“We have thirty minutes until help arrives,” Princess Cadence spoke softly as one of her assistants helped her don her sparkling white-and-pink armor. “That’s the fastest reaction time we’ve had—using both teleportation and spells. I’ve just sent the message to Canterlot.”

Rainbow Dash stood beside her, clad in a simple lightweight helmet. When asked if she wanted anymore protection, she had scoffed at the idea. She wanted the best mobility she could get with absolutely nothing hindering her wings.

She turned to Cadence. “So Twilight, Celestia, Luna, and the rest of our friends… thirty minutes away?” Rainbow Dash chuckled dryly. “Easy! I’ll just find this ‘Bad Dude’ kid, tell him what’s what and then end of story! Twilight and the Princesses should arrive just in time for a late lunch.”

Cadence didn’t appear as confident as Rainbow Dash, pursing her lips and rarely taking her eyes off the window. The six large frigates still floated ominously in the sky overhead—silent and unmoving besides the metal propellers at their rears.

“It’s okay if you’re scared, Rainbow Dash,” Cadence consoled her. “I am nervous, as well. You don’t have to put up a tough front just for me. Never before have we been up against such opposition. At the moment, the plan is simply to stall them as best we can. Then once my fellow Princesses arrive, we can formulate a new plan—a better plan—and possibly defeat this C.U.T.E. menace once and for all.”

Rainbow Dash cocked a brow. “Who? Me? Nervous?” She laughed again—a tad forcefully. “Okay, maybe I’m a bit nervous. But we’ve never lost a fight before, right? I can’t see it happening now.”

“I can!” Pinkie Pie happily exclaimed next to them, bouncing on the spot. “Can’t you feel it, Rainbow Dash? Can’t you feel the winds of change!?”

Rainbow Dash rolled her eyes. “The windows are all closed in here, Pinkie.”

This didn’t stop Pinkie Pie from blowing into Rainbow Dash’s face while ruffling her mane. “It’s just like one of those adventure books of yours! In the first act—the heroes lose! And then in the second act—the heroes lose again! But then in the third act—”

“We get it, Pinkie!” Rainbow Dash cut in sharply.

Pinkie Pie’s ears flattened. “What? I was only going to say that in the third act, there’s usually that sad part where all the heroes suddenly hate each other for no good reason and only come together again before the final act. Think this’ll work out like that?” She thought on that for a moment. “Then again, this is real life and not a storybook… so there’s a good chance we might all be defeated, enslaved, or killed at some point today. Or all three. Hopefully in that order.”

Rainbow Dash roughly gave Pinkie’s shoulders a shake. “Knock that off, Pinkie! None of that’s helping!”

“Rainbow Dash is right,” Shining Armor added, as he strode into the room having properly suited up in his light-blue and silver armor. In a scabbard attached to his side, he held a sharpened sword. “Negative talk will get us nowhere. We have to concentrate on what we can do and stick to it. Thirty minutes from now, help should arrive and then we’ll be in a better position to defend this place. But, remember, we are not without help—the Crystal Empire has hundreds of highly trained guards and security measures already in place. I don’t plan for this to be a one-sided fight.” He asked Cadence, “Any luck with a new shield to delay them with? I know they’ve crossed into the Empire already…”

Glumly, Cadence shook her head. “No such luck. Every time I try expanding a new shield in front of one of their ships, I only get an error message in my head telling me to hang up and try my call again later.”

“Discord?” Shining ventured.

“Discord,” Cadence agreed. “His power is the most frightening of them all. I’m sure if he wanted to he could teleport each and every one of us out of here and lay claim to the Empire in mere seconds.”

“So what’s stopping him?” Rainbow Dash asked.

Cadence sighed. “Because it would be boring to him, I’d imagine. So, sadly, that makes him our biggest advantage and disadvantage going into this battle. I can’t fathom Discord assisting his group unless completely necessary. I’m sure he’d rather merely sit back and enjoy the show.”

“Oh!” Pinkie Pie shouted. “Think he’d let me watch with him? Discord always makes the best popcorn. And have you ever sat on that couch of his? I mean, talk about comfy—”

Rainbow Dash shoved a hoof into Pinkie Pie’s mouth, silencing her. “You’re on our side, remember?”

