Happy, Pinstripe, and I trailed on the hooves of the well dressed ghoul as he led us all the way to the end of the maintenance warehouse and out into the open air. The thick smell of sea salt filled the air the second we were more than a few hoofsteps outside of the cream colored maintenance building. Off to my left was the coastline as it wound its way north toward Cantercross City only a mile or two from where we were. The noonday sun glinted off the dozens of towers that stood along the edge of the prismatic polluted waters of the bay.

“Why do I know him...?” Happy mumbled softly under his breath, bringing my attention back to the here and now. I nearly tripped over an old rusting set of train tracks as I tried to figure out what the fuck he was asking, as we headed toward a similar, but much smaller looking maintenance warehouse.

Instead of the cream color of flaking paint however, there sat a rusting sheet metal exterior that announced itself with a low metallic groan. To be honest, that noise alone filled me with the fear that the old construction would give way the moment we were inside it. Which, of course, would just be my fucking luck.

I did have to note that while I’d seen a lot of ruins like this on my trip so far, most of them were still standing. It was a testament to old Equestrian engineering I felt I probably should be more appreciative of. At least, until I’d got into a fight near them. Then they normally ended up flattened, incinerated, collapsed, or outright blasted apart…

“Fuck… it’s on the tip of my tongue!” Happy moaned in his normal infuriatingly useless way. Seriously, if I took his bait, would he at least have the decency to shut up? “Grrr...” He grumbled and hung his head. Please, I’m not dumb enough to...

“Who?” The words slipped from my muzzle before I could sensor myself. Fuck. “Are you asking about Pinstripe?” Fine, remember this, Night; when everything goes to shit, you spent some of the last of your time alive asking about pointless bullshit.

“You’re going to put me out of a job.” Violet remarked smartly as she hovered upside down in front of me. Instinctively, I waved my hoof to bat her away, and the vision of her wisped away like a cloud in the wind.

“Tall Tale.” Happy at least had the forethought to keep his volume down a bit as he answered me. Though, Tall Tale’s slightly crimped and half melted looking ears did move. I couldn’t be sure if it wasn’t just them moving in the slight breeze that whipped across the open area around us, but I had to hope he wasn’t listening in. If I could barely stand listening to Happy, then goddesses help us if this asshole got annoyed. “I can’t remember, but I know I remember that guy from somewhere.” Happy’s words sounded off, well, off for him. It sounded like he actually was puzzled by something for once, even if that something probably shouldn’t be questioned right now.

“I-it’s best n-not to ask.” Pinstripe stuttered out, keeping his eyes pinned to the ground as we trotted along. At least I wasn’t the only one thinking this wasn’t the best line of conversation at the moment. “He d-doesn’t like when po-ponies ask about his job.”

I rolled my eye at how stupid that sounded, but as I did I caught a glimpse of movement in the air above us. Loitering there in complete silence, hanging in front of the backdrop of a small cloud, was a silverfish drone. It was ever so slightly drifting with us, at the same pace we were walking at. I couldn’t help but feel like DJ PowerColt was watching us right now, studying us, studying me.

Which of course, made this the exact moment my hoof caught on one of the old rails, and I stumbled down onto the dirt.

“Woah, Night, you alright?” Happy asked as I felt him step up and help me back onto my hooves.

“Yeah, just… misstepped is all.” Shaking my head out, I looked up to see the blank, smiling expression that Tall Tale’s mask held staring at me.

“One missed step on this job, and you’re dead.” He spoke roughly, forcing another cloud of pink out of the nose holes of his mask. “I’ve only failed one heist in my career, and I don’t plan on failing another. Now, watch your step and pay attention once we’re inside. Your lives depend on it.”

“Career?” Happy muttered to himself as he softly brushed the dust and gravel off my neck. He gave a gasp as I turned to look up at him, and without thinking he patted down my muzzle. Without seeming to care, he hopped over the tracks and after Tall Tale as I simply deadpanned at him. “Hey, that’s it! I know where you’re from!”

“Oh really?” Tall Tale grumbled as he trotted up along the side of the red warehouse. His horn flared to life, and his used his magic to open the door just ahead of him. “And why should I care that some nopony like you knows what I do in this city?”

“No, not in Cantercross. From before the war ended!” Happy blurted out loudly. For some reason, his words caused Tall Tale to freeze up and slowly turn his mask’s empty gaze to look at the mule. “You're Tall Tale, from the 'It happened at the mare's fair' movie! Part of the Rodeo gang who were robbing the bank, right? Before the King showed up and stopped the whole gang, saving the day!”

“Hah.” Tall Tale gave out what was almost a gurgling laugh that forced another jet of pink from his mask. “That was some group of poor imitations in cheap suits and masks for a movie. Hardly an adequate representation of us. But how the fuck would you know about that hack and his terrible films, anyway?”

“Hack!?” Happy’s gasp shot the distinct possibility into my mind that he was about to say something incredibly stupid to the only guy keeping him alive at the moment. “The King was no hack. He was one of the greatest actors-slash-singers of all time! Only a moron wouldn’t be able to appreciate the genius he was.”

Yeah, this was going to get out of hoof fairly quickly...

“Please,” Tall ground his hoof into the dirt,.standing a bit more stiffly than he had been before. “He was as much of a two dimensional character in real life as he was in his movies. I don't know why all the mares back then cared for him when all he did was shake his fucking hips at them. But he was a fucking disgrace of an entertainer, and didn’t know the meaning of true showponyship like the whole gang did. Your ‘King’ was nothing but a two bit side act that garnered the attention of whores and trollips.” With another snort of pink, the four of us were dropped into a tense silence.

