"Please make yourselves comfortable," Tight Lockup said, gesturing his two guests into cushioned blue chairs as they entered the waiting room of the administrative building. The room's walls were a pleasant lilac color, decorated with photographs of the Prison from different time periods and past wardens and their families. Lockup himself was displayed on the furthest left, alone in his photograph. Despite the date saying that the picture had been taken five years ago at the start of his tenure, it could have been taken yesterday. There were sweet-smelling potted plants sitting on tables beneath glass lanterns that cast a warm glow through the room. There was also an armored Guard standing near the door, staring stoically ahead.

"I'll be back for you soon, Your Highness," Lockup said, proceeding through the door into his offices and shutting it behind him. Shining Armor settled into one of the chairs to wait. Phillip sat in a chair on the other side of the room, avoiding the other stallion's gaze. The soft cushions embraced him gently, trying to get him to relax, but the prickling chills at the back of his neck refused to cease. In an attempt to divert his attention, he picked up a brochure for the prison that was sitting on top of the table next to him and glanced through it. The brochure did not tell him anything he didn't already know: Clovenworth Prison, named for the Captain who had discovered the island almost 400 years ago, was originally a fortress, the only one to survive the Sea Serpent Wars. It had been converted into a prison after being abandoned by the Navy and had since served as Equestria's maximum-security prison for its most dangerous criminals.

Despite hundreds of escape attempts over the years, none had ever succeeded due to the numerous security features of the prison that took up an entire page of the brochure: a team of highly-trained and well-equipped Corrective Guards on constant patrol, special security spells that covered every inch of the prison, regular cell searches, daily disruptor spells administered to prisoners to prevent them from using magic, and anti-flight spells cast over the prison skies, not to mention the difficulty of climbing down the sheer cliff walls and the hard swim back to shore even if somepony did manage to get out of the prison.

But none of that reassured Phillip. He kept picturing Zugzwang's smirking, gloating face in his mind, as clearly as if his nemesis was standing in front of him. Once more, Phillip went over the facts in his mind, and more questions were brought than answers. Foremost of all was why Zugzwang had been caught in the first place: he'd faked his own death and went underground for eight years, but allowed himself to be caught by a couple of Guards while trying to escape on a train? He didn't buy it. And even allowing that, why hadn't he escaped earlier? Zugzwang was a genius, and a master of strategy; he surely must have known he was going to be moved to Clovenworth at some point, and would have planned for an escape in the event that he ever was caught.

So why had he allowed himself to be taken here, to the most secure site in Equestria?

Phillip glanced over the top of the brochure at Shining Armor, but quickly looked away when the Prince-Commander tried to make eye contact. Was it coincidence, sheer chance, that Zugzwang had been brought here at the same time as an inspection by the Captain of the Royal Guard himself?

It couldn't be. With a strategic genius of this caliber, coincidence did not exist.

Phillip's grip on the brochure tightened subconsciously. What was Zugzwang's play? And just as importantly, what was his counter?

Meanwhile, back in the cellblock, a dark blue unicorn with a golden mane and tail was sitting in a security booth, helmet removed, secure behind a locked steel door and reinforced windows. The belief in his own safety and the security of the brick and iron world around him had made him lax and inattentive, more concerned with when his shift was going to end than what was going on around him.

So it was with a thrill of horror and disbelief that he looked up at the sound of a throat being cleared to see the Deputy Warden being held hostage by an inmate, who was holding the chains of his shackles around the warden's throat.

"Don't try anything foolish," Zugzwang said calmly, approaching the astonished Guard slowly, still dragging Closed File along like a disobedient dog on a leash. "Open the door."

It took a few seconds for the Guard to comprehend the order. Slowly, he reached out and pulled the switch to open the door to the booth. The door slid open, allowing Zugzwang and his hostage to enter. The Guard backed up slowly, raising his hooves in surrender.

"Take it easy," he said, trying to remain calm, struggling to remember his training. "Nopony needs to get hurt here."

Zugzwang smiled, but his cold black eyes remained as empty as ever, staring with a chilling glare. "That's where you're wrong." His horn lit up with a golden glow and he seized the unicorn around the neck, slowly lifting him up into the air. Choking and writhing, the Guard lit up his own horn, attempting to summon a combat spell. But it was too little, too late: with a horrible crunching sound, Zugzwang compressed his grip, crushing the pony's throat. The corpse dangled in midair for a moment, then fell heavily to the floor as Zugzwang released his magic.

"You didn't need to kill him!" Closed File cried out in horror.

"I didn't need him alive," Zugzwang replied in a monotone, pushing his hostage to the floor next to the body and trapping him with an immobilization spell.

"He had a little filly, only two years old! He was going to get married!" File sputtered; Zugzwang had forced him to face the dead body's pallid face. "Don't you care?!"

