"I used to think that the most important traits to look for in a pet, or any best friend, were all physical competitive abilities. But now I can see how short-sighted and shallow that was."

"3.... 2.... 1.... aaaaand ignition!"

A giddy crackle over the beaten old ham radio in front of me turned into a high pitched "EEEEEEE!" of pure joy, echoing the sound of the source rapidly approaching from behind, then blasting by overhead and fading again as trash on the runway was blown by, following the blur that caused the wake of wind. "eeeeeeEEEEEEEEEEeeeeee!"

I ducked down in a bomb crater in the tarmac as it passed, shoving Glitter's giggling head down while keeping her out of the puddle of chilly, mildly radioactive water at the bottom, then peering back up with her on hearing the now familiar hollow 'BONG!' and following sounds of a spectacular crash.

The two of us peeked up together, over the ragged concrete edge of our makeshift trench and finding the billowing cloud of dust blooming from the half ruined corrugated steel hangar down the runway. It was already decorated by several alicorn silhouette shaped holes in the curved wall, now joined by a fresh one we could hear crashes and snorts of laughter drifting out of, proving our test pilot was still alive and enjoying herself anyway...

"Dammit... alright Swan, come back and let us fiddle with it again..."

I groaned and pulled the round goggles from my face, pushing them up to rub my head in frustration as I hoofed the bent microphone and called to a still snickering Swan. Glitter stopped her own laughter long enough to blink up at me, her big pink eyes further magnified by her own round flight goggles. Part of her tattered leather flight cap she had scavenged, bartered or pilfered from somewhere in the Arcano-Cats domain.

The effect made her even more adorable than normal if possible, her sparkling pink gaze round and dark with enjoyment as she smiled and gave me a nuzzle before scrambling out. "It's ok daddy! You'll fix it, you always do! This is fun anyway, Auntie Swan likes it!"

Crawling out of the crater with her, I snorted at the purple alicorn down one of the smaller side runways of the old Shadowbolts base the Arcano-Cats and citizens of the floating city of Rocketburg overhead occupied. Swan came staggering out of the (more ruined than we started) hangar, greeting the light yellow pegasus Summer Wind already fluttering after her with a cheery wave and shake of rubble from her long pink mane.

She looked even more intimidating than usual, even though she was down to Jade's size. The reason was the gleaming suit of armor she was half encased in, which thankfully bore not a single scratch from our destructive testing so far, but still wasn't quite working. Glitter was right at least, Swan looked perfectly happy, even after repeated crashes. She trotted back with Summer right at her side, chatting and trying to tinker with the malfunctioning armor as the alicorn pilot came back to greet us.

Watching her prancing back, I sighed and gave a tired smile. Running down the problems with the gleaming A-01 power armor was frustrating, but also a calming and enjoyable repair problem. From the look of the beautiful work of art, one wouldn't think there was any problem anyway, and it was only half assembled.

It sparkled in the morning light, the smooth contours of the bare metal armor more closely related to a suit of insectile Shadowbolt armor than the tank like Steel Ranger version. It was a mix of the two and more though, resulting in a lot of the problems we had been diagnosing over the last few days of quiet work. The breastplate was ornate, with a large blue secondary spell matrix gem at the center of the curling ornamental plates, similar to Witchy's ancient styled armor. The thick leg plates ended on platinum shoes curling up from the hooves, clicking along the tarmac lightly as Swan came trotting back.

The barrel was mostly stripped down at the moment, only the segmented plates of the belly and the gem studded disc of the main spell matrix attached. From the flanks on were one of the unique systems that had been giving us the most trouble, a series of flexible metal plates that resembled a flowing ballroom gown in its current configuration. Long vertical lines followed each strip of armored plating down to the ground, each ending with a large diamond talisman. These shifted and changed position (if it would freaking work right anyway), transforming the A-01 in different ways. The 'Dash Mode' configuration hadn't been working out however.

Swan fluttered and flapped the silver wing plates as she approached, forcing the floating set of pale blue crystalline wing blades above her back to fold into place. I at least felt a little better that Summer at her side had never run into a suit of power armor like this one either, the modifiable nature of the strange suit stumping even our expert. Swan did demonstrate some aspects of it worked as she pranced over, the long plates shifting and clicking to let her partially armored flanks show, forming vertical fins to her sides.

"Fast! Did you see? I think I was even faster that time, sister will win her silly race for sure!" Swan burbled as she trotted up and nuzzled my frowning face, fluttering her eyelashes proudly and waving an armored wing to the swiss cheese looking hangar down the tarmac.

"Yes, I saw, I saw... She has to be able to steer though, not just go fast Swan..."

Giving a boop to her unarmored nose, I sighed looking up to her rolling her eyes. "It's a race, you go fast and win. This tin can goes really, really fast!"

As far as Swan was concerned, steering wasn't that important if you could simply plow through any obstacle. Rubbing between my eyes tiredly, I couldn't be that frustrated seeing the cute purple alicorn so clearly enjoying herself though. Jade still wanted nothing to do with the unfinished armor and Swan was a big help volunteering to test it. Not to mention I felt better about Swan repeatedly crashing than I would Jade, if only due to how much more... basically invulnerable Swan seemed.

Of course that didn't mean I was entirely comfortable with even her doing this. I was actually glad the only piece of the helmet of the A-01 was basically an ornate crown that left her face open, even after all the patching, wiring and coding it had taken to let her pip-buck take up the slack for her H.U.D. and some control systems. The designers either not getting around to an enclosed helm or it being misplaced at least allowed me to flutter up and give her a kiss, murmuring to her ears falling limp with a pleased nicker.

"Still, let's try for less crashing, huh? Are you sure you're... umm.. o-ok? I don't want you getting hurt Swan..."

My lingering glance down to Summer fidgeting with the spell matrix housing at her tummy made Swan huff softly, smiling happily as she shook her head. "I don't feel anything Fast, it's fine! I won't let anything bad happen to our baby! This tin can is good at protecting too, if you're so worried, you should make more so all my sisters having foals can wear it!"

"Getting a mostly finished suit working is hard enough Swan, I appreciate the confidence, but I can't build more from junk. Although... wrapping all of you up in impenetrable armor during your whole p-pregnancy sounds like a good idea to me... Maybe inside power armor, inside a Stable... on the moon..."

Snorting as she ducked her head out from tinkering under the tall alicorn, Summer gave a playful shove at me musing aloud over the (mostly) joking idea. "Maternity power armor... I thought the Institute came up with insane ideas Fast, but that ranks right up there."

