Jaze stood before the Valkyrie dropship, more or less a box with two stubby wings loaded with thrusters, the front of which was wedge shaped to accommodate a cockpit. The back wall of the box was dropped to make a ramp for the soldiers to enter and exit quickly; there was a door on each side to allow soldiers to fire from the ship without exposing everyone inside to the return fire. He watched as his soldiers removed all of the seats to make more room. Normally it could seat twenty troopers more or less comfortably, but they needed room for hundreds of ponies.

The Colonel knew that they could not hope to fit all the pegasi in Cloudsdale into the armored transports, but he knew that between the ten of them he could move a large portion. The rest would have to try and fly within the formation of dropships to survive. The assassin pressed the heels of his palms into his eyes; it was going to be a painful ordeal.

“Jaze!” The scarred soldier turned to see Trixie making her way towards him, “What is going on?”

“Cloudsdale is being attacked.” he said in a dead-pan voice, “We are about to try and evac the citizens back to here and Canterlot.”

“Oh gods…” The azure unicorn’s eyes began to well with tears before they were lost in an inferno of determination, “How can I help?”

The assassin sighed, “I want to tell you nothing, but I need all the help I can get.” He knelt in front of her and took her face in his hands, “Can you help separate the wounded refugees into groups? The medics will show you how.”

“I will try my best.”

“Thank you. Now get going, my little Trixie.” She hesitated for a moment before planting a light kiss on the soldier’s scar and then disappearing into the mass of soldiers. Jaze could not help but smile, regardless of the current crisis. As he sat in wonder at all that was happening, he felt a hoof tap his shoulder.

“Colonel, sir” Twilight stated, her voice strained from the spell casting, “we are ready to go.”

“Alright,” he stood and turned to his troops, fifty or so in all, “we are just going to grab the civilians and run. Our birds will try and alleviate the attacks from Cye fighters, but there is no cover to be had. The whole city is made of clouds, nothing solid at all. So you get in, load the civilians, and get the hell out. Trying to be a hero will get you killed. Do you understand?”

“Sir yes sir!”the assembled soldiers yelled.

“Then mount up, five in each. Move!” Jaze pointed to his friends, “You guys with me in the lead ship.” He, the rest of Angel team and Twilight ran up the ramp into the now cavernous troop bay. All of them were wearing their lightly armored flight suits and helmets, ditching the groundside armor to save space.

“Sir,” Sands called out as they made their way into the ship, “Do the Princesses know of the current situation?”

“Yes, Princess Celestia was with me when I got the word. She’s on her way to prepare Canterlot for refugees.” Jaze stopped dead in his tracks, “Oh dammit!”

“What, what happened?” Shelby asked as she pressed her hand to the integrated helmet comm to see if she missed something over the net.

“Celestia is flying back to Canterlot mostly alone, if the Cye find out and attack…”

“That would drive the ponies into a frenzy,” Vincent whispered.

“Jaze, we’ve got to keep Celestia safe!” Twilight called worriedly.

“I know,” he let out and angry huff, “All right, Shelby and Dmitri, you guys go fly escort for the Princess. If the Cye get to her, it had better be over your smoldering corpses.”

“Yes sir.” The two pilots started to run for their fighters.

“Hey, wait!” Jaze called out. When they turned to look back, the assassin threw the comm unit that was in his pocket to the female pilot, “Give that to her so we can keep in touch.”

She gave him a thumbs up, “Got it.” They took off, rudely shoving anyone who got in their way.

Once the three were inside the ship, Jaze pounded his fist on the cockpit door, “We’re in! Get it moving pilot!”

“Yes sir, Colonel.” A familiar voice called out.

“Airman Shar?” the assassin slid the door open to reveal the smiling woman sitting in the pilot’s swiveling chair.

“Looks like I get to be your limo driver today, sir.”

“Well we have no time, so don’t go easy on the old girl.”

“Sir yes sir!”He slid the door shut as Shar started to power up the engines.

“WAIT!” a panic stricken cyan pegasus screamed, her voice barely audible over the engines. The ship stopped, hovering a few feet over the ground.

The Colonel slid open a side door to yell at Dash, “What do you want? I don’t have time to mess around!”

“I’m coming with you!”

“Like hell you are!” he yelled angrily, “I have too much to look after already!”

