR THAT MA’AM! MA’AM!”

Rosy shook her head in silent laughter. “Well, I won’t have use for it. It isn’t much. Just enough to stabilize anypony who has lost a lot of blood or something like that.”

Twilight placed the vial into her own saddlebag as she smiled. “Thank you Rosy.”

The marine smiled. “Twilight. Make sure that you make it to the captain safely, yeah? I don’t make friends often, and I’d like to think that I made one today.”

Twilight’s lips separated into a wide grin. “Me too, Rosy. And after, maybe we can finish that talk about how those stallions get on your nerves?”

“I’d like that!” Rosy laughed. But a moment later, she looked straight into Twilight’s eyes. “‘And then the final hope of the world shone a last brilliant light. And when the mists of the rain cleared, the survivors saw not the dark of the night, but a promise of a new dawn.’”

Twilight raised her eyebrows. “That sounds… familiar. You’ll have to tell me where that’s from sometime.”

“I will. After you go save the captain.” Major Overcoat saluted. “Goddess speed your way.”

Twilight returned the salute. “And yours as well.”

And with that, Twilight strode out of the cargo bay. Alone.

She took off down the hallway to her right, following the arrows that marked her way to the gun deck. The corridor sped past her as she sprinted through. The air blew through her mane as she went along her way. It felt odd, running through the ship knowing that she was surrounded by death and destruction, and yet seeing no evidence and feeling all alone. Just her. Her, and her memories.

The face of the hobb flashed before her vision once more, but she pushed it down yet again.

And she kept running. Up a staircase to the next deck. Still no ghouls, or ponies, for that matter. That face just kept coming back…

“NO!” Twilight screamed out as she just kept going. She turned her thoughts away. Away from that guilt, and toward anything else. Toward the princess. To her smiling face as she had taught a young mare magic. To her kind way with words. Even to her appearance. Her regal manner, her billowing hair, her eyes that seemed so sad, and yet so joyful. Eyes… The hobb.

Twilight gasped for a breath, her lungs burning. Run. Run. Run. Just keep running.

She didn’t even notice as she ran through the gun deck. She didn’t notice the other ponies around her. She didn’t see the waving hoof of a pegasus medic. She didn’t even think. Every thought led back to it…

“No. I WILL get to the princess. I will NOT let this stop me!”

And with that, Twilight ascended another flight of stairs. Just one more deck, and then she could take a maintenance shaft up to the top deck.

Just one more floor.

-=-=-

Doctor Fluttershy

0337 NCST

“Logbook Entry One:

“I didn’t want to come on the ship at first. It was so big, so large, so scary! It might even be the scariest thing I’ve ever seen. Shining Armor told me I was required to come. They needed my Element. They needed me.”

An explosion. A scream. Just another one of many.

Fluttershy winced, trying to ignore the debris flying over her head; the only thing she tried to concentrate on was the splint she was applying to the small wing of the frustrated gunner beneath her. “Please, Willow, you have to stay still,” she said desperately.

The dark blue batpony-pegasus whipped around, ferocity in her eyes. “But you don’t get it! I’m head gunner! - the CHIEF! I need to get out there – they need me! They do!”

“And with your leg hurt like this you won’t be able to help any of them,” Fluttershy replied sternly – more sternly than she felt, which was like her legs and wings were made of goo and she was going to fall apart any second. “Besides, Grey Shadow is out there, and he looks like he’s doing just fine.”

Willow narrowed her eyes, seemingly done with the conversation; her gaze was now trained on the gunners behind the doctor. “Nice hit!” she called to the aforementioned Grey Shadow.

A grey changeling smiled, nodding quickly with a flutter of his larger-than-normal wings before returning to the fight; a second later another explosion rattled the boat, presumably from one of the large cannons the gunners shot. Fluttershy’s teeth chattered, but she had to promise herself it would be okay. It was going to be okay. It was going to be okay.

“If anypony should ask me why I decided to come on the ship in the end, after all of the begging and prodding done by my fellow Elements as well as Shining Armor, I have to be honest. In the end, it was all because of Rainbow Dash.”

A lavender streak whipped past; Fluttershy barely had time to wave and call to Twilight Sparkle before she was gone, darting among the panicked ponies not quite sure what to do with themselves amid the chaos. Willow gave an impatient grunt of frustration, causing the doctor to turn her attention back to her patient.

With one final pull Fluttershy tugged the bandage around Willow’s leg and sighed, finally allowing a small smile to creep onto her face. “I think you’re alright now, but you need to rest.”

Willow’s gaze was laced with frustration. “You’re telling me I still can’t go out there?”

Fluttershy nodded, teal eyes stern, and Willow groaned, rolling over so she could watch the gunners better. One could easily tell by the anxious twitch of her hooves that the batpony-pegasus longed to be out there with the others; however, in a medical situation, Fluttershy knew that she had the power to tell Willow what to do.

All of a sudden there was a yelp from behind them; one of the gunners was calling anxiously to her companions, pointing and screaming. The sound of hoofsteps reverberated around the gun deck as a wave of ponies, ponies with peeling flesh and dead eyes, marched into the deck, one by one.

Explosions as the gunners whipped around to face their new targets, while some struggled to keep focused on the beast hovering above the ship. A splat of scarlet hit the deck beside Fluttershy as a young stallion slammed against the wood with a thud. Before she could think about what she was doing, she was out, dragging  him over to the side. A trickle of blood leaked out of the side of his mouth; he had been hit hard.

Tears bubbled up in Fluttershy’s eyes, but she blinked them away. This is what you’re supposed to do.  You’re the doctor. So do your job.

Cheeks wet, she began to apply the bandages and tried to ignore the screams.

“Why Rainbow Dash? Well, I’ll have to tell you a secret. A big, big secret. …Rainbow’s done everything for me. She’s helped me to get through school after I hurt my wing and was targeted by bullies…the meanies…and she’s helped me to stand up for myself, and I…I really, really like her.”

The gunners were doing their job well. The bodies of fallen zombie ponies littered the deck; it was actually quite gruesome, but all she had to do was not look at it for too long and it would be alright; she wouldn’t throw up. Zoning into a world of concentration, Fluttershy slipped into a rhythmic routine. Clean wound. Apply medicine. Wrap bandages. Tighten. Repeat.

Clean wound. Apply medicine. Wrap bandages. Tighten. Repeat.

Clean wound. Apply medicine. Wrap bandages. Tighten. Repe-

A growling noise behind her; a single fleshy hoof reached up to take a swipe at her head. Fluttershy screamed, pattern broken, and dove out of the way as a zombie pony leapt at her, hooves aimed at her head and teeth bared.

She scrambled out of the way, yelping as a few bottles of precious medicine and water tipped to one side, landing with a shattering noise on the ground. Teal eyes went wide, but there was no time to stop. Hooves working overtime, Fluttershy scrambled away from the zombie pony in hot pursuit, trying not to die.

She didn’t die, though for a moment she was positive she would. The sickly breath of the zombie was hot on her neck, and this combined with the sweat pouring down her scalp made for a sticky, humid mess. Fluttershy could almost feel its hooves wrapping around her neck, preparing to strangle her, or eat her, or do whatever zombies did to destroy their enemies.

At top speed the mare ran, haring like a cat after its prey…

...only to run straight into a dead end. Backing against the wall, so close that she could feel the splinters of the wood pressing into her wings, she stared up at the unseeing eyes of the now greatly satisfied zombie; shuddering, she shut her eyes tight so that it would be over quickly…

...and heard a quick shot, from some sort of firearms. Daring to open her eyes a little bit, if only to make sure she wasn’t dead, if anything else, Fluttershy smiled in relief as she saw Grey Shadow the changeling nodding at her before resuming his position. The bullet had wedged its way into the zombie’s undead skin, and though she was a doctor and was used to seeing wounds, Fluttershy couldn’t help feeling sickened as she passed it by.

There was no time for even a quick thank you before the next explosion, though this one was different.

“I know that’s kind of silly. If anypony knew, they would tease me for it. So I’ve never told anypony, especially not Rainbow Dash, but…I have a crush. I’ve had a crush for years now.”

Suddenly there was a boom and a whack; something long and scaly – it looked somewhat like a tail but Fluttershy wasn’t quite sure she had seen it correctly – smashed into the side of the ship, rocking them  sideways. Not being able to help it, she screamed and leapt backwards.

“IT’S SCORN THE UNDEAD CHANGELING!” somepony bellowed from farther down the line.

Willow rolled her eyes. “No, he’s just cursed.”

Fluttershy, still trying to catch her breath, pressed against the wall with eyes wide, when she heard,“Doctor?” The voice came from behind her, strangely concerned. Tilting her head sideways Fluttershy was able to see Nurse Zeta, the half-pony, half-zebra with the long brown mane and the strange eyes, one covered with an eyepatch; he looked troubled. “Are you alright?”

Fluttershy forced herself to swallow; in a normal case, pegasi would have ruffled their wings a little in distaste but she knew not to; it would hurt her right wing, after all, and with the sharp pains that shot through it regularly already, reminders of that accident she had had early on, when she was just a little filly.

“Rainbow Dash told me that the Nocturnal Thunder is the biggest, most amazing ship ever. She sounded so in awe, so excited…even though I knew I was required to come, being an Element of Harmony and all, like Shining Armor said, it was really her who made my final decision. I don’t think I ever would have been half as willing as I was without her.”

Another scream, this time not from her. Somepony else. Fluttershy flattened her ears against her head, trying to block it all out; she drew back and ducked as a block of some sort of debris came hurtling at her scalp. A surprised yelp from Willow next to her; the mare turned.

“Fluttershy! Get down!”

Somepony slammed into her – most likely Zeta; she hit the deck hard, feeling the wood against her skin and the rapid beating of her own heart, quick and fast against her chest. Slowly she squeezed her eyes shut, trying to block it all out, but it was no use.

Willow let out an excited cheer next to her; one of the gunners must have landed a hit, and Fluttershy wished it would all be over.

“I remember my first time on this ship. I was so scared. It was big, loud, and so, so, stressful. I knew that I held, could hold, and would hold the lives of ponies in my own hooves, and it made me want to cry. But I eventually became adjusted to it – as adjusted as I could get.”

The harsh thrashing of an undead black tail, the glimmer of soulless eyes, belonging to something even Fluttershy could not fathom in her moment of fear, the flashing of shimmering claws coming closer to the ship, a panicked yell from the changeling, Grey Shadow, before there was another explosion, the biggest one yet.

A slight rumble shook the ground, and then the sound of something collapsing inwardly, like it had been punched with a great amount of force.

Fluttershy was thrown backwards, her medical supplies coming with her this time, tumbling against her in a series of repeating thunks; she turned away, instinctively opening her left wing to shield her like an umbrella. Another boom.

Suddenly it was like she had gone deaf – Fluttershy couldn’t hear a thing. Squinting, she tried to see, but the smoke and dust riled up by the explosion made it difficult. Slowly she called out; slowly and carefully. “Zeta?”

It took a few seconds for the ringing in her ears to finally tucker out, and that was when she heard the sound of coughing; quickly she tilted her ears in the direction of the noise and the mare herself followed, picking her way delicately through the rubble she was now beginning to see, just barely. “Willow?” she called, a bit louder now.

The coughing stopped, and a voice called out, weakly. “Fluttershy?”

It was Willow, eyes narrowed, shining through the gloom. She was standing at her short height, at the size of a filly but with the mind of a mare, wings fully erect and gaze upset. “Let me go out there.”

Fluttershy frowned. It’s for the better. Sighing, she tipped her head in the direction of the momentarily stunned gunners. Willow’s eyes lit up as a painstakingly loud roar of success rose from the dragon; she zipped over and assumed her position at her cannon, verbally encouraging the others to do the same. They rose as one and moved as one, and for a moment, Fluttershy was envious of their obvious grace.

“I thought that things would go semi-normally. We would go and find the princess – a mission I think is impossible, but I’d never admit it – but already things are riled up. There’s a changeling pirate on the loose. Scorn. And he could attack at any moment, with his giant undead dragon and his army! It scares me just thinking about it!

“But I guess I have to be prepared for anything if I’m going to be a doctor on a ship sailing into war.”

A direct hit. That was what Fluttershy heard Grey Shadow screeching to one of the others. They had made a direct hit. The dragon had to run soon.

Zeta, still looking a little wobbly, got to his hooves and grinned at her, eyes full of relief. She looked back, eyes still nervous, but a tiny smile was there all the same.

“This is hard work,” he remarked.

She nodded, chest still heaving. Willow let out a yell of triumph as the undead dragon erupted with another painful-sounding roar. “The scariest thing I’ve ever had to face.”

“But, you’re an Element! Didn’t all of you have to fight through a whole army of naga to get them?” The remark was more like a question; Zeta seemed genuinely surprised by this answer.

Fluttershy shook her head from side to side. “No, it was nothing like that. I’ll have to tell you the real story somethime. Not the version that is floating around in the rumors.”

“Ah. Okay then,” The hybrid nodded, but Fluttershy knew he didn’t truly believe it. That was alright; she didn’t expect him to. The truth was actually more extreme than the rumors. An army of nagas, that was something ponies could believe. What had actually happened, on the other hoof... It had all happened so fast. Now she was the Element of Kindness, going on an epic quest, and her life seemed to have spiraled from when she was just a small town doctor, making her way with Rainbow Dash at her side.

“I guess,” Fluttershy murmured, almost to herself, “we’ll have to be prepared for anything.”

“It’s going!” came the voice of Willow, louder than any other sound on the chaotic airship. “It’s retreating! It’s heading over there!” She pointed wildly at a farther away point in the sky. “I think we’ve driven it off!”

A cheer came up from all around, massive and full of excitement and joy.

Fluttershy didn’t quite process what was said next; relief washed over her like a tidal wave. The big, scary dragon was gone, and sure, the hull was damaged horribly, and sure, a lot of ponies probably had injuries waiting to be tended. Most of them were too stubborn to admit they had been wounded, even to a doctor; Willow had been one such pony but luckily Zeta had spotted her limping and had dragged her over ASAP.

All she knew was that her part in the wreck was over.

“We all have to be prepared,” Zeta agreed with her, relief clear in his eyes too.

Prepared for anything. I just hope Twilight and the princess know what they’re doing…because I sure don’t. But I’m sure it’ll be fine.

Fluttershy took in and released a deep breath.

Just fine.

…for now.

“This is going to be a wild ride, but I guess I’m required to come along for it. I’m nervous already…I’d better go to bed before the nightmares start! I can’t afford to have more of those…I think I’m enough of a scaredy cat. Pony? Pegasus? Mare? It...it doesn’t matter. Goodnight!

“Signing off,

Doctor Fluttershy”.

Festering Nightmare Part V

The Sound of Thunder- Tempest

Festering Nightmare

Part V

-=-=-=-

0338 NCST

Twilight Sparkle

Twilight stuck her head around the corner slowly. Gazing left and then right, she sighed in relief. With the staircase from the gun deck behind her now, she turned her focus to yet another corridor before her. If what she remembered from her brief viewing of the ship’s design documents was correct, then the maintenance shaft that led up to the top deck would be at the end of one of the hallways that branched off from this one.

