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Fallout: Equestria - The Chrysalis

by Phoenix_Dragon

Chapter 45: Chapter 45: The Rot

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Chapter Forty Five: The Rot

Any endeavor is a long and complex chain of events. Despite the natural attraction one might feel toward the dramatic, it’s important to always remember that there is no one critical moment that is the sole deciding factor. Every single moment, no matter how mundane, leads us steadily to the outcome. It is this principle that must guide an Infiltrator.

Yes, the end goal may be some climactic event, but it is never alone. When we look at some great task, such as infiltrating a hostile government, it might well seem as monumental as climbing a mighty mountain, but even the greatest mountain is climbed one step at a time. These are the steps we plan out. The ones we train for.

Despite this, there is no denying that some moments are more significant than others. Some moments are crucial. These moments test us in new ways. While the bulk of our training is rooted in the mundane moments, those simple masquerades and deceptions that serve us daily, we have to be ready for whatever comes our way. This is why our training teaches the basic elements of a wide range of subjects we hope may never come into play. We have to have breadth to handle unexpected circumstances. We have to be flexible, adapting to a situation that is never wholly in our control.

And we have to be ready to do things we may not be entirely comfortable with. This is why I was in my natural form, while Echo stuffed me into the set of power armor she had been fixated on for the past two days.

“I must say, I am very thankful for Sergeant Hail Burst’s accommodation in allowing me access to the salvaged Serenity armors,” she happily informed me as she double-checked the connection of one foreleg’s armor. “I had been concerned about the potential weak point that would be created if I had to cut a hole in the helmet for your horn, since I am certain you would have objected to being unable to use your magic, but Serenity has quite nicely alleviated us of that concern.”

“Yes, we are quite fortunate,” I dryly replied as I used said magic to adjust how the helmet sat. Serenity’s simple addition to the helmet fit snugly around my horn. Its curve matched almost perfectly, with thick padding to protect against impact, while the external metal shell curved up to a sharp tip. The world outside was tinted faintly amber by the helmet’s lenses, and the E.F.S. was arranged in a completely different fashion. I didn’t particularly care for it, but I could adapt.

She gave a sharp tug on the armored hoof before releasing it. “There. It is all secure. I would still recommend against getting shot, but at least you are not so terribly vulnerable.”

“I’m never going to be closer than half a mile from the fighting,” I said, looking up to track the Loyalist skywagon that flew swiftly overhead, helping with some final relocations. The army was all hurrying through last-minute preparations for our hasty assault, with most of them well forward of where I was.

“Yes, and they have weapons that can easily reach that far,” she said with a frown. The dull thump of a distant explosion punctuated her in a way that might seem dramatically convenient if it wasn’t happening every ten or twenty seconds. Serenity was putting out a low volume of fire with the plasma cannons and a few other heavy magical weapons. It wasn’t enough to be a danger, yet, but Dusty said that wasn’t the point. They were just trying to discourage us from poking our heads up. The longer they delayed us, the better off they were.

“I’ll be fine,” I said, lifting a leg to reach out, testing it. The armor felt rigid and somewhat bulky, yet no more heavy than the armor I had taken from my hive. Maybe lighter. “Besides, even if they didn’t have more important things to focus on, I’m wearing this. I’m about as safe as I could be.”

She stood tall to stare down over her upturned frown. “You know as well as I that their soldiers are not the only threat to you, and I suspect you are only wearing that armor because I made it a condition of leaving your side.”

“I was going to wear the armor anyway,” I said, which I think was probably true. “But it still made for a good bargaining chip.”

She snorted, holding her disapproving glare.

“Anyway,” I said, then paused as I looked around for a time display on the armor’s E.F.S. Not finding one--probably one of the options I didn’t understand yet--I sighed and levitated my PipBuck. “Yeah, you’d better get going. It’s getting close to that time. You’ve got everything?”

“I do,” she said as she levitated the saddlebags that lay beside her. They floated up to drape across her back, the straps buckling as she spoke. “You should attach the face mask. Leaving your muzzle exposed is a vulnerability.”

“I need to talk to Dusty, and I’d rather not be announcing things loudly over some speakers. I’ll close up if anything bad happens.”

“Hmmph. I suppose that will do.” She spread her wings. “Be safe.”

“As safe as I can. Good luck.”

She gave a sharp nod, then gave a powerful beat of her wings. As the dust parted, she arced off to the east and climbed, heading away from the battlefield. Soon she would be ascending into the clouds. I double-checked the time. Twelve minutes. That should be plenty.

I turned, careful and conscious of every movement. Despite the heavy appearance, the armor only barely restricted my range of motion, and my movement was hardly impaired. It was almost eerie. There was some powerful enchantment going on to turn what should have been easily a hundred pounds or more of metal into something as light and easy to wear as a thin jacket.

I paced back and forth a few times, getting used to the feel. Even my hoofsteps felt light. Looking at my armored hoof, I expected deep thumps every time I touched the dirt, but there was only the faint sound of dry earth softly crunching. It was a strange disconnect between appearance and behavior, similar to the feeling of a peculiarly botched shapeshifting, but even though that strangeness lingered, it was trivial to adapt to the physical sensation of it.

I wouldn’t say I liked the armor, but I was certainly impressed by it.

The wings still annoyed me, though. Serenity had made some slight modifications to accommodate changeling wings, but they felt remarkably clumsy to me. No amount of enchantment could get rid of the fact that they covered my light, diaphanous wings with thick plates intended to cover a heavy, feathered wing. I had resolved the issue of the helmet and neck armor crushing my dorsal frill by shifting it away, and I was tempted to give myself more pony-like wings, but I decided there wasn’t much point. It’d be bulky either way.

As for the tail, it was still something of a mystery. I could get it to move around some with flicks of my tail, but how exactly a pegasus could stab someone with that tail-tip stinger completely escaped me. I just hoped I wouldn’t accidentally discover it at an inopportune moment.

