The battle continued as Sombra's force continued overrunning Ponyville. Junebug was running past Rose, Lily and Daisy who fainted and where easily captured. Suddenly, a blast of unicorn magic hit the ground sending Junebug crashing to the ground.

"Ahh!" cried Junebug in pain.

Nurse Redheart ran over to Junebug.

"Hold still." said Nurse Redheart.

Nurse Redheart began to tend to Junebug's injuries.

"How bad is it?" asked Junebug.

"A few scraps." answered Redheart.

"Let's go." said Redheart.

Nurse Redheart helped Junebug up, but a group of Sombra Earth Ponies surrounded them.

"Give up." demanded one of the soldiers.

"Go." said Junebug.

"I'm not leaving a patient." replied Redheart.

"Surrender!" demanded the soldier again.

"She's hurt." noted Redheart.

The soldier looked at Junebug.

"How bad is she?" asked the soldier.

"A few scraps." answered Redheart.

"That's it!" snapped the soldier.

"Yes." confirmed Redheart.

"If you surrender we can bandage that." said the soldier.

"A surprising bit of compassion." mused Redheart.

"It's not compassion. We need able-bodied ponies." confirmed the pony.

Nurse Redheart sighed and shared a glance with Junebug.

"We surrender." said Redheart.

Junebug nodded her head in confirmation.

"A wise move." stated the Sombra soldier.

Hondo Flanks and Cookie Crumbles hurriedly ran through Ponyville. The two where trying to get to the Everfree Forest while remaining incognito to avoid the attacking Sombra's Army. The two held their youngest daughter Sweetie Bell close sheltering her to the best of their ability. However, they got off cut by a few of Sombra's unicorn soldiers.

"Surrender." demanded the soldier.

"Hey look." said another soldier.

The soldier looked down and noticed a terrified Sweetie Bell.

"Look, if you surrender we'll spare your little runt." spat the first soldier.

Hondo Flanks and Cookie Crumbles looked at each other.

"What do you think?" asked Hondo.

The two looked at Sweetie Bell.

"Mom. Dad." said Sweetie pale.

The two adults turned their attention back to the soldiers.

"No." said Cookie.

The soldier laughed then spat on the ground.

"You're funeral." said the soldier.

The soldiers closed in, but Hondo fired a blast of magic.

"Ahh!" cried the soldiers.

Hondo and Cookie ran off with Sweetie Bell.

"Get them!" demanded the soldier.

Sombra's soldiers used their magic to teleport and cut the Ponyville residence off.

"Got you." said the soldier.

Cookie's horn began to glow, but was hit by a blast of magic from another soldier hit her side knocking her out. Another soldier fired a blast of magic hit Hondo knocking him out.

"Now for you." said the first soldier.

Luckily, a scooter raced by and Scootlaoo grabbed Sweetie Bell then raced off.

"Mom. Dad." said Sweetie Bell sadly.

Following the beginning of the attack, the Apple Family (minus AJ) raced to Sweet Apple Acres. If they where going to fight Sombra's Army they would do so on their own turf. The Apple Family established barricades and quickly readied themselves. The Sombra soldiers (Earth Ponies) charged up the entrance.

"Ready." began Granny Smith.

The Sombra soldiers arrived stopping feet from the Apples.

"Aim..." continued Granny Smith.

"Surrender." demanded one of the soldiers.

"Fire!" ordered Granny Smith.

The Apples began firing apples like project weapons at the soldiers.

"Ahh!" cried one of the soldiers.

"Keep firin'!" cried Granny.

"Eeyup!" declared Big Mac.

The Apples continued firing their apples pelting the soldiers.

"Knock it off!" cried the soldiers.

A large stallion soldier bigger than Big Mac galloped up the farm.

"Leave this to me!" declared the soldiers.

The soldier charged taking the brunt of the onslaught.

"He ain't slowin' down!" exclaimed Apple Bloom.

The soldiers charged into the Apple's barricades smashing through them.

"Oh yeah!" cried the soldier.

The soldier was quickly tackled by Big Mac.

"Nope." said Big Mac.

The other soldiers galloped up.

"They getting closer." noted Apple Bloom worried.

"Run to the forest!" ordered Granny Smith.

"I won't leave!" declared Apple Bloom.

"Go!" cried Granny Smith.

Apple Bloom reluctantly ran off looking back.

"I gotta do something." thought Apple Bloom.

Apple Bloom made several stops freeing the farm animals from their pens.

"Help the farm!" ordered Apple Bloom.

The animals ran off mostly headed for freedom. However, Sombra's Army slaughtered them without remorse.

"Darn it!" snapped Apple Bloom.

Looking back, Apple Bloom watched in horror as Sombra's soldiers easily subdued Granny Smith. Big Mac was was then subdued with help from a few unicorn soldiers.

"Granny. Big Mac." said Apple Bloom, with tears in her eyes.

Diamond Tiara, Silver Spoon, Snips, Snails, Featherweight, Rumble and Twist coward in front of a building. Diamond's parents where captured by Sombra's soldiers and she only escaped thanks to Silver Spoon. Snips and Snails saw them and followed with Feahterweight and Rumble close. They bumped into Twist who had been fleeing which allowed Sombra's soldiers to close in on them.

"Don't hurt those kids!" cried Cheerilee.

Cheerilee jumped in front of her students to defend them.

"Stay together." whispered Cheerilee.

"Get her!" demanded one of the soldiers.

The soldiers jumped in and tackled Cheerilee who was quickly overwhelmed.

"Miss Cheerilee!" cried Twist.

A number of soldiers closed in and quickly captured the students.

"No." said Cheerilee heartbroken.