“I-I told y-you…” Pinstripe tried to keep his voice at a whisper as both he and I made our way toward Happy. But as he spoke, Happy started to quake with the same rage Delilah had the day everything fell apart. I knew what was coming, so I pushed myself to act.

“You fucking take that back!” Happy snarled as he sprung toward Tall Tale. To his credit, he didn’t flinch at all between the point Happy leapt, to the point where I landed on top of the mule and forced him into the dirt. “Fucking get off of me!” For my troubles of stopping him from getting himself killed, again, I got a hoof to the face. “I don’t need to be talked down to by some two bit, Rodeo gang, hooligan!”

“Happy, shut the fuck up!” I snapped at him as I rubbed at my snout. Of course, Happy didn’t take kindly to that and shoved me off of him altogether. Seriously, he had a fucking deathwish, and I knew I was going to regret saving his flank even more than I already did.

“R-rodeo g-gang?” Pinstripe stuttered as he came to help me up. He wore a kind smile across his admittedly nervous muzzle, but I’d take what I could get. “I… I don’t u-understand, who are t-they?”

“Wartime gangsters, some of the most infamous in the world.” Happy sneered as Tall Tale groaned and trotted inside the warehouse, leaving the three of us outside. “Tall Tale here was the mastermind, and his whole greedy gang worked for a bunch of the old world crime families.”

“So he’s always been an asshole. Got it.” I grumbled as I took Pinstripe’s hoof. He easily pulled me back to my hooves, having more strength than I expected for as nervous as he was. “Thanks Pinstripe.”

“D-don’t mention it.” He smiled and gave me a pat on the side.

“I’ll give him one thing, he’s not wrong.” Tall Tale’s annoyed voice resonated through the sheet metal wall of the rusty building. “Be it for the Calzones, Stardust Stalliatore, the Black or even White Hoof families, we did jobs for everypony. We held no loyalties, we hated the Ministry of Morale, got results, and we worked for ourselves.” His semi-melted horn flared up with a few sparks as he produced a terrifying small black box from inside the warehouse. To be honest, the only reason it was terrifying was because it had a little red button on it. A button that I was sure I knew what happened to our necks when he pressed it. “So then, if you know me as well as you claim, then you already know that I fucking hatewitnesses with loud mouths.”

“Hey, there’s no call for that.” I spoke up, stepping up between Happy and Tall Tale. “We’re cooperating, alright? We won’t have anymore problems, right, Happy?” I only glanced over my shoulder at him, but I could tell from his silence that he wasn’t particularly thrilled with that prospect. So to hammer it home, I gave him a kick with my rear hoof.

“Yeah.” He grumbled.

“Good.” Tall Tale’s horn flashed and the remote disappeared from view again. Fucking cheating unicorns and their teleporting shit around. “Stripe, get the motorwagon prepped.”

“Y-yes, sir!” Pinstripe stammered before galloping into the large building. Tall Tale followed him into the door, letting me get a small breath in before everything fell apart again like I knew it would.

“I’m sorry, Night.” Happy sighed as he stepped up beside me. “Look, I'm trying to keep it together.” Really? This was him trying? “But losing Ma'? It's going to fuck me up for a while after this.” Fine, I guess I couldn’t be too mad at him for that. I’d at least had more time to grieve than he’s had. “But…” He paused as he offered me what I could only call a compassionate look from his bruised and swollen up face. “I wanted you to know, that I'm thankful that you came for me. You didn't have to, you could have left me there to die.”

“No, I couldn't have.” I lied. Reaching up, I pat him on the side as I tried to convince myself that this trouble would somehow all be worth his life. “We'll get through this, Happy. Then we'll go kill the crap out of Solomon.”

“But, you do know they’re just going to kill us after we do what they want!” He let out a small, pitiful whimper that I completely sympathised with. But unfortunately for me, between the two of us, I had to be the pony to make sure we got through this alive.

“Oh, I know. I’ll… think of something.” I gave him a nod, watching as Happy forced a smile and trotted off into the warehouse. “Yeah, something…”

“Seriously, you know that mule’s not worth it.” Violet’s voice resonated through my mind as she appeared just inside the doorway, as Happy slipped out of sight. “Buck could be dead right now for all you know. You don’t have time to go playing hero for Happy’s sake.”

“Buck’s life is out of my hooves right now, and I don’t really have a choice.” I glared at Violet, feeling as the strain of that caused the pain to flare up again behind my prosthetic. I lifted my leg, stopping myself just short of pressing my dust coated hoof against the crystal eye. Yeah, that wouldn’t have ended well. You need to get ahold of yourself, Night. She’s not real. “Just shut up until I get some more Chill, alright?”

“Fine.” Violet sighed as she apperated away. “Doesn’t change the facts about this being a waste of time.”

Following Happy into the smaller warehouse, I was relieved to see that outside the four of us in here, we were alone. It had just as many piles of junk lined up along the sides as the main one, and most of the entire rear wall was covered in different kinds of tools. Three parallel rail troughs were built into the ground in the same fashion as the other warehouse, albeit quite a bit shorter as the troughs mosty ran outside the open front doors. Only the center rail trough currently had a vehicle on it, and as Pinstripe was eagerly checking it over, I could easily assume it was the motorwagon we’d come here for.