Setting aside those concerns, I made my way back to the ridge. There was plenty of activity all around. Gemstone and Mareford ponies hustled back and forth, ferrying supplies and preparing heavy weapons just behind the crest. Our motorwagon sat a good fifty feet back from the ridge, facing down the slope. Bloodbeak stood alertly in the back, a set of talons resting atop the rear of the machine gun. She smiled as I looked up to her.

“You all good here?” I asked, and her smile grew.

“You bet!” She patted the gun. “I got your back.”

“Good to hear,” I said, returning the smile. Turning, I followed the cable that led from the base of our tethered antennas to the position we had prepared. Echo hadn’t just tucked me in that bizarrely light metal can. She’d used her powerful telekinesis to tear up a good section of ground, digging a wide trench along the crest of the ridge in a matter of seconds. The position gave us excellent cover, and all we had to do was poke up over the front edge to get a good look over the soon-to-be battlefield.

Dusty was doing exactly that as I stepped into the trench. Two Bits was there, too, discussing a few last-minute details. I simply gave them a nod before turning to the collection of PipBucks arranged at one end of the trench. It took a moment to fish out the earbud cable, which I had tucked into the neck armor, and plug it into a pair of the PipBucks. It wasn’t the most elegant solution; I’d have to take some time to work out a patch to plug those radios into the armor itself, but that would have to wait.

Serenity’s radio traffic was unchanged. Some low-level chatter, some reports from scouts, but nothing high-level. Nothing interesting.

A couple of minutes later, Two Bits excused himself, slipping out of the trench to move to his own position just fifty feet away; close enough for him and Dusty to yell back and forth if necessary, but separate enough that they wouldn’t be talking over each other or taken out by the same lucky shot. Dazzle and a couple of other Gemstone ponies occupied a similar position beyond that, near where most of the energy weapons were currently hidden. Sandstorm, on the other hoof, sat in the hatch of her tank, leaving Axle on hoof to coordinate things for her, and Hail Burst was flying around with her Loyalists, keeping an eye on the skies.

As soon as Two Bits was gone, Dusty sat down behind the wall, looking to me. “Anything going on on Serenity’s side?”

“Nothing,” I said, frowning. “They’re waiting for us to make a move. It feels like a trap.”

“Sure, it’s a trap,” Dusty said, rising up to peer out over the valley again. “At least, that’s what they want it to be, but they’re wrong. They’re making a mistake, and I intend to punish them for it.”

“It doesn’t seem like much--” I stopped as Dusty crouched, followed a moment later by the loud, unnatural fwump of a plasma-bolt striking the face of the ridge in front of us, casting a light shower of dirt over us. He was already up and looking again before I spoke again. “I mean, I know I’m not all that versed in strategy, but it doesn’t seem like much of a mistake to me. It seems to me like this is going to be a nasty fight.”

“Oh, it’s going to be bloody,” Dusty noted, a faint grimace touching his expression. “But they’re playing this whole thing wrong. They only put a quarter of their force to delaying us. They underestimated us, and they got their tails handed to them for it. It scared them, so they’re focusing hard on defenses. It’s a conservative strategy. It’s also the wrong one.”

“Why’s that?”

“Because they’re ceding the initiative. They’re going full reactive. Worse, they’re letting us press a decisive battle where we can level the strengths of our forces. You know what they should have learned from today? That they should harass and delay us with all of their force, so we could never leverage a local superiority in numbers. Hit us too frequently and in too many places to respond, and with enough supporting force that they don’t leave weaknesses for us to exploit. We saw enough of how they fought. Their soldiers are solid, and they seem to have good tactics. If they fought to their strengths, it’d be brutal. Your intel would keep it from being as bad as it could be, but it’d cost us, and probably slow the army to a crawl. A few days of that, and they’d steadily pick us apart until we can’t fight them off. But this? They got stung, and now they’re too cautious of getting stung again.”

I was silent for several seconds, pondering that explanation. In most ways, it was perfectly familiar. It was very much like my lessons on practical psychology, as well as my training in threat management and deception. It’s natural to react to a threat or setback with caution, but it’s too easy to overdo it. Falling back to a purely reactive stance might defend against some danger, but it rarely does anything to resolve the cause of that danger. If somepony is suspicious of an Infiltrator, a reactionary stance would be to come up with some lie that alleviates that suspicion. That’s all well and good, but it’s often not enough. Whatever reason that existed to arouse their suspicion could still exist, leading to other ponies getting suspicious, and some may take steps that are not so easily reacted to. That’s why it’s important to be proactive in identifying and removing those threats.

This is also useful knowledge when it comes to manipulation and deception. If you can force someone into a reactionary stance, perhaps by overwhelming their argument with your own statements until they’re focused entirely on responding to you instead of pressing their own arguments, then you can control the course and flow of the conversation for your own benefit. Similarly, you have to know how to avoid being trapped in such a disadvantaged position by others.

Some of my teachers had used an analogy that compared conversations with battles, but Dusty’s words made that comparison all the more apt.

Dusty had turned back to his PipBuck. “It’s about time. Echo’s good?”

“She had plenty of time,” I said with a nod. I glanced at one of my PipBucks. Six minutes. Halfway there.

“Good,” Dusty said, then raised his PipBuck to broadcast. “All forces, Command. Report status.”

Two Bit’s reply was almost instant. “Command, Ranger Lead. We’ve got a few units still getting into position. Should be set in one minute.”

“Command, Loyal Lead. All Enclave forces are ready.”

“This is Sandstorm. We’ve been ready for half a fucking hour.”

“Gemstone’s ready.”

Dusty silently nodded to himself as he switched to our private channel. “Starlight, are you all set?”