Still with hoof in mouth, Pinkie Pie nodded, then licked Rainbow Dash’s hoof until she retrieved it back. Afterwards, Pinkie Pie tasted her lips. “Yum! Tastes like floor… and cleaning wax.”

Sighing, Rainbow Dash planted a hard hoof to her forehead. “We should just hoof Pinkie Pie over to them. Five minutes with her and I’m sure they’ll surrender unconditionally.”

Shining Armor scratched his chin. “Mark that as Plan B. For now, we defend this place as best we can and hope that reinforcements arrive soon. Hopefully, C.U.T.E. has no idea what we’re planning.”

“So we have thirty minutes, eh?” Discord asked snidely on the bridge of C.U.T.E.’s main frigate. Currently, he had an eye patch over one eye and a silver hook where his eagle’s claw used to be. “Then Sun-butt and Moon-butt and Book-butt and the Leftovers of Harmony arrive. I don’t like those odds. Maybe time to pack it in and give up?”

Queen Chrysalis regarded him dryly by the ship’s edge. She leaned over the wooden railing to glance down below at all the scurrying ponies underneath. “The worst part about the way you speak is that I can never tell whether you’re actually serious or not. It all sounds the same to me.”

Discord gave her a grin and joined her on the railing. “That’s because I’m always serious while always joking. It makes my standup routine that much more painful for those I’m making fun of. You ever hear my bit about Tirek in a wood chipper?”

Chrysalis sighed. “No, and I don’t want to, either.”

Discord waved his hook hand at her. “That’s fine. That’s basically the whole joke anyways.”

“What are you two doing!?” Sombra shouted from behind them, making them both turn around to face him. “You know how much time we’re wasting just standing around and talking? We have twenty-five minutes to secure my Empire otherwise we revert to Plan B. Or did you both forget that somehow?”

Discord sneezed after he stuck the tip of his hook up his nose. “Oh, Sombra. We were only giving them a chance to surrender like Bad Dude asked them to. And by the looks of it…”

Discord leaned over the ship’s edge to catch a dozen guards busily trotting into formation, setting up wooden catapults next to heavy stacks of rocks and other projectiles. Other teams of guards hurriedly ushered more Empire citizens and tourists through doors that led to holds deep underground, before slamming the doors shut and locking them tight. Thousands of frantically trotting ponies still littered the streets, though. On a ledge beside the Crystal Empire’s barracks stood a full team of armored pegasi currently getting a pep talk from their captain—Discord could make out the multi-colored Rainbow Dash amongst the ranks.

“And by the looks of it,” Discord continued, “they will not be surrendering to us anytime soon.”

With a loud click, Sombra snapped his jaws together. “Good. I had wanted to fight today. Finally, I’ll get to show this Empire what King Sombra can really do! No baby dragon will stop me now!” He then said much quieter to Discord, “There’s no baby dragons in the Empire at the moment, right? Or full-grown ones?”

Discord shook his head. “Not to worry, my fuzzy-faced friend. Spike’s safely in Canterlot, meaning the only dragon you have to worry about here is me. But thankfully, we’re such good friends that you should have nothing to worry about. Right?”

Sombra grumbled lowly, “Acquaintances at best, dragon. I’d gladly ignore you at a dinner party if it meant getting even a single inch closer to the snack table.”

Bad Dude surprised Sombra from behind as he leapt onto his back, making Sombra grunt. “Isn’t this great, guys? Our first real mission together! Are you all having fun yet?”

Using a hoof, Sombra absently patted Bad Dude on the head. “Yes, yes, much fun, Bad Dude, but we should be getting started. We only have minutes to secure this place and have already wasted several of them. That means we start the cannons at once and send in the C.U.T.E. army.” He swiftly turned to Chrysalis. “Ready for sweet, sweet revenge, my dear?”

In response, Chrysalis gave him a fiendish grin. “I’ve been waiting for this moment ever since Cadence and Shining sent me flying through the air. And I’m sure my children have, too.”

One of the generals in the Empire’s guard led his battalion around a corner and up a street, dodging in-between running citizens while directing them on where to go. Before, he’d ordered that a string of guards be set in place along the roads to easily guide ponies into the Empire’s numerous holds. So far, it had been working fine—great even, if the general wished to get cocky about it.