While I wasn’t an expert, I’d never seen a motorwagon design quite like this one. It was a squat, boxy looking vehicle that felt so out of place that it couldn’t help but hold your attention. With an overall almost wedge-like shape, it was a far cry from the curvy and streamlined rocket-esque design of the motorwagons in wartime advertisements. It was also a flat silver color that was remarkably untouched by rust for it’s two century old age, though the nearly all rust orange, multi-spoked train wheels that had been bolted in place of rubber wheels weren’t so spotless. A pair of box-shaped fins sat bolted to the rear of it, and a wooden rack filled with all sorts of talisman and spell circuits sat bolted to the hood and strapped down with leather strips for good measure.

“What the fuck is that piece of junk?” Happy blurted out with the same bluntness that was normally reserved for use by my own muzzle. “I’ve seen better looking motorwagons in old wrecking yards!”

“Yeah, well that’s our transport.” Tall Tale grumbled from around one of the junk piles. I trotted around the edge of it, finding him approaching what looked like a scale model of the nearby mountains. “The CMC-12 will get the job done though. At least, it better with all the caps we’ve dumped into it.”

Curious, I turned and headed over towards the diorama. Sure enough, it looked like a scale model of the range just south of Cantercross, with the criss crossing and twisting rail lines running around in various places. There was a small wooden mockup of the motorwagon we were here with, and what looked like a foal’s toy train just to the north of the scaled down Cantercross city.

“So, ‘mastermind’, tell me, what’s the plan?” As I walked up to it, my eyes swept over a section of rail line that almost did a full loop around one of the more level pieces of terrain. On it, was a toy tank with a frowny face painted onto it. “I need to know what we’re here to do. What’s the end goal?”

“In a few hours, the Ouroboros will pass through downtown Cantercross on its annual trip.” Tall Tale’s horn lit up as he spoke, pushing the toy train along the tracks. “A quarter mile from here, there’s a junction that merges the maintenance yard tracks into the main line. The main line just after that is a good straight section of track headed southward. Once the Ouroboros passes, the track lockdown will lift, and we’ll pull onto one of the adjacent parallel tracks.” As he moved the train onto the straightaway he mentioned, his magic pushed the motorwagon up beside the train. “From there, we’ll only have six minutes to catch up and get onboard before we hit ‘the gradient’.”

“What’s ‘the gradient’?” Happy spoke up as he decided that maybe he should be listening to things that could save his life for once.

“Trains don’t like climbing up slopes, even the relatively light three degree slope of ‘the gradient’. But, the thing is, neither does the CMC-12 there.” Tall Tale gave a nod back toward the motorwagon as Pinstripe crawled into the rail trough and disappeared underneath the vehicle. “This old Chrysalis piece of junk could hardly pull a hundred and forty two kilometers per hour on a good road, and she's even slower now that she's on the rails. To compensate, she's got a set of skybus flight talismans installed on her frame to help reduce friction, and we've set up sixteen rockets in those housings on her rear end. She won't be able to maintain a constant pace with the Ouroboros, but she'll have eight kicks worth of speed to get her close enough to get us onboard. But, that’s only half of our problem.”

Tall Tale’s magic pushed the two vehicles up along the tracks, quickly bringing them to the loop with the tank.

“What happens at the tank?” It wasn’t a pit in my stomach, but all the same I knew that the answer to my question wasn’t going to be something to look forward to.

“Cordite happens.” He grunted, sending a pair of jetting plumes of pink from the nose of his mask. “We’ll be ringing around the edge of their main staging yard in the old army proving grounds. Like everypony else in the north, they know the Ouroboros is coming, and every year they line their tanks up to salute the train as it passes. Thing is, I don’t know what they’ll do when they see us on the rails with it, and for twenty five seconds, we’ll be in range of every big gun they have.”

“Okay, let’s say we get through all that untouched.” I offered, following the tracks past the Cordite tank and into a section that looked like it ran straight along the edge of a mountain. I really hoped that the scaled down mountain wasn’t modeled correctly, because this edge was so steep it might as well have been a cliff. “What next?”

“We’ll have another six minutes to get onboard as we head up to and run along the edge of Diablo canyon.” He pushed both vehicles up along the side of the cliff, though the model of the motorwagon was forced to dangle along the edge. “After that, we hit the next junction at the other side, where the lines separate, and we lose our chance to get onboard this year.”

“Why can’t we just stay on the tracks with it?” Happy managed to ask before my muzzle could even open halfway. Honestly, I didn’t know if him spouting things like this was a good thing. Or perhaps I should be concerned that him making himself ‘useful’ for once, was pretty much my go-to way I went about working things out... “How come we can’t just go until we run out of rockets?”

“It’s doubtful we’ll even have any more rockets left by that point,” Tall Tale snorted as he pushed both vehicles even further, rounding them past the mountain’s edge and past where I could see. “But if we were to follow, we’d have only an extra two minutes to get the package off the Ouroboros before a century old landslide laying across the tracks derails the CMC-12.”

“Wait,” This time, my muzzle was faster than Happy, and drew out a small gasp from under the ‘CMC-12’, as I was now assuming was the motorwagon’s name. “how is the Ouroboros going to get around the landslide then?”

“It’s because…!” Pinstripe popped his head out of the trench with a wide smile and a cheerful look in his eyes.