She stepped cautiously out into the open. The wood creaked as she put her weight onto it, and she froze in place.

Taking a moment, she let let loose a breath that she hadn’t even realized that she’d been holding.

The hallway seemed clear after a cursory inspection. But Twilight still made her way down it as silently as she could. It certainly wouldn’t do to be ambushed yet again…

Step. Step. Step. Step…

The hallway went by with terrifying slowness. Every moment seemed to promise an attack, and every creaking of the floor sounded like an army vowing her death and failure.

She shook her head, and her mane flew in all directions. “You’re being silly Twilight,” she whispered to herself almost inaudibly. “Nothing will happe—”

Just then, a loud hissing noise came from within the room directly in front and to the right of Twilight.

She gasped, throwing herself up against the wall that separated her from the source of the noise. A second later, it stopped, only to be replaced by a snakelike voice speaking a barely intelligible tongue.

“Thissss isss not what the massster promisssed. He sssaid FRESSSH meat. Thessse poniesss are NOT. They barely even put up an excussse for a fight…”

“Ssstop whining!” A second voice ordered. “You ssshall have your ssshare after the battle isss over!”

Twilight closed her eyes in concentration as she grasped for the ley-lines that existed all around her. Tapping into their energy, she formed a complex rune and smiled. When she opened her eyes, she could see right through the wall.

The whole world seemed… distorted. Everything was blue and shadowy. Twilight focused on her training and the spell and ignored her perceptions. Her targets were visible now.

Two naga. One of the two seemed mostly whole, but the other had barely any flesh on its bones. Both held powerful looking spears in their webbed hands.

Now, she had the element of surprise here. If she could jump around the corner and take them unawares—

“Twilight! Are you there?” A familiar voice spoke from within her saddlebag. Shining!

“What wasss that?”

“PONIESSS!”

Twilight cursed her luck as the two looked up from the corpses that had held their focus within the room and rushed toward the door.

She released her spell and readied her blade as they closed on her. With a mighty bound, she threw herself back away from the wall to give herself some more room to maneuver.

The naga bust from the room like the fires of Tartarus incarnate. They screamed their fury and hunger as the leapt at Twilight.

Twilight gave a feral yell of her own as she lowered her sword and teleported.

The naga stumbled through the air that had just been occupied by the unicorn. Twilight smiled grimly as she lowered her horn at the rotting ghoul. A flash of brilliant red light arched from her horn, connecting with its torso.

The beast screamed in agony as it evaporated into thin air. All that remained was his spear and a jeweled necklace that had been around his neck.

The remaining naga glared at Twilight. “Ssso… a magic user.” It reached a webbed finger up to an identical necklace around its own neck. “I have fought your kind before… long ago…”

He sprang at Twilight. She yelped, falling backward at the sheer force of his body as he landed atop her. She tried to reach out to grab a hold of the ley-lines, but they were cut off from her. The mighty monster pulled a knife from his belt. With the force of four hands, he pushed the tip of the blade closer and closer to Twilight’s neck.

Her eyes met the rotting yellow eyes of the snake. For an instant, she remembered the expression on the hobb’s face. His fear. The realization that he was about to die. The helplessness.

Is that how I look?

Twilight pushed against him with all the might that she could manage with her hooves. But it was too much. The tip edged forward, now mere millimeters from the mare’s throat.

Twilight shut her eyes, and prepared herself. And in that moment, the hobb reappeared, grinning at her.

She had earned this.

But then, something entirely unexpected happened. The naga dropped the knife. It fell onto Twilight’s body, and where she had expected the sting of death’s warm embrace, she felt only the sting of cold steel on her coat.

She opened her eyes to see the mortified expression of her enemy. His face was frozen in the gasp that had been his final breath. From his chest protruded a spearpoint.

Twilight gasped, her whole body shaking. Still alive…

She threw the body off of herself as quickly as she could. She turned her gaze to see who had saved her life. As she looked up, hey eyes locked with the purple eyes of—

A filly.

The grey coated filly looked at her with fear completely evident by the uncontrollable shaking of her body. “Are-are you okay, miss?”

Twilight stood to her hooves unsteadily. “Y-yes, I am. Thanks to you…”

The filly’s hooves were covered in blood. She looked down at them through her blue-rimmed glasses, tears in the corners of her eyes. “I’ve been alone since the attack. They killed my foalsitter…” She began to cry. “And now I killed them!”

Twilight pulled the little one close to her. “Hey. It’s okay… You aren’t alone any more…”

The filly clung to her as if she were the only refuge amidst a raging sea of death. And maybe Twilight was.

Twilight pulled her away slowly and looked right at her. “What’s your name?” she asked gently.

“Silver Spoon,” the other sniffled.

“Well Silver, you were very brave, and you saved my life. Where are your parents?” Twilight wiped the tears from Silver’s face.

“My mommy is in New Canterlot. My daddy works in the mess hall. I don’t know where he is…”

Twilight looked down at the nagas who had been killed.

Ten…

She looked back at the filly, then at the hallway before her. The captain needed her… But so did Silver…

She made up her mind. “Well, Silver,” she said, “we’re going to head down a few decks and take you to somepony who can protect you, okay? I have to head up to help the captain, but my friend Rosy will take good care of you.”

Silver nodded slowly. “Okay, miss… Um, what’s your name?”

Twilight smiled. “My name is Twilight.”

“Okay, Twilight. I’ll go with you to this Miss Rosy.”

Twilight nodded, but before turning to head back the way from which she had come, she moved over to the corpse of the naga and the ash pile of what remained of the other. She reached down and put both necklaces into her saddlebags.

As she touched the active one of the two necklaces, she felt the touch of the ley-lines once more. At that moment, the communication stone in her saddlebag sounded out again.

“—you hear me? Answer me, dammit!” Shining’s voice, thick with fear, filled the room.

Twilight levitated it from her saddlebag and gave it a quick tap with her hoof. “I’m here Shining!”

“Oh, thank the Creator. I thought I’d lost you…” Shining said, relief evident.

“You almost did. But I thought that you were out for an hour? Healing backlash and all that?”

“Twilight, you know me. Lots of stamina. Nothing as small as a minor case of backlash will keep me out of the action long.” In her mind, Twilight could just see her brother puffing out his chest as he said that.

She chuckled. “Well, that’s good to hear. But I don’t have much time, Shiny. What do you need?”

“Right, right. Well, I was just contacted by Helmspony Joker. The deck is swarming with ghouls, and they need my help. Sailing Master Cutlass is with me, and we’re heading for the deck.”

“Oh, Cutlass is okay?”

“Aye, those pathetic excuses for fighters dinae even get a scratch on me!” The cheerful voice came through the stone. “Well, just a scratch, but ‘tis nothin’ that I cannae handle! This is the Cutlass we’re talking about, after a—”

Shining cut him off. “Yeah, he’s fine. Whined about his cut like a foal, but he’s okay.” Cutlass’ indignant reply was cut off once more by Shining. “Anyways, we’re headed to help with the deck. We won’t be able to get to the Princess. They need us more on the deck. You’ll have to get to her yourself.”

Twilight swallowed. “Okay. I can do that. Just be careful, okay?”

“Will do! And after this is all done, I’m buying!” Shining spoke cheerfully, but Twilight could hear the hard edge beneath his words.

“I’ll hold you to that.”

“Okay. And Twilight?” Shining asked.

“Yes?”

“No matter what happens, I love you. Remember that, won’t you?”

Twilight smiled, tears threatening to form once more. “I always do and always will.”

“Good. I’ll see you on the other side.” And with that, the com stone cut out.

“So, we’re headed to Miss Rosy now?” Silver aked.

Twilight put the stone away and turned to the filly before replying. “Yeah, we are. Now, you just follow me and be as quiet as possible!”

The two ponies headed back to the staircase, moving nearly silently. The only sound came from the creaking of the floorboards and their breathing. Twilight scanned left and right, taking no chances at all. Not with a filly’s life at stake. Once more, the hallway appeared clear, but something still didn’t feel right.

They came upon the staircase without a hitch. This time.

“Alright Silver. Once we get down, we’re going arrive at an intersection. We’re going left. If we get attacked, you go that way, and just keep running!” Twilight pulled her blade out once more.

“O-okay, Miss Twilight. But please, I don’t want to be alone again…” Silver pressed up against Twilight before the two made their way down.

“Don’t worry. We’ll be fine. Just wait! You’ll see!” They descended quickly and quietly. Once they reached the bottom, Twilight glanced back over her shoulder and breathed a sigh of relief. “Okay, now we just have a little way to go. See, I told you that we’d be—”

WHAM! Something heavy thudded into the back of Twilight’s skull, knocking her to the floor. Silver Spoon screamed, and for a moment Twilight couldn’t see a thing.

Reaching out to the ley-lines again, Twilight recast her seeing spell. The darkness that had surrounded her dissipated slightly, replaced with a grey and blue fog.

Four minotaurs. Three naga. Two goblins. One gryphon. Four ponies.

Twilight released her hold of the ley-line and instantly reached for the much greater source of power. The node. As she tapped into the unlimited reservoir, she leapt to her hooves.

Her sword swung up in an arc, cutting an earth pony ghoul open, and a magical overglow surrounded her horn. Although she still had her eyes closed, relying instead on her magic, she knew that her enemies would be seeing a brilliant white light where her eyes were.

Well, not for long.

Stabbing her blade into the first minotaur, she formed her magic into yet another rune. Her enemies saw a sudden flash of light, and then saw nothing else.

Finishing her blinding spell, Twilight spun on her back hooves like an acrobat. Her blade slashed through the neck of one of the pegasi. On the backswing, she slit the stomach of another minotaur.

The three naga ran off toward the gun deck, but Twilight ignored them. The coldness took her once again, and the chaos of battle descended into a world of cool logic.

While her sword impaled a unicorn ghoul, she lifted the blade from the first fallen minotaur and used it to decapitate the another minotaur. The final pony ghoul, a unicorn, seemed to have managed to cast a counter spell. Twilight felt a drain on the ley-lines as her rune lifted up off the enemies and a ward was placed over them as well.

Twilight put the spellcaster down like the scum he was, and turned to face her final three adversaries.

The last two minotaurs charged Twilight simultaneously. The unicorn mare didn’t even look up as she teleported herself to directly behind them. Slashing downward, she slit the first right across the spine. Fluid splashed the mare in the face, but she didn’t even feel it.

The second had realized what was coming, and spun around backwards with a kick. Twilight flew through the air and landed in a corner. But that did nothing to her levitating blade.

The sword plunged directly into his face and just kept going, ripping a gaping hole in the back of his skull. Twilight stood up in the corner. Turning to the last ghoul, the gryphon, she drew the magic of the node into herself.

Eyes aglow with the blazing fires of pure unadulterated magic, Twilight lifted her final foe into the air. Using a basic telekinesis spell with the strength multiplied a thousandfold, she grasped him by the wings, the neck, and all four legs.

And then she simply pulled.

The hallway erupted in a shower of blood. Twilight’s sword returned to her side as she turned to face the corridor that led to the gun deck. The same corridor that the three naga had run down. The same corridor that she’d told Silver Spoon to run down if they were separated…

Emotion flooded back into the mare as she froze in horror. “SILVER!”

Her heart dropped into her stomach as she sprinted off after the beasts. “No, no, no, no, no, n—”

“AAAAAHHHH!”

The scream that pierced the air froze the blood in Twilight’s veins. She rounded a final corner only to see the naga all hunched over the body of…

Twilight looked away as she teleported to the other side of the monsters. With a blood curdling scream she lifted all three of them into the air. Blood fell from their fangs back down onto the filly on the floor…

Twilight once more grasped the node. Surrounding the airborne monsters with a glowing shield of protective energy, the enraged mare opened herself up as a conduit of pure magic.

Channeling raw nodic energy directly into the shield was no mean feat. A wave of nausea overcame Twilight as the shield bubble filled with a brilliant blue light. A second later, Twilight released her shield.

Nothing remained of the three ghouls save a cloud of dust that blew over the corridor. The dust covered the mauled body of the filly below it and permeated the air that Twilight inhaled. The evidence of her failure filled her lungs.

Twilight coughed as she ran over to Silver.

“No, no! You can’t die! You saved me…” Twilight sobbed as she lifted the small head into her lap after she fell to the ground next to Silver.

The filly’s back left leg had been nearly ripped off. Several bones were broken, and strips of flesh had been torn off her flank. Her cutie mark had been rendered unintelligible. The filly’s face bore the proof of several taloned webbed hands. Her left eye was gone.

Her glasses lay smashed on the floor.

“No…” Twilight said weakly. She moved to action.

“Okay Twilight, think. Heartbeat?” The mare checked. “Oh, thank the Goddess. Alright, need to bandage…”

Twilight pulled her first aid kits out. Quickly setting and splinting the back leg, Twilight bandaged up what little she could.

“Must do more…” Twilight fumbled with her saddlebag for a moment before she pulled out a small vial of glowing red liquid.

“Yes!”

Twilight poured the potion down her patient’s throat. Instantly, the bleeding slowed, and some of the smaller cuts closed right before her eyes.

But it wasn’t enough. Even as her physical wounds faded, the magic took a toll on what was inside the filly. The strain of the fast healing was too much. The poor filly’s breathing faded… and then disappeared.

“NO!” Twilight screamed out. In desperation, she grasped hold of the node for a final time. The air around her began to glow with a vibrant purple light. She felt her own energy leave her as she drew the rune for healing over the filly.

WHAM! Twilight flew backward through the air as her spell’s backlash hit her with a force that no minotaur’s club could ever match.

Twilight lay immobile for a moment. The whole world spun…

Blinking quickly, the mare climbed to her hooves and walked to the filly.

She was breathing again.

Twilight fell to the ground once more, too weak physically to pick herself up, and too weak emotionally to stop her uncontrollable sobbing.

She’ll survive…

Twilight forced herself upright. The world spun, even though the mare made no movement.

Placing one hoof in front of the other, she inched over to Silver. Casting a telekinesis spell, she lifted the filly onto her own back.

She gritted her teeth and forced herself to walk down the corridor back to the gun deck.

Twenty-four…

The sound of cannons firing off filled Twilight’s ears as she stumbled through the last door to the gunners. Her legs gave out at the last moment, and she nearly dropped Silver to the floor.

“Hey! Catch her!” a masculine voice shouted.

She felt, rather than saw, one of the gunners move to catch her before she fell.

Then, she lay on the ground, eyes closed, mind blissfully silent.

“Hey! Wake up! You can’t fall asleep! You may have a concussion,” the same voice said to her.

Twilight forced her eyes open to look directly at the face of a half-zebra in the uniform of the medics corp.

“Silver… Help her…” Twilight coughed, the dust, the remains of the naga, still in her throat and lungs.