She must have noticed the way my face fell for a moment, the good natured laughter fading a bit with her retort sinking in. Considering my Grandpa Fin came up with a lot of insane Institute ideas, that hit a little close to home. I wasn't like him... Although I did sort of see a silly fascination with the idea of having the full suite of medical talismans and auto-doc equipment from a suit of power armor on Jade and her sisters at all times, I wouldn't seriously... Really...

Giving a forced laugh and whinny to shake off the awkwardness, Summer clapped and broke us up, holding a hoof up to Swan's face sternly. "Ok test pilot, post flight rundown time again, make sure you didn't knock anything loose. Let's see the glide mode."

"That one's slow..." Swan stuck her tongue out, but whined and relented, wiggling her bladed tail as the plates shifted and moved again.

The plates spread out in a horizontal fan from her flanks, then moving on to a more swept back angle and adjusted pitch for dogfighting mode. Though I got lost when Summer started talking of things like aerodynamic profile, lift and pitch, camber and chord... I just took her word for it and watched as she continued going through the list. Not everything was useful for the race, but getting everything working right was as important to the small yellow pegasus as it was me.

Summer clicked her teeth at one plate that whined and jammed, hovering over to buck at it until it joined the others as she continued. "Ok, not great, but good. Fin #12 is still sticking... Back to default mode Swan, let's take it in and work on controlling that burst some more, that's our ace in the hole."

More clicks and whirs later and the weird armor was back to looking like a ballroom gown from the waist back. When Swan obediently fluttered off the runway, the 'dress' trailing the ground curled together under her tucked hindlegs, forming an aerodynamic bulb shape out of Swan's rear half that made me think of giant flash bees with a shudder,.

Unprompted, Swan landed and shimmied again, the plates forming a peacock like fan around her tail as she pranced and giggled. "Weapons! Can we finally try the weapons now?! Pleeeeease?!"

Watching the clear diamonds at the ends of the outstretched fins crackle with Swan's violet magic charging them, I joined Summer in waving my hooves frantically to veto the idea, trying to ignore Swan's immediate pout. The big alicorn trying to match Glitter's goggle enhanced puppy eyes was almost too much, though the nervous voice from down the runway weighed in on our side before they won.

"W-Weapons? I am merely to race in this... contraption... I am unsure how I feel about weapons Fast... P-Perhaps we should reconsider this entire idea. Y-Yes! Surely there is some other way to win the support of the noble Arcano-Cats?" Jade trotted our way with Witchy at her side, giving us all a very dubious squint that hung on Swan and the armor as she bit her lip and rambled.

"No! No weapons! We haven't even touched those systems since they're Not. Necessary. To. Race." I hissed at Swan and Glitter whining together, turning back to Jade with a crooked smile. "Those two just want to play with it, but I promise hon. No. Weapons. It's perfectly safe!"

Keeping her blue eyes narrowed and looking past us, I followed Jade's gaze down the runway just in time for the wrecked hangar bearing all the scars of our efforts so far to collapse in a puff of dust and clanging metal. Jade turned away with her eyes widening and a cute frown, holding a hoof out with a "Hmmf!" of accusation.

"90% safe..."

The long walk down the secondary runway gave me time to look around as we approached the looming cloud town of Rocketburg, noting all the activity today with my own minor case of nerves to match my wife's much more visible set. We'd stayed with Burny Jets and the Arcano-Cats over a few days since leaving the castle, which had been peaceful and quiet on nearly all fronts, letting us focus on working on the A-01 and recover. Now however, the trickle of ponies coming in from the wastes and the buzz in the air promised excitement to come, the Arcano-Cat's races were a regular event that everycreature looked forward to.

Almost everycreature anyway... Jade certainly didn't look so enthused... Witchy smiling and giving her a pep talk in the lead had needed the break more than any of us though, after we sort of... destroyed her home a little... The bright and happy expression on her face was a testament to how well she had been doing after putting that place behind her. Her Princess flicking her ears and giving little shivers to Swan tromping along in the armor meant for the blue alicorn let the thestral mare offer comfort instead of taking it.

She had even generously been keeping a watchful ear on me along with Zed, though they assured me I hadn't been getting up to any shenanigans after turning in each night. Well... other than the normal ones anyway, but they were certain I hadn't been sleep walking my way to do any nocturnal murdering. Apparently the annoying voice of 'Be Dark...' in my head was either currently sated, really wasn't to blame, or smart enough to not try slipping away while watched.

I had told Jade too, who refrained from shackling me to the bed every night, but did keep a tight hold on me just in case. So far though, things had been... calm, which made me twitchy, but was good, right? That shadowy whisper still muttered and nudged, but had relaxed somewhat and allowed the brighter voices of the Ministry Mares to lull it closer to sleep, for the time being at least...

All I needed to do was stay away from any violence or temptation to bring it back to the surface then, just stay surrounded by family and friends, light and love... No problem at all...

Considering this was still the Wasteland, I should just be grateful for even the minor reprieve. The Cats were the heroes around here, the knights in shining power armor handled all the defending heroics here, giving me leave to just slack off and fall into a nostalgic routine of tinkering again. Sometimes I really missed just being a boring repair-pony in the Stable, a foalishly simple part of me still wished for my frequent dreams of everybody living together there, where we could all just be safe and happy together.

Wistfully imagining it again, I frowned in thought and rubbed my head. Was the Shroud there with me, even back then? It seemed likely... This was all Grandpa Fin's fault, I was sure of that, but I hadn't seen him since before the bombs fell. I now knew he had taken the imprisoned Shroud from Castle Equinox to experiment on, so when else could he have done... whatever he did to me?

If that was the case though, why had it remained silent and asleep all those years? Why did it only start waking up once I came above ground? The Wasteland suited the Shroud just fine and it had helped me survive, but I was missing something from all my admittedly patchy investigating. Just brushing against his crystalline prison had been enough to drive one of the researchers helping Mobius completely insane, but I had apparently lived with it in my skull for more than 200 years? Why me?

Arriving at the small workshop garage bay that was part of the Arcano-Cats Red Rocket garage cut me off from turning the question over in my hooves once again. Jade ushered us all in, forcing Glitter and I to scrub our hooves in the deep basin work sink as she got a pouting Swan to back her way into a chipped yellow power armor station, helping her sister out of the armor she still viewed like a metal dragon.

She floated out a variety of food from Rocketburg once we sat together, grown on fluffs of floating gardens tethered to the larger clouds of the town to my surprise. The pegasus cooked fare all seemed a little wispy and left me feeling hungry again an hour later, but it was tasty and there was a lot of it. The orange pegasus filly checking over Swan's discarded armor, Cool Jets, had been the one to recommend the place and put working on some of the missing armor plates aside to join us.