“Yep.” Her voice sounded light. Not quite cheerful, but close enough to be encouraging. “It isn’t too tricky of a shot, assuming I can damage that thing. I got this.”

“Just remember,” Dusty said. “One shot, then get behind cover immediately. Don’t wait to observe the shot. We can do that for you. Pull back and relocate. We’ll be giving you as much distraction as possible, but let’s not take chances.”

“Yeah, I remember,” Starlight said, with only the tiniest hint of the eye-roll she was likely giving. I caught Dusty’s momentary frown, but he said nothing.

I raised my head to look off to our left, down along the ridge. Starlight was somewhere out there, just a couple hundred yards away, but I couldn’t see her in the rough terrain. The rocky protrusions and uneven roll of the hill made for excellent cover, which would have been an even greater advantage if it wasn’t half a mile from the crossing.

For some weapons, half a mile wasn’t quite so daunting.

The radio came to life again. “Command, Ranger Lead. Mareford is set and ready.”

“Command copies,” Dusty said, looking down at his PipBuck again. “All forces, be prepared to go in one minute. Ranger Lead, start ranging shots.”

I scanned steadily through the Serenity channels. Nothing yet. The scout channel was reporting on several ponies loading into motorwagons on our northern flank, but nothing critical.

A few seconds later, I heard the shouts from further up the ridge. I raised my head again to look.

About a hundred yards away, and just behind the ridge itself, about a dozen Mareford ponies were gathered around their mortars. There were three of them, including the one Dusty had lent them. They had a good stockpile of ammunition, courtesy of Mareford’s industry, and Dusty was intent on putting them to good use.

One of the ponies brought a mortar round to the muzzle of their mortar, holding it for a moment before releasing and turning away, hooves going to her ears. There was a flash and a thump, kicking up a thin cloud of dust that steadily drifted away behind them. Seconds later another pony repeated the action with another mortar.

I stood to look out across the valley. I could just make out some movement around some of the fallback positions, where soldiers were still digging. It was maybe five seconds from the first shot when an urgent report came across the scout channel. “Command! The pony mortar group just fired two rounds.”

It was another ten seconds before the Serenity commander came on the main channel to spread the warning. She barely had time to finish before the flash and spray of dirt announced the arrival of the first round. It had landed maybe fifteen yards past the wall along the left side of the front line of walls. Seconds later the second round burst, just past the right pillbox. A pair of ponies with binoculars were already shouting back information to the mortar teams.

Two Bits radioed seconds later. “Command, mortars are on target and ready.”

Dusty drew in a deep breath, exhaled, and keyed in again. “Fire for effect. All forces, standby to initiate when the first rounds land.”

I only distantly heard the shout before a trio of thumps sounded in rapid sequence, followed seconds later by three more.

“Command, splash in… twenty seconds.”

The shots were going out rapidly, every few seconds. I understood the purpose of the ranging rounds, but it seemed unfortunate that we would give them so much warning. Serenity’s soldiers could hunker down, minimizing casualties. Dusty, however, was unconcerned. He had told me earlier that any casualties would be a nice bonus, but killing wasn’t their intent.

He sat there, eyes on his PipBuck’s clock as he counted down the seconds. Finally he radioed again. “All forces, Command…” His eyes flicked up, and a second later the rounds impacted. “Go.”

All along the ridge, ponies sprang into action. Heavy weapons, ranging from machine guns to salvaged plasma cannons, were hauled up by teams of ponies rushing them into hastily prepared positions. A deep rumble and roar sounded as Sandstorm’s Beast climbed the steep slope until the tank’s cannon rose above the ridge. Already, the first flashes of Gemstone rifles were filling the air with a rainbow of bolts and lines.

I glanced down at my PipBuck again. Four minutes.

Serenity was returning fire. Bolts of burning fuchsia magic sailed through the air in sporadic streams, but at this range, they were no more effective than Gemstone’s shots. More impressive were the plasma cannons atop the rear pillboxes. One was already putting out slow, steady fire, about one per second. The powerful bolts impacted the ridge far to my right like a meteor, throwing dirt and rocks.

I didn’t see if it hit anypony. I didn’t look. I focused on my radios as Serenity traffic spiked. Word was going out that there was a full-scale attack. I knew the Mareford and Trotsen attack force should be moving by then, using the suppression of the mortars and the supporting fire to get into better positions, where they could level their own heavy firepower on the defenses facing them.

In the distance, I heard Sandstorm’s shout. Then I saw the flash of the Beast’s cannon, and the sound hit me like a ton of bricks, even through the armor. The blast kicked up a thick cloud of dust. For a second, I was blinded, but as the dust washed away I saw the plume of smoke and dirt where the round had landed, maybe five yards short of one of the rear pillboxes.

Our private channel came alive with Dusty’s voice. “Starlight, you’re up.”

“Got it.”

For several seconds, the combat continued unchanged. The heavy weapons were all firing by now, the variety of magical energy cannons backed by a few machine guns. The front line of walls was blanketed in flashes of magic, dirt, and smoke. The second line was taking less fire, but still some. Despite all that, it was easy enough to pick out the Lancer’s brilliant red beam as it speared the left-most plasma cannon. There was a sickly multi-colored flash that blossomed from the side of the cannon as a spark battery discharged.

Dusty was already calling out as I raised my binoculars. “Good effect on target. They’re still up, but I think you did some serious damage. Put your next shot into the other one.”

I finally lined up, seeing the cannon swing around to face where the shot had come from, but it wasn’t firing. I could just make out one changeling helping another up from where she’d been knocked over, and from what little I could see of her movements, she was either injured or dazed by the small explosion. Others were hauling equipment around behind it, connecting something flexible. A power cable, I would guess.