“Quiet, stripe. Get back to work.” Tall Tale snapped at him, and almost just by voice, drove Pinstripe back down out of sight. Turning back to Happy and I, Tall Tale sighed. “It’s because the Ouroboros has magic that can project rails underneath it when the track is damaged. It doesn’t actually need real rails, and can simply go around the landslide. The motorwagon however will derail at that point, and I’m not about to lose it after how many caps Mr. Wizard has invested into it.” His horn flared as he picked the model train and motorwagon up off the tracks, levitating them back to their starting points before glaring at me. “But if Mr. Wizard is correct and you won’t be targeted by the anti-air defences, then we should already be onboard to redirect the train before it even hits the gradient.”

“Well, if Night’s in the air,” Happy raised a hoof to tap at his chin as his eyes were locked on the toy train on the scale model. “Then how’s the motorwagon going to get close? That pink jerk told us that the last pony to get a train nearby had it melted right off the tracks.”

“Yes, it was ill advised for those mercs to think their antique locomotive could stand up to the anti-dragon cannon mounted in the rear gun carriage.” Tall Tale muttered that under his breath like he was almost insulted by that. I myself was too busy trying to comprehend what he’d just said to question why he was annoyed.

“Are you fucking kidding me!?” I spat out. “A fucking anti-dragon cannon!?”

“That’s the biggest gun they’ve got on it.” Tall Tale groaned as he sat down on his haunches and kept a flat gaze at me. “There's also three sets of anti-air magical energy weapons, as well as both good old fashioned Flak cannons and a pair of lead spewing machine guns in armored ports to deter anypony who feels like coming in from the sides.”

“So how the fuck am I supposed to get onboard?” I forced my good eye closed as I could feel a headache coming on. “With that much firepower, we’d need a fucking Raptor to even get close to the fucking train!” Seriously, this was a suicide run if I was supposed to come up against firepower of that magnitude.

“Well it’s your lucky day, because the device that stripe over there built will protect us from the guns.” Tall Tale’s almost begrudging tone, to be honest, kinda annoyed me. It was enough to think that Pinstripe could be owned, but at least give the guy some credit when it comes to the gear that’s going to save your life. “It’s a jamming field that should scramble every targeting talisman within a hundred meters of the CMC-12. It’s not an incredibly forgiving distance, so once we’re in range of the defencive guns, we need to get close and stay close.” Reaching out, he prodded Happy with a forehoof. “Once fly-girl here is onboard, you’re going to take over driving and get me close enough to get onboard as well, got it?”

“Me?” Happy nearly shouted as he flailed his forehoof and shoved Tall Tale’s hoof away.

“Our intel says there’s a safe aboard that’s got what Mr. Wizard needs inside it, and only I will be able to open it.” Tall Tale snapped at Happy, forcing him to shrink back from the diorama. “Once I have the package, you keep the motorwagon close enough for me to get it and myself back on the CMC-12.”

“We can do this, Happy. You can do this.” I lied to him. I’d spent enough time around Happy to know that this was going to be more work than he’d ever done in his life. Celestia knows he’ll probably crumple under the pressure of it, but I had to believe we could do this.

“Your jobs are simple.” Tall continued, glancing over at me with what I could only relate as a dismissive look. “Fly-girl gets on board and opens up a door to the inside of the rear carriage,” As he had before, he turned and prodded at Happy again. This time, each prod was accompanied with a jet of pink smoke that made Happy pull back from him even more. “and you keep the CMC-12 in range to get me onto the train before we hit the end of Diablo canyon. Do I make myself clear?”

Both Happy and I traded nervous looks, but nodded. Seriously, this was a lot of variables needing to line up for us to pull this off. Almost on cue, a knot in my stomach clenched up, and I got a bad feeling about all of this. Shit, my curse wasn’t going to let this go well, was it?

“H-hey, we have a p-p-problem.” Pinstripe stuttered out as he popped his nervous gaze out from under the motorwagon again. “I didn’t r-realize that s-some c-capacitors here were burned o-out. I’ll n-need new ones i-if you want the j-jammer to work. And...” His eyes darted over to me nervously before dropping down to the floor. “I… I don’t h-have anymore at m-my workb-bench.” I almost felt guilty that he’d used the spare capacitors on my jump pack, but then again, it’s not like Mr. Wizard and friends were paying for them or something.

“Ugh. You’re useless, you know that?” Tall Tale groaned. His mask gave a small clack when he facehooved, and a slow, trailing cloud of pink drifted from it as he let out a long sigh. “Fine, I’ll grab you some new ones.” Jabbing his hoof toward Happy and I, Tall Tale glared as best he could through the soulless black eyes of his mask. “Stay put, or all I’ll have to do is get the remote back out, and you’ll all be dead. Got it?”

“Yeah, we’ve got it.” I grunted and tried my best to glare back at Tall Tale. He didn’t react as he trotted off, leaving Happy, Pinstripe, and I in the silence of the warehouse. Happy shifted beside me, and I turned to find him nearly on the tips of his hooves, ears perked as Tall Tale’s hoofsteps trotted into obscurity outside.

“Alright, what’s the plan?” Happy asked bluntly. He kept his voice down a bit, but shifted a suspicious glare over to Pinstripe’s curious gaze.

“Still working on it.” Honestly, I wasn’t sure what we could do at the moment. “So far, it’s just get us on the train, and then find a way to overpower Tall Tale. We’re going to have to work together for this, so I need you to buck up because you’re all the help I’ve got, Happy.” My eyes wandered over to Pinstripe’s more relaxed look now that Tall Tale had stepped out. Seeing him like that sparked an idea in my mind. “Actually…” Turning, I trotted over toward the motorwagon and our new chimeric pony friend. “Hey, Pinstripe, do you think maybe you could help us?”