Chatting over technical details and work was forbidden during breaks at Jade's insistence though, so we stuck to safer topics and didn't woof down our food to get back to it, a mistake I had only tried once which now left me carefully watched every time I took a bite.

Every time I thought of something to say, I was forced to clamp my mouth shut and edit myself, realizing it was about spark relays, spell matrices, circuit diagrams, control coding, or the magical metallurgy involved in turning 200 year old tv dinner trays into power armor plating. Mostly it was safest to just let the conversation flow around me, enjoying the feel of Glitter and Jade sitting close enough to twine our tails or give a nuzzle.

Witchy playing with the glowing red ball at her hooves beneath her power armor gave me something however. Her father's suit had been totally restored, the blue steel and violet paint job gleamed under the shop lights, while her sitting in its shadow made the memory orb she absently rolled on the concrete stand out more. One of Burny Jets' memories of her parents more than twenty years ago.

Without a recollector like the fantastic machines in the Memory Den, the batpony filly couldn't rewatch the memory whenever she liked. She smiled softly when I nodded towards it, reliving it in the same plain old, non-magical way we all could.

"Hey Witchy, that's of your parent's wedding here, right?"

Chirping as she nodded, Witchy replied proudly. "Yes! It was so wonderful to see it, they had a beautiful ceremony here."

"You mind if I watch it? I said I wanted to anyway, for er... reasons...But I'd like to see them if I could."

"Reasons? What are being evasive about Fast... It was a lovely memory Witching has already shared with me, but I know when you are up to something..." Jade blinked and leaned down to eye me suspiciously, the way that curious tone mixed with her voice turning dreamy over the wedding itself made me clamp my lips shut and shake my head though. A buck had to hold on to some secrets and surprises sometimes...

"N-Nothing! I really did say I wanted to see, we've just been so busy I forgot until I saw her playing with hon, t-that's all! You want us to take a break with lunch anyway, right? You got to see it, it's only fair..."

Thankfully Witchy saved me, giving a knowing little wink and rolling the glimmering red ball over. "He did ask your highness. I'd like you to see Fast. Actually I'd like everyone to, but the two of you and Swan are the only ones who can. Of course I don't mind!"

"Thanks, er... b-be right back. No drawing on my face or anything Glitter, it just proves Val right about zonking out like this." Taking the escape offered, I leaned back against the nearby workbench and brushed the memory orb with my magic, Jade's cocked eyebrow dissolving along with the world around me.

Being in an older buck's body was very strange, the first thing that struck me was all the aches and pains Burny Jets lived with. His flanks felt stiff and leathery, reminding me of the horrible brands that had burned away his cutie mark when he had been labeled a Dashite. His wings felt stiff, though still much stronger than mine, his knees were swollen and creaked with each step around the Arcano-Cat garages of yesteryear and his vision was a little fuzzy at long distance, a drastic change from my alicorn enhanced senses. Considering this was 20 years ago, I had more respect for the spry old buck I knew today, he couldn't be feeling better, but he never let on.

Not having a horn was odd, but at least it was a stallion I was inhabiting this time, so there weren't other missing bits that always made me flush internally when using one of these that was a mare's memories. Burny's trotted about with a spring in his step, waving and chatting with the crowd of ponies gathered under the overhang of the main Red Rocket garage, decorated with tattered streamers and sickly looking flowers.

I was somewhat in awe of how sociable the old buck was, glad I was just a passenger and still wanting to cringe at each cluster of ponies he stopped to talk to with familiarity. Instead I focused on the surroundings, looking up to the noticeable lack of the floating cloud town of Rocketburg and the leaden grey skies above where it should be. This was before the Lightbringer... before that amazing mare Jade told me about had emerged from her own Stable and cleared the skies, changing the wasteland forever.

The difference was stark... While the crowd gathered for the wedding of Witchy's parents was dressed up as much as possible, they still looked dirty and tired, their eyes glimmering with a tiny spark of happiness over the occasion still held a kind of desperation and hopelessness that made me sad. The dark clouds that never parted cast a pall over everything, these ponies were surviving as best they could, but things were much harder back in these days and it showed.

Eventually Burny stopped his wandering and made his way to the focus of attention, a moldy strip of red carpet laid out on the concrete, leading up to the light shining from the open garage doors of the old filling station. A few suits of power armor were set out in a arc around the doors, empty and mostly Steel Ranger suits with some of the Cats' artistic flairs. One closest to the doors that flanked the central postion Burny took up was festooned with additional decorations, Witchy's Knightmare suit that belonged to her father had tin cans and streamers tied to its tail, standing sentinel on the same side of the door as the batpony buck himself.

Midnight Hour looked nervous, shifting on his hooves as Burny trotted up and winked to him. He was a handsome stallion, a darker grey than Witchy with a pale blue and white streaked mane, obviously combed and cleaned as well as possible. He wore an Arcano-Cats leather jacket over a very dirty looking dark blue naval dress uniform, a tattered clip on bow tie pinned to the high collar and a few bits of silver medals jingling at his chest. His dark red eyes met mine... Burny's rather, and he visibly gulped.

"Not getting cold hooves now, are you Peepers?" I felt Burny's mouth move as he spoke, a chuckle held back as he cocked a bushy eyebrow to the anxious stallion.

"Goddesses yes, call this whole thing off already. It'll never work out, my sister with one of those nasty bats from that wreck of theirs. She should come home and stop all this nonsense." Burny scowled along with me, turning to the rich red mare in a patched up pink dress on his opposite side that had spoke, Ruby Shard...

Burny's mouth opened, but another earth pony mare on Ruby's other side answered before he could, giving an annoyed whinny and nudging the sour faced Ruby. "Cool yer jets square mare, this is Amy's day and you're her maid of honor, try acting like it, dig?"

She was clearly a Cat from days gone by and I liked her immediately for putting Ruby in her place. She wore one of their leather jackets as proof, over a dress that basically matched Ruby's. She was a rich reddish orange, her gold mane tied back in a high ponytail and streaked with a brilliant crimson. A taped together pair of dark sunglasses were pushed up above her warm brown eyes squinting at Ruby, getting the frowning bitch to huff standing side by side as bridesmares.

To my surprise, Ruby gave a long sigh and nodded, still pouting, but standing a little straighter and tossing her roughly styled mane. "Right, right... I know. Let her make her own mistakes, so long as she's happy I guess."

Witchy had been right... Ruby wasn't always so awful, making me wonder what had happened in the intervening years to turn her into the bitch I knew. It also gave me an uncomfortable chill thinking of how she ended up and the thought I might have...

Nevermind that, push it down and don't think about it... Focus on the memory, tinny, scratchy music from a crudely repaired holotape player started and the crowd turned, focusing on the stunning mare making her entrance at the end of the carpet stretched in front of us.