“The filly?” The zebra moved over to her. “She’s going to be fine. She’s stable. Whatever happened to her, it won’t kill her. You must have saved her life. What did you do?”

Twilight tried to sit up but failed. Coughing once more, she replied. “Set the leg. Bandaged. Gave her a health potion. But then she stopped breathing, so I cast a healing spell…”

The zebra let out a low whistle. “Lady, you’re lucky that you BOTH didn’t die. A spell that powerful could have killed her if you hadn’t done it perfectly, and YOU if you HAD been perfect. You’re either damn lucky, or blessed by the Goddess herself!”

“Guess I am…” She grinned crookedly.

“Well, she’ll be fine. You need stimulants.” He pulled a vial from his own bag. The liquid housed within glowed blue. “Here. Drink.”

He lowered it down to Twilight and turned it over. As the liquid ran down her throat, the whole world seemed to brighten. Her energy returned like a new breath of life, and she sprang to her hooves.

“Woah! You can’t go anywhere! That stimulant will only last an hour! After that, you’ll collapse, and the backlash will hit again! You need to stay here where I can—”

Twilight cut him off. “Doc, I can’t. I have to go now. The Princess needs me.”

The zebra shook his head. “You are in no condition to go anywhere. You could die, don’t you see?”

Twilight nodded. “I do. But some things are more important. Besides, you said it yourself. I’m either ‘damn lucky, or blessed by the Tree herself.’” She turned and began walking away.

The zebra sputtered. “Fine! Kill yourself! I have other patients to tend to!”

Twilight turned back for a moment. “Watch over Silver, won’t you?” Her gaze softened as she saw the medic move over to the filly and cover her with a blanket.

The zebra met her eyes and nodded.

“Good.”

And with that, Twilight sprinted down the hallway, all pretenses of stealth gone.

She ran to the foot of the stairs, ignoring the patch of floor covered in gryphon blood and stepping over all the corpses. She bounded up the stairs and dashed past the room that had slowed her down for so long.

Her focus narrowed. The captain. All that matters.

She ignored the images that threatened to overtake her again. The eyeless hobb was joined by the grinning naga and the gryphon she had so brutally quartered. But one image would not be ignored.

Silver Spoon’s lifeless body lying in a hallway. All because of her. Because of her stupidity. She’d lost it, forgotten all about the helpless filly who had been counting on her.

The rooms zoomed past Twilight as her mane blew in the breeze, but the wind did nothing to dry her tears.

Finally, she reached the end of the corridor, facing her goal. The maintenance shaft.

Climbing in, Twilight looked up. It was so far to the top...

Twilight sighed disgustedly. Wrapping herself in magical energy, she levitated herself upward at an incredible velocity. Shooting up floor after floor, she reached the final access point that led to the main deck of the ship.

She tossed the grating open magically as she pulled herself out of the accessway and placed her hooves onto the deck.

The scene that greeted her made everything that she had seen earlier look pathetically tame by comparison. Bodies littered the deck. Ponies fought for their lives on all sides. And the screams of death were louder than the sound of thunder.

But as her hooves hit the deck, none of that mattered. All that mattered was the Princess…

A winged beast leapt at her, wingblades bared. Twilight raised her own sword, but stopped once the being spoke.

“Twilight?”

As she walked into the light, Twilight could recognize her ‘foe.’

“Rainbow Dash,” Twilight intoned. The shock of all this combat, and the death, and even being ready to kill her own friend, and none of it even affected her tone of voice. What AM I?

Rainbow Dash looked away for a moment before screaming to Twilight, “What’re you doing up here, Twi? We’re under attack!”

All hail the Princess of the Obvious… “I noticed,” Twilight said, looking down at the deck.

“It’s pirates. Zombie pirates with a pet dragon.” The rainbow maned mare shifted her wight to her other hoof before continuing. “Oh! It’s Scorn! That undead changeling!”

Twilight sighed. “He’s not undead, Rainbow, he’s cursed. Zombies are incapable of rational thought, while a cursed being is—”

Rainbow interrupted her. “Eugh, whatever!” She then turned and shot a few flying ghouls out of the sky. “You still haven’t told me what you’re doing up here.”

Twilight opened her mouth to reply, but the sudden arrival of three ghouls cut her short. Rainbow moved to intercept two of them and Twilight handled the third. Rainbow’s rifles tore twin holes in her target’s heads, and Twilight tossed her target overboard. She also magically moved his own sword to cut his throat on the way down. No reason to leave anything to chance.

Twenty-five… her thoughts whispered.

“I’m headed for the bridge,” Twilight spoke quietly. She stared forward at the other side of the deck where the entrance to the bridge was located. “The princess needs me...”

Are you okay, Twi? It’s a bit dangerous up here, and I’ve got my hooves full as it is without foalsitting you!” Rainbow exclaimed.

Twilight turned her head to her friend. She almost exploded then and there, screaming at this, this… fool who seemed to think that she needed protection from the whole world. But she kept her cool, and her expression didn’t even change. “Oh, don’t worry about ‘foalsitting’ me. I’m going alone. I can’t lose anyone else…” The vision of Silver laying as if dead appeared to her once more…

Then, Twilight took off into the fray, giving no mind to the risk she was taking. She wrapped herself in protective energy and ran.

The fighting was terrible. All around her, ponies fell. The screams of the undead and the dying saturated the air. Her aura held out though, at least for a while.

About halfway through the crowd, a unicorn ghoul sent a wave of magical energy at her, disabling her shields. He attempted to follow with a bullet to her head, but somepony else was faster. As the ghoul fell without a head, Twilight turned around to see Rainbow Dash nod to her as the barrel of her gun still smoked.

And so Twilight ran without shields. She jumped past naga, leapt over minotaurs, and crashed through goblins.

But she focused so hard on her objective that she didn’t even notice the four kirin, half pony and half dragon, who were pointing their rifles at her until they were too late.

She came to a dead stop in front of them. She didn’t even have a chance to try to form a spell before the leader snarled and moved to pull his trigger.

WHAM! A hurtling projectile of some kind smashed into her foes, covering them in an acidic goop that ate through their flesh like so much butter on a summer’s day.

Twilight froze for a moment before turning to see who had saved her. She looked further up the deck, toward one of the main masts, and saw one of her greatest friends. She waved her thanks to the pink earth pony before sprinting off further along the deck.

Finally, she came to the entrance to the bridge. She felt a smile split her face as she moved to the door. From here, it would only be a few moments until—

The side of Twilight’s head exploded in pain. As she fell toward the deck, she identified the object that had hit her.

Huh. Killed by debris from my own ship. What would Shining think?

And then the darkness took her.

-=-=-

0342 NCST

Captain Pinkamina ‘Pie’Pan’ Rutabaga Nostalgia Flamedance Diane Pie

Cap’n Piepan cursed her luck, slinging her sword round to slice another rotting pegasus’s head off. “Ah course that lowtide patch o’ fungus would attack when Aye be off me ship...” With a single glance around, she took stock of the situation: Regals and the undead deadlocked while the bones of a black dragon slowly circled its wounded prey, waiting for the infection to weaken the claws and jaws so it could descend once more. She spotted Twilight Sparkle being menaced by a quartet of rotting kirin gunslingers; a tin disc was sent flying at them with a flick of her hoof, nodding as the contents--far more corrosive than any cream filling--smashed into their leader’s face and splattered onto the other undead dragonborn. Her friend took a moment to process what had happened before waving at her thankfully and rushing off.

Belatedly, the pink pony realized that she had run out of pie pans.

“Buck this,” she grumbled, puffing a strand of straight fuchsia mane out of her eyes. “Oy!  Hotflank! Aye’m going to the crow’s nest, keep yer flitters out o’ me way!”

“What?!” Shining Armor turned to her as he offhandedly cut a zombie to ribbons with his sword. “Why would you need to spot at a time like this!?”

“Better fer jumping. Five o’clock,” Piepan added casually, waving a hoof in his direction.

The unicorn whirled, blocking the axe of a snarling diamond dog. “Whatever! Just stay out of trouble!”

Swinging up onto the rope ladder, the earth pony gave him a raised eyebrow. “Laddie, ye don’t know me very well, do ye?” She giggled, clambering up as quickly as she could. One could wonder why the Laughing Menace was on this ship at all...

***

“LISTEN UP YA SCURVY BILGE RATS!”

The crowded metal galley went almost silent, a collection of strange and motley individuals. True, half the crew were ponies, though they varied in the level of scarring and personal hygiene they had. Yet here and there there were changelings, diamond dogs, goats, cows, seaponies, griffons, kirin, the odd moving skeleton...

There was one thing they all had in common, though. They were all, at the moment, giving their attention to the pink longcoat-wearing maniac swaggering through the crowd with a toothless crocodile perched on her tricorn.

“Now Aye’ve been hearen’ some grumbles ‘bout our current course. Why we be servin’ with regals, aye?” The pony twirled around suddenly, the motion briefly revealing the cheshire cat on her flank. “Maybe ya think ol’ cap’n Piepan’s lost her last marbles. Maybe ya think Aye’ve gone softar than a squiddie! Well Aye’m here ta tell ya the only soft thing this captain has is her love padding, ya got that?! And none of ya arrrrr going ta see that lest Aye want ya ta see it!”

She pressed a hoof against the cat-shaped necklace she wore. “This thing here, now. This is valuable and powerful. Lots of ya be thinking maybe, it’s this new fancy jewelry that’s getting to me mind with some cockymamy magic. Yer thinking Aye’m mad ta keep it on me person. Well, laddies, Aye AM mad! Madder than a halfdrunk threelegged rabbit inna carrot factory! This thing ain’t taking me mind anymore then it’s been taken already, so lest ye had some complaints with how Aye be running this crate afor, ye better keep yer yaps shut!”

“Selling out to regals puts a damper on profits,” mumbled one of the watching griffons.

In a blink of an eye, the pink pony had leapt across the room and slammed him up against a wall. “LISTEN HERE, LADDIE! We naught be serrrrving under no regals. We be shipping with them, and they know better then ta try chaining us with legalities! The princess has promised us a large share of’n the royal coffers, a share that be impossible to take any ‘ther way. Naught be needed from us fer it, save me presence and that we what help find her bonnie lass.”

***

Cap’n Piepan shook her head, pulling herself into the crow’s nest. “Best not be having flashbacks during battle. Could be a mite dangerous.” She looked down from her perch, aware of how exposed she was up here; the masts of the Nocturnal Thunder were a remnant of the days when the vessel sailed atop the sea, not over it. Still, none of the undead crew members were looking up, busy as they were trying to sabotage every cannon and engine below deck.

The Laughing Menace smiled to herself.

Reaching into a pocket, she pulled out a faintly glowing blue stone. “Kicker! Trix! Get ye lounging flanks up, load the dorsal harpoons, get tha boarders ready, an have Vinvin prepare fer flight!”

“Aye captain!” Ah, so it was Cloudkicker’s turn. “When should we ascend?”

“Wait fer me mark, lassie, an keep track o’ the stone! Scorn not be seeing us yet, he be too focused on the regals.”

“Wait. Scorn? The undead changeling?”

“Technically, he just be cursed.”

“Captain, what’s going on up there--?”

Piepan chuckled. “Not but a li’l reunion party, me lass. Aye just intend ta be making it a bit o’ a surprise party.” Stuffing the stone back into her coat, she took a moment to adjust her hat before rifling through her pockets again. “No, no, yes, no, no, yes, yes, no, no...”

After forty five seconds, she smiled, taking a step back. “Hello again, old friend. Ready fer another adventure?”

The candy gyrocopter she had just assembled said nothing.

“Aye... thought ye might say something like that.” The Laughing Menace swung into the seat, pedalling hard as she peered into the dark. Her eyes focused on the dim fiery glows of red that led a massive shadow over the waves, and she took took to the skies with a chopping of air impossible to hear over the sounds of battle.

After all, though she considered Regals to be the most dourfaced souls west of Midway, she would have considered it a damnable tragedy if the princess’s quest was cut short by Scorn and his undead slaves.

***

Piepan dropped the griffon, swinging round. “That’s right, me buckos! The regal high-ups think that this should be secret fer now, but Aye know what tha princess be searchin’ fer. None otha then her dear sister, and why not? Aye know Aye’d have ye scour the seas if’n me own grey lassie were lost, and not only cause she’s the only pone that keeps our engie in check!”

A white unicorn slung a foreleg round the neck of a blushing grey mare. “And I’d be right behind ya! Anypone that messes with my Octy’s going to find a mean beat on their heels!” She pulled her purple goggles up to her crazy blue mane, grabbing a giant wrenchscrew from the back of her jumpsuit. “THE BEATING OF THEIR SKULLS!”

“Vinyl, darling...” The grey pony glanced around at the chuckles and saucy grins of the crowd, suddenly feeling her dress might be a bit too tight. “I do love you, really, but must you be so bloodthirsty?”

“...We’re pirates, hon.”

“...ah, yes. That. Carry on then.”

“Yar harharhar!” The pink pony’s laughter echoed throughout the chamber. “Aye, family be one o’ the most driving motives in this world, ye know. And, let’s face it laddies. That pony up top the regals has enough power ta change tha skies! Not somebody ta be tangling with, even fer madponies like me.” She winked conspiratorially. “But, if’n say somepone were ta help her find that which be closest to her heart, well, that somepone might find tha regals turning a blind eye ta certain... incongruities, shall we say.”

The smile faded from her face. “Thar arrrrrrrre going ta be some diffrences, o’ course. We’ll be surfacing the ship more often than norm, and ye best get ready ta have some regals slounching through tha halls.  If they wanna look where we keep tha things tha law says we can’t have, or if they get too pushy, tell’m that Cap’n Piepan’s worked things over with tha big white quartermaster o’ theirs. They’ve got some rank on them, so they ain’t going ta do anything without his permission. Keep yer arms open and yer knifes sheathed, got it? Flipside, ya best be ready ta spend some time on that big flying bundle o’ guns they call a ship!” She snorted. “Aye don’t think any of ye be wanting to tangle with that beastie. We could take her, aye, but laddies... it ain’t worth it. Best ta keep the shark killers on arrrr side.”

She narrowed her eyes. “Any more questions?”

There was a general murmur to a negative effect.

“Aye then. GET BACK TO YER STATIONS YA FILTHY SEADOGS!” She pointed at two diamond dogs. “That goes double fer ye, Sparkles, and triple fer ye, Star! Vinvin, ye can twist tongues with me sis later but right now Aye need ye and yer machine crew ta look over tha hull and propellers. This tub might need ta fly at a moment’s notice, and Aye ain’t going ta let some rusty bolt drown me ship.”

The engineer pouted. “Just five more minutes?”

“Vinyl, dear--”

“Aye’ll give ye ten, and lock thar door.”

“PINKIE!”

“You heard the captain!” Vinyl quipped, dragging her away.