“I d-don’t know?” A nervous smile crept across his face as I trotted up, and he shrank back down into the trough a bit. “I shouldn’t. If they f-find out, t-they’ll p-p-punish…”

“They already punish you though, don’t they?” The words slipped from my muzzle, pinning him like needles as he winced at each word. “Please, we need your help. I promise that once we’re free, we’ll come help you get free too.”

“I… I don’t k-know…” He whimpered as he shrunk further as his nervous eyes darted all over the place. At this point, he was only about a half hoofstep away from laying flat on the floor, but his steady and attentive ears meant he was still listening.

“Would it help if I promised to find a way to get you up to Destruction Bay?” I offered my hoof down into the recessed trough, as well as the friendliest smile I could muster up. There wasn’t any way I could guarantee anything, and I had no idea how I’d even arrange for that trip anyway. But right now, he was the only help we were going to get. All he needed was a little nudge. “I wasn’t lying before, you aren’t alone. Help us, and I’ll help to prove that to you.”

He sat there for a moment, staring up and studying me. I knew it was going to be a hard decision for him, and I can’t imagine what they’d do to him if he got caught. It was a risk I was willing to take, but I wasn’t going to force that risk onto him if he said no.

“F-fine.” He nodded as he slowly pushed himself back up to a sitting position. “What did y-you have in mind?”

“Can you remove these?” Happy stepped up to the edge of the trough, hoofing up at the collar around his neck. I gave him a smack on the back of his head.

“No.” I snapped at him. Unsurprisingly, the look of profound confusion across his muzzle bordered on that of rage. “What, you think he won’t notice we’re missing our collars when he gets back?” Rolling my eyes, Happy gave a gasp of what I could assume was understanding. “However, what if we could make sure we could remove them at an opportune moment?” Looking back down, my eyes traveled from Pinstripe up to the CMC-12. “Tall Tale said this thing could jam radio signals. How many other things do you think it could jam?”

The smile that crawled across Pinstripe’s muzzle told me all I needed to know. We were in business, and there was at least a chance that Happy and I could make it through this job with our heads still attached to our necks. All I had to do was make sure that I somehow made it up to the poor guy for risking his own neck for us. But if this worked out, then I was going to find a way to take down Mr. Wizard, and free all the slaves he had.

“That is of course,” Violet whispered into my ear, sending a shiver down my spine. “if the Ouroboros doesn’t end up killing us first…”

Hours passed as Pinstripe ran his final checks on the CMC-12, and Tall Tale ran through the plan with us a few more times. In that time, I’d gotten another dose of Chill to stave off the worst symptoms, but I felt like it wasn’t enough. I know I should be thankful for getting any at all, but Tall Tale wasn’t about to hoof me an entire bottle before the job. Still, the fear of suffering from withdrawals while on the job sat bolted to the back of my mind, and to be honest it scared me more than the other dangers of the job itself did.

It both surprised me and, somehow, wasn’t surprising just how little Tall Tale knew about the Ouroboros. The more Tall Tale ran through things, the more it was clear to me that he made a point to be organized on his jobs. So the fact that we had so little to go on other than a base outline of the train’s defences, and Mr. Wizard’s hunch about me, well, it worried me.

Still, as it hit late afternoon, I made sure my jump pack was on tight as I walked out of the small maintenance warehouse and into the lowering afternoon sunlight. Looking up into the sky, I noted the few lumpy wild clouds passing overhead. They reminded me of the dream Lilac Lace had guided me through, soaring through the skies directionless, independent, and completely free. Deep down inside, I felt like I wanted nothing more right now than to take off and drift around with those free clouds.

But I couldn’t.

The collar around my neck might as well have been an anchor for now. And as much as I wanted to, I couldn’t just abandon Happy. Even without caring about him, what use was flying around in the skies anymore if that freedom was all I had in my life? I had purpose with the Convoy. I had a family again. And now that they’re gone… I just want to hold on to what little I had left, even if it wasn’t the best parts of the life I’d started to build for myself.

“You know there’s a real chance he’s already gone.” Violet’s voice floated through the air by my side. “All you’ll have left is Hispano, and even then, how long until she too dies?”

“That’s not going to happen.” I muttered to myself as I kept my eyes focused on the skies. I wouldn’t let my own psyche tear me down now. There was too much at stake for me to be distracted.

“He’s up there right now.” Tall Tale’s voice came from behind me. Slowly, I turned to see him walk to me with his masked head pointed up toward the clouds. “Sitting, waiting, watching. I say let the bastard watch. I want him to know that I’m coming for him.”

“A bit over dramatic, much?” Violet snorted into my ear.

“Hey,” I spoke up, bringing the blank eyes on the fake smiling mask of his down to me. “What the hell happened to you that made you want to be such an asshole?”

“Hah.” He grunted and forced out a puff of pink smoke out from his mask. “You need to watch your fucking muzzle before you say something you’re going to regret.”

“That wasn’t an answer.” I could hear the amusement in Violet’s voice, and it brought a smirk to my muzzle. “He’s deflecting.”

“I’m just curious is all.” I shrugged and looked back up toward the open skies. “You mentioned specifically that you hated the Ministry of Morale earlier. Was it something they did back in the day that made you a crotchety old bastard?”