Amethyst Shard was beautiful, dressed in a tattered wedding gown that still shone in the gloomy light. She was a pale blue-violet, her rich purple mane and tail silky and long. Her bright blue eyes sparkled as she caught Midnight's eye, her muzzle quirking up in a cute smile as she took slow strides forward in time with the wedding march, skipping and warbling from the horn of the early holotape player.

When she arrived beside the groom, she had eyes only for him. The crowd stilled and Burny gave a loud clearing of his throat, speaking up in his raspy voice and begining the ceremony. "Mares and Gentlecolts, we're gathered here today to celebrate the union of Amethyst Shard and Midnight Hour. Two hep cats who found each other against all odds in this crazy world. Their commitment and love has been proven and tested, able to stand up to the worst the wasteland could throw at em. It's my honor as the leader of the flock to join these two kids in holy matrimony, so who's got the rings!?"

I smiled at a tiny red pegasus filly fluttering down the aisle in a rush, a moldy pillow holding two gleaming bits of gold held in her hooves. I was also taking internal notes, seeing Glitter in the little filly's place and Witchy taking the role her aunt was in now. Who'd be my Best Buck? Val... Val was the only one I'd want at my side, other than Grizzly Sands I supposed, my old friend from the Stable, but Val was my best friend and more. She'd definitely be eager for the bachelor party...

I had told the truth that I wanted to be able to see Witchy's parents on their special day, but I also wanted the chance to do just this. To think about how to put on our own wedding. Burny was the closest to a preacher I had seen outside insane groups like the Church of Balefire and I wanted to do this with Jade. I called her my wife and she called me husband, but there was something to be said for making it official... A seriousness in the ceremony, an acknowledgement before all the friends we had found out here that I'd want in the place of the crowd of strangers I absently looked over while Burny had them take the rings and continued.

I'd really want my family from the Stable here too, to really do it right in front of them and the goddesses. Mom and Dad would be right there in the front row on my side, holding my little brother and smiling. Maaaaybe dad would be crying a little... he always was a softy when it came to weddings, based on the one we had on our shift anyway. Grizzly and Sunset would be beside them, no they'd probably be a groomsbuck and bridesmare, er... maybe Sunset wouldn't be Jade's bridesmare, but I could dream they'd get along... The friends we'd made in the Commonwealth should all be gathered in attendance, ponies, griffons, zebras, minotaurs, breezies, even hellhounds... if they'd come to such a nonviolent event, maybe if we had gladiator type duels at the reception...

Jade's side would be full of her sisters (if they'd refrain from trying to abduct the groom anyway), lining the rows dirty looking wastelanders occupied now with blues, purples and greens. Peri, Ivy and Swan would be right up front, Magnolia could even sing! Maybe Umbra would even come, sitting... right... there?

The exchange of rings and vows in front of my view went ignored as I focused on one old stallion sitting a couple rows back. He was hard to spot behind the younger Arcano-Cats, but still close enough to obviously be in a place of recognition and friendship. If I wasn't stuck in old Burny's body, I would have launched myself at him by now for a better look, but I saw enough to feel myself starting to have a panic attack, unable to shake or gasp or do anything while riding along in a memory.

He was a pale blue stallion, as old as Burny was now, his grey mane wild and frizzy above his thick glasses. He wore a dirty and tattered lab coat like Jade's and grinned as the ceremony continued, clapping his hooves as Midnight and Amethyst were pronounced mare and colt. He was whooping like a loon along with the cheers that went up around him when they kissed, fluttering his greying wings to fly up in celebratory loops in the air. The memory started to fade away and swirl as I fought to cling to it, to somehow leap through this window to the past and tackle him, to pin the crazy bastard down and... I wasn't even sure what I'd do to him... to...

Grandpa...

"Fast! Slow down! What is wrong!?" Jade's anxious cry just behind me didn't slow my gallop for the Red Rocket Courier offices in the slightest, though her long legged stride kept up easily.

Glitter was scrambling to keep up, bounding around my hooves as I threw open the rusting doors of the main entrance and kept going. "Daddy? What is it? Mommy and Witchy said it was a nice memory ball, w-wasn't it?"

I didn't blame them for being so worried, I'd woken up gasping and thrashing on the garage floor, immediately charging for my destination once Jade got me calm enough to reconnect with reality and my own body. My daughter's worried voice got through the splitting headache I had at least, getting me to slow to a trot.

"It was sweetie, I just saw somepony there that... that didn't belong."

"Nnngh.... I-I need to ask Mr. Jets a question, that's all. I don't mean to scare you guys, I just... I need to talk to him..."

Jade caught my wince, the pale glow of her magic swirling around my head as I ruffled Glitter's mane. She gave a disapproving 'tsk' as I felt the headache back off a little, my heart still hammering as I caught my breath. Witchy was behind the two of them, her precious memory orb held in her fangs. She loved that glimpse of her parents so much and was clearly bothered by my reaction.

"Then we shall speak with him together dear. Excuse me, is Mr. Jets in his office?" Jade nodded smartly and turned to the long counter and the busy ponies behind it sorting sacks of letters, catching the attention of the nearest who leapt up to swing the nicked wooden counter gate up to lead us to the back.

Glitter stuck close to my side as we passed into the work rooms of Mr. Jets' courier hub, her presence helping me calm down while we meandered down the halls. It had been a four story office building before the war, full of narrow halls and small rooms practically humming with activity.

The counter up front was like all the other Red Rocket stations we had used in our travels, taking letters and packages to be delivered. Back here was where all the work was done, slips of paper were sorted into pidgeonhole wooden boxes on the walls or heavy canvas sacks, unicorns and earth ponies who didn't do the flying did all the paperwork to keep the business running. One small room we passed had a large, water stained map of the Commonwealth tacked up on the wall, bright red pushpins showing all the Red Rocket outlets, while other colors denoted major communities or other points of interest, and bits of string between them laid out the routes the couriers used.

I was a little glad Val had been out amusing herself while I'd been working when we passed a room that had clearly been reinforced. A barred door that looked like it came from a prison cell showed a view of dozens of safes of different makes and models. The bags and boxes full of jingling caps being counted and sorted might have proven too much temptation for the greedy griffon. The two unicorns floating all that wealth around and scribbling in ledgers glanced up at our passing, while the earth pony guard wielding a pair of shotguns on a battlesaddle gave us a curt nod.

The higher we climbed, the more pegasi we ran into wearing big messenger bags and ancient postal caps, flittering in and out of holes in the brick walls that had been crudely patched with doors and landing platforms hanging off the building. Had I been thinking straight, I would have just flown up to the top myself and saved the trip, but the buzz of activity and scale of everything Mr. Jets had built here did help me relax.