***

Piepan’s brief giggle at the memory cost her dearly; the undead dragon whipped its eyes up, and she only just managed to jump off her gyrocopter before it was immolated in the dark fire of the monster’s breath. The Laughing Menace cackled as she landed on the dragon’s surprised face, gripping tightly with her hooves while it swung its head wildly to shake her off. “Not afor, and not now beastie!” She grabbed her sword, jamming it briefly into the fetid scales below her--

--the dragon threw back its head in a roar of pain--

--her hooves let go--

--she was sliding down a long black road, slipping between the massive spines with split second twists of her hips--

--and then the captain of the ship whirled about, his blade meeting hers as she skidded to a stop right on deck.

The hollow pits of the ashen changeling’s eyes burned with disgust. “Pinkimena Diane Pie.”

The Laughing Menace nodded politely. “Good ta see ye again, Scorn. Aye see ye’ve been recruiting some more sailors.”

“I didn’t really have a choice, did I? After you stole a good quarter of my crew!”

Piepan snorted. “It not be stealing if’n tha treasure walk after ye, and Aye’m certain ye had fun, even if yer head were addled by the rum.”

Scorn broke from their locked blades. “No matter. However much I despise you, the fact remains the princess is near. I have far bigger fish to fry.”

“Ye don’t wannae be doing that, mate. Me, Aye’m a codfish. But that mare be a sturgeon. If ye be going after her, ye be needing much more frying oil.”

The changeling blinked. Then he snarled. “No! I am NOT being drawn into another one of your overextensive metaphors! My crew can handle you, but I must face her now!” With a buzz of his wings, he was off. “If she is not ripped to shreds when I return, I WILL ENSURE EACH OF YOU SUFFERS FAR WORSE!”

Cap’n Piepan scoffed. “Look, Aye may only have been with ye fer a night but that dinnae mean ye need ta take it out on ye crew!” Somebody was being overly touchy about the whole thing, and a horrible captain to boot. That wasn’t at all like how she ran her own ship...

***

“Navigator Deadeye! Them Regals gave me this.” She tossed a rock at a unicorn, who fumbled with his magic awkwardly. “Tis a variant communication stone, keeps track o’ the Nocturnal Thunder. Ye best be incorpating that thing in yer charts from now on, lest Aye say otherwise. GET TO IT!”

“Um, yes ma’am! Right, um, right away!” The poor stallion stumbled out the door, nearly tripping over a palomino colt on his way.

“Oy! Look where you’re going!” The young pony shook his head, before saluting and giving Pinkie a wide grin. “Cabin Boy Pippington Britishhooves reporting for duty, marm!”

“It be good ta see yer ready ta serve, Newt! Aye want ye ta see ta the locks on arrrrr special storage rooms. Gummy here knows how they all work,” she explained, placing her gator on his vest, “so be sure ye pay good attention to his hints.”

“Yesmarm! You can count on me!” The colt dashed into the metal hallways.

“Cloudkicker! Trixie! Get ye lazy rumps over to me cabin!” Cap’n Piepan gave her commanders a stern look as she left the room. “We’ve got serious matters that need attending.”

The blue unicorn short the lavender pegasus a look.

Cloudkicker smirked, flicked her blonde mane, and saluted. “Aye aye mon capiton!” She rolled her eyes at Trixie. “After you.”

“Thank you.” With a quiet adjustment of her big, feathery hat, the Great and Powerful Trixie trotted quickly down the hall and did her best to ignore Cloudkicker’s eyes on her flank.

It wasn’t long before the three of them were lounging in a bright pink room, maps taped to the wall alongside weather patterns, calendars, profit charts, and sketches of widely varying quality. The captain took a moment to regard one of these with a small smile, a portrait of two stick figures dressed up as pirates standing on a grey block with five odd shapes on each side. The signature read simply “4 best captan” in black crayon.

“Newt really captured your good side,” Cloudkicker commented, her voice devoid of its usual salaciousness.

“Aye. He’s a good lad... deserves better than a swabbie’s life, that’s fer certain.” Piepan sighed. “Mayhap after this lil’ sojourn we can set him up. Now then.”

Taking up a lounging position on her big, comfy couch, the pony gestured toward the various beanbags lined up against the wall. Cloudkicker and Tixie pulled a couple of them up, sinking into the bright fabric.

“Ye probly be wondering how Aye knew of her majesty’s little quest.”

Trixie nodded. “That thought had crossed my mind; it doesn’t seem like something that the government would just let out.”

“Aye. Thing of it is, that piece of hot flank Twilight has fer a brother happens ta be serving as the organizer fer this quest. Aye told him flat out Aye weren’t stepping on a Regal ship without good reason, and... let’s just say Aye loosened his lips a mite.”

“Isn’t he married?” Cloudkicker asked sternly. “Rule nine, you know--”

“Thar be more then one way ta get stallions ta talk!” Pinkie snapped. “That only be tha quickest. Have ye so little faith in me that ye think Aye would take somethang so precious from an innocent?”

The pegasus, mollified, backed down. “Sorry. I keep forgetting you’re... you.”

“Mmm, mayhap ye need a remedial look in yer head then.” The captain rolled her eyes. “Aye wonder if’n Aye’m in me right mind, entrusting this ship to ye two.”

That got Trixie’s attention. “Wait. You’re... what?”

“Part o’ the deal me and Shining worked out be this: Aye’m to stay aboard the Thunder fer four days o’ the week.” She snorted. “Parentally, if ye be a naughty nautical nightmare it be best to watch ye close. So, while Aye’m schmoozing with the regals ye two will be in charge o’ running this beastie. One of ye must be aboard at all times, got that? The other of ye,” she rummaged through the couch cushions, “need ta keep this on ya!”

“....A rubber chicken?”

Pinkie blinked, giving Trixie a confused glance before she looked at the object in her hoof. “Neigh, hold on, this be wrong...” She tossed it over her shoulder and rummaged through the couch again, producing a towel, a pair of big brown shoes, a red and grey amulet with wings and a unicorn head, a very confused Parasprite which she immediately tossed at Trixie who teleported it out to sea, and a coffee mug with the label #1 Lunatic before she finally found what she was looking for. “Ah, me communication stones. Aye will be having one on at all times, and neither of ye shall leave this ship lest the other be in the hooves of ye partner. Don’t lose it!”

Cloudkicker took one of the faintly glowing stones with a solemn nod. “You have my word.”

“Good lass. Now, Aye want ye to keep tha crew in line, quell any rumors of me being seduced by the regals. Aye’m going ta be the one seducing them, savvy? And both of ye listen ta Vinvin, she knows what this tub be needing more than any o’ us.” The captain patted the walls affectionately. “She what be designing the old girl, after all.”

Cloudkicker saluted. “You can count on us, captain! We wouldn’t let her sink if it cost us our lives!”

“Ah... well, we’ll certainly keep her shipshape,” Trixie offered.

“Ye best be doing so, lest Aye be taking ye booty!”

Cloudkicker smiled.

“Neigh, lass, not that booty. Aye speak only of the wealth.”

Cloudkicker’s smile faded away.

“Though if ye be agreeable to it, Aye may have some of that afor Aye must be off.” Piepan gave the pegasus a smirk. “Ye be joining us, Trixie?”

“The Great and Powerful Trixie refuses to partake in any such activity without a minimum of four involved,” the unicorn stated haughtily.

Cloudkicker shrugged. “Your loss.”

“Come on, Kicker, let’s not be wasting what time Aye have left here!” The captain grabbed the pegasus and pulled her on the couch.

“At least wait till I’m out of the room,” Trixie grumbled, rolling her eyes. She left and shut the door, flicking her ears at the sounds from within. “Honestly, does the captain take nothing seriously?”

***

Cap’n Piepan shook her head, taking stock of her situation. Had she been flashbacking in the middle of a fight again? She glanced at her necklace accusingly, wondering if it had any hoof in what had just happened, before deflecting another sword swing and sliding between the legs of a very surprised unicorn zombie. She reached into her pocket as she ran below deck, her hoof finding the communication stone and pulling it out. “Kicker, NOW!” Without bothering to wait for a reply--she trusted her crew--the pink pony began smashing at the cannons all around her, keeping out of range of the undead crew and dodging behind rotted pillars when they pulled out guns.

She managed to avoid being caught for about half a minute before a decrepit talon shot out, grabbing her neck and slamming her against a yellowing rib. The disintegrating griffon holding her grinned as she started to choke, pulling a flintlock from his hip and taking careful aim. “The Laughing Menace, they called you. Who’s laughing now?”

Cap’n Piepan’s ear twitched and she smiled. “Heh.... hahaha. Is it yer birthday?”

“...no.”

“Anniversary?”

“No.”

“Payday?”

The griffon snorted. “Shut up.”

Cap’n Piepan wheezed. “Sorry... guess this is jus’... gonna be an ordinary.... boarding party.”

The floor behind the griffon burst apart, and he snapped his neck around just in time to see something large and metal burst through the upper deck. His prisoner took advantage of the distraction, bucking out with her hind legs and tearing him in two; they both fell to the ground, but Piepan moved quicker, smashing his gun-wielding talon before taking the weapon herself and firing three shots into his head. By the time the other crew members recovered from the shock of seeing a pony somehow actually shoot a handgun, she had already jumped out the hole in the belly of the beast.

Seconds later her hooves hit metal. With a quiet wince, she stood up and glowered at the lavender pegasus next to her. “What took ye so long?”

Cloudkicker shrugged. “Deadeye got nervous. Think he’s got a bit of a crush on you.”

“Who doesn’t?”

“Sane people.”

“Aye’m wounded, lassie.” Cap’n Piepan snorted, adjusting her tricorn and stashing the flintlock she stole as she took stock of the situation.

The undead dragon was roaring in pain, desperately clawing at the massive chains that hung from the harpoons which had pierced its rotting body. Some of the zombies were already clambering down the chains, but a contingent of thestrals, pegasi, longwings, changelings, and ming kirin rose up to meet them, tearing them apart easily before continuing into the bowels of the cursed ship itself. To Piepan’s right stood Trixie, magicking hoverscooners up for bands of diamond dogs, minotaurs, jin kirin, qing kirin, earth ponies, unicorns, and other hooved races. To her left, Vinyl was yelling orders at a scrambling crew of engineers, keeping the stresses on the thick chains from tearing apart the vessel.

And beneath her hooves, levitating by the power of ten massive adjustable orientation propellers, rumbled the impossible machine herself. She didn't have edges, but she had planes. Three to be precise, arranged like a triangle. This almost sharpness, this pyramid on the front and pyramid on the back feel meant it never looked like she parted the water and air; she just separated them entirely because they were in the way. She was a majestic, air capable iron submarine whose name was whispered in confusion, happiness, and terror in every sailor’s bar from New Canterlot to the Goblin Confederacy.

This was her home, her magnum opus, her very being. This... was the Logical Defiance.

A flick of aquamarine feathers caught her eye. “Oy Dusty! Ye been wanting ta prove yer battle wit fer a while, ain’t ye?”

A pegasus that could barely be called a mare snorted, flicking her golden eyes at Piepan as she pulled her ears back. “Apparently Kicker here thinks I’m too young to go with the others.”

“It ain’t that ye be too young. It be that ye cannae work with a group.” The pink pony patted the pegasus’s shoulder. “That be somethin’ o’ import out here on tha vast waters. But ye do have some skill in the air. So... Aye be asking ye to take these.” She pulled a belt of yellow spikes from one of her pockets and tossed it over. “Aye want ye te stick these in the neck an’ tail o’ that big o’ beasty, eh? Then run back and light em up. Show me ye can do this an Aye might be letting ye join me warrior wenches again.”

The pegasus grinned. “Just watch me captain!” She took to flight, leaving a lightning contrail in her wake.

Cloudkicker shook her head. “I think that was a stupid move, Pinks, she’s a loose cannon.”

“Aye, lass, but she be the zippiest flyer we got.” The Laughing Menace giggled to herself. “Aye wonder what will happen if’n she ever be in the same room as Dashie. Now then! Ye best be keeping the boarders on their toesies. The Defiance has the Shadow hooked, an’ Aye intend ta drag her through the briny deep fer as long as we can. Should be leavin’ might scars on the ol’ monster, right ken. Dinnae flee till we break, and fly fer the Thunder when ye do. Oh, and take Rattler with ye, he be knowing the vessel better then we.”

The battle commander glanced at a pegasus skeleton standing next to her, who saluted with pride. “If you say so, captain...” The two of them flew off, ready to order devastation on the undead ship.

Cap’n Piepan nodded before trotting over to the white unicorn using her wrenchscrew on the grappling cannons. “Vinvin, Aye appreciate what ye be doing here, but we need ta be below deck running the rockets.”

With a final twist, the unicorn stood, sheathing the tool and glowering at her through thick purple goggles. “ARE YOU--no, of course you’re crazy. Look, I don’t know what that’s going to do to the ship, but there’s a very real possibility that we’ll tear apart before they do!”

The Laughing Menace merely smiled. “Lassie... We be on a flying submarine.”

Vinyl blinked. Then she grinned like a maniac. “You’ve got a point. Let’s get this girl crazy fast, captain! I’ll just warn Octy on the way down.”

“No need,” sighed Pinkie’s other second in command as she walked up, “The Great and Powerful Trixie heard you two talking and activated the warning system. Again. Seventh time this week, and it’s not even Tuesday yet!” She glared at her captain, although a twinkle of amusement remained in her eyes. “What’s next, going to ram a minotaur ship?”

“Neigh, lass, Aye be waiting ta tangle with tha GEC afor Aye try that one out.”

“Of course you are... Come on, let’s head below deck.”

“Ya hear that peeps?!” Vinyl roared to her engineers. “We’re running the rockets, check your lines!” The jumpsuited individuals scrambled to the ropes tied to various posts in the dorsal cannon chambers, checking them and the harnesses around their waists. “Keep your efforts on the guns, don’t worry about the chains, and if we hit the water cut loose and head inside!”

The three of them opened a hatch next to the cannon chamber, clambering down metal rungs quickly into the small chamber below. Trixie pulled the hatch shut with her magic, cycling it shut quickly before turning to the inner door and pulling it open. “Trixie still does not see why you designed the doors to mutually lock...”

“It’s a safety measure!” Vinyl explained as she rushed down the long metal hall. “Keeps the water out!” She turned sharply down a set of stairs.

“If that’s what you wanted, why not just hire unicorns to teleport in and out of this thing?”

Cap’n Piepan rolled her eyes. “Lass, not every pony be as powerful as ye. Now come on! We need ta run the rockets in contingent with the propellers lest we be having them fight o’r me ship.”

She whipped around, marching quickly down the hall after her chief engineer with Trixie hot on their heels. Together they descended past the living deck, mostly empty now, and into the control deck. Two enormous ballasts hung above them, sandwiching the upper decks as thick rings around their barrels hummed with electricity and magic. A few engineers rushed from the dark catwalks leading off through the massive gears embedded in the sloping hull. Below them, looking identical to the ballasts above, the rocket fuel tank groaned from its contents.

Vinyl saluted, galloping back to the stern where she could watch the complicated rocket assembly with her own eyes. Piepan and Trixie rushed between the massive turbines toward the bow of the ship, the captain giving Deadeye a salacious grin as she entered the bridge. “What be on our sensors, me bucko?”