The loud sigh that Tall Tale gave out was positively filled with aggravation. A thicker than normal cloud of pink drifted up into the air through the peripheral vision of my good eye. Good, let the jerk suffer my questions. The angrier he gets, the bigger the mistake he’ll make when it counts.

“Ask again,” He growled at me as he ground his forehooves into the pavement, “and I’ll…”

“You said it yourself, you need me for this job.” I laughed at his frustration, keeping my eyes locked on one of the faster moving clouds drifting around. “Your threats mean nothing to me because of that, so don’t waste my time with them.” Shrugging again, I tilted my head over and shot him a sideways glance. “Either answer my question, or walk away. Those are your choices.”

From my glance, I waited for his frustration to intensify. Some sign that he was only getting more angry, like a tremble or growl. However, he only stood there for a moment before he actually looked more relaxed. Without a word, he simply turned himself around and trotted back inside.

Part of me felt like if Hardcase had seen that exchange, he would have given me the biggest damn hug in the world.

“What a coward.” Violet laughed as she hovered down out of the air above where he’d been standing. “He’s running from something in his past.” With a smile, she turned her judgemental eyes on me. “But you wouldn’t know at all what that’s like, would you?”

“Hey, at least I know how to move on.” I glared at her. As my own words filtered into my ears, I watched her smile widen as I scrunched up my muzzle. Yeah, telling that to the face of the drug induced hallucination of Violet did seem a bit hypocritical of me. “Well, mostly.”

“Eh, I mean, I’m ‘technically’ you so I get it.” She shrugged as she turned back just in time to watch Tall Tale slip out of sight into the warehouse. “Besides, knowing your cursed luck, that asshole’s going to trip and blow his own brains out or something.”

“Pft.” I laughed to myself at that. “Fuck, I wish my curse worked that way. If only I could get so lucky.”

A short whistling picked up and drifted through the afternoon air. There was a pause before another similar whistle followed it. As I turned my ears to try to find the source of the sound, the glint of the silverfish in the air above me caught my eye as it turned and drifted off down the train line.

“Let’s go!” Tall Tale’s annoyed shout reverberated through the walls of the old building before the surprisingly high pitched whine of the CMC’s arcane engine picked up.

With a grace that was unexpected from such a chunky shaped vehicle, the motorwagon slowly rolled itself out of the warehouse. Cantering out nervously behind it was Happy, who looked unsure of how to get inside of the odd vehicle. With a hiss, the passenger side of the CMC-12 opened up, revealing it’s door to be that of an awkward gull-winged design. Tall Tale brought the motorwagon to a stop on the rails just next to me, dragging an open duffle bag between the passenger and driver seats to make room for Happy.

The interior of the motorwagon was beyond cramped. Various glowing bits, bobs, and spell talismans had been bolted around most of the inside, leaving very little unused space for whomever decided to sit in the two small seats. Along the centerline of the car however, and pinned to the rear firewall between the seats, sat a glowing box that looked like it housed a still functional micro-spark reactor. From it’s exposed state, and based on the ceramic casing around it’s glowing magical heart, it must have been stripped out from a set of Enclave power armor...

Then of course, there was Tall Tale’s toolbag. Inside said bag, was a bunch of tools and various things. A couple weapons including a sawed off pump action shotgun and a standard issue nine millimeter pistol sat close to the top. Along with common power tools, a mess of wires, arcane talismans, and unidentifiable devices filled out the rest of the bag. However, what caught my eye the most was the silver apple shaped explosive hidden amongst the various objects.

“What’s the stuff in the bag for?” I asked Tall Tale as Happy slowed to a trot as he caught up with the CMC-12.

“Tools for the job. Nothing you need to worry about.” Tall Tale to his credit, didn’t seem to give two shits about saying anything more than he needed to me now. Guess I must have really hit a nerve in asking about his past. “There’s not enough room for all three of us inside. So fly-girl, you get to ride on top. There’s a bar up there for you to hold onto until we catch up.”

“Fine by me.” I grumbled as I turned and trotted past Happy. “Remember the plan.”

“Yeah. Be careful, Night.” Happy offered to me as he passed by, holding what felt like a sincere but altogether terrified look across his face. I simply nodded to him as he climbed into the motorwagon and pulled the gull-winged door down behind him.

I stepped around the back of the motorwagon and pulled myself up onto the bumper. I glanced into the back of both of the bulky makeshift fins on either side of me, and cringed as I noted that the ‘rockets’ Tall Tale had mentioned looked to be just that. Standard anti-machine rockets had been slotted into each snug grid of the boxy fins, albeit they were at least missing their warheads. Well, points had to be given for wasteland ingenuity I guess...

The moment I pulled my rear hoof up off the tracks, Tall Tale got us moving again. Carefully, I pulled myself up onto the sloped rear of the vehicle, feeling the warmth and vibrations of the motorwagon’s arcane engine right underneath me. Giving a final check, I tugged at the straps of my jump pack, and lifted the flap on my chest that hid the priming button. Alright, here’s hoping that Pinstripe is as good a technician as he thinks he is.

Pressing the button down, a whine higher than that of the CMC-12’s engine filled my ears. It started where the pack’s whine normally did, but picked up to its full intensity in a single second flat. Not to mention, I didn’t feel the warmth of the pack at all against my back anymore, only feeling the warmth that Celestia’s glorious sun beamed down onto me.