By the time we made it up to his office, my head only gave minor pulses of pain. The younger buck who had guided us up sketched an overly formal bow to the softly smiling princess assuring him we were fine from here, allowing us to approach the cracked frosted glass door of Burny's office and the raised voices coming from within.

"I do what I want Twinny, ain't goin' to no silly, snobby, trumped up Diamond City wedding! Havin' fun right where I'm at!" Burny's gruff voice shouted out, overriding Jade's light knock at the door.

She shrugged and eased it open a crack, allowing a slightly familiar mare's reply even more volume as she peeked in. "Oh don't I know it dad! You're too old for all this nonsense, not to mention those Gunners poking their beaks in every few days! It's bad enough my nephew is still playing around down here instead of taking on some responsibility. You're old enough to know better and you need to put in an appearance with the other nobles, not hide down here and play at your races!"

"Bah, ponyfeathers!" Burny's retort was a grumbling snort as we spotted him, crossing his forelegs over his chest and sulking in his cloud stuffed chair behind his desk, his expression brightening when he spotted us giving him an excuse to ignore the frustrated mare beside him. "Aha! There's our challenger now! Afternoon your highness, how goes the preparations? Going to put on a good show?"

"Y-Yes... things are c-coming along... We are not interrupting are we? Fast needed to speak with you if possible sir." Jade cautiously trotted in to the stand off, gulping at the reminder of tomorrow's race.

The middle aged mare giving an exasperated huff took a minute to place, she called Burny 'dad' so she must be one of his many children, but beyond that I had seen her before, just a few minutes before actually... This was an older version of the earth pony filly that shut Witchy's aunt up in the memory, one of her bridesmares... Her golden and crimson striped mane was styled and she was in a well maintained business suit, most likely from the Diamond City tailor Countess Couture.

A pair of blue rimmed reading glasses perched on her muzzle had replaced the sunglasses, which she now scowled through on our entrance and her voice was clipped and lacking any of the Arcano-Cats trademark slang, but this was definitely her. "Oh, so this is the famous Princess? Pleasure to meet you, though you really shouldn't be humoring him with all this nonsense. Dad, you should stop playing around and either join their alliance or turn them away, you're taking sides at a dangerous time..."

"I'll do as I like dammit! 'Sides, this is all junior's show, I'm just enjoying it. Go pester him and leave me to my guests Twinny!" Burny threw up his hooves, ending the clash between the stubborn pair by turning to us and ignoring any further conversation from his exasperated daughter. "Can I help you folks with something? Little extra flight training Junior Speedster Fast?"

Burny's daughter snorted and stomped to the door, but was brought up short when she met Witchy bringing up the rear as we entered fully. The annoyed expression on her face gave way to shock, then her brown eyes softened and glistened, her voice a whisper as she held a tentative hoof up to Witchy's cheek. "Oh my goddesses... l-little Witch... You look so much like your mother..."

Witchy blushed at the familiar contact, biting her lip and hiding behind her bangs to peek at the suddenly kinder mare. "You... I um... I saw you, a-at my parent's wedding, in Grampy Jets' memory... You were a bridesmare, did you know my mother well?"

The poor thestral squeaked at her lunging into a hug and sniffling, pulling back and holding her by the shoulders as she nodded and gave a teary laugh. "Yes! Oh by Luna yes my dear! Amy was my best friend back when I was still wild and young. If you call this old goat Grampy, you'd have to say I'm your Aunt Twin. Amy teased me so much about beating me down the aisle, the last I saw you, you were just a tiny little thing! Oh there's so much I could tell you sweetheart, dad said you were here and I was just off to find... Oh, come here!"

Squeezing her in another earth pony hug, the middle aged mare laughed and cried in equal measure, turning Witchy a brilliant red at the affection. Her surprised amber eyes glimmered with her own tears as she relaxed, returning the hug and looking up to Jade watching with a soft smile. "Y-Your highness... m-may I..."

"Go! I insist Witching dear, we will be fine without you. Hear all she has to say, I am so happy to see you find the kind of aunt you deserve. Please Miss Jets, my friend wishes to know all you can tell her, as would I after you have had time together, if it is not an intrusion." Jade beamed and waved her royal guard off with her wing, bowing her head to Burny's grinning daughter already drawing Witchy away.

Witchy turned with her to leave, but paused at the doorway, turning back with an uncertain look to me and holding the red memory orb that brought us here in her hooves. "Fast... I... what about your..."

"Go Witchy, please. I'm fine. What'd I tell you about focusing on everypony else and not yourself? Don't worry about me, do this for yourself. We'll all catch up later, ok?"

Giving me a determined nod at the reminder to put herself first sometimes, Witchy smiled beautifully and trotted off with Miss Jets. The older mare gave a slight smirk at the way her god-niece blushed, making my own cheeks heat up as she gave a knowing wink and pulled the door shut with her tail. I could hear the earth pony speaking as a kindly older relative with easy familiarity already as they went down the hall. Jade was right... that was the kind of aunt Witchy deserved, the kind of pony I wished Ruby had been. If she had, maybe she'd still be alive...

"Er... sorry about that Mr. Jets, didn't mean to interrupt..."

"Oh nevermind my daughter, maybe little Witch will remind her of when she was more fun. Twin Jets there runs the business much more than I do these days, very down to earth mare. I let her deal with all the politicking and such, but she does like to nag. So what's the haps cats and kittens? Something wrong? Nothin' to do with that glowy bit of magic, is it? Not lettin' those kooks suck anything else outta my noodle for awhile..." Burny chuckled and waved off my apology, raising a bushy brow at us.

Jade's own curiosity wouldn't be held back any longer at that. "Oh, no sir, it was a lovely memory, thank you again. Fast just viewed it himself, though he became quite agitated about something I wish to know about as well, now Fast..."

Taking a deep breath to steady myself, I nodded and beat back the snarl in my head that wanted to start raving, hugging Glitter to my chest as I got started. "Y-Yeah... Well umm... like Jade said, I took a look and it was great, really. The thing is, one of the ponies in the crowd... I think it was my er... my Grandpa..."

I could see the confusion on the old buck's face, Jade gave a sharp gasp once I spit it out, mirroring his bewildered stare. Thankfully Glitter only heard a positive, her innocence and glee at the simple concept of a grandparent providing a way to explain better than I could. She wiggled in my hooves and dove into her little backpack, rooting around until she pulled out the picture I'd found in Bitway Games and let her have. Mainly because I was still barely able to look at the crazy old pegasus in the photo without that spike of pain between my eyes.