“Cloudsdale is my home; it needs me!”

“Cloudsdale is gone!” The pegasus fell to her rump, stunned. “We are just trying to save everypony we can!”

“I’m still coming with you!”

“No you aren’t!” He called out to two passing soldiers, “Detain Rainbow Dash, don’t let her leave the base!”

“Yes sir!” they yelled back, grabbing the weather pony under the forelegs and pulling her away. She fought with all her might to break way, but the pair was too strong.

“You bastard!” she yelled to the ship as it disappeared into the sky, “Come back!” She stopped fighting, defeated tears running from her eyes, “Come back…”

The two humans sat with their legs crossed, while the purple unicorn preferred to try and stand for the flight. The humans’ skin was itching, a side effect of the unfamiliar texture of the spell cast on them. Jaze was wrapped up in his thoughts, trying to find a way to save everypony. The worst feeling he could imagine at that point was knowing that no matter how hard he tried, there were going to be casualties. His only hope was that the Cye would switch focus to the humans once they arrived.

He suddenly noticed that Twilight was standing before him. “What is it, Private?” he asked without looking up.

“That was cruel!” she said angrily, “Why didn’t you let Dash come with us?”

He slowly brought his eyes up to meet hers. The burning rage in them made the unicorn shiver, “Are you questioning my orders?”

“Yes I am.”

“That’s not…” Vincent started, but the Colonel silenced him with a raised hand.

“You seem to not understand something. As of now, I am not your friend. I am your superior and I expect you to remember that.”

“But Jaze, I still don’t see…”

“Let me show you why you should not question an order.” He suddenly yelled, “JUMP!”

“What…” The unicorn slammed into the deck as her forelegs were swept from under her by the assassin’s foot. She lay, wheezing, trying to draw air back into her lungs.

Jaze knelt and lifted her head to meet his gaze, “There is always a reason for every order.” He lifted her to her feet and pointed at the cockpit door, “Now get in there and guide Airman Shar to Cloudsdale.”

“Yes sir.” The cold anger in the unicorn’s voice made the Colonel want to apologize, but he resisted the urge. He looked to Vincent, who gave him and encouraging smile.

“You did the right thing, Jaze.” he reassured his superior, “She’ll understand later.”

“I hope so…”

The comm in his ear suddenly came to life, “Colonel Armand, this is Princess Celestia. Can you hear me?”

“I read you loud and clear, Princess.”

“How goes the defense of Cloudsdale?”

“We have yet to arrive, though we will soon.” He took a deep breath before continuing, “You realize that we can’t hold Cloudsdale, right?”

“What do you mean, Colonel?”

“There is no way we could defend the city, it’s a death trap.”

“But we need Cloudsdale!”

“And I need to keep my men alive. If we try to hold that area, we would get ripped apart.”

“But we will lose control of the weather factories!”

“I can’t help that. You are going to have to be at the mercy of nature until this is over.”

“But we will lose crops! And it may cause panic”

“I know, but better that then losing the war.”

The door to the cockpit slid open and Karen called out, “The city is in sight. ETA is two minutes.”

“Thank you, Airman.” He called back, “Celestia I have to get ready…” The comm gave a loud screech and a mess of static, until a new voice could be heard over the air.

“Hello again boy.” came the last voice Jaze wanted to hear.

“Who is that, Colonel?” Celestia asked, the tension in her voice evident.

“Yes, I feel I should know with whom I share your conversation, boy.”

“Princess,” the assassin said with hatred rolling from his voice, “this is the man responsible for the attack on Cloudsdale.”

“Oh, now that is a mean way to introduce me to royalty.” Carn laughed, “It is an honor to meet you, Princess.”

“You foul beast, why did you attack Cloudsdale?” Celestia screamed into her mike.

“What is Cloudsdale?” the old warrior asked politely, “Oh you must mean that funny little city of clouds.” His voice took on an almost singsong tone, “That strange city just didn’t quite fit with my vision for this planet. So I decided to get rid of it.”

“You twisted, sick, son of a bitch!” The assassin’s voice dripped with anger and hatred, “You better hide in a galaxy far, far away, because when I find you I’m going to tear you apart!”

“Oh, so now you are the avenging wind of justice?”

“Not justice. Justice would be bringing you in for a trial. I am going to make you suffer for this!”