"Care? Why should I care?" Zugzwang glared coldly at File. "Ponies die every day. You don't care about them. What does one more body matter? Now, shut up."

Turning away from his hostage, Zugzwang looked over the panel of buttons and switches before him. Most of them controlled locks for doors and lights for various parts of the prison complex. But only one of these attracted his attention: a large red button, separated from the rest, labeled "Emergency Unlock: In Case of Fire."

"Cry havoc and let slip the dogs of war," Zugzwang whispered, and pressed down on the button.

Alarms began to blare throughout the prison. With a loud rattling of metal gears, every single one of the cell doors opened and the outer doors unlocked. Every Guard throughout the cellblock froze, surprised by the sudden sound. What was going on? Was there a fire?

But a moment later, they realized that the emergency was just starting. With a collective roar, dozens of battle cries rising into the air at once, the prisoners surged out of their cells and began to swarm through the hallways. Several Guards fell right away, overwhelmed before they could put up a defense. Others began to fight, but were hopelessly outnumbered: the convicts moved like a pack of wolves, surrounding and disabling their prey one by one. Cries for help resounded through the radio channels, demanding backup, warning of groups of prisoners moving past the feeble resistance, pouring out the doors towards the administrative building, barracks and medical wing.

Back in the administrative building, the sound of distant alarms carried into the ears of Phillip and Shining. "What's going on?" Shining asked, moving to the window. Phillip and the Guard joined him, peering out towards the cellblock. To their horror, they saw a group of inmates stampeding across the open ground towards the building, a number with makeshift weapons in their hooves, some already stained with blood. Bloodlust shining in their eyes, they charged towards them.

Shining Armor reacted instantly, casting a protective shield around the door. "There's a bunker room in the basement. We need to get to the Warden and get him in there now. Move!"

With a great crash, the army outside slammed into the door. Relentlessly, like a dozen battering rams, they began to pound against Shining's shield. The Prince grunted in effort, struggling to hold his hasty enchantment. "Move!" he shouted again.

Turning away, the Guard and Phillip hurried through the door into the building proper, hurrying down the hallways past offices, from which other staff members were already being shepherded out by Guards. An alarm began blaring down a hallway to their right; glancing down it, Phillip saw a sergeant entering a key into a metal box mounted on the wall, from which the alarm was coming. Opening the box wide, the sergeant reached inside, pulled out several black short-barreled riot shotguns, and began passing them out to the other Guards.

Suddenly, there was a crashing from ahead as a crate flew through a window. A group of convicts jumped in after it, several of them immediately charging right at the pair. The Guard placed himself in front of Phillip, crouching down in a defensive stance, in spite of the odds.

But even before the first thugs reached them, a wave of purple energy passed by them, knocking down all of their attackers. Shining Armor ran up, his horn sparking with the aftereffects of his magic. "Private, they need your help in the west wing!" he shouted to the Guard, who shot off a quick salute and hurried away. "Get yourself to the basement," Shining said to Phillip.

"Buckley's chance of that, mate," Phillip replied, following him up the staircase to the upper floors, where the warden lived. More crashes and gunshots sounded from downstairs.

The upper floors did have some offices, but for the most part, it served as living quarters for the warden and his family, if he had any, as well as other permanent staff members. The convicts had already penetrated these floors, and were moving through the decorated offices and dining rooms, hunting down any staff members with the speed and ferocity of a pack of timber wolves, the Guards barely holding them off. Pushing past the multiple skirmishes, Shining and Phillip hurried down the hallway towards the office at the end.

"Help!" a voice called from within, prompting both stallions to speed up. Bursting through the door, they saw that a group of inmates had already broken into the office. Tight Lockup was lying in the corner, his glasses askew and a bruise on his head, holding his bleeding stomach. A single Guard was lying on the floor, his helmet knocked off to reveal the young face of a light green pegasus with blonde-white hair and green eyes. Five inmates surrounded him, three of which were mercilessly kicking him.

Shining prepared a combat spell to push the attackers away, but this quickly proved unnecessary. Phillip sprinted ahead, springing into the air and knocking down one of the convicts with a flying kick. As he landed, he drew his baton from his vest, the weapon clicking loudly as it unfolded, and struck the second in the jaw as Phillip simultaneously punched the third thug in the nose. He punched the second attacker in the stomach, kicked the third one in the chest, then dropped and spun, kicking out twice and knocking both of their legs out from underneath them. The remaining two convicts rushed him, one of them pulling out a shank made from a scrap of iron. Bobbing out of the way, Phillip struck the knife-wielder on the hoof, disarming him, then seized his head and shoved him into his partner, causing both ponies to stumble over each other. A couple more strikes with his baton and the fight was over.