“Go! Go!” the general shouted, as another wave of retreating crystal ponies rushed towards him. He used a foreleg to usher them to other guards. “Get to the shelter and await instructions! No suitcases, either! What do you think this is? A vacation?”

The general was about to grab the overstuffed bag off a passing unicorn when he heard the first cannon blast. He turned his attention towards the sky just in time to narrowly dodge the projectile that missed him and instead clobbered the unicorn with the bag. The flying two-foot wide circle of sticky toffee effortlessly tossed the unicorn to the wall behind them and stuck them there—their overstuffed bag lay forgotten on the ground.

The general looked up the street to see another nine ponies trapped in their own individual balls of sticky substances: toffee, nougat, fudge, caramel, marshmallows. Even a few unaware guards had been hit by the projectiles and trapped in place.

One of his guards was about to touch the gooey substance holding a pony before he yelled at them. “No! Horns only! You touch that you’ll just get stuck too!” That was when the mound of toffee trapping the unicorn spread out to touch the guard standing close to it—first grabbing hold of their hoof before pooling over the rest of them. He, too, was now trapped to the wall alongside the unicorn.

The general swore under his breath, before a second wave of cannon fire made him yelp.

He spun around again and found himself face to face with what looked like a giant ball of well-chewed gum encased in a thick magical shield.

“Move, general! Now!” Shining Armor screamed, using his horn to hold the sticky ball at bay. He bared his teeth in concentration, until the general moved far enough to let the ball of gum splatter against a house with no casualties.

Shining let out a shaky breath. “Make sure every group of guards has a couple of unicorns with them. You’ll need them to deflect whatever those cannons end up firing.”

The general couldn’t hide his relief at seeing Shining Armor there. “Thank Celestia you’re here, Shining. You’ve got a plan to defeat them, don’t you? You and Princess Cadence? What am I saying? You always have a plan.”

“Of course we do,” Shining answered with a curt nod. “But, sadly, I can’t tell you what it is at the moment. Top secret. You know how it is. Very hush, hush.”

The general shook his head. “Actually, I don’t know how it is, sir. Honestly, I think it would be best if you let us in on the plan—then we could even help with it!”

Shining glanced around hurriedly. “Sorry, but I must not. Too complicated to try and explain. Just do your best, all right? And believe in yourself!”

The general’s pupils shrunk as stark realization took hold. “You don’t have a plan, do you, sir?”

At that, Shining snorted. “Of course we do! It’s…” He suddenly couldn’t look the general in the eyes. “It’s only that we try and stall them until my little sister gets here. You remember Twilight, of course.”

“Of course!” the general exclaimed. “She’s the alicorn that always ends up saving the day!”

“Quite right. So we’ll just wait for that to happen.”

“And if she doesn’t get here in time, sir?”

That question made Shining pause. “Let’s try and stay positive, okay? There’s only around a two percent chance of that happening; I took a moment to consult the Empire’s mathematician before coming out here. She also said there’s a six percent chance of an unimportant character being killed during the battle.”

“Unimportant?” the general wheezed. “Am I unimportant, sir?”

“What’s your full name?”

“General Cannon Fodder, sir.”

Shining couldn’t help but grimace. “I’ll tell your loved ones you fought bravely, general. Now if you’ll excuse me…”

With that said, Shining Armor gave his back to him and stormed up the street, deflecting bits of flying sticky material while using his horn to try and pry poor trapped ponies off of the surrounding buildings. That was when something big and black in the sky made the general shake with fear.

A cloud of black insects had streamed out of one of the floating ships, quickly headed in their direction. Once close enough, they landed on the road a few meters before them, hissing with their fangs out on display.

After a brief moment of panic, the general got himself back under control. This he could do. This he understood fine. It was time to fight. And fight hard.

He turned to face the remainder of his battalion. “These pests will give you no mercy, so don’t you dare give them any in return! Keep hitting them until they're down! Understood?”

His guards barked out a collective response, swords and shields raised high.

“Let’s get—” the general roared, before the group of changelings on the road began bursting into green flames and changing forms. Now they all took on the appearance of the small colt from the screen in the sky from before. A few of them even happily waved at the guards once they’d changed shapes.