The unicorn stallion fidgeted as he glanced up from the sonar system. “Um... apparently we’re flying, um, under a dragon... Captain? What’s going on?”

An utterly malicious smirk graced the face of Cap’n Piepan as she turned on the shipwide communications system. “Vinvin! Ye be ready ta blast this leaky tub through the sky?”

A snort came over the speakers. “Just a moment...” The familiar sound of a record being slid into the amplifier Vinyl had wired through the sound system came through the speakers and shortly thereafter was followed by a rapid energetic beat. “ROCKETS PREPPED CAPTAIN!”

Trixie rolled her eyes. “That mare and her battle music...”

“This be tha cap’n ta all decks!” Piepan roared into the microphone. “Brace yer hides fer a jolt! Cut tha rotors down ta seventy five percent and open tha rockets up ta fourrrrrrtay!”

There was a sudden sensation of motion.

The Laughing Menace stood at her station, considering the front wall amicably. “Ye know Deadeye, this probably is amongst one o’ me crazier stunts.”

“Um... well, yes captain. I’d, uh, have to agree...”

“Yep. Them regals o’r on tha Thunder are getting a real show right now.” She shrugged. “What with we be draggen’ a dragon o’r arrrrrr flying submarine.”

The navigator nodded, unsure what his captain was getting at exactly.

“T’would probpost be fairly interesting ta hear, too. Explosions and wotnot.”

“Ah... well, interesting isn’t, um, the word that I would--”

“And here we be,” Pipan continued casually, “inna room surrounded by gigantic turbines an’ further encapsulated with thick metal walls, arrrrr only link to tha outside being that thar sonar of yers. Tis a fine sonar, dinnae be misunderstanding me, but Aye kinnae help o’r wonder what truly be occurring around me ship at the mo.”

“AAARGH! FINE!” Trixie stomped her hoof. “I forgot, okay?! I’ll charge up the runes now, just give me a moment.” She grumbled under her breath, walking up to the front wall and placing her horn against it. With a ripple of magic, an image projected itself forward, just far enough so the captain could examine it easily, and resolved into the image of an undead dragon with a huge metal object hanging out of it from multiple chains.

By this point the neck and tail of the Hatred’s Shadow were hanging limply, devastated by the explosives Lightning Dust had set off. The wings were still flapping, but some ming kirin were already shooting bolts of lightning and breathing fire on the joints. Cap’n Piepan could see the tiny figures of her crew aboard the ship itself, caught up in battle with guns and swords and whatever else they could use against the horde of the undead. And despite the beasty’s feeble attempts to free itself, the harpoons pulled open gaping holes in its chest as the Logical Defiance pulled her foe down toward the still night sea.

“We be smashdiving soon!” Cap’n Piepan shouted into her microphone. “ALL CREW BRACE FER IMPACT!”

The vessel reverberated as it slammed into the water, the crew latching tight to nearby bars and handles as a mighty groan rumbled throughout the inner chambers. It was a powerful testament to the sturdy workmanship put into the Defiance that her complaints quickly faded to nothing.

As soon as it ended, the captain turned to the microphone again, almost unable to hold back her eager grin.. “Rotate all propellers ta dive orientation! Prepare them fer full powarrrr on me command! Vinvin, ye’ll need ta match rocket power with tha propellers!”

“Aye captain! Preparing operation Sailfish Snag!”

Piepan glanced behind her, her eyes drifting from pony-sized cogs hydraulic spinning to the much larger gears they pushed. She recalled when they ran during her own times in the rotor tunnels; entire corridors had shifted from being floors to being walls, and what was shortly before a leisurely stroll to the port cannon chambers became either a protracted ascent or a long slide, depending on the way she was headed. It had been incredibly fun, until Vinyl asked her to stop using the corridors as a personal playground since it was wasting power. She’d tried to negotiate a ‘group play’ schedule with her but the darn engineer had put her hoof down and threatened to dump all the chocolate into the ocean--

The pink pony shook her head, stopping the flashback. She’d really have to see the ship doctor about these things.

The propellers angled slightly down and the crew signaled the airfoils were retracted. She took a breath, giving the engineers up top a few moments to head into the airlocks. Then she turned to the microphone again. “Full powarr ta all rotors! Open tha rockets up! Dive us fast and hard!”

Immediately the thrum of the ship became a growling counterpoint to the rage-filled roars of its undead foe. Captain Piepan could see the harpoons in the dragon begin to inch through the rotted flesh as the Logical Defiance pulled the Hatred’s Shadow down to the ocean. She couldn’t help but wince in sympathy as one of them tore out from the shoulder joint of the beasty; even as a zombie, that had to hurt.

Hitting the sea only made things worse for her foe. The cruel harpoons, unable to drag the dragon under, resorted to tearing large chunks of flesh out of its stomach. A mixture of fetid rot and weapon supplies poured out into the water, easily avoided by the free submarine. As the image of the dragon began to roll off the scrying spell, the Laughing Menace noticed one of the wings being torn right off.

Her ears twitched as the dragon roared again. Unlike before, this was not a roar of rage; this was a roar of utmost agony. Without a second thought she whipped out her communication stone. “Kicker, ye’ve done what ye need ta do. Get tha crew outta there NOW. Tha battle’s over!”

The Logical Defiance turned, swimming back towards the Thunder. Cap’n Piepan had claimed a victorious reprieve... for now.

Festering Nightmare: Part VI

The Sound of Thunder- Tempest

Festering Nightmare

Part VI

-=-=-=-

0355 NCST

Twilight Sparkle

Chief...

Chief.

CHIEF!

“CHIEF! WAKE UP!”

Light exploded its way back into Twilight’s world as she opened her eyes. Voices screamed their agony all around her while gunfire filled the air.

“Chief! Yer awake! Thank the trees…”

Twilight rose shakily to her hooves to look at the pegasus standing before her. The world remained blurry, but she could vaguely make out the yellow stallion who stood before her.

“Uhhh… Commander Cutlass?” She shook her head, trying to clear her vision.

“Aye, ye have th’ right of it!” The pegasus stood on three hooves and held his blade in the other. His wing, bound in bandages, hung limply at his side. “We though’ that we’d lost ye!” He swung his sword at a nearby ghoul, cleaving it in half.

Twilight levitated her fallen sword up from the ground, raising it to a block position. “What happened?”

Cutlass parried a blow from an enemy. “Ye got hit in th’ head by a flying plank and left us for a bit. Th’ Quartermaster managed to cast a heal spell on ye, but then knocked himself out in th’ process.”The pegasus nodded to the fallen unicorn. “Judging from his last recovery, he’ll be back up in just a few.”

Two other ponies moved their way over to Twilight and Cutlass. “Woah, Twi! I told you that it’d be dangerous up here!” Rainbow Dash pivoted, firing off a pair of bullets into her enemies.

The other, a longwing pegasus, stood beside the mare. He cocked his head to the side with a grin. “So kind of you to join our parade, Chief; we've missed your seemingly endless wit. I hope you don't mind me completely owning this battlefield, because frankly, ol' Cutlass here is useless.” He nudged Cutlass with a wing.

“Oh, shut up Joker,” Cutlass growled with a slight snicker.

“Pssh, you know that it’s true. Even a marine like this one is getting more kills than you!” He pointed his wing at Rainbow Dash, who either ignored him or didn’t hear.

Twilight couldn’t help but giggle.

Cutlass smirked before turning back to Twilight. “Chief. ‘Afore he went down, Armor said tha’ he wanted ye to get to th’ Princess. He said that th’ way’s clear, but he didn’t know for how long. And since that was a good while ago, ye should probably get going afore—”

The deck shook, throwing Cutlass to the ground. Twilight, Rainbow Dash, and the other stallion all turned to face the source of the disturbance.

Across the deck stood one of the most terrifying beasts that Twilight had ever seen. It stood twice as tall as a pony, and had the thick skin of a kirin covering its giant form, but that was not the most terrifying part.

As the beast charged across the deck, Twilight saw a trio of goblin ghouls upon its back. At least, it looked like three ghouls riding on the back. But as it closed the distance, Twilight’s jaw dropped in horror. The goblins were a part of the beast itself.

The three torsos seemed to have been sewn into the creature, and each of the sets of arms manned a mounted heavy gun.

The beast tore through marine after marine, and the bullets from the guns ripped even more to shreds.

“Oh.”

“TWILIGHT! GO!” Rainbow Dash shouted as she took to the air. Cutlass and Joker drew their blades and charged their foe.

Twilight spun on her hooves. She knew what her friends had just done for her. What they had done for the Princess.

She ran toward the hatch before her. She pulled it open with her magic and jumped in.

As she dropped down to the lower part of the deck, she ran through the schematics of the ship in her head. If what she remembered was correct, then she should be able to make it to the bridge from here.

The mare raised her blade and readied her magic. As she charged off down the corridor, she spoke a whispered battle-cry.

“For Princess Luna!”

-=-=-=-

0315 NCST

Captain Princess Luna

Hoof and tooth clashed and collided in a flurry of pain and grace, Luna dancing swiftly upon the tips of her fetlocks, each barely set on the hard oaken boards before they were off again, a deadly game of cat and mouse being played in the center of a battle beyond them. Her starstruck mane flew about beautifully as she moved, her eyes glowing a harsh white, the shine from the skies seeming to pool into them alongside her anger and worry.

Another blow connected, a rotten hoof solidly pounding into her shoulder and knocking her off balance. Regaining her footing just as the wayward attacker closed in for a second strike, she spun about and delivered a fearsome buck to his torso. Yet even as the chest of her victim caved, Luna projected herself with grace to rival even the most stately of nobles. Her eyes were a gorgeous soft azure as her hooves became doused in blood, her smooth and well rounded face projecting undying beauty. Sleek and sultry curves only hid her dangerous ferocity as a tense feel came about the air - the next wave of pirates no doubt making their way towards them.

“You’re a good fighter, Princess,” Shadow Streak muttered as he swept a hoof across his brow, wiping off the few beads of sweat and replacing them with a thick line of blood that wasn’t his. “I had assumed you’d be sub-par, but I was happily misinformed.” He didn’t smile, but he did pass Luna a glance of appreciation - she’d covered his flank as much as he had hers during that fight.

“We are abated by these words, Shadow. Your blows are like the dunnest night of moiety skies, We hope to ingraft with you, magnanimous guardian.” A hint of sadness tinged her voice as Luna smiled and gave her companion a small nod.

Shadow titled his head slightly and quickly flicked his gaze over to Noteworthy, who for the most part remained uninjured. Clearing his throat and tapping his chest, Noteworthy remained quiet for a moment, listening to the hooves heard pacing below them. He then turned his attention to Shadow Streak and smiled, allowing his voice to rise above the clamor beneath. “She’s basically humbled by what you said, and looks forwards to befriending you in the time to come,” he explained swiftly, turning his attention back to the doors of the ruined command deck.

It certainly was ruined; in fact a large amount of the equipment had been either bashed or slashed during the battle. Waves of pirate ‘hit squads’ had come after Luna, and so far they were all dead beneath the guardians and their Princess. The numerous panels of dials and readings had been shattered, broken or battered; and the doors had been splintered badly. What may have been the worst damage of all was that on the steering stands; the second was ripped from its place and out the window upon the deck below.

“The bridge is truly qui, it makes Us mowing in horror.” Luna said under her breath, casting a sad glance over a large amount of the damaged equipment.

Noteworthy was about to speak up and explain her words to a confused Shadow Streak when he was suddenly interrupted by a Unicorn telekinetically driving a knife into his side. He cried out in pain as the blade was ripped out of the wound, casting a shoving fire-spell in retaliation; his attacker toppled over, flesh charred, but it was clear that Noteworthy was badly wounded.

The subtle scent of blood in the dark room, the candlelight reflecting against pale wounds and fire tipping the cresting of ornate panels. Luna’s eyes shot to the size of pinpricks as her ancestral memory kicked into gear, the next seconds to play out like minutes as time became irrelevant. The air became a little thinner as if some force was playing its hand, but in reality it was a mere instinct reaction. What was soon to be a vicious and deadly blast of searing heat had become a soft plume of ginger grace, tips of the fire gently dancing against Noteworthy’s foe. In turn the wound which had been inflicted upon him spewed a macabre jet of warm blood, the wave rippling in the slower time scale. All this combined with a sudden feeling of dread set Luna’s mind back a few paces, no flashback or recollection, more a realisation.

Fire which sprung forth from a spell unseeable to all but the wise cast a shroud upon Luna’s heart. What stood still was not time in essence but more like fair Luna’s soul; indeed her mind had become a minefield as reflections were poured against her. Fire was a thing which her sister, the dearest Celestia, had enjoyed and embodied well. It would be foolish to try conjure another way of describing her, for she was raw power, a crackling flame beseeched upon by cruel waves of rain.

Luna had always been the quiet one of the two until that fateful day, for she had been the physical manifestation of all passion and dunnest night; which lead to her corruption as the horrendous shroud of evil, Nightmare Moon. But there was no other way to describe her fair and frail heart, lonely as one breeze among empty space, a delicate flower between worlds. She was night incarnate, bringing both the beauty and deadly loathing of darkness for she was like the blanket of night, both mysterious and curious in all natures - beautiful in her own rights, yet deadly as well.

Random stray thoughts such as these at a time like this both confused and upset Luna, who was still new to this age of oppression. Black seas of cruelty and cold? A sun which shone with the power of Unicorns rather than that of a ruler? It was simply not meant to be and could not remain as such, which was why she had decided to undertake this mission. It was more than just a mere journey, it would become something whispered among even the most villainous of dens, and sung in praise across lands.

Like a candle snuffed out her sister had become, the fair maiden of the sun stripped of what little rule she had after a deadly fight of ambition. Fire and ice clashed that day and set into place a chain of events which would kill a golden age, the great mourning of an empire. The Princess could feel her sister’s presence still warm and beating, yet somewhat deflated and beaten; as if stripped of what little was hers, the gracious and daring fire replaced with a mellow and dim flame, snuffed out and beaten into the dust.

Exactly why Luna had to act, for she was about to become more than she was meant to be. This new age asked for a Princess whose mettle was tested in blood rather than court? So be it. Her night and embodiment was nothing besides the power of a god who drowned the world? That would stand. Luna could feel the world around her slowly sinking back into place as her mind snapped upon the idea presented, a new soul, reborn from the ashes of an empire long past; christened in the basin of ruined foundations.

Moonlight might have shone upon the Nocturnal Thunder as they lay under siege and peacefully bask it with a glow, but the chest of the cooled Princess was ablaze with a flame unlike any other. For she was undertaking a mission which could not fail, one to retake the world and reunite the people slumbering in fear of the sea. Sister Celestia had been a mare of fire and of the sun, but it was now Luna’s job to be the flame which ignited the hope of thousands! Was she not the Princess which they all looked upon? If so it was her duty, no her honour to lead them with a shine in her eyes.