“Come now, it’s hard to tell who the villain is when you say things like that, boy.”

“Who said I was a hero?” Jaze asked scornfully, “Whoever told you I was some great purveyor of goodness is lying through their teeth. I am a killer, and you have made the list.”

“Sir,” Shar called weakly from the cockpit, “take a look. It’s… horrible.” The ship spun around and the Colonel reached to slid open the side door with a trembling hand.

He was greeted by the sounds of gunfire, and the desperate cries of the dying and fleeing. The first thing he saw was that many of the white clouds had turned to a far more sickening color; the bright crimson of the pegasi’s blood, which still retained the ability to rest on clouds after being lost from the body. It did not take long to spot the multitudes of dead and dying ponies, many of whom were torn to pieces by heavy weapons. His stomach threatened to jump into his mouth at seeing the defenseless ponies laying dead amongst their beautiful cloud homes.

“Oh, how I wish you could see the way their entrails paint the sky!” Carn breathed contentedly over the comm, “It is simply magnificent!” Jaze could hear the vile monster taking a sip of something; he seemed to be having lunch and was watching the pony slaughter as a show.

“How could I not see it?” Jaze asked quietly, falling to his knees before the horrible sight.

“Oh, has the Marine corps finally adopted helmet cams?”

“No, I am flying right next to the city.”The sound of a gasp followed by coughing could be heard over the radio as the older man tried to expel whatever liquid he had been drinking from his lungs.

“You’re WHAT?” he sputtered into the comm, the first time Jaze had heard real anger in his voice.

“I am in Cloudsdale,” he replied in horror at the site before him.

“What are you doing there?” the insane man yelled back, “You are supposed to stay at your base!”

“What,” the Colonel scoffed angrily, “did you think that I would let you attack Cloudsdale and get away with it?”

“No, but you were supposed to stay safely tucked away behind your defenses! You’ll ruin everything!”

“That is the general idea, snake” Celestia sneered.

“Be quiet, ‘Princess’,” the madman shot back, “I have something special planned for you!”

“If you dare,” Jaze whispered venomously, “lay so much as a finger on Celestia; I swear that you will lose that finger, the hand, and most of the attached arm.”

“Mighty defensive,” Carn’s voice managed to regain its mocking tone, “about this dear Princess Celestia, aren’t we boy?”

“I owe her my life, and I intend to repay that debt in full.”

“Jaze…” the Solar Princess started.

“Whatever,” the Cye leader retorted quickly, cutting Celestia off, “ I know your weakness. But I fear I must go. Enjoy playing the hero and then die in a most humiliating way, boy.” The line became full of static, and then a loud pop sounded and Carn was gone.

“Colonel,” Shar yelled from the cockpit, “enemy fire, incoming!” Jaze slammed the door shut as bullets peppered the hull of the dropship where his body had been moments before.

“What the hell, sir?!” Vincent called out, sounding almost angry, “That sounded like small arms fire!”

“It was, but how?” the Colonel went to the other side of the dropship and slid open the door, “Can you take us down, Airman?”

“Yes sir!” The ship lowered until it was only a few meters away from the clouds, “That’s as close as she gets; any closer and I will disturb the cloud bank.”

“Three meters,” Jaze pondered before giving a shrug, “I’ve fallen father.”

“Jaze,” Vincent asked incredulously, “you’re not going to…” Before he could finish, the assassin leapt from the relative safety of the troop bay to the clouds below, rifle securely fastened to his back. His stomach was tight with anxiety, not entirely believing that he would fight the clouds to be solid. He did not have to wait long to find out; he hit the clouds with a solid thump, rolling to break his fall.

He came out of his roll, rifle in hand, and began scanning for targets. He was in a small clearing with tall buildings made of clouds all around him. Finding the area clear, save for the bodies, he stood up and stomped his foot on the clouds below. They were springy, like a soft mattress and he decided to perform a quick experiment. He took his boot knife out and held it away from his body, before dropping it to the clouds. The knife passed through and continued its descent to the ground below. He looked above him to see the ten dropships arrayed in a semicircle, awaiting his word.

“It’s perfectly safe,” the Colonel said into his mike on an open channel, “the spell works. But you drop any equipment and it’s gone. I want everyone to unload, any medics we have I want left in the ships to treat the wounded.” He switched over to his squad comm, “Vincent, join me on the clouds.