My vision turned to dust, and I reflexively ducked as the Beast fired again. When the dust had cleared and I peered out again, I could see the smoke wafting away from the face of the pillbox. The intact plasma cannon atop it was firing back, with powerful bolts slamming into the hill in front of the tank or sailing overhead. It was a hard target; the tank had advanced just enough to bring the cannon clear. Still, the shots were close, and when one sent a spray of dirt over the tank, Sandstorm finally ducked down into the turret, swinging the hatch shut.

I cast a quick glance to my PipBuck. Three minutes.

My left earbud spoke again. “Mantis, Command. Priority target, enemy armor on ‘enemy ridge.’ Engage at will.”

“Mantis copies. Engaging.”

“Dusty!” I called out over the sound of the impacts. “Mantis just got the order to fire on the tank!”

He gave one glance Sandstorm’s way, then turned back to his radio. “Sandstorm, you’re taking cannon fire. Pull back.”

On the distant hill, a mile away, I saw a tiny puff of smoke.

Dusty saw it too. He immediately keyed in, his voice quick but calm. Efficient. “Gemstone, Command. Possible enemy heavy weapons team, bearing two nine zero degrees, the flat hilltop one mile away. I want one of your guns to plaster that entire hilltop.”

As he was speaking, I noticed a small flicker by the distant hill. I couldn’t even be sure I saw it at first. Then I caught a hint of movement again, like something wobbling in midair. It seemed so still, even as I started to pick out a hint of smoke weaving behind it. I realized what I was seeing the instant the illusion of stillness was shattered, as the black missile shrieked across that final distance and smashed into Sandstorm’s Beast.

A flash, and the tank was engulfed in a fireball. The blast was deafening. The massive turret crashed down beside the tank, blown entirely clear of the chassis. Fire roared in the mangled wreck of what had been its hull, now torn apart by the massive explosion.

Explosives love small, enclosed spaces, and the ammunition the Beast had carried was a tremendous amount of explosives.

I stared, stunned by the sight. A voice bloomed in my left ear, calm and dispassionate. “Command, Mantis. Armor neutralized.”

Dusty uttered a quiet curse before calling out to me. “Whisper, get on Trotsen’s channel. Make sure Axle knows he’s in charge and get him on the command channel.”

I’m pretty sure Axle knew, at least on some level. He was already scrambling up from his position to run toward the flaming wreckage, as if he might somehow save Sandstorm. Despite that, I quickly shook myself from my daze and followed directions, changing channels before hitting the button to transmit. “Axle, you’re in charge of the Trotsen forces. Dusty wants you on channel one if you’re not already.”

I saw him freeze, looking down at his PipBuck. Several voices called out over the radio, voicing questions and concerns, until he slapped at his broadcaster and shouted over them. “She’s fucking dead!”

“What?” one of the voices asked.

“The fucking bugs,” Axle said, wavering in place as he looked at the flaming hulk of the tank. “They fucking blew her up!”

“Sandstorm?”

“Yes!” He shouted loud enough that I could hear his voice, even over the continuing impacts of incoming fire. “Those motherfuckers killed her! Those… fuck! We’re going to kill every fucking last one of them!”

I keyed in again. “Axle, tune into channel one. We’ll make sure you get your chance.”

I heard him shout, some sound of anguish, before fiddling with his PipBuck.

Then Dusty shouted. “Get down!”

I ducked an instant before the blast of an explosion hammered my ears. Dusty was already calling out on the radio before I could get up. “Gemstone, command! I need fire on that hilltop immediately before they pick us all off. Do you copy?”

Dazzle’s voice answered immediately. “Got it!”

When I picked myself up, I looked up along the ridge, spotting the smoke and dust blowing away from one of the many rocky positions. Part of the plasma cannon was still there, burning with magical fire. Bits of the cannon--I hoped--were scattered around it.

A few lines of searing light cut through the air, kicking up glowing motes of dust from the distant hill. A moment later, a flash of multicolored light drew my attention back to the valley. The northern plasma cannon had just exploded in a burst of spark-energy.

Dusty echoed in my right ear. “Good effect on target, Star. Shift target, engage Mantis hill. You’re on that until I call again.”

“Okay! Did you see that explosion?”

“Focus,” Dusty chided before switching back to the command channel.

I refocused on my radios. There still wasn’t much happening on their command network. There were reports of our movements, noting how they saw a significant force taking position on the northern side of the approaches and relatively few on the southern side. I didn’t catch any significant inaccuracies that we could exploit. For a moment, it was relatively calm, so long as one ignored the sounds of weapon fire and mostly-distant explosions. The mortars had stopped firing, for what that was worth.

Starlight radioed in. “Hey, Dusty. Yeah, they’ve got like a half-dozen Steel Ranger armors on that hill. I spotted at least one big-ass missile launcher, but I think Dazzle tagged that guy. They’re keeping their heads down now.”

“Copy,” Dusty replied. “Keep them suppressed.”

“Can do!”

I glanced at the clock again. Two minutes. Standing, I rose high enough to look down the slope into the valley. The rough terrain opened up near the crossing. Mareford ponies had made good use of the suppressing fire to take up positions just two hundred yards from the crossing itself and were exchanging fire with the defenders. As Serenity had noted, about two thirds were gathered on the right side. The nearest pillbox, with its side-facing opening, couldn’t fire on them, but the one on the far side was spewing a rapid stream of bolts. One of the lighter, faster-firing plasma cannons, I assumed.

Just behind the Mareford soldiers, a few motorwagons were tucked into narrow depressions. They had been guided by ponies on hoof and protected from return fire by the rolling terrain. It was the closest they could get without being completely exposed.

Two Bits called in again. “Command, Ranger Lead. Mareford forces are in position and reee-eeee ooooh begin assauuuu on yoooo c-mand.”

My ears flattened as the broadcast was abruptly filled with audio artifacts. A quick glance showed the floating antenna was still up.