It was in that exact moment that the world around her shifted its gears and came into play, the fire which had appeared beautiful now spiralling into a deadly inferno which traced the torso of a would-be killer. Noteworthy had shifted to a more hostile position as Luna’s eyes swept the room, her chest and soul ablaze with a passion, her passion. Then everything came into play as fire sunk beneath flesh, steel clashed with steel, and a Princess prepared for yet another battle.

The next wave had arrived.

Shadow leapt to protect Princess Luna from an attacker who had slipped past her cautious gaze, snapping his wingblades out with a light metallic scrape. The blades shone in the moonlight as he barricaded the way to Princess Luna, slicing through the soft flesh of the pirate before them. The rotted beast was already tattered enough before the huge steel wings had their way, but as he staggered back all one could see was blood pooling out the gashes in his chest.

With a smile of ambition and pride Luna pounced upon a long dead monster of a pony. It lumbered towards her stiffly, the massive rows of decaying muscle and flesh proving that once upon a time this somewhat stallion looking pony had been huge. Not to say he wasn’t still huge. The Princess snapped her mind on to the beast before her with ease, letting a small grin replace her worry; showing what great fire lay inside her heart. T’is but a mindless beast, lest it be the undead come to weep for Us, she reminded herself internally, letting no word escape her mouth as she landed on the monster with a solid thud.

“What be this? Flesh or horrid construct fit to serve purpose?” Luna was puzzled by the texture of this beasts hide; it was like a rough leather padding but yet appeared to be flesh.

Her hesitation proved to be a mistake in the gravest field when the pirate underneath her took his chance and flipped her off his side, lifting one of his mighty hooves and striking her own chest with a thunderous boom. The blow propelled Luna across the room with tremendous speed, her insides screaming pain, each individual nerve in her body bellowing and as her ribs shook. Luna uttered a sharp cry of anger and a small string of profanities as she landed, neither of which saved her from completely wrecking the row of dials behind her. The metal casing which held the apparatus crushed on impact and bent around her sprawled body, her horn caught within a small temperature gauge.

She spluttered as mercury poured down her face. “Filthy fearhhama beast! Lest you wish to incur my wrath of torturous knowledge, let me slay thee in peace!” Luna dug herself out from within the metallic device and grunted, ripping her horn free from a particularly sturdy plate. As the great beast made as good a charge as a lobotomite can, Luna looked over to her guard and translator, Noteworthy - who was just finishing off the deceased pony which had tried to kill him, his horn aglow as spells were cast in rapid succession. The Princess saw another band of pirates bursting through the door behind him, and so she made quick work of her call.

“Scribe, cast me your aid through way of flame, or shall you stay John-a-dreams?” Luna gave Noteworthy a small grin before turning her eyes back to her rampaging attacker just barely in time to nimbly dodge his charge. Dancing overtop his back and landing behind him with ease, she spun around and jumped onto his back, leaping off of him and spreading her wings as she set her eyes down to her guards.

What started as an inferno surrounding Noteworthy soon spread outwards with fury and grace, a single bolt of fire lacing its way throughout the dusty and ruined room towards Luna. The ripple of great fire seemed to ebb and flow as it was distorted somewhat, time slowing down to beyond a snails pace as the fire spreading before Luna became a warm display of beauty. If somepony had been able to see the world in this state, they would have thought the bolt of pyromantic prowess was about to collide with Luna.

The Princess had thought the exact same thing as she had gone to conjure her spells, and in turn the world had suddenly stood somewhat still in her mind. The last time she had been hit by a raw bolt of pure fire had been over a thousand years ago, in the castle of two sisters under an eclipse that threatened to end the world as she knew it. Such a feeling she had held in her gut as the mighty fire roared across her ears and singed her mane, the great inferno of her sister’s bitterness and sense of betrayal threatening to burn her soul clean.

That night had most certainly changed her in many ways, although for better or worse was something that she’d never be able to answer. In truth that night opened a gateway for a god as old as time itself who then took it upon himself to drown the world, and she also lost her best friend, ‘Tia. In turn she awoke a thousand years later as she was cast from her lunar prison, only to find the crumbling foundations of a once beautiful empire. Yet through this she gained real friends, not family, but still extremely close to her heart. The six mares who dared save her from what cruel dunnest hatred had blinded her heart, had come to be strong friends and advisors.

Remorse had set upon Luna’s heart as her mind brought back a few events of the past, although nothing to make her truly lose herself to her mind and experience a flashback. The searing heat before her begged a question though, and that was of mastery. Was she ready to wield fire as her weapon much like Celestia had done countless seasons before? Was it even hers to wield in the first place, for she was more for the colder magics than those of warmth. More importantly was the Princess of the night worthy of her claim of the Equestrian Remnant?

The answer to this was surely yes, and for a mighty reason at the very least. Once again a great blaze of passion began to bloom within her spirit, Luna sensing the time slipping back into place with ease. As the searing hot bolt of fire spun towards her with beauty and danger, she merely twirled in midair alongside it and gathered her attention towards the flames. What followed next was an extremely complicated series of steps that ended with the conjuration of a spell, triggering a return to reality.

Casting her grasp around the bolt in a measurement of time unable to comprehend, Luna brought it down with her and enveloped it in a dark blue aura. It was completely encased by the time she landed solidly on her hooves about ten paces from the beast, silently forming within her grasp as she went on the offensive. Snapping her wings open,, Luna moved her hind legs out far back and stretched herself down low to the floor, suddenly throwing herself forwards into the beast with the combined force of a hardy buck and a huge gust of wingpower.

Slamming into the huge fiend with a ferocious battle cry, the Princess brought her captured spell down upon his armoured flesh. What had once been a ginger bolt of fire had become a cool purple sword, a small inferno captured and morphed into a weapon of night itself. It cut straight through the decaying monster as Luna buried herself into its side, and the split between decaying flesh spat a thick black ooze from within. Attempting to twist the ethereal blade did nothing but cause her foe discomfort, so she leapt backwards to attempt another strike.

Suddenly the beast swept a mighty hoof towards her, and Princess Luna barely had time to dodge it. Using the fleeting hole in his defense she leapt onto him, attempting to drive the blade straight through his spine. The mutated flesh resisted her blow as the beast let out a roar, and she jumped off to the side before he could throw her yet a second time."

It was then that Luna noticed a small gap in-between the rough hide and lobotomized bone, thinly spread along the back. Brittle bone and rotting muscle showed through, the slightly black ooze of this beast’s blood flowing freely down the tissue. She landed roughly and accidentally rolled right beneath a pirate who seemed to have slipped past Shadow Streak. His raspy breath smelt of rotting flesh and disease, his supposedly once white fur coat had been tinted a dark grey by blood, grime and rot. He had no hair, he had few teeth and his wings were little but stumps clinging onto petty lumps of dead flesh.

The lobotomized beast moved in for the kill as Luna fought to kick off the decaying pegasus, its heavy hooves thudding against the deck. It chuckled, and a stream of black tar oozed from its right side. Luna noticed her Starswirl gland wasn’t producing any magical flux; the fall must have knocked her gland out of order, as her strength was all but gone. Bereft of its power source, the ablaze sword she had been using simply vanished from her grasp as the flames flickered and died

“Shadow Strike, companion!” She cried out in desperation, her eyes scanning the room as she struggled to fend of her beastly attackers.  “We are suffering an earth-vexing attack! Our pleurisy strength has faded and We... We...” The Princess’s words suddenly died in her throat as something overtook her and rendered her mind useless, tossing it aside.

Like an icy grip enveloping each nerve within her body, slowly at first, but soon picking up pace as her mind eventually felt a terrifying sense of cold. From there the ancient power seeped into her bones and soul, supercharging the fire of hope and determination; sitting back and handing her body back to her as time became irrelevant. For she was Luna. Semideum sacrum caelo noctis!

Her mind was as still as water as she sunk into the moonlight atop her, blinking out of sight and re-appearing near the window as her attackers grunted in confusion.

She was now stealth incarnate, her mind under guidance of an ancient instinct unique to each Alicorn Sister. She would be like her beautiful night sky: the fiery passion of the stars, the dark whispers of the night shadows, the gentle call of the moon, lulling her victims into a false peace before striking them down.

She traversed the room as the fiends advanced on Shadow Streak, who tirelessly fought back with his steel wings. He did not freeze up like his comrades may have as the new pair of foes staggered towards him; he believed his Princess dead and his duty failed. He had no mission left, meaning he had no restraints on his actions. Whispering a solemn prayer for himself, he spread his bloody and battered wings menacingly.

As he charged his opponents, eyes full of vengeance, Luna made her move. She reached out with the night, snuffing out every candle until only moonlight remained.Shadow took advantage of the sudden darkness, chopping the head off an unaware ghoul pony; unseeming him from the waist upwards and lobotomizing the fiend.

As Shadow Streak began to move against the larger foe, striking with hateful precision, Luna magically ignited a small starlight fire beneath the two of them. Shadow Streak quickly adjusted his position as the light revealed him, and the lobotomite turned towards him. Luna then sunk into the pure moonlight beneath her, surfacing between the pair with a small smile on her face. A large spine of shadows curled up beneath the beast and struck at its head, mangling the cranium and killing it permanently.

As the spine of shadows sunk back beneath the floor and set back to their normal places, Luna re-appeared before her guard and companion, giving him a small smile although she doubted he cared for such things. Behind them Noteworthy finished off the last of the pirates with a large strike of lightning. The illumination faded as the room quieted down, the atmosphere once again peaceful, yet still tense.

“T’was not an easy fight, nay dearest protector? Hath you come across such faitors before? Or t’were you merely shocked by the frippery clothing?” The Princess spoke the last line with a small chuckle, quickly casting her gaze around the room as she trotted over to the front window slowly. Shadow Streak came up besides her and gave a short laugh alongside the most forced smile Luna had ever seen. She made no comment on that, it was fine for a subject to be his own self.

“I’m sorry to say I didn’t understand too much of that, although the part about the fight was fairly straightforwards. It was hard, and I’m glad you had my back there as much as I had yours, Princess.” He said with a more genuine look upon his face, looking down upon the deck of the ship from their position; much chaos could be seen in the now bright moonlight.  “Just no more disappearing acts, okay?”

Princess Luna gave a hearty laugh and stretched her wings out with a small groan, finding them tense from the fight. “I can’t make any promises my protector in double trust, but I will try to do so less often; whence say does this come into effect, lest now?” She spoke with honesty but a hint of play, egging her companion on for a small bit of fun in-between the fighting. When he rolled his eyes in her direction and gave a small tut she couldn’t help but laugh a small amount, quickly finding her powers drain.

“Noteworthy! Get over here, scribe.” Shadow Streak said with little emotion, ruffling his steel blades for a moment before letting them fall back into place besides him. “Do something other than translate or get hurt, please. I want you to teleport over to Major Rosy Overcoat, we have a message for her. Tell her that the Princess is safe for now, then relay to me with the information from her side.”

Noteworthy merely gulped in response and rubbed the back of his neck, wiping the blood onto his already stained orange coat. In a flash he was gone from sight, leaving both Luna and Shadow Streak alone until the next wave arrived. Shadow merely sighed and trotted over towards one of the ruined doors with haste, preparing for some kind of pirate band to wander up here. Luna however merely stood watching the main deck with a keen eye, observing the battle from overhead. She hadn’t had much time to see what was going on, fighting for her life and all.

With the sudden situation dealt with for the time being she was left to ponder exactly what was going on, firstly who was attacking them? Looking outside and towards the tempest, Luna squeezed her eyes for a moment and saw with horror that there was some kind of decaying dragon attempting to tear the Nocturnal Thunder apart. So if this beast really was attacking them and not a figment of her tired mind, then who was in command? So far none of the pirates who had faced here carried the air of a commander, and she hadn’t seen or heard of one being killed.

Becoming lost in her own thoughts triggered something inside Luna, as soon her Starswirl gland was cooperating once again. With this in place, her higher powers left her in an instant and her mind returned to its somewhat normal state. Deciding to test whether or not she was fit for more combat, Luna attempted to gather some of the moonlight together with a spell. To her surprise the light bent to her will, as thin as it may be.

Letting the spell in her grasp relax for fleeting moments, Luna began to focus on her inner self; and her connection to the celestial heavens, namely the moon. She rose it each dusk and set it each dawn, yet her connection had only bloomed since the time she spent imprisoned upon it. Drawing her power from her spiritual bond with the moon, she began to pour magic into it, causing it to shine brighter over the world for a few mere seconds. With this she gathered the starlight around her, and began to do what she had done with Noteworthy’s flame.

Taking the pale moonlight of the air she shaped it into a serrated blade, taking time in its construction. Coating the outer layer with the shadows which hid in the corners of the room, conjuring a physical and tough weapon unlikely to disperse upon being dropped. It took time to craft the weapon before her eyes, the azure orbs reflecting more than just the blade before them. in her own mind Princess Luna began to think back to when she was making the armour for Nightmare Moon, and the process that had required.

It had been much bloodier than this.

The Princess would have slipped into another reflection had a rasping voice not called to her from below, one she knew far too well. “T’is but an illusion, surely just so?” She thought to herself as the voice died out, examining the blade a moment longer before the voice called again, louder. Looking over to Shadow Streak she could notice his eyes set dead straight down the hallway outside, and for the first time in a thousand years Luna felt her spine tingle. However it wasn’t just the voice which made her shiver, it was the breathing on her neck and the words in her ear.

“Hello, my sister. Did you miss me during your stay in the heavens?”

“Vile and facile fiend! Infecting me with your rotting qualm shall not do!” It took extreme effort for Luna to stop herself from shattering every window upon the ship as she spun around to face her attacker, whose appearance matched one of days gone by. A slender figure with curves once the envy of most mares, now merely decaying and rotten muscle with a thin coating of skin. A once gorgeous mane that flowed without wind, now a shriveled and bloody mess. Her smile once filled with kindness and hope, now a sneer facing the Lunar Princess.

“Speak, beast!” Luna spat as she drew the weapon in her grasp closer, scanning her would-be sister. Something didn’t add up here and Luna didn’t like it, she felt as if there was something she should know. A dragon attacking the ship? Hordes of pirates coming for her alone? A crewmember who looked like her fair sister, ‘cept buried and unearthed? What had she not been told? Or was it merely overlooking on her part, had she been to blame here?

“Oh dear Lulu, you failed me so.” The unclear embodiment of Celestia uttered with a tut, slowly walking around Luna with strides of show and power play. “We fought so bitterly, and you failed me by losing - had you killed me, I could have escaped my fate as servant to the hate you created.” Celestia scoffed as her sister’s eyes widened a small tad, a dumb stricken face set upon her face.

“Lies! Fiendish lies straight from Tartarus ‘self! I would never, no’ere put the fair-land in danger. You, you accuse me of this, what daemon be thee? Show me my sister!” The tension in the room suddenly spiked as Shadow Streak backed up to his Princess, quietly standing away from her and watching the crowd of ghouls gathering. “I say unto you, give me my damned sister, vile wench!”