“On it.” the farmboy called, dropping a rope to the clouds below. Ropes began dropping from the other ships as well, and soon forty well armed Marines were fanned out on the clouds, ready and willing to fight.

Vincent trotted up to Jaze, an amused smile on his face, “Why did you jump? We have ropes you know.”

The Colonel flashed a grim smile, “Guess I couldn’t wait to get into the fight.” He turned his head back towards his dropship, “Twilight, is there any way you can use magic to dissipate the wind from the thrusters?” Jaze asked quickly, “If our ships can’t get closer we won’t be able to load the wounded.”

“I can try.” the unicorn responded, her voice choked with sickness at the sight that meet her eyes. A purple glow appeared around the thrusters of the dropship, “Alright Karen, take the ship down please.” The ship lowered until it was skimming the clouds, and only a slight ripple could be seen in protest from the fluffy, pink-tinged vapor.

“Good job,” the assassin admired, “now cast that spell on the rest of the flock so we can begin.”

“Yes sir!” Soon all the ships had touched down and lowered their ramps, ready to take on the refugees.

“Sir!” A Marine called out, “We got contacts, at our six!” Jaze spun, his rifle coming to his shoulder in one swift motion. He could see shadows through the cloud buildings. Pony shaped shadows.

“Hold fire, they’re civilians!” the Colonel called out to the soldiers before yelling to the frightened pegasi, “Come on out, we’re here to help!”

First one, then four pegasi came into view around the corner of a building. The medics waiting in the ships waved to the beleaguered ponies, who rushed to the protection of the solid ships. The lead pegasus, a teal mare with a yellow mane, stopped to speak with Jaze.

“Thank Celestia you all showed up when did.” she breathed, “We have been running forever, trying to escape those metal monsters.”

“How are the Cye up here, they can’t walk on clouds.”

“No but…” Jaze jumped as a burst of gunfire tore into the Marine formation, striking the pegasus in front of him, spattering him with her blood. The pony fell in a heap; while two humans were also hit and fell to the clouds, one falling through the clouds as his life stopped feeding the spell holding him aloft.

The Colonel grabbed the pegasus and dragged her limp body over to a ship. The waiting medic pulled her on board and looked to Jaze critically, “How the hell am I supposed to treat a pony?”

“I don’t know!” Jaze yelled as he spun to search for the shooter, “Try and stop the bleeding until we can get back to base!”

“Contacts, contacts!” a Marine yelled out, her voice tight with fear.

“We’re surrounded!” another called out in panic. The assassin looked up to see what was running through the streets of Cloudsdale and killing her inhabitants. Its upper body looked more or less like a normal Cye soldier, but the legs had been replaced by what looked to be thrusters. On its back was a small thruster back, which it used in conjunction with its “legs” to stay a foot or so above the clouds.

“Open fire,” the Colonel roared into his comm, “but stay focused. You miss and the bullets won’t stop until they hit something, so wait for a clear shot.” He dropped into a crouch, brought the sights up to his eyes and fired a quick burst into the chest of the android in front of him.

The rest of the Marine contingent let loose a storm of controlled hell into the Cye surrounding them. The robotic nemesis of all life fell in twos and threes, their bodies passing through the clouds to smash into the hard earth below. The forty Marine regulars pulled into a loose circle around the landing zone and began methodically destroying the androids as they appeared. It was going well, until the Cye troopers began firing back. Caught out in the open with no protection, the Marine rescue team began to take casualties. Many fell to the ground, clutching the wounds that appeared on their bodies; while a few fell through the clouds, no longer alive to stay on the clouds.

Jaze looked up to see two of the floating monstrosities lining up on him. He brought his rifle to bear and squeezed the trigger, receiving only the soft click of an empty chamber. He let loose a foul curse as the androids carefully aimed for the human leader. He heard two cracks and saw the heads of the robots snap back before they passed through the clouds. When the assassin looked behind him, he saw Twilight had taken up position inside a dropship and was using single shots to cover the rest of the group. He tossed a grim nod of thanks toward the unicorn before slapping a fresh clip into his TAR and helping with the rest of the mop-up.

“Enemy air support inbound!” a dropship pilot yelled into his comm. The Colonel cast his eyes skyward to see a Cye fighter bearing toward them, more than likely planning to kill all the humans with its heavy guns.