The general shook his head. “It’s only a trick, stallions! They’re still changelings underneath it all! Don’t let them off easy.”

One of his guards trotted up to him. “But, general, what if one of them really is Bad Dude and not a changeling in disguise? I can’t harm a little kid! Even if he is a terrible villain! My wife would never look at me the same way again!”

The general cursed under his breath once again, before turning to his battalion. “Okay, stallions! Change of plans! Instead of no mercy, give them some mercy. And light taps, I guess. Nothing fatal. And, most importantly, remember Shining Armor’s wise words…”

The general screamed and led his group of guards towards the gang of Bad Dudes.

“Stay positive!”

Chrysalis rested her head on a hoof to watch the carnage below. A group of guards on a street were quickly overwhelmed by a section of her swarm, stripped of all their weapons and gear before being glued to the ground with some of her drones’ thick green mucus. After the battle, she would arrange individual pods for all of them. For now, she only needed them out of action.

She turned her attention to another section of the city, where another chunk of her children were attempting to bite through one of the Empire’s secret holds in search of all the citizens inside. Already the door was more or less in tatters. In less than a minute, they’d be inside.

“A-ha-ha! Do your worst, peasants! Your rightful King has returned at last!”

Moments ago, Sombra had dissolved into a trail of smoke and drifted into the air as an enormous pair of haunting red eyes with fangs. His smoke-form rolled through ledges full of guards, knocking them screaming to the ground below. Afterwards, Sombra returned to the air to catch any projectiles the Empire’s guards fired to their ships with their catapults before raining the debris back down upon them.

A team of guards manning a catapult ran away from one a moment before it was crushed by a large block of cement dropped from the sky. A sudden blast from one of the ship’s cannons ripped them off their hooves and into the brick wall behind them.

Chrysalis couldn’t help but laugh at the sight of it all.

So this was what if felt like to be on the winning side for once. Not that they were winning out right.

While Sombra had been occupied, a series of the Empire’s catapults had unleashed a wave of rocks that sliced through one of their ships as easily as if it were pudding. It was clear Cadence or another of their talented unicorns had placed a spell on their projectiles to have them cause the most damage possible.

The damaged ship had instantly dropped from the sky and crashed onto a row of homes down below. The changelings controlling the ship quickly abandoned it before regrouping in a neighboring frigate.

Chrysalis turned her attention to the deck of their ship, where Discord was lazily lounging around on some conjured up patio furniture—a pina colada held in the only hand he had left.

“You know, Discord,” Chrysalis growled at him, “you could’ve reinforced these ships a bit better. Some of my children might’ve just been killed because of you.”

Discord lifted up his eye patch to look at her. “And make us near unstoppable? What fun is that? You’d honestly want to start a war you know you’d win?”

Chrysalis nodded.

Discord rolled his eyes. “How droll. We’re already playing pretty unfairly, wouldn’t you agree? I mean, five heavyweights versus… what? Cadence and her leg candy?”

“Shining Armor,” Chrysalis corrected.

Discord waved his hook hand. “Whatever. They’re basically screwed anyways. They just don’t know it yet.” He flashed her a fang. “So don’t you go worrying your little insect head about anything! Take a seat! Take a load off! Watch your boy toy do his best ‘rainy day cloud’ impression and have a drink on me!”

Something out of the corner of her sight made Chrysalis eye the ground again. Near the Empire’s tower, a new catapult had been set up with another group of guards protecting it. Jumping close to it was a pink mare that appeared to be yelling at the guards while pointing at the catapult. In return, the guards all shook their heads at her.

Without looking at him, Chrysalis asked Discord, “What Elements are supposed to be in the Empire already?”

“Pinkie Pie and Rainbow Dash,” Discord replied.

Despite the warnings the guards appeared to have given her, the pink mare on the ground loaded herself onto their catapult and quickly pulled the lever that launched it upwards. The next moment, the pink mare was flying through the air with a horrifying look of unwavering determination set on her face.

“Bad Dude!” she screamed. “I’m coming for you!”

Chrysalis told Discord, “You might want to move the ship.”

Discord sat up in his chair. “Why?”

“Because the pink equivalent of you is headed directly at us.”