“Command copies,” Dusty said, speaking with deliberate precision. “Be aware, your transmission is loud but distorted.” He released the button, shooting me a glance. “What’s going on?”

“Under-oood,” Two Bits replied, barely recognizable as the decryption software struggled to decipher the audio stream correctly. “Hevvv interf-errrr.”

“I’m not sure.” I sorted through my collection of PipBucks, finding the one monitoring all of our channels. Every single one was lit up, with only the occasional flicker. “...Oh! Right. I think they’re trying to jam us again.”

“Can you do anything about it?”

I frowned down at the PipBuck. “Maybe if we could get everyone on another frequency, but… well, we’re not doing that in combat. That’d take forever, especially if they can’t hear us. And they’d just change the frequency they’re jamming. No good.” I stared for another moment before lurching into action, pulling the antenna cable from my PipBuck array. The sounds in my ear grew even more distorted. “Here, swap me. The main antenna should give a stronger signal. That might make a difference.”

He unplugged his own cable, and we traded. Friendly transmissions were even more garbled. I couldn’t even place whose voice it was I heard.

Ironically, I could make out the Serenity transmission far more clearly than our own. “Echo, Command. Move to engage enemy forces.”

“Echo copies. ETA four minutes.”

I looked over to Dusty. “Echo is moving.” I paused, blinked. “I mean, Echo company. Serenity’s Echo. Not our Echo. Oof, that’s a mess.” I shook my head, then added. “They’re four minutes out.”

He glanced down to his PipBuck, then nodded. “Good. We’ve got time.”

I looked as well. One minute.

Serenity’s commander was on the radio again. “Brachinus, proceed to holding position and standby.”

The reply was distant and softly distorted. “Brachinus copies.”

The faint tingle of adrenaline ran down my spine. Their megaspell was readying to strike.

Mantis was reporting that they were unable to engage when Dusty keyed in again. “All forces, Command. Prepare for phase two in… thirty seconds.”

I glanced to the time again, seconds ticking away. Garbled voices called in on the radio, presumably to give acknowledgment.

Seconds passed while the two armies exchanged fire. Serenity’s remaining heavy plasma cannon had fallen silent, perhaps too damaged by Starlight’s strike to function, but the soldiers were putting out heavy fire, filling the air with death. The Mareford soldiers were weathering it well, taking good cover and replying in kind. For the moment, it was indecisive.

Dusty’s hoof raised, holding in wait. The final seconds counted down with agonizing slowness.

Then Dusty’s hoof came down, pointing to me.

I keyed in on our private channel. “Echo, start your run.”

It was a formality. She’d been told to carry out her instructions unless we told her otherwise. Too much rode on her.

Dusty and I looked up to the darkened clouds above Serenity’s position. His hoof hovered over his broadcaster.

For several long seconds, nothing. Then, a dot of dark purple plunged from the clouds.

Dusty’s hoof jabbed at the button. “All forces, go for phase two. Go!”

In the distance, Echo’s wings pumped as she accelerated towards the earth. Within moments, the mortars were firing in rapid succession. Magical energy cannons fired as fast as they could. Machine guns rattled in long bursts. In the valley, soldiers would be loading into motorwagons while others lay down heavy suppressing fire. Behind us, Hail Burst and her Loyalists sprang into the air, their heavily laden skywagon following close on their tails.

Echo streaked downward, wings tucking in along her sides in a high-speed stoop, straight toward the Serenity forces. It was several seconds before Serenity soldiers spotted Echo’s meteoric descent. Her shield snapped into existence as several bolts sailed up to meet her. Her wings spread, abruptly pulling up from her dive, still a couple of hundred yards above the ground.

Their commander was on the line again. “Mantis, Command. You will relocate to ridge three-one-three. Sky Two will mo--”

At that distance, I couldn’t see the flash of Echo’s magic.

What followed, however, was impossible to miss. The flash of green lit up the western edge of the valley. The sickly green balefire burst out from the rear of the Serenity army. It rose into the sky, flinging concrete and other debris into the air. Echo’s aim had been perfect. The Serenity commander’s transmission cut off mid-word.

The radio cleared immediately to Hail Burst’s voice. “--beginning our run now.” Serenity’s jammer had been right there with their headquarters.

A second flash announced another detonation, just past the first. Another green fireball rose above the ridge, followed by a rapid series of secondary explosions. The sickly multicolored hue of spark-battery detonations mixed with the balefire green as the fireball grew well beyond the first. Echo had teleported the second balefire egg right into the middle of their logistics company, detonating motorwagons and stocks of spark batteries.

Echo streaked away from the explosions as the Serenity radio descended into chaos.

“Command, Mantis. Say again.”

“Command, what the fuck was that?”

“Enemies rear! Logi just got hit!”

“Command, Ghost Two. Please respond, urgent.”

“I think command is down.”

I turned to the southern end of the Serenity lines, just in time to see the Loyalists sweep over the nearest ridge, flying low. They opened fire immediately, laying out a heavy storm of magical fire all along the southern walls. The defenders were shooting at the ground forces in the opposite direction; by the time the first shots turned to the new threat, the Loyalists were already banking away.

Among all the flashes and bolts of magic, it was easy to overlook the slower green orb that arced downward from one of the Loyalists, until the third and final balefire egg landed right at the rear of the pillbox. I got to see the full power of the deceptively tiny device. Alchemical fire burst forth, tearing through and consuming everything in its wake. The pillbox disintegrated, flinging slabs of concrete out across the slope before it.

Sheltered by the nearby ridge, the Loyalist skywagon was disgorging ponies. Rangers rushed to the crest of the ridge, and within seconds were laying out heavy fire on the surviving Serenity forces. The moment the skywagon was empty, it lurched and took off, and the Loyalists followed it back to friendly territory.

The chaos continued.