She held it in her mouth proudly, leaning up to Burny's desk and letting it fall with a happy yelp. "Great Grandpa!? You saw him daddy? Really!? Did you know him too Grampy Jets?"

Smiling at Glitter using the name she had learned from the young foals of Rocketburg (an impressive portion of which really were grandfoals or great grandfoals of Burny himself), Mr. Jets held the picture up and stroked his beard, his eyes growing misty with memory as he croaked an answer. "The Doc? He's your... really? Well, I'll be durned... don't that just beat all. Sure I know the Doc kid, he saved my flanks a few times in the old days. But how could he be..."

"It's... confusing. Just nevermind that, you actually knew that pegasus, you've seen him, out here? When? How did you meet? What did he say? A-Anything you can tell me... please..."

Hearing my desperate tone, Burny sighed and leaned back in his battered chair, rubbing his branded flanks absently as he replied. "I got kicked out of the sky when I was a younger buck Fast, more than 60 years ago now... The wasteland was a much harsher place in those days and I was soft, scared... Everypony hated pegasi, raiders and slavers hunted me for sport, regular folks wouldn't gimme a chance, surprised I didn't bite the bullet more than once. After one close call I was hurt bad, limped my way here and figured on just... just curlin' up and dyin. That's when I met him the first time, sittin' out there, perched on top of the rocket sign and starin' out at the sea. First other pegasus I met down here and he wasn't even a Dashite, the Doc saved my life Fast."

Despite the still angry voice of 'Be Dark...' straining in my skull at the very mention of Grandpa, a vice around my heart loosened just a bit at Burny's soft answer, the soothing whisper of 'Be Kind...' gaining strength at a long ago act of mercy. He did something good... he helped... he saved somepony...

Jade laid a comforting wing over my back, her sweet voice low and happily surprised. "He was a doctor? He healed you Mr. Jets? That is a relief to hear, this pony you knew as the Doc has been a mystery we have been most anxious to solve. Whether he was a good pony or not is very important to my Fast, thank you..."

Burny looked taken aback by her tone, shaking his head and chortling at us to my surprise. "Good pony? Of course the Doc was a good pony! A little... odd maybe... but he helped so much. Course it wasn't just healin' neither, he gave me hope when I was alone and at my lowest. Showed me there were good ponies down here. Even more, he showed me even the wasteland could be a home after I had been booted out of what I thought was heaven. The Doc told me about this old base for Celestia's sake, helped me survive and make something of myself. Hell, who you think gimme the idea for the races you're entered in your highness?"

Jade and I both gaped at the grinning old stallion, though when I thought about it, that meshed with all the other insane things I knew he had a hoof in. Something totally impractical and done just for fun... racing power armor, souping them up with fancy paint jobs and crazy modifications. Like using advanced holograms for videogames, or making bombs out of buckballs. Something bizarrely, recklessly, stupidly ...awesome... that was Grandpa Fin...

"Yay! See daddy! I knew great Grandpa was good! I can't wait to meet him!" Glitter squealed happily and took her picture back, hugging it to her chest and blinking up to me with her wide pink eyes sparkling.

"Y-Yeah... me either sweetie. I'm glad he helped you Mr. Jets, but he did a lot of other things too that he needs to answer for. Apparently, he was good at keeping secrets and pretending, so much so that I don't think I ever really knew him at all. Anything you can tell me about him could be important, is important... to me... Did he ever say anything about himself? His... f-family?"

Burny scratched his grey mane in thought for a moment, staring at the ceiling before looking back with a smile. "Well, he was a little eccentric Fast, didn't talk about himself much and he showed up whenever he felt like it, like a stray cat. He asked a lot about the Grand Pegasus Enclave like he didn't know about them. He knew a lot about anything in the Commonwealth though, so I figured he was a local pegasus born down on the ground."

"The few times I got him to be serious and talk about himself, he always seemed a little sad and lonely. He said his family was far away and safe, but he wasn't sure where. Always was a little absent minded, so I didn't think much of it. Had a habit of writing himself notes to do something or other, even though he didn't remember writing them. He'd drop everything to go do it when he found them though! Always funny!"

"He was at Witchy's parent's wedding? Why would he have been there Mr. Jets? Do you remember?" Jade spoke up softly, getting back to what led us here.

Burny shrugged as he answered. "By then he didn't show up nearly so much. Always worried he'd died in between visits, he had to have been older than dirt by then, but he never showed it now that I think on it. I believe he was visiting then to check up on the bride, she already had a bun in the oven ya see, so it was a bit of a shotgun wedding, heehee! The Doc had a real soft spot for babies an' bringin' inta the world right, said each one made the future a little brighter and kept it going. The Doc said that every little pony was magic... the most precious resource out here. This was back before you and yer Followers were around to help, so he was Goddesses sent for a lot of little communities like ours. If he really was yer Grandpa Fast, then I'm glad I met you and was able to help however I could, let me return the favor to the zany old buck that saved me."

With that Burny had swayed not just Glitter, but Jade to Grandpa's side as well, the alicorn physician instantly holding him in higher regard as a fellow doctor whose philosophy she could agree with. They smiled and giggled together at the funny stories Burny started telling about the mad scientist he had only known as 'The Doc'. I wanted to believe and laugh with them too, the bubbly mote of 'Awareness!' bounced and sang with all his funny stories, the threads of 'Be Kind...', 'Be Awesome!' and the other Ministry Mare statuettes in my bags rising in harmony as I crept back from them and frowned.

'Be Dark...' hissed and growled however, feeding my paranoid, suspicious thoughts while I sulked silently. Burny was talking about the Grandpa Fin I remembered, but he had hidden so much of himself, of Professor Mobius... from all of us. Did he help Burny and others like Witchy's mother out of the kindness of his heart, or as part of some insane experiment?

What's more, if he had come out of his lair and into the Commonwealth before, why hadn't he now? Where was he? Why was he still hiding? If he helped Burny, why hadn't he done the same for me, his own grandson!? Did he have a good reason, or was he just a crazy old bastard who had experimented on his own family?

Which was real... Who was he really? Grandpa Fin? The Doc? Or Professor Mobius...

Throwing myself back into working on the A-01 with Summer and Cool Jets let me just... not think for awhile, thankfully. Jade had still been concerned and watching me, but my noncommittal grunts and hums while I worked became enough assurance for her to take a bored Glitter out to explore and play with the local foals, while the Princess herself continued putting herself out there for the adult residents to approach, seeking out Witchy and Miss Jets in the oddly busy town.

As evening approached, I couldn't help but notice Zed lurking nearby Roxie's paint shop while we gave Jade's armor the proper appearance. The bubbly pink pegasus assured us looks counted for a lot around here and was eager to help make the one of a kind armor stand out. We followed Glitter's crayon drawn suggestions as a guide, laying out the (hopefully) completed components and spraying them down in shades of blue and pearlescent white, applying chrome trim and hanging it all up to cure overnight.