As the motorwagon got up to what I would consider a galloping speed, another whistle filled the air around us. Not from my pack, but through the forest that followed the rail lines ahead. It was the same whistle I’d heard not two minutes ago, and much closer than before. Where it had sounded quite far off the first time, it almost sounded as if it was right ahead of us now.

Looking ahead, I could see the point where the maintenance tracks merged with a pair of rails that ran north and southbound. Next to where the tracks met, stood a rusted but still intact post with a box at the top of it. A pair of lights on it faced us, and the lower one glowed red in what I could only assume meant was a signal that we needed to stop. However, Tall Tale didn’t slow down at all, and instead, started to pick up speed.

Before I could question what the hell he was doing, another blaring whistle filled the air. It was loud enough that I had to fold my ears back and press my hooves to them to attempt to mute the noise at all. Celestia above, did it have to be so loud!?

As I cringed from the painful noise, a blur shot across the tracks ahead of us. The speeding form of a bright and shiny silver train was there and gone in all but an instant, leaving my eyes drawn to the blaring red light now laying only a dozen meters ahead of us. The signal flicked to green, and the tracks we were on shifted to line up with the other rails almost the moment we’d reached them.

I wasn’t ready when the CMC-12 turned, and found my choice of holding down my ears almost ending up with me thrown from the side of the motorwagon. Painfully, I flopped down hard against the left side rocket-fin and braced myself against it. I held on for dear life as my head hung over the edge and my eye locked onto the ground as it sped by under me.

I’d endured plenty of g-forces pulling maneuvers in flight, and I out of any pegasus should know how painful it is to hit the ground. But there’s just something about a pair of wheels sharp enough to cleave a pony in half that really makes a pony nervous about falling to the ground…

The turn was over fast enough, and I did my best to quickly pull myself back from the side of the car as Tall Tale floored it and we picked up speed again. The arcane engine under me put a whine in the air that just barely beat out the click-clacks of the tracks as we really got moving. However, as I hooked my hooves around the bar that had been set up so thoughtfully for me to hold onto, my eye trailed up the rail line ahead. Even though it had just passed us, it was almost a mile ahead of us and getting further away by the second.

My hearing died with a deafening bang, and I was nearly thrown off the motorwagon again. The deafening noise of the rocket exhaust sounded like it was splitting the air itself in our wake, and I struggled to keep my eyes and wings closed as we accelerated. The boost of speed whisked the CMC-12 up to a much faster speed than any vehicle had a right to go. Seriously, I knew speed, and this was way too fast even for me to be comfortable.

With the boost over, I figured it was safe enough to take a glance through a squinting eye. I found that through that whole ordeal, we’d only closed a small amount of distance to the Ouroboros with that boost. Like, seriously? How fast was this fucking train going!

Knowing what was to come, I pushed myself as flat as I could against the CMC-12 and tightened my grip around the bar. Almost as soon as I’d closed my eye again, the next set of rockets fired. The jolt from the acceleration was just as bad this time around, but being prepared did a lot to keep it a little more manageable.

As the second set of boosters died out, and the howling drone of the air moving over me filled my ears again, a new sound joined it. It was a heavy and quick clacking, much like the sound of us moving over the rails before, but this was loud enough that it shook even the CMC-12 under me.

Opening my eye, the wide silver rear of the Ouroboros sat ahead of us on the adjacent tracks. Having seen things like the Black Beetle before, I knew trains were big, but this was ridiculously enormous. The rear cart was what looked to be a solid cylinder of chromed steel that pushed the boundaries of what would fit on a single line of track.

Several angular cutouts along the rear car held smooth, vented gunbarrels that swiveled around on their recessed mounts to point towards us as we approached. As if that wasn’t bad enough, part of the top of the armored carriage gave a hiss and split down the middle. Raising into sight above it, a turret that would have looked more at home on a skytank lifted up and began to turn towards us. Three barrels sat along the centerline of the gun, two smaller ones that looked like old flak autocannons, and the large middle barrel that was instantly recognizable to any Enclave citizen. That was a genuine anti-dragon cannon alright...

I cringed as a flash of light dimmed the world around me. A bubble of purple pulsed out from the CMC-12, extending out around us in all directions before becoming too opaque to see. The multiple guns on the train shuttered sharply as the bubble swept over them, sending them all aiming at anything except us.

Thank Celestia for that, I guess Pinstripe does know his shit!

There was a pair of thumps from under me, pulling my attention down. It was quickly followed by yet another pair of thumps that I’m guessing was the signal that it was my turn to act. Okay, Night, you’ve only got a couple of shots at this, so don’t screw this up!

Taking a deep breath, I pushed myself to a somewhat crouched position on the back of the speeding railway motorwagon. As I thought about just how I was going to go about getting onto the train, I noticed that it was starting to pull away from us. Shit, I guess it’s boost first, figure out how to come down later!

Shifting my weight onto my haunches, I lifted my head up, closed my eyes, and hit the button in my fetlock.

As anticipated, my hearing dropped away as I was catapulted high up into the air. The acceleration was sharper than I’d remembered it being, hurtling me faster than ever. And while I could still feel the hot exhaust nipping at the flesh of my real rear hoof, it was much more restrained and focused. It wasn’t just the increased air pressure on me that pulled my muzzle into a smile as I soared higher and higher, it was the incredible feeling of freedom I felt from being in the open skies once more.

BOOM! BOOM! BOOM!