“Bravo lead is down! Bravo is under attack by heavy Enclave forces from the south. In danger of being overrun.”

“This is Alpha. What happened to command?”

“Command is down. All of HQ and Logi is down.”

“Who’s in charge?”

“I think you are!”

On the right side, Mareford soldiers had advanced almost to the creek itself, braving the rough and exposed ground as the fighting intensified. Mortars rained down on the line of walls, throwing up plumes of dirt and smoke. A few changelings braved the intense suppressive fire in an attempt to engage the closing ponies, but they were quickly forced down again. The defenses on the left side of the crossing, which should have been providing a crossfire, were too tied up in their own fight to help. It gave the soldiers time, as specialist unicorns quickly found and removed enemy mines, clearing the way.

A couple of weapons teams dashed up behind the lead squad, finding a cluster of small rocks that gave a small degree of cover. Even from that distance, I could clearly see the large tubes mounted on the side of two of the stallions. They took position, aiming at the pillbox less than a hundred yards away. Dust kicked up in an abrupt spray behind them, and a pair of explosions blossomed from the side of the pillbox. Immediately, assistants moved to the rear of the launchers, loading the next round. From that far away, I couldn’t tell if they’d done any more than scorch the side of the pillbox.

“Command--whoever!--this is Bravo!” the distant changeling called out on the radio, shouting over the sound of weapons fire and explosions. “We are overrun! We can not hold. We are pulling back!”

I leaned over toward Dusty. “The southern defenders are trying to retreat.”

He nodded grimly, but said nothing. There wasn’t much to say. It didn’t take a tactical genius to see that the defenses they had prepared to cover their withdrawal did nothing to protect from an enemy that had gotten behind them. They’d be retreating through open ground and air, right in the sights of everypony. The situation was getting worse for them by the moment. Already, the skywagon was lifting from the Mareford positions, with a fresh load of ponies inside and the rest of the Loyalists flying cover overhead.

Back on the right side, ponies had pushed up to the edge of the ravine and the steep slope below the pillbox. Motorwagons bounced across the rocky ground, taking only light fire as they made the quick dash. Equipment bounced haphazardly in the back of the wagons, while ponies clung on. I could see Sickle’s distinctive armor among them.

Small explosions peppered the top of the ridge as ponies threw grenades over the walls. Only a few grenades answered them, and the whole area was quickly choked in smoke and dust. Then the Mareford ponies stepped up the game. I knew the plan; one of the groups in the assault force was a demolition team. I could see the massive demolition charge float up in the grip of some unicorn’s magic until it was placed right against the pillbox.

It was nothing in comparison to a balefire egg, but the blast still made the grenades look anemic. It was also sufficient for the job, blowing a large, ragged hole in the side of the pillbox, probably killing or incapacitating anyone inside.

The motorwagons closed the final distance, halting at the base of the rocky slope. Ladders went up as other ponies started advancing along the low-ground before the pillbox. The mortars had stopped, the suppressing fire moving back to the second line of defenses.

Ponies climbed up the slope. I saw Sickle shove her way past another pony, bounding up to the pillbox and rushing in.

Dusty looked back down to his PipBuck, considered a moment, then hit the key to transmit. “Gemstone, Command. I need the right half of your guns all facing north. Enemy fliers spotted inbound from the north. Ranger Lead, they should be coming in over your reserve forces. Make sure they’re ready to meet the threat. Loyal Lead, I’ll need you back over the northern ridge for a counterattack. Skywagon’s flight should be safe.”

Acknowledgments came in on our command channel. Serenity’s command channel was still disjointed. Someone had finally assumed command and was calling for everyling to fall back to the second line. The alarmed report of enemies attacking their logistics team circulated, diverting some of the second-line forces to defend against an enemy that didn’t exist. Some changelings tried to fight back, while others tried to break out, all to little effect. Their flanking force, expecting some degree of surprise, came over the final ridge to find themselves facing fully prepared defenders with multiple heavy magical energy cannons. The scouts that had seen the preparations were unable to get that information across the proper channels. Confusion ran rampant.

“Command, this is Brachinus. Are we engaging?”

“Yes!” the urgent reply came. “We’re in danger of being overrun. Engage immediately!”

“Brachinus copies. Turning inbound. Time on target, eight minutes.”

I passed the information on to Dusty. He nodded, glanced at the time on his PipBuck, and returned to watching the battle, all without a word.

“Brachinus, expedite! We need you ASAP.”

“Brachinus copies. Unable. Best time is eight minutes.”

“We’re not going to be here in eight minutes!”

I leaned toward Dusty, speaking quietly. “Serenity command is stressed. I think they’re losing it.”

Another transmission. “Brachinus copies. Time on target, eight minutes.”

I know it was probably just calm professionalism, but something about the reply just felt cold to me.

At this point, there was very little for me to do but relay basic information. Even that was made difficult by the utter confusion on Serenity’s part. Bravo company had been asked three times for a status report but had stopped responding on the radio. Alpha had been called in to reinforce, but were taking time to sweep the hills behind Serenity’s position to clear out the mysterious attackers some startled changeling had called out in error. Echo had taken light casualties in their attack, but only because of the quick thinking of their commander ordering them to pull back. They prowled around the edges, but between the Whirligigs and Loyalists circling above, their movements were tracked, and Gemstone’s weapons were ready to meet them anywhere they went.

There was still a battle raging on, but it felt almost calm. Controlled.

Then shouts and a burst of gunfire shook me from the illusion. I looked back behind our trench to where dust wafted away from the ridge just before the motorwagon. A pair of Mareford soldiers were trotting forward, guns leveled at the crumpled form of a changeling. Bloodbeak watched it down the sights of the machine gun, her eyes wide.

The changeling’s foreleg moved slightly, and one of the advancing soldiers snapped off two shots. She jerked, slumped further, and didn’t move again.

