Chapter 1

Hot tears stained the white marble steps of the Canterlot wall, washing away a small puddle of ash and blood. Celestia stood shoulder to shoulder with her ponies; thousands of them lining the wall surrounding their capital, staring out at the hissing, writhing insect horde facing them, the same dread pooling in her own gut. This was it. The final stand of Equis itself. Every nation had fallen as the insect horde descended from the stars themselves, and retreated to Equestria; every Equestrian city, gone or overrun. Refugees packed the crystal caves, or lined the walls, uncomfortable in their military barding and saddles holding muskets or crossbows. Young, old, Earth Pony, Unicorn, Pegasi…

To the right the Sun Princess stood her former student Twilight Sparkle, a princess now in her own right. It was she who had led the first defense against the maggot-like enemy… she who had suffered the most, and her friends. Twilight was thin now, her once luxurious purple coat patchy from acid burns; one wing was bound tightly to her side, and the other missing several primary feathers. Her purple eyes burned with the fever that had gripped her since the first attack, with a backdrop of determination and sorrow. Her initial defense had cost the lives of a hundred Twilight Guardponies, something that had burned her soul; it had only been the words of her friends, also injured, that had brought Twilight Sparkle back from the brink of utter despair.

On her left stood Celestia’s sister, Luna, Princess of the Night and Warmistress of Equestria, crystal blue eyes staring out over the line of ponies. Despite her calm appearance, Celestia knew her sister felt like an abject failure. It was her responsibility to protect Equestria, and she had failed; her army and new Royal Flying Navy had been trounced handily. Despite millennia of experience and study, Luna simply could not defeat an army that could field millions of seven-foot tall, acid-spitting monsters. Cannons and muskets could kill dozens, hundreds… but there were always more. And every pony lost was irreplaceable. In a land undergoing a painful drought and season of few births, they just didn’t have the ponypower for such a destructive war. From a standing army of eight thousand ponies, only two thousand, three hundred remained, and out of sixty flying ships, only eight remained; massive, hulking ships of the line flying over Canterlot now, cannons turned towards the insect horde. The grim members of the Equestrian Army stood side by side with the twin formations of Royal Guard, who in turn stood by those of the Militia. Despite their fear, they all were resolute. They would hold Canterlot, or die trying.

So far, the only thing that had held the insects off was a brilliant yellow-blue-purple shield around the castle and city proper. They had thrown acid, stones, needles, even themselves at it! But the power of the Princesses would not be so easily broken. Celestia and Luna had protected Equestria from the God of Chaos himself, after all. They would not lose to a horde of mindless, bloodthirsty insects without giving it their all. But neither would the insects give up, and they still had their own ace. And now, all Equestria could see their doom. An insect, both maggoty and beetle-like in appearance, taller than the mountain itself, gaping maw like a horrific, tooth-filled whirlpool. Two claws, larger than cities, raised for a death blow to the last Equis peoples. To the hopes and dreams of two Princesses, millennia in the making.

Celestia gently extended her glorious wings over the two she loved most in the world, head bowing for a moment. A slim purple hoof brushed her cheek, gently turning Celestia’s muzzle towards her former student. Twilight smiled softly to Celestia; a weak, brittle thing, but holding as much emotion as the battered alicorn could hold. Celestia smiled back softly, leaning down to kiss her forehead.

“I’m proud of you, Twilight Sparkle,” she whispered softly, nuzzling a muzzle quickly stained with tears from both ponies.

“P-princess… I…”

Twilight’s voice was hoarse, trembling in weakness and barely contained terror. And as Celestia embraced her, wings and forelegs wrapping around the slim alicorn, Twilight burst into a shaky wail, nuzzling against the neck of her mentor as the emotion poured forth, her personal students stepping forward to pick up the slack in the magical shield.

“I love you, Twilight. And I’m honored to stand at your side at this time.”

That’s so touching.

The army of ponies started in surprise at the voice that pierced their minds to the very core. Sickening and vast, the slimy presence caused many to vomit where they stood, or cower down in abject fear. The giggle that rose from it was utterly mad.

I just love base creatures in love. Once I capture her, maybe I’ll let you watch as my Drekas violate her. Let you listen to her screams for hours… mmm, the thought is so tantalizing! So much fun! Of course, I’ll let you have fun too.

“Shut up!”

I’ll take over your body and let you rip off her limbs, one by one…

“Shut up!”

Grind that horn down to the nub and sear it with your own magic-

“Shut the buck up!”