Discord rolled his eyes. “You really should say things like that sooner.” He brought his silver hook up first, before shaking his head and trading it for his lion’s paw to snap with. Instantaneously, their ship was teleported to the other side of the Empire and away from the screaming and flying mare. Sadly, another one of their ships had been set in their original place.

Pinkie Pie landed on the teleported ship and immediately began bouncing around its deck. Chrysalis could see her many drones already jumping overboard to try and get away from her.

Angrily, she faced Discord again. “Mind telling me why you had to place another one of our ships in its place instead of simply moving us?”

Discord angled his head at her. “What did we just go over? There’s fair and then there’s not fair. And then there’s what works for me and what really works for me. And you know what really works for me, Queenie?” He smiled devilishly. “When I get to not only annoy the good guys, but the bad guys at the same time! I really thought we understood each other by this point.”

Chrysalis grunted her response and watched the ship Pinkie Pie had landed on again. It looked as though the last of her drones were escaping through the cannon holes as Pinkie Pie continued her abrasive search of the ship’s interior.

“And what damage could Pinkie Pie possibly do to one of my ships?” Discord continued disinterested, a moment before the ship in question suddenly caught fire and split directly down the middle in jagged, falling bits of wood. Discord finally got up from his chair to watch as the ship violently exploded outwards in flaming fragments.

“Now that’s just silly. There wasn’t even anything explosive on that ship!” Cupping his mouth with his hook hand, Discord yelled into the air, “I’m calling shenanigans, Pinkie! You’re cheating! Don’t think I haven’t noticed! Now stop blowing up my ships this instant, young mare!”

Both Chrysalis and Discord watched the blackened remains of the ship tumble towards the ground before they were encased in a magical aura—Pinkie Pie included. One glance at the Empire tower balcony informed them that it was Cadence who had stopped the destroyed ship and Pinkie Pie from crashing to the ground.

Discord hooked a thumb in Cadence’s direction. “What a buzz kill. Am I right?”

Chrysalis’ eyes narrowed. “Right you are. Maybe it’s time I paid our Princess a little visit. Keep an eye on Bad Dude, won’t you?”

With that said, Chrysalis began beating her wings until she dove off the ship and in the direction of the Empire tower.

Bad Dude watched her go as he stood next to Discord. “What’s Chrysalis doing?”

“I dunno,” Discord answered bluntly. “Revenge, most likely. It’s all villains ever seem to want these days. What’s so wrong about wanting simple chaos and power anymore?”

“And friendship?” Bad Dude asked meekly.

Discord gagged. “I guess. As long as it’s the type of friendship where we’re secretly only using one another to get what we want in the long run. Speaking of which—how ‘bout you get me a nice slice of cheesecake from the ship’s—”

That was when a rainbow-colored blur rushed past him and took Bad Dude with it.

Less than a second later, that same colorful blur was over three frigates away and not losing any speed whatsoever.

Discord stomped a hoof against the deck.

“You mean I have to get my own cheesecake now?”

Bad Dude wasn’t completely sure what’d just happened—only that something soft had rammed into him and taken him off the ship faster than he ever thought possible. His cape and mane rippled in the rushing wind and he had to strain to look upwards at who exactly was carrying him. It was Rainbow Dash—her jaw clamped tight and beads of sweat on her face.

“Put me down!” Bad Dude told her. “This is not how this is supposed to happen!”

“You’ve done enough damage already, kid,” Rainbow Dash yelled above the wind. “So we’re just gonna place you somewhere safe and out of the way until help arrives. Then we’ll get your parents in on this. Then you’ll be grounded until you’re a hundred and two.”

Bad Dude gasped. “No! I don’t want to be grounded! Put me down, you big meanie!”

Rainbow Dash shook her head. “I’m not the big meanie here, Dude. You’re hurting ponies. They’re practically running for their lives right now. Can’t you see all the trouble you’re causing?”

“No! We’re just playing! If you’d surrendered like I’d asked—”

“Then Sombra would be in charge of the Empire again?” she finished for him. “Don’t think I’ll sit by and let that happen. From what I understand, nobody voted for him the first time around. For good reason, I think.”

Bad Dude pouted. “But we’d be good rulers! I promise!”

“Oh, you promise?” Rainbow Dash sneered. “Why didn’t you say so earlier? Let me just set you down and then we’ll get to the surrendering, pronto.”