Dusty stood up, calling out. “What happened?”

“It’s a changeling spy, sir!” one of the soldiers came back, lowering his rifle once he was satisfied the changeling corpse was no longer a threat. “They were trying to get to headquarters. Tried to run when we went to detain them. Shot them, they lost their disguise.”

Dusty glanced my way, and I could only shrug. I suspected there were a lot of details being left out for the sake of brevity, but it hardly mattered at the moment. “We expected them to try something,” I said. Fortunately, we’d made it reasonably hard on them.

Uneasily, we returned to our work, such as it was. Ponies were storming Serenity positions. There were no more attempts at assassination.

Brachinus was just two minutes out when they radioed again. Her voice was, as always, perfectly perfunctory and professional. “Command, Brachinus. Aborting. Outbound west. Returning to hold.” I looked west, searching the skies.

“Negative, Brachinus! Continue your run!”

“Brachinus is unable. Enemy air defenses are intact and target is dispersed. Brachinus disengaging as per ROE.”

I finally spotted the skywagon, still a few miles out, skimming the underside of the clouds. If it hadn’t been banking away, I probably wouldn’t have seen it.

“We’re being overrun! ROE is rescinded. We need immediate support to preserve the army! Engage now!”

“Negative. The queen was clear in her orders. ROE does not permit weapon deployment at this time. Brachinus returning to hold.”

It may not have been professional, but I could hardly blame the beleaguered Serenity commander for the profanity that followed.


The motorwagon shook and rattled as it slowly crept along the rocky ground, leaving Rotwater Creek behind. Ponies marched past former Serenity defenses, pocked and charred by the intense fire that had been laid out upon them. Only a few ponies lay before the defenses, left where they fell while medics tended to those who were still alive. They would be collected soon enough.

As we rose up from the low-ground of the crossing and passed the first line of walls, the toll on Serenity started to become clear. Dozens of dead changelings lay behind the walls where they had fought, or on the ground behind where they had tried to flee. Some passing ponies were stripping gear from those who hadn’t already been looted, gathering weapons and spark batteries.

More than a hundred Mareford Militia soldiers marched in our column, past all the devastation. What had been an enemy strongpoint was now just another path on to our final goal. There were no cheers or celebrations, but these ponies held their heads high with pride. They’d faced the enemy head-on and prevailed. The way to Serenity lay essentially unguarded.

The second line showed more signs of carnage. The fighting had clearly been intense. I saw the corpses of at least a dozen ponies, but as we passed the cracked and smoking pillbox with the twisted remains of the heavy plasma cannon, we found even more changelings.

Sickle was waiting for us by the pillbox, trotting our way once we drew close. She looked significantly worse for wear. Her head and hooves were slathered in blood and dirt. Her armor was scorched in several places. An entire plate was missing from her side, revealing bare hide where her coat had been burnt away. She limped heavily, but she was grinning wide.

“You cunts missed a hell of a fight!” she called out as she drew near.

We halted as she climbed in. She groaned, but sighed happily as she flopped out in the back. At least she was content.

“So where do I get more ammo for this thing?”

Ahead of us, arrayed behind the former Serenity positions, the bulk of the army was digging in for the night. Motorwagons were ferrying up heavy weapons. They spread across the valley. Serenity’s megaspell was still out there. Even if I knew it had retired for the night, we didn’t want to leave them an easy target.

While the rest of the ponies took up their own positions, Dusty directed Starlight to a rise close to where Serenity’s headquarters had been. We could see clearly the devastation Echo’s attack had caused. The former headquarters was nothing but a crater. Chunks of concrete and metal were scattered around the field, but all that remained of the original structure was one end of the hasty foundation. Past that lay the remains of the logistical element. A half dozen motorwagons, now mangled and ruined hulks, still smoldered with green fire. The ground was torn up for dozens of yards, with smoke wafting up from the burnt remains of dead vegetation. The balefire had consumed most of the equipment. Only a few broken and damaged crates and cases remained around the edges of the charred area, scattered by the blast.

The devastation was impressive, and sobering. The amount of violence unleashed in that tiny slice of land on the edge of the little creek was incredible. So many people had lost their lives that day.

It was a bittersweet relief that most of them had been changelings. The outcome was exactly what we had hoped for, yet I couldn’t look back at the still black lumps and broken carapaces without feeling something tighten inside.

In the rear, the medical ponies tended to those who could be saved. The final tally hadn’t come in yet, but there were close to a hundred casualties in all, with more than half of them dead. It seemed such an extreme number, but it paled in comparison to Serenity’s losses. I didn’t hear a final tally until the next morning. Just over two hundred changeling bodies had been recovered. We couldn’t even guess how many had died in the balefire blasts, or how many had been vaporized by magical energy weapons.

From the intercepted radio transmissions, Serenity was reeling from their loss. Their army commander and half the company commanders were dead. Two of their companies had essentially ceased to exist, with an overwhelmed new commander trying to rally survivors. Their other two companies were so badly understrength that the commander of one had suggested merging into a single company. None were sure how many changelings were dead or missing. There was confusion over what to do with the few wounded who had escaped the battle. Supplies were short. There was talk of retreating to the hive to make a final stand there.

Not once did anyling suggest striking back. If the previous clashes had been a stinging slap of a hoof, this was a double-hooved buck to the face. For the moment, they were staying well away from us.


The relative peace lasted until we set out the next morning. With reinforcements from the hive, Serenity had organized into two companies, and they tentatively set about trying to delay us once more.

Once again, they found an enemy that was too clever for them. Small and sneaky raids met heavy resistance. When an entire company tried to move into position to engage our column, they found themselves outnumbered two to one. In most cases, they disengaged immediately, sometimes without a shot fired.