Eight thousand pony voices rose up in chorus, hate and anger rippling from a race normally bent on harmony and friendship, emotions rolling as they faced a race the complete and utter opposite from themselves. The sound of thousands of stamping hooves and roaring neighs rose into the afternoon air, splitting the sky like musket shots, though nopony was foolish enough to fire the slow-loading weapons in vain. Drums beat, horn blew, even a turntable began to play a deep bass back-beat. Equestria was angry; the soul of the nation turned red as a menace insulted their treasured Princesses.

….very well.

The millions strong army of Drekas roared in unison, but even they could not drown out the cacophony coming from the Equestrian lines. And as the soundwaves warred in the air between the armies, the giant claws of the Drekas ship fell, screaming through the air. And three mighty cracks, like the guns of the gods themselves, tore them apart.

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Attention fleet. Fire at will, repeat, fire at will.

High above Equis and the battle for Canterlot, thirty mighty ships of the Aaclid Hive roared as they powered into the atmosphere, mass drivers bucking as they launched their payloads towards the Drekas armada below. Their flagship, the battleship Renewed Star, led the charge, and her three main guns had de-clawed the Drekas Control Ship before they could come crashing down on the city of natives. The Queen of this fleet, Miz’na, watched from the front of the Star’s bridge, claws locked behind her back. Miz’na was a Zzkrit, a slim insectoid female with a yellow-black coloring, body covered in sleek exoskeleton, and a war helm covering her humanoid face. Two powerful, crystalline wings rested on her back, buzzing lightly in concentration as she watched the battle map in her mind’s eye. She had ten battleships, fifteen cruisers, and five assault carriers under her command, more than enough to take on a single Drekas hunting band. But as they entered the system, psychic scanners had picked up something remarkable. Signs of life on one of the planets- high-intelligence life at that, but one on the verge of extinction by the Drekas. What had been an easy hunt had quickly turned into a race against time to save potential allies.

All assault carriers will push through the battle line, she ordered through the Hive Mind that all Aaclid races shared, Launch Buzan and Arach ground attack teams and back up the natives. Medships, follow them in.

Miz’na knew that her Aaclid would be able to annihilate the Drekas. She only hoped they had arrived in time.

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

“Twilight, send up the signal!”

The alicorn princess nodded, tossing her head up and launching the star-shaped burst into the air as the shield crumbled around them. Luna had stepped forward, one hoof raised into the air, eyes hard as diamond as they stared down at the rush of charging, screeching Drekas.

“FIRE!”

A deep-throated roar rose up as five thousand muskets barked in unison, followed by the TWANG and whistle of two thousand crossbow bolts close behind. The front line of the Drekas charge faltered. In the skies above, the top of the mountain itself exploded outward; twenty full-sized dragons swooped down on massive bat wings, fire and smoke trailing from their roaring maws. Behind them came three thousand pegasi and gryphons, screaming ancient battle cries as they swooped down on the battlefield, slamming into the taller, sleeker flying Drekas that darkened the sky around the stricken, gargantuan flyer. From the caves below the city, ten thousand Minotaurs and Diamond Dogs burst from the hidden doorways, muskets roaring and axes raised as they charged for the honor of their fallen homelands.

To the north, hidden from the Drekas in the thick boughs of the Everfree Forest, eight thousand Crystal Pony lancers, Zebra chargers and snipers, and Deer magicians, charged with a cry of “Hurrah!” Shining Armor, embraced in a brilliant-purple set of plate, led the charge, lance lowered among a forest of its brothers. As they approached the line of Drekas, several hundred suddenly shimmered into a cloud of green-tinged, winged ponies, who darted skyward, allowing the armored wedge to slam deep into the Drekas mass, while they darted up to help the pegasi and gryphons. To the south, the ground itself rumbled as eight hundred Buffalo stampeded over the fields, backed up by a horde of yipping, hollering Appleloosans. The bulk of the Buffalo matched that of their Drekas opponents, and they powered through the Drekas like a train through wheat. .

Celestia looked up hesitantly as the strange shapes descended through the clouds. They were obviously firing on the Drekas, but she was not certain if they were true allies, or just taking advantage of their distraction to kill Drekas. She tensed as five massive, cylindrical ships paused over the city itself… then let out a cry of triumph as they fired directly into the line of Drekas assaulting the wall.

“Allies come!” she yelled to the ponies, grinning at their ragged yells of relief, “Fight on, my little ponies! Fight on for Equestria!”

“For the Princesses!” A tall, massively bulked red stallion roared back, raising his heavy musket and firing down into the crowd; this got an even louder yell.