Bad Dude’s eyes shot open. “Really? You mean it?”

Rainbow Dash laughed. “No. I just caught C.U.T.E.’s ringleader, so I doubt we’ll be surrendering anytime soon. You might’ve done pretty well so far, kid, but every villain gets defeated eventually. Just be thankful Pinkie Pie never got her hooves on you.”

That last statement got Bad Dude thinking. Carefully, he pried both of his forelegs out of Rainbow Dash’s grip and reached upwards to her, wrapping as much of himself around her as he could.

Rainbow Dash stiffened at once. “What do you think you’re doing, kid?”

“Getting my hooves on you,” Bad Dude replied smugly, nuzzling his head into her coat. “Don’t you think I’m just the slightest bit cute?”

“What?” Rainbow Dash barked out. “No, you’re not—”

Rainbow Dash’s wings stopped flapping for a moment as they dropped from the sky.

“Cut that out!” she told him earnestly. “I can’t fly while you do that!”

Bad Dude didn’t stop. He even added a little hitch to his voice to make it sound like he was crying. “Please don’t tell my parents! Please! They’ll be so mad at me if they knew! Can’t you please just let me take over the Crystal Empire? I promise I’ll be careful with it!”

Now Rainbow Dash was flying more or less with the use of one wing; her eyes closed and her expression pained. Awkwardly, she guided them towards the nearest floating ship to land on. The changelings onboard instantly circled the two of them, but Bad Dude shooed them off and told them to keep driving the frigate instead.

When Rainbow Dash caught her breath again, she opened her eyes to see Bad Dude prancing around her. He happily shouted, “So you do think I’m cute! I knew it! I knew it!”

Rainbow Dash stubbornly shook her head. “No, I didn’t. I was… only winded. Flying as fast as I can takes a lot out of you, if you couldn’t already guess.”

“Nah!” Bad Dude shook his head. “You’re lying. Do I remind you of a younger sibling perhaps?”

She shook her head again. “Never had any. But enough talk. You’re coming with me.”

Bad Dude pursed his lips. “Or maybe it’s you who are coming with me?”

He took a step towards her as she took one back, then another, and another until Rainbow Dash’s rump struck the ship’s railing. Seeing his opportunity, Bad Dude leapt into her chest and pulled her in for a hug. Sluggishly, Rainbow Dash gave him a weak shove him away, to very little avail.

Bad Dude told her openly, “It’s a whole lot of fun in C.U.T.E. Really! We have game night and movie night and Casual Fridays and Pajama Tuesdays and Waffle Wednesdays—”

“Oh, Celestia that sounds cute…” Rainbow Dash muttered helplessly.

“And you and I could play catch! And we could be like big sister and little brother! And you could even give me a nickname like Lil’ Duder or something!”

“Too cute… sight’s going blurry… too damn cute…”

Bad Dude continued on regardless. “And we could even dress like each other for Nightmare Night! And trade candy afterwards!”

Rainbow Dash let out a long exhale before falling backwards and out of Bad Dude’s grip. Lifelessly, she toppled over the railing and careened towards the ground with her eyes closed and her spread wings rippling uselessly at her sides.

Bad Dude yelped. Then he turned his attention to the passing cloud of dark smoke.

“Sombra!” he squeaked. “I knocked Rainbow Dash out and now she’s fallen overboard!”

The cloud of smoke stopped in mid-air and set its large red eyes on him. “Well done, young prince. I always knew you had it in you.”

“No! She might die! This isn’t good!”

The large trail of smoke sighed—something Bad Dude wasn’t even aware it could do. “Obviously, she’ll die, Bad Dude. That’s usually what happens when ponies splat against the ground having traveled several hundred feet to get there. But, honestly, well done. Only five Elements left!”

Bad Dude’s pupils shrunk as he helplessly watched Rainbow Dash’s motionless body continue towards the earth.

Author's Notes:

I'd like to finish off the battle with one more chapter -- even if it ends up being a larger chapter than usual. Or... that's the plan at the moment.

Killing off Rainbow Dash. Bet most of you didn't see that coming, eh? I mean, it's not she could get plucked out of the air suddenly and saved. Nah. Highly doubtful. She's doomed to die a painful death in this Rated E story.