The zebra didn't intrude, remaining just outside the open garage door and chatting with the Arcano-Cats unicorn member Scopes, who had been checking up on our progress with the armor over the last few days, joking about 'spying on the competition' since he was often off working on Zeke's suit. Zed's hard grey eyes watched carefully as they spoke and the sun set however, always vigilant for the spirit I was possessed by to come roaring out. Despite the worrying feeling of actually being a monster, I was glad he was there, just in case I turned into one...

I could feel 'Be Dark...' getting stronger as the first stars came out, stewing and stoking thoughts about my Grandfather. Thankfully the zen like hum of working and the soft song of the Ministry Mares kept it from being too pushy. It did keep pointing out Summer, Cool and Roxie's petite pegasus forms crawling under or fluttering around the power armor frame, but I could stay in control of those incessant impulses. Mostly...

"See something you like sir?" Cool Jet's tittering laughter snapped me out of the spaced out stare I found myself in, the bulky spaulders of the armor clattering to the paint stained floor when my telekinetic hold imploded.

I had finished painting the curled and filigreed shoulder plate some time ago... Instead of working I had been just staring past it with my wings stiff above my back. My chest was puffed out, my ears perked up and a string of drool dripping from my fangs into the ragged scruff of fur on my chin.

I squeaked when the focus of my intense interest peeked out from under the flexible plates of the A-01's 'dress' and blinked curiously at Cool Jets rolling in laughter at her General turning red. Summer had her head down to the floor to get under the power armor and her rump stuck up, her light brown tail swishing hypnotically as she worked. Looking back over her shoulder at me trying to wipe the leer off my face and cringe back, she blushed brightly and scrambled up, her wings fluttering as I bashed my head and tore my apparently glowing eyes away.

"Sorry! R-Really sorry! I'm not... I didn't mean to... I... I... umm.... m-maybe I should go!"

I heard Summer trot up, hushing Cool and now Roxie howling in laughter as I headbutted the wall in the corner to shut that stupid voice up and hid. Her hoof was light on my back, rubbing that twitchy spot between my wings still held straight up and giving a soft giggle as she turned my face around to hers.

Her cheeks were still pink and a sheen of sweat made her yellow coat sparkle under the shop lights, highlighting the smudges of darker paint. She still smiled and booped my nose, catching my darting eyes with her twinkling green ones. "It's alright Fast, still just like when you got those wings, huh? Don't you mind their teasing, it's perfectly natural. I umm... l-like you too..."

"Oh the kitty cat definitely digs you Fast, don't worry so much, we're all getting an grade A eye candy too little daddy! Gettin' to like havin' an ivy leaguer around with a little sex appeal for a change, definite upgrade to our own nerd Scopes here. We just ain't about to throw a rod castin' our peepers on your classy chassis, keepin' the flaps down takes practice is all." Roxie rolled and giggled in midair, fluttering her eyelashes as Cool Jets snickered along at Summer gasping and glaring at the two fellow pegasi mares.

"C-C'mon Roxie, maybe I don't have a cherry finish, but I got a big block under the hood. If you'd just take a look past the primer..." The pale green unicorn Cat, Scopes, trotted closer to poke his head in and answered the dig his way with a chuckle, though it was half hearted and wistful looking up to the pretty pegasus filly.

Waggling her magical paint sprayer in her hooves and pointing to her matching cutie mark spraying a rainbow fan of color, Roxie waved out to her paint shop domain with a roll of her eyes. "Like, glossy coats and hot bods are my whole deal Scopes, ain't you been tuning in? Don't have a brahmim and go runnin' back home to big U.P., we count on that crazy noodle for the all the bright illuminations so I guess we'll keep you daddy-o. A mare can hold out for the total package like the Shrouded dreamboat here though."

Blinking down to myself at her pointing hoof and lidded wink, that had never occurred to me. My trenchcoat and hat were hung outside to not get stained with paint like my own sweaty fur, so I was naked in a small room with three pretty mares in the same state of undress... I wasn't sure if she was still teasing or not, my own scrawny body had never been something I thought mares would ogle the way I did their softer, shapelier forms.

I realized I wasn't the same runty buck from the Stable though... I was still small of course, but that meant a lot less around pegasi who often shared the same body type. Under all the scars riddling my coat, I saw a wiry layer of muscle had grown out of sheer survival and constant struggle. My winter coat was thicker than it had ever been, the dense, dark fur was ragged, sticking up at my joints and from my slightly broader chest. Apparently my wings were attractive by pegasi standards too, not something I knew much about, but hanging around a floating town full of them had been educational.

Curling them in now to hide behind with a blush just sent them into fresh gales, going back to their work and playfully swaying along with the radio on the workbench as they turned to teasing the crestfallen Scopes scuffing the floor. Summer scowled, but turned away to nuzzle supportively, ending up nose to nose and giving a soft sigh.

"Is it ok Fast? I really don't mind, but I like you looking, not..." She held my eyes and gave a significant look to my forehead pressed to hers, whispering in concern.

"Nnnn... 50/50 probably... Er... that ratio is skewed more towards me when it's umm... you Summer, c-cause I know you and like you too... b-but um... y-yeah... I might need a break..."

"Then let's all take one, we're on track to finish up and have been working hard. I'm still not sure how the Princess will do in this race, but she'll look great doing it. Glitter has good tastes." Summer scrunched her nose and pulled away, leading me out the open garage door into the cool night air.

Cool Jets fluttered out to join us with a box of Sugar Apple Bombs she stuck her muzzle in to crunch on before sharing. Roxie zipped out and over to a flickering Sparkle Cola machine near one of the bigger garages last, landing to give it a buck and scooping up the bottles of carroty orange soda that came spilling out. I noticed Scopes sitting as close to her as possible, offering up a crinkled bag of chips to her first.

Sitting out under the stars together after clinking our bottles in a toast, I took a moment to just look around. The lights of Rocketburg floating overhead were bright and twinkling, a contrast to the warm glow of fires burning here and there on the tarmac of the airfield. I'd vaguely noticed a steady trickle of wastelanders arriving here throughout the day, but now that I got a look at all the small clusters of ponies around loaded down wagons, open campfires, ragged tents and threadbare bedrolls laid out, I realized just how many ponies had shown up.

"Are allll these ponies here to see these races Roxie? I think our pilot might have a panic attack..."