“Everyone, back in the boats!” Jaze screamed as he grabbed two wounded Marines, dragging them toward the safety of the armor-plated transports. He heard the throaty roar of a heavy rotary canon and watched as the fighter went up in a ball of flame. As the local firefight quieted, the groans of the wounded added to the sounds of chaos permeating the city.

A group of five Thundercats screamed over the Marines and a voice crackled over the comm, “This is Reaper One to ground team. We got your back up here, you get the civvies evaced.”

Jaze waved up at the fighters as they circled overhead, “This is Colonel Armand to Reaper One, much obliged. What is the situation from up there?”

“It’s FUBAR sir. The rest of the fighter squadron is engaging the Cye on the other side of the city; that is where the rest of the civilians are hold up.” The pilot gave a sigh over the comm, a rush of static, “We’ve managed to keep the Cye at bay, but I recommend moving your men up to start moving them back here.”

“I copy, thanks for the sit-rep.”

“Right sir, we’re going to go join Cerberus and Banshee wings in that furball. I’ll leave Reaper Five to cover your top.”

“Once again, much appreciative. This is Colonel Armand, out.” All the fighters took off at incredible speed; with the exception of Reaper Five, who remained hovering over the ground party. The Colonel turned to his troops, now only twenty-four fully operational in strength, “You heard the man, we gotta hoof it over to the other side of the city. Get the wounded loaded in the birds and make ready to move, we’re going to sprint this.”

“Jaze,” Twilight called from the ship, “I have an idea.”

“Speak quickly,” he replied tersely, “we have to be quick if we want to help.”

“There may be pegasi still hiding throughout the city. I can use magic to make my voice loud enough to hear across the city.”

“Do it.” Jaze said turning to leave.

“But,” the unicorn cautioned, “it may draw the Cye here.”

“Okay.” He called out to the troops, “Half of you stay here to defend the LZ. The rest of us are going to make a dash for the fight on the other side of the city.”

“Sir,” one of the wounded Marines called out, her voice forced through her pain, “we can’t move, but we can hold. Take everyone you can, you’ll need them more.”

“Whatever, let’s just move!” He touched a button on his helmet and a piece of glass slid down and connected to the bottom of the helmet, sealing with a pneumatic hiss, “Seal those buckets folks, there isn’t enough air to keep running for long.”

Jaze set Vincent down inside the dropship, carrying the larger man despite his protests. The assassin turned and brought his rifle to his shoulder, aiming for the pursing Cye over the heads of the pegasi refugees. He fired of a few bursts to try and make them regret attacking the fleeing group.

The run through the city had been uneventful, Reaper Five plowing the way ahead of them with her chin-gun. The human soldiers had passed groups of pegasi with the occasional unicorn running for the sound of Twilight’s voice, booming from the humans’ landing zone. The panic stricken ponies ran in terror from the robots spreading through their city. The Marines had stopped to help where they could, and had suffered for it. Jaze had only fifteen of the twenty-four soldiers who had set out with him left.

When they reached the site of the battle, the Marines had wasted no time in trying to clear out the Cye, opting to let the fighters clean the area as much as possible while they moved the ponies to the evac point. The robots were not too impressed with this plan and had harried the fleeing allies all the way back to their ships.

“Dammit,” Vincent growled, waving away a medic, “It’s just the leg, it’ll heal.” The large soldier had taken a shot the leg for stepping between a pegasus mare and the Cye trooper intent on killing her. He had used the new explosive rounds and was gratified to watch the trooper cease to be, a burning wreck falling to the ground below. He had tried to hobble along, but the Colonel was forced to grab him and throw the wounded man over his shoulder to keep moving towards the extraction.

Now, the soldiers were waiting for all the pegasi to get loaded on the dropships. The Marines tried to hold the Cye away from the clearing, but it was a losing battle. The robots were slowly closing in, focusing on the armed humans now.

“Come on.” Twilight yelled, taking up a position beside Jaze, “get your flanks moving.” The purple unicorn’s gun barked, each round spelling death for another Cye trooper.