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Rainbow Dash let out a bitter cry as she weakly got to her hooves, panting heavily and glaring at the Drekas that had made it over her section of the wall. Its group had been a sneaky bunch, managed to hit the east end of the wall, where only the stubborn, wounded ponies had been sent to guard. Mostly of said ponies were dead now, bodies torn asunder and melted in pools of acid. Five Drekas out of thirty had made it, and they now formed a semi-circle around the injured pegasus. Dash put thoughts of folding her wings in behind her; she had lost both of them in the first day of the war, to a blast of acid.

“C-come to finish the j-job, have you?” she spat bitterly, hot tears in her eyes, ears laying back.

She stamped a hoof, smoothly standing on her back legs as a pair of blades slid from the cuffs on her forehooves.

“B-bring it on.”

Despite her lack of wings, Rainbow Dash was a competent fighter, spinning and rolling like a dervish, wickedly-sharp blades (they had once been used to cut down tough thorns) slicing through the thick belly armor of the maggoty insects. But she was exhausted and off-balance; as a second Drekas fell, a third bumrushed her, slamming the once-great flyer into the marble wall of a tower. Before she could even scream, its gaping maw descended on her, gulping her down into its gullet.

“NO!”

A blade swished just inches in front of Dash’s muzzle, and the Drekas fell in two halves, spilling a sputtering and coughing Dash onto the ground. Somepony was screaming like a banshee, and two firearms fired at once. She blearily looked up, and stared in awe. Scootaloo, a mare in her own right now, stood on her back legs, eyes blazing like purple fire as she spun and flipped, tiny wings giving her lift for the acrobatics. Her own fore-blades ripped through the claw of one Drekas, the muskets on her saddle falling free to trip it up, then spun to slice the other’s stomach open. When the former tried to charge her, she flipped nimbly over his back, stabbing into the back of his head and slicing down neatly. Ichor covered the young mare as she stood for a moment, catching her breath.

“Sc… scoots…”

“Dash!” Scootaloo yelped, spinning back to her hero, “D-don’t worry, I’ll get Fluttershy and- Mmm! Mmm…”

And as the battle raged around them, Rainbow Dash kissed the little mare for all she was worth, thankful tears spilling down her cheeks.

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

Ren’ya screeched with all the lung-power of her species as she and her sisters rocketed down from their assault carrier, the Defense of Home. Thousands of Buzan warriors made up the flying charge, combustion rifles blazing away; the hot acid-bolts punched through the armor of Drekas like a hot knife through butter, and they cleared the skies in one sweep, cheering, flying equines following after them. They were adorable! If not covered in burns and ichor. They simply HAD to save this race.

Her helmet tracked two Drekas charging through their lines, heading straight for the knot of purple-armored ponies that had made such a brave charge into the Drekas mass, and Ren’ya quickly buzzed to intercept them. She landed in a crouch beside the startled pony, laying her rifle over his back and firing two quick shots. The Drekas squealed in surprise, dying as the bolts ate through their head armor and both skidding to a stop at the pony’s hooves. He blinked back at her through his helmet, nodding.

“Uh, thanks.”

“Don’t mention it. To your right!”

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The battle lasted for five additional hours; Celestia could tell that, without the timely arrival of the Aaclid fleet, their last ditch charge would have just been a suicidal, last act of valor. The Drekas simply had too vast numbers for them; but the Aaclid had made up for it in firepower. Their warships had obliterated the massive Control Ship with their mighty cannons and chemical sprayers, turning it into a lake of noxious soup; their ground troops, numbering over a hundred thousand, were well-trained and well-armed, and cut the Drekas down en masse beside her subjects. And their medical technologies, while strange, were no doubt effective.

Celestia blushed as she stood over a small green pod, watching sheepishly as Twilight slept inside, a tentacle lodged in her mouth, and another lodged carefully in her toned tailhole, both pumping out cocktails of healing chemicals. Other ponies had already been through the healing pods; acid burns were healed over like they were never there, tattered ears and tail were repaired. Even lost wings, such as Rainbow Dash’s, who was curled up tightly with a young, purple-haired pegasi Celestia couldn’t place, were being healed, small green growths on their backs denoting the re-growth pods.

“Sister?” Luna voiced softly as she walked over; one of her wings was encased in a pod as well, “The uh… Queen of these… Aaclids, wishes to speak with us.”

The Sun Princesses nodded slowly, biting her lip as she slowly trailed a hoof over Twilight’s pod. Luna draped her good wing over her sister’s side.

“She’s going to be alright, Tia,” she reassured her softly, “She’s alive. And so are our people. But…”

Celestia sighed, “Equis is in utter ruins.”

She turned to walk towards the bridge of the Aaclid ship, head low and ears back.

“We survived the battle, but can we live with what’s left?”