The free and open skies closed around me as the train below opened up with a wild barrage of flack, and lancing magical energy beams. To be completely fair, the targeting systems were still being jammed up by the CMC-12, however it was quite clear that the train wasn’t going to let me on without a fight. It did help that the flak was random, but that wasn’t going to help when an unaimed shot just happened to blast me into a fine red mist. So with that in mind, I panicked and flared my wings open as clouds of black shrapnel filled the air ahead of me.

I tweaked my wings and rolled myself over into a steep dive back towards the train below. With how fast I’d gotten from the launch, my flat feathers slipped through the air like a hot knife through butter. It helped to keep drag from being much of an issue at all, even as I started to pull up. As I tried to level myself out, I rolled to the side slightly, and found myself beginning to turn a lot faster than I normally could.

“Just like during the fight on the way in to Cantercross, right?” Violet’s voice resonated in my mind as she appeared to glide through the air right beside me. Goddesses, she was the last thing I needed to focus on right now. “You wonder why that is? Remember years ago back at flight camp, they explained to you that...”

BOOM

Violet disappeared in a burst of flack, and I let out a cry as I felt a few of the fragments punch into my hide. Reflexively I dipped down lower, dropping just above and alongside the heavy military train as it thundered along the rails. From the corner of my vision, I watched as the turret on the train rotated around behind me.

*KRAK-ZOT!*

I pulled up as it let off a premature shot of magical energy lanced through the treeline behind me. The heat from the powerful anti-dragon cannon’s beam sent a bolt of fear through me that convinced me that I should probably gain a bit more altitude. And though I couldn’t afford to look back, it sounded like that beam brought down every single tree it had hit.

Alright, Night, no pressure. Just find that door before you’re vaporized by either flak or magical energy weapons, that’s all you’ve got to do! Easy-peasy, right? Glancing forward, I let a small ‘eep’ escape my muzzle as I spotted a fairly large trussed bridge that stretched across the tracks. At the speed we were going, if I didn’t get down on that train now, I was going to find myself flat against the old steel bridge fairly shortly!

Tweaking my wings, I brought myself up slightly, aiming to come down on top of the rear car of the Ouroborus. I could feel my speed draining off with every maneuver now, so this was my only chance before that bridge hit. The moment I was over the armored rear car, I pulled my forelegs in toward my barrel and sharply dipped downward.

I slammed down against the cold, hard steel armor, bouncing once before I folded my wings and came to a stop. I could hear as we passed under the bridge with only moments to spare, and I let out a relieved sigh. Okay, the hard part was over, now I just needed to find a way inside.

I fought to keep my good eye at barely a squint as the draft of the powerful locomotive battered me. The frozen air rushed over it’s roof, and pressed against me with remarkable force. Pushing myself up to my hooves, I let out a shiver.

Fuck, I was starting to wonder if I should have bought that Shadow Bolt outfit back in Fort Mac. That outfit was built to protect a pegasus against all weather conditions. Even with my pegasus body insulation, the speed and thickness of the air here was quickly wicking away what warmth I had. Fuck it, too late to worry about it now.

The sounds of the hydraulic systems that ran the heavy turret I’d crashed in front of was somewhat lost to me over the noise of the wind and running train. What wasn’t lost to me however, was the vibrations it gave off, as well as the fact that the heavy barrel of it’s cannon was swinging around toward me. For a cannon that size, it spun quicker than I’d expected.

But this wasn’t my first cannon barrel rodeo. Having made the mistake of getting caught by this trick on Guiness and Zibar’s tank, I quickly pushed myself back towards the turret. With my wings pressed tightly against my back to keep the wind from forcing them open, I scrambled up onto the turret. The moment I was on top, the turret lost track of me and seized up momentarily.

Fairly quickly though, it found another target, and started to once again rotate around. Looking toward the set of parallel tracks running next to the Ouroborus, I found the silver form of the CMC-12 drifting backwards slowly as it’s speed bled off faster and faster. It wasn’t going to be long before they fell back out of range of the jamming talisman, and they couldn’t afford another rocket burn just yet.

Turning myself toward the front of the train, I squinted in the blustering wind again. I had to find a way inside. But… where?

“Hey, what about over here?” Violet’s voice resonated in my mind. I looked up, finding her effortlessly standing above a small glass dome on the train car just ahead of this one. There were two domes on the roof of the car, but maybe she had a point. “You could probably get in through here.”

The dome was small enough I wasn’t sure if I’d even be able to squeeze through it without my jump pack on. Not to mention, the two domes sat near the center of the car, which didn’t give me a lot of options. The moment the CMC-12 was out of range to protect me, I’d have no cover from that turret if it got a line of sight on me.

Still, for now? That dome would suck to work with, but it’d have to do. As the turret neared it’s rotation towards the CMC-12, I stepped off of it. Again, the turret gave a shudder as it came to a stop before starting it’s rotation back toward me. I locked my eyes on the dome ahead, and prayed.

Celestia, I hope this works...

Author's Notes:

Again, many many thanks to TheFurryRailFan for doing some edits to clean up the chapter. It always helps so much to keep this story presentable, buddy!

And of course, a huge thanks to Kkat for letting us all run around in the wasteland with our own characters, and for creating such a fun and interesting place to begin with!

One last shoutout I have to do, is to ComicSansPony here on FimFiction. I managed to slip in a reference in this chapter to the old world crime family, the Calzones, which is borrowed directly from his new project: Fallout: Equestria – Hold the Pineapple (Audio Files). As his stories always are, it's a short read, but a fun adventure, so why not check it out?