As the last of the pegasi made their way into the ships, Shar yelled from the cockpit, “That’s it! We’re outta here!” The ramp slowly closed, bullets pinging off the armor from the robotic attackers. The ship lifted off, making for the open air. The Cye troopers stood at the edge of the cloud bank, firing at the retreating transports. The human fighters lined up and made pass on the bank, destroying the much of rest of the attackers. A cheer went up from the assembled humans and ponies, glad to watch the horrid machines get their due.

“Hang on,” a fighter pilot hollered into the comm, “I see three more civvies on the way.”

“Colonel,” Shar yelled from the cockpit, “we still got room for them!”

“Bring her back around,” Jaze ordered, “they can fly right into the troop bay!” The human made his way through the mass of multi colored ponies to the side door and threw it open. Hooking a safety line between him and the ship, he lined out and held up his hand to the fleeing pegasi; a red stallion, a white mare, and their little gray filly balanced on the mare’s back, “Come on. We need to go!”

“Run, run!” the stallion screamed, “They’re right behind us!” No sooner had the statement left his lips than did more Cye appear from among the buildings, firing on the fleeing family. The stallion went down in a hail gunfire, his chest and head torn to pieces. The mare stopped to grab his body, but the cries of her baby drove her to turn and run.

“Twilight, Vincent. Covering fire, NOW!” Jaze screamed as he reached out, urging the mother to run faster. The pair leaned out of the doorway, firing their rifles into the Cye to stop them from returning fire. The white mare took off, flying for the safe haven provided by the dropship. She looked like she would make it, until a stray bullet shredded her wings. Tears flooded her eyes as she began to fall, her white crippled wings beating the sky, and her sorrow for her child destroying her from the inside out.

“She’s not going to make it!” Twilight said, turning to Jaze as if he could fix it.

“Like hell she isn’t!” the assassin yelled, taking a running leap out of the door.

The wind caught him and threatened to spin him like a top, but the stubborn human refused to let it happen. He stretched his entire being, willing himself to make contact with the mare’s outstretched hoof. He fell a few centimeters short, more than enough to ensure the death of those he was trying to save. The mare’s eye lit with determination; she took her baby in her mouth and threw the filly to the human’s waiting arms. She fell without a word, content in the knowledge that her only child would live.

“NO!” the Colonel screamed, holding the filly tightly in one arm and stretching the other for the falling mare, “NO, GOD DAMMIT, NO!” The line snapped taunt, jerking the human and filly around and nearly breaking his hold.

“Pull him up!” someone above the pair yelled, and Jaze felt himself being lifted back into the Valkyrie. He found himself unable to move, and just lay on the deck of the ship, tightly clutching the crying filly to his chest.

“Close that door.” Vincent said, “We are leaving.”

“Gah, dammit!” one of the dropship pilots yelled into the comm, “This is Dropbox Two-Four, we are getting pounded by those fighters! Can anyone assist… oh shi…” the line turned to static in the Colonel’s ear. He stood and peeked through a crack in the door to see one of the dropships going down in flames.

“You metal freaks,” the assassin whispered dangerously, “you will pay for that.” He grabbed a rifle and loaded it with the armor-piercing rounds. He threw open the door once more and lined up on the Cye fighter responsible for downing the ship. The silver eyed man screamed out his heartache and rage as he emptied the clip into the aircraft, turning it into a ball of flaming rubble.

“Oh damn… AAAH!” Airman screamed in pain as the ship jerked and began to fall. When it jerked, Jaze was nearly thrown out the open door, and would have fallen had not Twilight grabbed his suit with her magic and pulled him back in. He gave her nod of thanks before going to check on the pilot.

Jaze slid open the cockpit door, “Airman Shar, are you…” He did not feel he needed to finish the question. The front viewports and the instrument console were smeared with blood. Shar had a hand pressed to her abdomen, more blood seeping from between her fingers to pool on the deck below.

“Hey,” she asked weakly, “how’s it going.” Her face was pale and drawn from the pain, though she still managed to keep her craft on course.

“You’re hurt.” the Colonel said simply.

“It’s just a flesh wound.” the cocky pilot assured.

“You’re going to bleed to death, let me take over.”

“Sir, you ever flown one of these?”

“No…”

“It’s like trying to fly a drunken brick. I don’t think you could do it.”

“I have to try, you are in no condition to pilot.”

“Sure I am, I just gotta pay attention. A little boo-boo ain’t gonna stop me from doing my job, Colonel.

“If you’re sure, then take us home.”