Moving to the Guard, Phillip held out his hoof. "Up you go, mate," he said, helping the beaten Private stand.

Shining dashed over to the Warden and helped him stand. "Lockup, are you all right?"

"I-I'll live," Lockup stammered, shaking his head. His knees trembled and he staggered against Shining.

"Listen. We need to get to the safe room in the basement. Let's move!" Shining allowed the wounded Lockup to lean on him as the group hustled back out the door. The call went out over the radio: "All Guards, retreat to the nearest bunker!" En masse, the armored officers shepherded the staff members towards the basement, desperately pushing through swarms of inmates. There was no longer any chance of regaining control; the only hope now was to get to safety.

Reaching the basement, Phillip and Shining Armor found themselves at the end of a long hallway. At the other end was a huge, two-foot thick metal door, opened wide to admit them. An armored sergeant stood within the bunker, gesturing them in like a line coach flagging in a runner towards home. The ponies sprinted to safety, but a swarm of inmates was right on their tails. A hulking beast of a pony was in the lead, swinging a bloodstained length of pipe, gaining on the wounded Guard.

Realizing that they weren't going to outrun them, Phillip halted, bucking the lead convict in the chest and sending him flying back, knocking over several ponies behind him. "Go, go, go!" he shouted, drawing his baton and immediately striking the next enemy with it. Phillip bravely held his ground, holding off the oncoming force and using the narrow hallway to his advantage, allowing the others to reach safety.

As soon as they crossed the steel threshold, the young pegasus they'd rescued turned around, reaching into his saddlebags and pulling out a gray cylinder. Yanking out the attached safety pin, he tossed it out into the hallway past Phillip. The tear gas grenade detonated as soon as it struck the ground, dispelling a thick, choking cloud of gas. Turning from his coughing opponent, Phillip began to sprint for the bunker. The sergeant seized the door and began close the iron door, grunting with effort.

"Get out of the way!" shouted one of the thugs, pushing his way through the stumbling, blinded crowd. Raising a stolen shotgun, he aimed it the retreating Phillip's back and fired.

Instantly, Shining cast out a protective shield between the gunpony and Phil, blocking the deadly pellets just as Phillip dove across the threshold. The next instant, the door slammed shut and locked behind him. A moment later, there was a great banging at the steel as the inmates outside tried to bash their way in.

"They can't get in, right?" a mare secretary asked nervously, crouching with the other rescued staff members along the back wall of the bunker.

"That door's two feet of magic-reinforced steel, and there are only locks on this side," the sergeant replied reassuringly. "Trust me, they can't get in here."

Sure enough, the banging stopped after a while. "Sounds like they've given up," the sergeant said, doffing his helmet to reveal a broad-shouldered, blue maned, dark violet unicorn with green eyes, wiping sweat off his brow.

"But now we're stuck in here," the bruised private pointed out, standing and looking around the dark bunker. "Now what?"

"Ah, much better," Zugzwang sighed, adjusting his well-pressed suit and tie that he'd recovered from the confiscated items room in the cellblock. Reaching into the box containing his things, he pulled out a silver light and a pack of goldleaf cigarettes. Plucking a cigarette, he placed it into his mouth and lit it.

"Sir!" an inmate shouted, rushing into the room. "It's Finder and Shining. They managed to make it into the bunker, with the Warden."

Zugzwang scowled. Raising his right foreleg, he tensed a muscle to activate the hidden trigger. A spring-loaded blade, several inches long, leapt out of the sleeve, gleaming in the lamplight. Behind him, the convict swallowed nervously and took a step back.

"Disappointing," Zugzwang said, deactivating his hidden weapon. "But not altogether crippling." He looked over Closed File, who was lying in the corner, now bound in the shackles and restraint ring that had once been on Zugzwang. "We still have what we need." With a magical tug, he dragged his hostage out of the room and into the cellblock proper. All had gone eerily, unnaturally quiet, like the calm that follows a devastating storm. Dozens of inmates, all of them clad in gray coveralls, many stained with the blood of Guards and hostages, stood before him, watching attentively.

Zugzwang smiled at them all and raised his voice. "I am pleased to announce," he called out, "that as of today, Clovenworth Prison is under new management."

A great shout replied to his words, coming from the many throats of his underlings as they raised their hooves in salute, echoing throughout the penitentiary and mixing with the distant thunder: "HAIL ZUGZWANG! HAIL ZUGZWANG! HAIL ZUGZWANG!"

Author's Notes:

Well, so far, so good. Or so bad?

In any case, this is my first real action-oriented story with more detailed fight scenes, and I think I'm doing an okay job. Any helpful criticism, thumbs up and faves will be greatly appreciated so that I can improve!