“You created me, Luna.” The fiendish copy spoke with an insane laugh, soon turning from feminine to male and then to that of a monster. Flesh bubbled and twisted in vile harmony as his laughter only grew louder, in turn a vile black thorn appearing from his forehead in place of a rotted white one. What had once appeared to be rotting white flesh accompanied by dead features rippled with a purple glow, becoming a mess of hardened chitin and purple muscle hanging dead beneath. The mane which had once been a reminder of days gone past simply burnt away in a purple flame, replaced by a thick black spine. Those eyes of kindness and love, that mouth of smiles and care; simply burnt away before Luna’s eyes - showing Mort incarnate, Scorn, the reaper of the black seas.

“See?” He said plainly as his snide sneer twisted into a smile of sick and sadistic pleasure. “You created me Princess, I am a hate incarnate and you might well be my mother. For you are the true monster between us!” Spitting out her title with force Scorn stopped before Luna once again, cackling with a raspy insectile tone. He tapped his chin in thought for a moment as he waited for her to speak again, instead he was met with an angry glare. “Are you not... impressed?”

“I’ll rip your throat out if you disrespect the Princess again.” Shadow Streak said boldly as he flexed the wings besides him, itching to face the new foe. He wasn’t suicidal, he was mad; and that was possible the worse of the two. His anger translated over well as Scorn made a mock attempt of drinking the air as he smiled wickedly, just daring the guard to try. He took the bait and leapt forwards swiftly, reaching his hooves out to jump across Scorn, only to be thrown backwards into the mob of ghouls surrounding them.

“I am no beast!” Luna cried out as her face hardened and became one of fury as opposed to grace, “Shalt be known as Princess Luna, here’s ruler and one of an older time; from whence you were but a pathetic animal, t’Bedlam as you may be now! Stay safe and surrender dog, lest I unseam you from the hoof to the crown!” Bringing her dark blade upon Scorn, Luna sprung into action with haste.

Leaping into the fray and taking comfort in the sounds of fighting behind her, Luna went to strike at Scorn’s chest. He merely brought an arm up to the blade and cast it off, using his darkened and tainted aura to lift his own weapon. The Princess stumbled backwards for a moment as she realized his magic was no magic at all, projected within the bloody shroud were the faces of the souls he had reaped. He let out a shallow laugh and charged forwards brutally, going to strike Luna.

She raised her ethereal sword, deftly pushing his hooves aside as she leapt out of the way, firing a bolt of magic from her horn as he passed. Scorn skidded to a stop, ducking underneath the bolt and rushing forwards once more.

Luna was still finishing off her dodge, and was too unbalanced to get out of the way a second time. Her horn flashed, and a gently glowing purple shield rose before her. Scorn smashed into it, sending ripples along its surface, unleashing a flurry of punches and kicks in a vain attempt to get through.

Luna didn’t give him the chance. She shattered the shield outwards, spraying Scorn with an onslaught of magical shards and assaulting with her sword at the same time. Jab, slash, feint, push.

It  was a series of blows received and returned, like a wild match of fencing gone wild. Neither of the two could gain the upper hand in the chain of strikes, each was either matched by skill or bested by magic as the chain went on. Meanwhile Shadow Streak was being surrounded by pirate ghouls and under heavy pressure, he was skilled but not a master of his craft - he wasn’t used to killing a horde in one go.

Luna pounced over Scorn backwards and finally managed to score a hit, slicing through the chitin on his shoulder and tearing the decaying limb to shreds. He let out a  scream of pure rage and threw his weapon backwards directly into Luna, causing the blade to pass through her leg and out the window; to the decks below. Landing badly with an injured limb, Luna fell quickly and fought her way back up, only standing as Scorn cast his first spell.

A bolt of pure twisting insanity made its way towards Luna in a somewhat slow motion, and she swiftly lept to the left frantically. Her mind wandered as she re-entered combat with Scorn, each twist and flurry of strikes blurring slightly as her senses closed off. Whilst on the outside she became less aware, inside her mind was an entirely different matter. She felt as if something inside of her was stirring and waking up from depths unexplored,

”Strike left, up, down - cut off that hit, proceed and drive him back. Dodge left, twirl and jump right, make sure to strike his underside. Connected? No, crouch then uppercut.” Luna’s thought process slowed as something seemed to press down on her, her mind slipping further and further into some kind of pit. ”Jump! No wait better stay put, now strike!” Scorns eyes seemed to glow a faint red in the moonlight, but how was that possible? He was just...

”Wait! That spell he had cast, what had it been again? “ Luna thought.  Scorn struck harder now, making it difficult to focus. Each blow forced her backwards, giving her barely enough time to recover before the next.. ”It couldn’t have been anything too complex, otherwise I would have felt it...” Was it just her imagination? Her Starswirl gland might be acting up after being treated so roughly, or maybe it was something in the air? Air... yes that was it.

“Poison me not, sea demon; lest you die by my hooves rather macabre.” The Princess stopped and looked upon her opponent with a deadly glare, matching his sneer with her own as she focused on a nearby leyline. Tracing the magical tether she found what she had been looking for, a node. Thankfully for her, Scorn had decided to take this opportunity to speak rather than strike. This would let her compile the runes in order, although it was no small task to merely think up the twenty or so required, while tapping a node.

“I see you didn’t much fancy my spell Luna, was it perhaps a little too... dark, for your tastes? I wouldn’t expect you to cope, I mean after all it is designed to crush willpower. Not many can withstand fighting in a room filled with the souls of the damned, I’m surprised you haven’t died yet.” Letting out a shrill laugh as Luna’s eyes began to glow a subtle white, Scorn turned to her guardian; who was getting swamped by a horde. “Then again, the real manifestation of evil here is you.”

Luna struggled to overcome the presence around her as she finished compiling the spell, fully utilizing the node as the magic flowed through her. Her eyes glowed a pale white as the shadows around her sprung forth upon Scorn, his eyes widening and his spell failing as he attempted to block the spectral illusion. His vision blurred as everything around him was engulfed by bitter blackness, his senses becoming overtaken by a ghostly visage of death. Luna merely stood there and watched him fidget and curse as he ran around slashing at things which were not there, his mind was extremely well worn as she struggled to keep the illusion going.

Meanwhile Shadow Streak dove under yet another attack, quickly parlaying the next blow and slashing upwards clean through the arm of his attacker. From his over side a strike connected and sent a shock throughout his shoulder, forcing him to snap his wing open and attempt to cull the attack for the time being.

Leaping up into the air as another strike came his way, Shadow Streak flung himself outside of the horde and quickly ran to Luna, standing up against her back as he let a small smile cross his bloodied face. “Guess this is where we shine, huh?” A shattering cough racked his bones for a moment, spitting out a small drop of blood and sneering. “Might as well get the job done with.”

As the remaining goons ran towards them with fury and pace, Luna snapped her neck towards them and gave a cold glare. With her eyes shining, and her guardians wings reflecting the moonlight; the two tensed and prepared for the final wave. Each thunderous step sent a chill down their spines and made their hearts race, although neither would admit it.

They pounced at once as Shadow leapt forwards into the fray, casting his fear aside as his deathly wings made a solid connection with bone. Meanwhile Luna dodged one of the attackers and was tackled by a second, shaking him off deftly and sending a strong hoof through his skull; pulling out and twisting around to kick the nearest foe. Shadow Streak spun around on all fours and kept pace with his enemies, swinging forwards and scoring a mark on one, whilst being struck by another.

The rotting pirates managed to score another blow before he slid away, backing up a swift princess as she landed strike after strike on a slow opponent. She looked almost as if she were dancing, each move precise and crisp. Taking his time, Shadow managed to score marks on another shambling pirate as they wandered too close, before crouching as Luna jumped overhead and landed on the poor soul; crushing his fragile and rotted head.

Quickly adjusting to the now dwindling numbers of enemies, both Luna and Shadow Streak went for the same pirate. Going either side they began to land strikes in quick succession, before kicking him back towards the entrance and facing the next. Shadow moved in quickly and began to duel with him viciously, Luna on the other hand leapt into the air and dove on him. She was met with resistance as he threw her backwards with surprising strength, before being cut open by Shadow Streak.

As the two dueled side by side against the horde of pirates, Twilight Sparkle scrambled through the hallways below. Her breath as coming in short gasps as her mind took in what was happening around her, the grim sights setting in. The wooden panels beneath her hooves creaked as the ship suffered from the attack, and all around her she could hear screaming and the clash of steel.

Her preoccupied state led her around a corner that led into a rather ruined part of the ship, a hole having been torn throughout the deck, She was currently just below the top deck and she would hear hooves running above her and fighting, the hole before her no doubt easily made due to the thin roof. She stopped for a moment to peer upwards at the fight, only to see a rotting face peer back down at her. With a high pitched yelp she threw a blast of raw magic at him and scampered off back down the hall, turning left and continuing her dash to the Princess.

It was a good thing she wasn’t too far off from the Command Deck, otherwise she’d have feared for Luna’s wellbeing. However each passing moment filled her stomach with more unease than the last, and from within the ship she could feel a foreboding presence. Shaking her head slightly as she ran, Twilight pushed the dark thoughts out of her mind as she came upon the stairwell that lead to the Bridge.  

It was battered and broken from the waves of rotten beasts which had shambled up its steps, pieces of sodden wood lay littered around the once grand set of stairs. The panels that ran the length of the wall were chipped here and there, some even dented from the immensely strong beasts which had lumbered towards the Princess. Twilight cautiously made her way up the steps as the wind outside swept up a mighty gale and shunted the hull, causing the beaten timbers to utter a low groan. It was as if the ship were calling out to them for aid, the mighty war vessel battered but not broken; still in the fight.

It was at this time as Twilight crept up the stairs with the sound of a church mouse, that the cannon decks below chose to unleash their might. She could hear a great clash of gears and the roar of powder as the Nocturnal Thunder let her guns go, firing with pure vengeance upon the enemy who dared rupture her hulls and lay waste to her crews. A small shudder went down Twilight’s spine as she imagined the battle beyond, and she turned her attention to the hallway before her as the rain outside lashed upon the exposed floor relentlessly.

Faint moonlight trickled through the cracks and surviving windows as Twilight trotted down the hall towards the open doorway, the door itself nowhere to be seen; although the torn hinges hinted to its location. Her hooves ran against scarred wood fresh with chips and dents, and her eyes scanned the bloody and battered walls with unease. How bad was the fighting here? She thought to herself as she neared the door, the voices from within giving her faint hope for the safety of her Princess and friend, Luna.

Rounding the corner and stepping into the room, Twilight could only look on in bleak horror as she struggled to adjust. The guards were nowhere to be seen, besides one of them, and Luna herself was covered in more cuts and blood than Twilight thought possible. Her beautiful mane was matted with gore and her hooves were covered in a thin layer of internal gunk. The fierce and apparently loyal protector besides her was in no better shape, perhaps even worse. His deadly metal wings were battered and clogged with different chunks of bloody corpse, his mane was slick with the blood of the fallen, as was his face. A set of piercing eyes lay beneath the bloody and broken features, his body bearing scars both fresh and old.

The body count within the Command Deck was phenomenally high, there was literally no place you could step without touching a dead thrall. They were scattered around like confetti and their corpses lay bare of all dignity, unseamed, decimated and pulpy.; it was like staring death in the face, pure cold blooded demise. Within the endless pile lay a humongous beast beyond sizes Twilight thought possible, its flesh was bubbling and splitting open as it rapidly decayed. There was a sickening puddle of thick black ooze spreading around it as the lobotomized corpse buckled from its own weight, pouring out the internals slowly and horrifically.

Whatever damage Twilight had hoped to examine was wiped from her mind as an insane laugh rang throughout her mind, and she sensed a heavy presence in the air; like the overwhelming touch of death and misery. Turning her attention left she spotted Scorn, a few cuts across his body and a twisted smile upon his face. His sword hung in the air playfully as he considered his options, seemingly chewing his words as his face changed from one expression to the next.

“Twilight Sparkle, dear me...” he rattled as the gruesome black eyes beneath his brow lit up, his magic hurling the doors and debris into each exit besides the broken window. “Your intrusion was certainly not expected, and you are unwelcome to say the least. Care to join us?” Hissing the last word as his insectoid wings buzzed slightly, the chitin flesh splitting open with a disgusting bubbling, slick purple ooze pooling from the wounds as he cackled.

As the sickening transformation of rotten chitin flesh to ungodly moulded disguise began, Twilight stepped to the right side of the Princess and focused her magic briefly. “Sorry I’m late, Princess.” She said quietly as the other two merely stared up at the bubbling and twisted Scorn, long since having adopted an attack stance each. “It’s been chaos around the ship... but we’re holding out, and I’m glad you were too.” She gave a small smile before returning to focus, preparing for whatever Scorn had planned.

It was then that a thick crack like the sound of a whip rung through the air, the purple bubbles popping suddenly as a bright flash swept upwards upon Scorn. Deformed chitin legs thick with decay became a dirty grey fur matted with blood, the sharp spines upon his back cracking and splitting into an array of dead colours hanging in torn stumps. The bleak black eyes set into his deathly skull became rotting eyes filled with burning hate, and his voice beat against Luna like a cane. “So, noble Princess... are you ready to die?”

They were staring into the eyes of a dead ruler, or at least the faked image of one, Princess Celestia.

Luna snarled and flicked the tears from her face in anger as the aura around her sword began to glow a brighter hue, her eyes looking up and locking with a ghost. "Scorn? Thou dost Abhor Us and set upon Our brow a demask face! Dan Us no more, lade your lag and gaingiving eyes!” Luna spat at the ground beneath his raised ground as her snarl turned to a look of bitter hope, and vengeful glee.  “Your men are gallimaufry and cadent in honour. Quarrel not with Us, magnanimous fiend, take your Kern and Tom o'Bedlam to Tartarus - or suffer ignomy!"

“What she said and more, you son of a mule!” Shadow Streak shouted up at the rotting Princess, extending his battered wings fully in a show of anger. “I’ll mop the floor with you twice over, unless your little crusaders get any bright ideas. Or has your futile cannon fodder already ran out?” Sneering and crouching low as Scorn merely looked one with burning eyes filled with pure resent, Shadow couldn't help but smile a little. “You’re nothing more than a relic of a time past, forsaken hiveling.”

Twilight had no words. The images of the unimaginable cruelties that this being had inflicted upon her crew, her family, flashed before her eyes.Little Scootaloo, orphaned before her time. Silver Spoon, maimed for life. Applejack, Rainbow Dash, Cutlass, Joker: all maybe dead or dying. Her eyes cast themselves upwards onto the face of an Alicorn she had never seen nor heard of before, or was this the fabled Princess of the Sun that legends spoke of? It could be true, just as the Princess besides her now was a myth until a year ago. Whatever, whoever and no matter the odds; this was a fight needing to be fought.

This was a being that needed to die.