Berry Punch was racing toward the Everfree Forest. She held both Ruby Pinch and Pina Colada close as she ran. Her friend Colgate was close helping them to escape. However, a number of Sombra's soldiers cut them off. A few additional soldiers closed in behind them trapping Berry Punch, Ruby Pinch, Pina Colada and Colgate.

"What do we do?" asked Ruby Pinch.

"Hang on. We'll get you out of her." answered Berry Punch.

"Okay." replied Pina Colada.

"Surrender." demanded one of the soldiers.

"Hold on." said Berry Punch.

The soldiers charged, but Colgate blasted them away with her magic.

"Look out!" cried Colgate.

Berry Punch saw one soldiers approaching Ruby Pinch and Pina Colada.

"Leave them alone!" cried Berry Punch.

Berry Punch charged and tackled the soldier, but was jumped.

"Berry Punch!" exclaimed Colgate.

A unicorn soldier shot Colgate who was captured.

"Run!" cried Berry Punch.

Pina Colada and Ruby Pinch reluctantly ran off.

"Goodbye and stay safe." whispered Berry Punch, being captured.

Dinky was absolutely terrified by the going events. Her mother Derpy Hooves had kept her close to her. Doctor Hooves was close to both of them. The trio where closing in to the Everfree Forest when they got cut off by Sombra's soldiers. Luckily, both her surrogate big sister Amethyst Star and her Auntie Carrot Top ran to their side.

"Well, we've got five ponies know." mused one of the soldiers.

Derpy got in front of Dinky, Doctor Hooves got behind her, Amethyst Star got to her left and Carrot Top got on her right.

"We have to protect Dinky." warned Derpy.

Doctor Hooves observed the soldiers surrounding them.

"They aren't any pegasus." noted the Doctor Hooves.

Derpy gave a glance to Amethyst Star.

"I'll do my best." said Amethyst Star.

"I can help with a diversion." offered Carrot Top.

"So will I." said Doctor Hooves.

"Right." agreed Derpy.

Carrot Top and Doctor Hooves charged tackling soldiers. Amethyst used her magic to shoot pegasus soldiers out of the air. Derpy grabbed Dinky, placed her daughter on her back and flew off.

"Mama, what about the others?" asked Dinky concerned.

"They'll be joining us soon Muffin." answered Derpy.

Amethyst Star held back several soldiers, but a group of unicorn soldiers arrived.

"Oh no!" gasped Amethyst Star.

The unicorns fired hitting Amethyst Star who was captured.

"No!" exclaimed Carrot Top.

Carrot Top was overwhelmed and captured.

"Just one left." noted the soldiers.

"This is bad." thought Doctor Hooves, "Maybe if I can get to my Tar..."

Doctor Hooves was cut off when the unicorns fired magic blasts at him.

"Great Withering Stallions!" exclaimed Doctor Hooves.

Doctor Hooves raced off but, he was hit by a magic blast.

"Ahh!" cried Doctor Hooves.

Doctor Hooves crashed to the ground.

"No." said Derpy.

Derpy continued racing off with tears in her eyes.

"I'm sorry." said Derpy.

The remainder of the Mane 6, Spike, Trixie and Sunset Shimmer where doing their best to help the others get to safety. Zecora made it safely to the Everfree Forest and other ponies where trying to join them. However, every attempt to do so was halted by Sombra's Army. The Cutie Mark Crusaders, Ruby Pinch, Pina Colada, Derpy and Dinky where the only ones to successfully make it. The Mane 6, Sunset Shimmer and Trixie where trying to fight Sombra's Army off long enough for ponies to escape while Spike waited on the outskirts of town to make sure any ponies could successfully get into the forest. A group of soldiers headed toward Trixie.

"Ahh!" exclaimed Trixie.

"Dammit! We need to fight these bastards!" cried Rainbow.

Rainbow took out several Sombra pegasus soldiers.

"If we did they'd slaughter us." countered Sunset.

"We've faced the Changeling Army when they tried to take over Canterlot." noted Applejack.

Applejack tackled several Sombra Earth Ponies allowing Lyra and Bon Bon to run escape guarded by Rarity.

"This is different." said Sunset.

Pinkie Pie used her party cannon to blast several Sombra unicorn soldiers allowing Octavia and Vinyl to escape guarded by Fluttershy .

"How?" asked Pinkie.

"They've got Twilight." answered Sunset.

By this point, Sombra's Army had captured almost the entirety of Ponyville. The small town did not take too long to capture and was almost a drill compared to the recent capturing of Manehattan and Fillydelphia. The "Spa Ponies" (ad they where called) Aloe and Lotus where two of the last ponies free. They dodged and weaved around Ponyville and decided that escaping wasn't an option. They hoped to hide in their spa and sneak out in the dark of night. However, a series of Sombra Earth Pony soldiers where waiting.

"Surrender." demanded one of the soldiers.

"What do we do?" asked Aloe.

"I don't know." answered Lotus.

The soldiers began closing when they where suddenly bowled over.

"You won't hurt them!" declared Bulk Biceps.

"Bulk!" cried Lotus.

"Oh thank Celestia." said Aloe.

"Run!" cried Bulk.

The two ran off as a the soldiers would dogpile on Bulk.

"Ahh!" cried Bulk.

Bulk easily exploded out of the dogpile.

"Yeah!" cried Bulk.

Bulk was suddenly hit in the back by a blast of magic.

"That was easy." mused Twilight.

Twilight turned and captured the two Spa Ponies in her magic.

"Take them." ordered Twilight.

The soldiers took Aloe, Lotus and Bulk Biceps away.

"Ma'am, we've captured Ponyville." reported a unicorn soldier.

"Excellent." said Twilight.

Author's Notes:

A/N: That is where we'll end this chapter. Yes, I did make a Kool-Aid Man reference. Next time, we deal with the aftermath of this. Please review.