One platoon commander tried a more aggressive turn, trying to rely on speed and violence to catch us off-guard. If they’d achieved surprise, it might have even worked. Instead they flew into the jaws of a trap. Ready soldiers met them on the ground. Loyalists flew above, diving down upon the attacking force, while motorwagons rushed more soldiers to their flanks. Only a few changelings escaped, while our casualties were light.

That said, Serenity wasn’t incompetent. Despite the chaos and casualties we inflicted upon them and the tremendous advantage I held in my hooves, they adapted. They couldn’t press a fight, but they learned how to harass us. They stayed at a distance, sporadically engaging at long range and disappearing behind hills when we returned fire. The fire was mostly inaccurate and low-threat, but every now and then shots struck home. Casualties started to accumulate ever so slowly, while our ability to strike back was limited.

The worst was when Mantis returned. They had taken losses during the previous day’s battle, but they were still able to fight. Our position at the center of the army meant we never presented ourselves to them, but other motorwagons were not so safe.

If that wasn’t bad enough, we didn’t even know they were there until a missile slammed into the leading motorwagon, killing the entire recon team. There hadn’t been any warning on Serenity’s command net. As Dusty quickly pulled motorwagons back to safety, directing infantry to lead the reconnaissance, I carefully listened into what Serenity was doing.

Minutes later, a unit I had heard nothing from engaged the vanguard of the army from almost half a mile away. Less than thirty seconds of firing and only one pony killed, but the changelings withdrew without any losses, and without anything coming across the command net.

I listened more to lower-level channels.

The next engagement was much like the last. Thirty seconds after the distant shots rang out, the platoon leader called to fall back. Communications were short and brief, and could basically be summed up as “follow me.” Nothing was reported back to the company commander.

In the chaos wrought by their command losses, they had lightened the load by having units operate more independently. It made things easier on their commander, and unknown to them, it made my job much more difficult.

I’d just found Mantis’s channel when another motorwagon, parked on a ridge half a mile ahead of us, exploded in a violent fireball.

“Good kill,” one soldier said.

“Shift left, one seven seven. The motorwagon with the plow. It’s rolling back. When it comes back out, hit it.”

I quickly spotted the wagon in question. “Dusty, tell the wagons to stay in cover,” I said as I switched to my map, quickly plotting the motorwagon’s position and tracking back along the bearing. Leaning forward, I held up the PipBuck for Dusty, and pointed to the hill almost a mile out. “Mantis is right around here.”

He gave a quick nod as he brought up his broadcaster. “Loyal Lead, Command…”

It was about a minute later when I heard from Mantis again, this time on Serenity’s command channel. “This is Mantis! Enemy fliers inbound on our position. We need assistance!”

A minute later, the Loyalists crossed over our lines again at high speed, pursued by dozens of Serenity soldiers. Magical energy cannons opened up, driving the enemy away. Hail Burst stopped by to give Dusty the details. Mantis had been six changelings in Steel Ranger armor with a variety of heavy weapons, including the missile launcher Starlight had spotted. None had survived the raid. All heavy weapons had been destroyed.

Not that it had been without cost on our behalf. Two pegasi had not returned.

Even without the threat of Mantis, Serenity still kept up the harassment. They continued to take potshots while avoiding a direct confrontation. It wore on for hours. Casualties mounted ever so slowly. A couple. A dozen. Two dozen.

But it simply wasn’t enough. Their attacks were nothing but stings to a bear. We didn’t slow. Mile by mile, we drew closer to Serenity and the end of all of this. We pressed on, fueled by the victory we had won and the ever-growing closeness of our goal. Our progress was inexorable. The outcome was inevitable. As night fell, our long march came to a halt, just six miles from Serenity. There was nothing they could do to stop us.

Which is why they decided to change the game.


I was enjoying a late dinner of stale broccoli when a voice came on the radio that sent a chill down my spine. There was no mistaking the resonant tones and commanding authority of a changeling queen. Chrysalis.

“Attention!” she said, her voice crystal clear in my left ear. “This situation has gone far enough. This hostile army stands on our doorstep. Already, ponies have caused untold death and destruction. Now they seek to wipe out our very existence. They must be stopped, whatever the cost.

“To that end, I will be deploying specialists from the hive. At precisely three AM, they will turn the ponies’ own clouds against them. They will initiate a massive downpour to blind these ponies.

“Commander Notum. You will pull your forces back to three miles distance from any enemy encampments. Prepare for operations in heavy weather.

“Brachinus. You will move to Point Firefly. At exactly three-thirty, you will set out, using the cover of the storm to close on your target. Your target will be the center of the enemy army. You must not let anything stop you. This is our last, best chance to stop this enemy before they destroy our very way of life. I understand that the weather will be treacherous, and the opposition fierce, but the weapon must be delivered. For the good of the hive, I trust you will do what is necessary to see this task through.

“That is all.”

I set down my food and levitated my PipBuck to look at the map. A new marker had come in on the Serenity channel, labeled simply “Target.” It was a mere thirty yards from where I sat.

“Dusty? We’ve got a problem.”

I repeated the information to him. A minute later, he called Hail Burst, asking her to join us. She arrived soon after.

She came gliding in, backwinging to land neatly before me. Even with her eyes hidden beneath those lenses, the questioning look was clear. While I was still wearing the power armor, I had removed the helmet, and she could see my grim expression. “Okay,” she said, turning to Dusty. “So what’s so important we couldn’t talk about it on the radio?”

He just raised a hoof, gesturing my way.

She looked to me again.

I drew in a breath and exhaled. “We need your help.” Her head tilted as I levitated my PipBuck once more, presenting it to her. It was displaying the map, dotted with markers. One was highlighted. Point Firefly.

“I need to organize a raid.”

Next Chapter: Chapter 46: From the Shadows Estimated time remaining: 2 Hours, 54 Minutes
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Fallout: Equestria - The Chrysalis

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