Scorn leapt into motion, charging for the moon princess with horn aglow. He ducked, sliding underneath her sword, and came up behind her.

His horn flashed, summoning a magical cutlass that glowed the same eerie black as his aura. Luna twisted, bringing her own blade up against the cutlass as it came down upon her. For a brief moment the world fell silent as the black of death met the blue of night. Powerful magical forces battled for supremacy as the swords clashed, Twilight and Shadow Streak alike watching in awe at the display before them.

Bang!

The sound came rushing back. The wind, the screams, and the cannons all added their voice to the enormous explosion of magical energy. Luna felt herself pushed back, her hooves skidding across the wood as the world flashed white.

Luna locked eyes with Scorn as the white light dimmed, breathing hard. “What great trickery is this, foul captain? Just how long have you fed to abate me as such, and arch-mock my crew like they be lame?”

With a wooden groan and a sharp crack, half of the command room’s roof collapsed on top of Twilight and Shadow Streak. Twilight grabbed the roof above them with her magic, moving the heavy chunks of wood aside.

“I have devoured the hatred of this world since the day your sister failed us, or should I say, the day you failed us.” The zombie-Celestia grinned, flicking its ghostly scimitar to the side.

“Do you believe yourself Machiavel, for if you are then perhaps you will explain why you no longer fight for your Queen. A horde of thralls batters the walls and timbers of my ship, attempting to malign my crew, and you dare call me a failure?” Luna’s eyes began to glow. The wind picked up, pulling at her mane. Above, through the holes in the roof, Twilight saw stormclouds circling.

“Do not speak of my Queen false god, you know nothing of her or those she led. The souls of the damned are mine to command, Princess, and the thralls you seem so quick to forget will be your undoing.” Black magic traveled up the false Celestia’s mangled horn, focusing at the tip before leaping out towards Luna. The dark princess smirked, her form fading to black and dissipating into the shadows as the arcane bolt passed through where she had stood.

Scorn grimaced, swiping his sword through the shadows that suddenly began to swirl around his legs. The darkness around his hooves shot up, above him, coalescing into the form of Princess Luna, blade at the ready.

He leapt aside, barely avoiding her pounce. She bent her hooves as she landed, bouncing back up and towards him, circling her sword around her head in a vicious cut at his neck.

Scorn raised his own blade to block the blow, flinching at the magical shockwave that the contact spawned. Luna wasted no time in launching another attack, twisting around, kicking at one of his forelegs, and taking another swipe at his neck.

“Enough!” he snarled. His horn flashed as a black shockwave pulsed from it, pushing Luna’s sword back. She stumbled, briefly exposing herself, and Scorn rushed forwards, driving her back with his weight.

Once more Luna dissipated, her body seeming to shatter into a dozen shadows upon the impact. The dark tendrils flowed over Scorn’s rotted grey body in an instant, coming together behind him once more and—

“Your trickery shall fool me no more!” A dark shockwave caught Luna just as she was materializing, sending her flying backwards. She smashed into the far wall with an audible grunt, splintering the wood with the force of the impact, and slowly slid to the floor.

Twilight stepped forwards, eyes wide. “Princess Luna!”

Shadow Streak wasted no time, sprinting straight for the sneering, rotted Princess Celestia. “Lay another rotten hoof on the Princess and I’ll send you to the sixth circle of Tartarus!”

Scorn ignored him, steadily stepping towards the dazed form of Luna.

Shadow Streak pounced, only to be intercepted by a suddenly materialized magic wall. With the sound of breaking glass the wall shattered and threw him back across the room, unconscious.

Scorn laughed, still advancing on Luna. “Did you really think you could beat me, princess?” He spat out the title with obvious disgust. “I am the Demon of the Seas, with an uncountable sea of souls at my command!”

He launched another black bolt at Luna as she struggled to rise, knocking her down once more.

“You've been gone a millennia!” he roared. “You come back and think you can just start changing things? This is my domain, Princess! My waters, my world!”

“Your world is nothing more than... a petty kingdom of rash-levied tabor insanity. You are but dust against this world and her grace, tike.” Twilight watched, eyes wide at the approaching demise of her beloved princess. She could barely believe it. Princess Luna had always been so strong, always like a figure untouchable, and yet here she was, struggling just to get to her hooves.

“Hah!” Scorn scoffed, coming to a stop before Luna. The false alicorn leveled its horn. “Welcome back, Princess.”

Twilight gasped. Her horn flashed. “No!”

Scorn raised his head. “Hrm?”

Twilight’s eyes began to glow as a second aura enveloped her horn, shortly followed by a third. Beams of light shot from its tip haphazardly, illuminating the room with a harsh and flickering purple glow. For a brief moment light, shadow, and time seemed to bend around her.

Scorn’s eyes widened. He raised his matted grey wings before him, summoning an arcane barrier to intercept the devastating wave of magic that tore across the room, emanating from Twilight’s horn. He grunted as the wooden wall behind him and the planks around his hooves were torn away and his barrier shattered. The room was filled with a purple light so bright it drowned out everything else. It was impossible to see.

The light faded as Twilight collapsed into a little heap of purple fur amongst the rubble.

Scorn was on his knees and breathing hard, the scarred and tangled coat on the false Celestia’s chest heaving as he climbed to his hooves. Eyes wide with the aftermath of fear, Scorn shook his head. He flexed the bloody stumps remaining where his wings had once been.

The false Celestia scowled, stalking towards Twilight’s unconscious body with a pained limp. “You... you think you are stronger than me? Beyond me?! I am feared across oceans you will never see, my hatred has existed for years longer than you can count. I am hatred incarnate, how pathetic of you to attempt to better me!” A weak aura surrounded Scorn’s horn as he approached her.

“Scoundrel!” Luna gasped, struggling back to a standing position. “You would dare to attack an innocent bystander, one who lacks the honour code and training of a true warrior? Your facinerious acts cannot continue, beast, where is your honour? Has it left you like the sanity you once held?”

Scorn’s eyes narrowed. “The honour you speak of died long ago alongside my Queen; the death of someone you serve can twist the soul.” He snarled and spat upon the scorched floor. “I lost my way the day I was removed from the equation, something you could never understand, Princess.”

“Any warrior can claim to have lost their way, but you have gone beyond the path of the lost. Your capon attitude and unending cacodemon manipulation paint you in a far darker light, whoever you once were, you are far beyond saving. You must be purged for redemption, it is the only merciful thing to do.” Flinching from the strain, she summoned a crude magic sword, a mere ghost of the blade she had previously crafted.

“Not done yet? Come at me, then!” Scorn turned to face Luna, nearly falling in the process. The stumps of his wings briefly spurted blood as a partially transparent black dagger materialized besides him.

“Find grace in the embrace of shadows, demon,” The moon princess hissed. Closing the distance with a clumsy canter, Luna took a wild swing at Scorn.

He raised his dagger and parried the attack, losing his balance and stumbling backwards. Slowly recovering, Scorn countered with a sloppy riposte.

Luna tripped over her hooves as she dodged, falling to the ground. Scorn followed up with a volley of downwards stabs, each one being just barely deflected by Luna’s sword. The false princess screamed fury, horn glowing brighter as it poured more and more energy into the black dagger.

Scorn reared up, purple fire flowing over him as he lost the illusion and returned to his changeling form. Physically grabbing his dark dagger in his hooves, he fell upon Luna, driving the blade towards her heart with all his might.

Luna screamed back, eyes widening as her sword vaporized and she grabbed her adversary’s dagger with her hooves, struggling to hold it back. Her eyes flashed white as her innate alicorn power resurfaced, a powerful shockwave pushing Scorn back and shattering his dagger.

Changeling and princess alike fell back, drained and exhausted as magical residue clattered to the wooden floor. Shadow Streak limped weakly out of the dark corner he’d been laying into, one eye swollen closed and steel wings dragging across the floor. Stirring amongst the rubble, Twilight raised her head, moaning.

Slowly, painfully, Twilight and Shadow Streak arranged themselves around their princess. Scorn struggled to his knees, eyeing them with unfiltered hostility. Shadow Streak raised his wings and slid into a ready crouch, growling. Twilight’s horn gave off a feeble glow.

Outside, a pained dragon’s roar sounded out. Scorn narrowed his eyes, glancing aside. “We’ll have to—” He coughed, blood spurting from his mangled wings. “We’ll finish this later, ponies.”

The changeling flinched as the sound of a heavy splash drifted in from outside. Black fire rose from the floor, dancing around his hooves. He locked eyes with Twilight as the flames licked higher, and then he was gone.

Just as he teleported from the room a bright flash appeared in front of the Princess, and Noteworthy appeared before them with a small smile planted on his lips. “Princess I have a message from Colonel Spitfire, she’s getting reports of retreat -- the battle has been won in our favour, and losses were near nil.” The smile which adorned his face soon fell as he cast his eyes around the broken and bloody room, nearly falling over in shock. “D-did I miss something, Princess?”

“No.” Shadow Streak said with some annoyance, nodding towards the wounded Princess and Protege, “Twilight came upstairs and we all played cards, nevermind the massive battle against Scorn!”  Noteworthy looked over at his fellow guard and sighed, crossing his brow and looking at the decimated doors. There was an awkward silence in the room for a few moments, broken only by the Princess’s heavy breaths.

“Remind me how you got your job again?” Shadow Streak asked, before Twilight and the Princess burst into laughter. The feeble attempt at humor finally broke through the stress of the battle, seeming to signify that it was finally over.

Noteworthy merely stood there for a few moments before turning around to look out the shattered window, the rain softly touching against his face as he examined the deck below.

“Noteworthy, you and Twilight go find some medical pony -- maybe Doctor Zeta, or Fluttershy. I’ll stay with the Princess and see how she remains, I’ll also take care of any stray thralls.” Shadow Streak grunted and lifted the Princess up, leaning her against him as Twilight teleported away. Noteworthy hung in the room for another moment before following suit.

The two remaining ponies stood there for a few moments before moving over to the window in silence, the mighty tempest beyond the ship roaring and howling against the pitter-patter of rain drops. The cascade of water had made its way within the shattered command deck, and few timbers around the window remained dry. Faint lightning flashes illuminated the deck below as the battle wound down to a close, ending in their favour.

Princess Luna leant against Shadow Streak a little heavier as her eyes began to droop, the battle had surely taken a number on her. Blood dripped from both of their wounds slowly as they each stared out into the maelstrom of events finally closing, the ships cannons no longer roaring against the enemy. Everything had slowly silenced until the only noises left were the heavy breathing of the pair, and the raging storm ravaging the seas.

“Many thanks upon thee’, protector. We... I mean, I... cannot tell you how glad I was to have help during those dark moments.” The Princess staggered in place slightly as the two comrades fell side by side, laid and looking out into the beautiful night sky. The limelight shone upon them as Luna spoke softly, her words falling a each turn and becoming more subdued. “You are much better than that... Noteworthy fellow...”

“That’s just because he’s not a fighter, Princess. His uses are more suited for your academic needs, I’ll just stand there staring at you two mindlessly: I’m not a smart pony.” He let out a shallow chuckle as his lungs brought up bile and blood, a jab to his chest having snapped a few things in bad ways. “I’m just your stubborn ass-” another cough brought up more blood as his eyes drifted slightly, “...guard pony. No need to thank me. Besides, soon enough you'll need to... to ship me off in a bodybag, once Chrysalis learns she didn't get a punch at Scorn.” A bitter laugh followed his sentence, as a stream of blood gushed from the corner of his mouth, ”

“I find need to thank you... for you served me in double trust, which is a debt I intend to repay someday.” Luna fell silent as the storm carried on, battering them with a mighty cascade of rain and wind. Hey eyes fell gently as her companion fell to his side, the wear and tear of the battle having tired him out. The Princess quietly stood up in the rain and looked out towards her moon, beginning to lower it for a new day.

Then with a swift move she was standing atop the center platform of the room, looking over and out the window. Shadow Streak however didn’t notice, and he was left alone in the ruined command deck, wounds bleeding and body slumped under the rain. Noteworthy teleported in a few seconds later, bringing a doctor over to his injured friend; the Princess now out of his mind as he took in the sight before him. But even as the nurse wrapped torn cloth around him and began to cast a spell, Shadow Streak slept.

Sitting atop the captains chair within the room, Luna examined her desk once again. It was a little different from when she had first asked for it to be taken from Old Canterlot, and refurbished by the best craftspony around. There were a few marks from the fight that had ruined some of the carvings, and there was a massive hole in the middle where some timbers had fallen through. Although this upset her quite a bit, her worries flowed free like the blood of her wounds as time became irrelevant.

Petty eyes scanned a carving of two sisters, one of gold, another of pure darkness; the coin, heads and tails. Yet even as the world had ordered her fast departure and Celestia’s sudden demise, Luna’s sister had returned in the form of an enemy. An elaborate ruse designed to unstable her no doubt, crumble her already weakened foundations. But she had surpassed the demon’s expectations and managed to understand his message.

This brought her to even more troubling thoughts. Was her sister in fact nothing more than a lost soul among the black seas? Was the flicker of life she felt tied to her own instead merely the remains of her kin? She couldn't tell for certain, and she wouldn't know until they reached their destination. Edge Island it was called, the farthest point that anypony had ever dared to map -- or the last place they had ever been seen. It was about as far out as one could go, the most remote and desolate of islands.

Luna knew it was more than that though, she knew it held some kind of secret deep within its flora. Something inside her stirred at the mention of the name, upon the imagining of the place she couldn't help but shiver. A dark force was at play within that part of the world, and her crew would soon need to face it. Yet why would her sister be there? Furthermore, why would she never attempt to escape?

During the battle that had occurred between Luna and her sister many moons ago, Celestia had never once given up or held back; her subjects were worth more than her own sister. So if she would be ruthless and unrelenting during a time in which the darkest hour was the brightest day, why could she not be as such when the world needed her so much? Had Luna doomed the entire world by failing her sister, failing herself?

Scorn had called her a monster, the real monster between the two of those. He accused her of being the fountain from whence his troubles came forth, the mother of his curse. But had she truly doomed him, and the world, through an act of self? No, she knew she couldn’t have done such a thing. Her departure hadn’t caused the end of the world -- sooner or later, Nathasha would have struck them both down.

The Princess denied the thought that she had ended the world through an act of immaturity, being filled with desire for self rather than a beacon of selflessness. The more she thought about this issue, the stronger her resolve became. No! She had not doomed the world, she was here to save it! Celestia was more than alive, she was trapped somewhere at Edge Island and Luna needed to save her. This crew, this mission, this hope... was worth any price.

With her heart content and her mind set upon her mission, Scorn having been pushed from her thoughts for now, she could feel the world gradually slip back into place. The sting of her wounds slapped her from her state as the fresh splatter of water fell from a hole above. Luna slumped onto the sodden and torn desk before her station as Noteworthy came rushing towards her, some other pony not too far behind. She attempted to stand but failed, slamming her head down onto the table with force.

The last thing she saw before the sea of black overtook her; was a dragons silhouette looming within the tempest beyond.