Snorting orange soda through her nostrils, the pink pegasus Arcano-Cat giggled and shook her paler mane. "No way, the Princess has gotta make the scene daddy-o! The races are fat city around here so we really draw em in, though this one's more of a special feature. The nerds up in squaresville got their big doo-dad fair over the weekend too, so it's a regular holiday in these parts. Joes and Jills from all over come out this way, an' we don't put the screws to em near as bad when it comes to a safe pad to chill."

"Downshift on the lingo a little Roxie, you're losing him." Cool Jets snickered at my blank look trying to translate all that in my head, kindly giving me the standard Equestrian version. "She means University Point has their big Arcane Science Fair too, so it's a bigger event than normal. Between us and them, lots of wasteland ponies come out from the ruins."

Nodding eagerly as a former resident of the town of educated ponies, Scopes stuck with mostly standard ponish when he chimed in. "Yeah, it's a gas for nerds like us Fast. U.P.'s big show is the day after ours, so lots of folks are on their way there. Some fellow eggheads work all year on entries, hoping to get a little attention..."

Snorting at his dopey look to the oblivious Roxie, Cool Jets waved out to all the work and activity to continue. "They got cool tech and magic if you're into that, it's a stuffy and boring squaresville gig though. We put on a regular carnival around here, just to show em up. Er... it is probably best not to tell the Princess though, I'm sure Zeke is just loving the chance to put on a big show and beat her in front of everypony. Just means we gotta make sure she knocks my idiot cousin down a peg, right General?"

"Yeeeeaaaah... Umm... I'll work on keeping her calm. She's still freaked out over the whole concept. Power armor races... what a crazy idea, does it really mean that much?"

I asked partly for Jade, knowing how nervous she was about the whole thing. After finding out about my Grandpa's involvement in the idea though, I had to ask. His Theoretical Imagineering department of the Institute had basically been their version of the Ministry of Awesome, a group of flighty, nonsensical lunatics coming up with crazy ideas for the hell of it.

Both Roxie and Cool nodded eagerly in reply though, speaking over each other before the Arcano-Cat allowed her Minutemare peer to answer in a language I understood. "Of course sir! I mean, I wanted to do more for the whole Commonwealth, so I joined the Minutemares and left this stuff behind, but it really does mean a lot. Life can really suck out here, folks need something to look forward to, fun stuff that isn't just about surviving and not some kind of raider bloodsport. It meant even more to all those refugees from the Grand Pegasus Enclave when we took them in too. Thought some of those wimpy snobs were gonna lose it entirely, but the races gave them something they needed."

"Well, the races are fun... but they are kind of a waste of resources." Scopes spoke absently, looking up to the glares that earned him and backtracking nervously. "I mean! Er... They're great and all, I just mean we could... be doing a lot more, right? That's what the Princess is all about, isn't it? Making things better? Being... responsible and junk?"

Summer glanced up to the cloud town above, answering in a soft, somber tone. "I don't know... When the Lightbringer cleared the sky and started forcing us down here... there was a lot of hard feelings.Those folks up there used to have an easy life, even if it was all based on lies. The Enclave encouraged things like stunt flying to keep everypony distracted up there, but it was all propaganda bullshit. Finding something like that down here, but so much more fun and free and... and honest, it probably helped a lot. "

"Huh, I guess that makes sense. I wonder if it's a pegasus kind of thing, being so free and flighty, like how earth ponies are so er... down to earth..."

Summer smirked and gave me a friendly nudge at my musing, a mock offended tone to her bright voice. "And like how unicorns are all supposed to be a bunch of magic obsessed bookworms? Yeah, that fits you alright Mr. Shrouded Stallion comic book nerd."

"H-Hey, you're as much of a comic nerd as I am! And I wasn't always very good at magic, not all unicorns are you know..."

"Exactly Fast. Stereotypes might be around for a reason and we all have different cultures, but ponies are ponies, we all need a little fun sometimes. Just like we can all be serious or nerdy too, or how we all... made a lot of mistakes. The Princesses of old Equestria represented all ponies though, not too much to ask our own little prince to do the same, is it?" Booping my nose, Summer laughed at me sputtering at the title.

"I-I'm not! Summer!"

All three of them giggled together at me turning red and stammering as Summer cocked an eyebrow and piled on. "Whaaat? You're married to a Princess, right? You're an alicorn too... it fits! Fast Times, Prince of Pervs! Monarch of Machines!"

Them rolling in laughter together was bad enough, the pink mote of 'Awareness!' cackling along in my head gave me no escape as I snorted and grumbled, finally cracking a weary grin and letting them get it out of their system. I rolled my eyes as they kept wheezing and coming up with new titles, looking up to the clouds of Rocketburg in thought before speaking up in the tapering snickers.

"I never got to spend much time around pegasi other than my mom and ...grandparents. It's been nice being here, getting to learn about this part of... of myself I guess. Even before I was like this, I was half pegasus, so I'm really happy to be here. To learn to fly better from Burny and be a Junior Speedster, to work with Arcano-Cats like Roxie and Scopes here, to learn so much about power armor and cloud tech... To just hang around with you guys and have fun too, you're right, it is important. Umm... t-thanks a lot for everything is what I'm trying to get at I mean..."

I could do without the fillies' shared "Daaawwwww" and wings crowding in a hug, squeezing my cheeks like a cute colt, but being corny and sappy was more... me, not the rumbling, needy growl of 'Be Dark...' making my wings spring up at the contact. Only Summer really knew the difference, but her soothing hoof pushing the appendages back down in a hug helped a lot.

Zed had trotted closer from his watchful guard at all the laughter, adding his own dry wit to the chatter. "Fast does make for a very... inclusive Prince. Quite the diplomat, eager to befriend any group or race, so long as they have females. I'm almost afraid to bring him to Neighlem to add a zebra mare to his growing herd..."

I groaned at the hit scored by the sardonic zebra, huffing at his wink as I sulked. Of course it didn't help my stupid brain automatically conjured the image of an attractive zebra filly... 'Want...' His grey eyes flicked at me wincing and shaking the thought away, but he just chuckled and kept an eye on me. My zebra friend...

He and Summer, Roxie, Cool and the pegasi citizens here, they had all known prejudice and suffering better than I had and were there for me, for all our differences, we were stronger together. Different views and cultures meshing together, sometimes clashing against each other even, made us better than we were apart. The races here were silly... but also serious and important, continuing to bring ponies together, bridging the gap between the former residents of the sky and the earthbound wastelanders who had suffered under the Enclave.

My crazy grandpa had saved a fellow pegasus in a time where they were hated and hunted here on the ground, that small act had brought all these different creatures together into the thriving community we sat in now. Not through insane experiments like the other Institute directors I'd seen. Just by a little kindness and a goofy idea to race power armor around for fun. Maybe he really was the kindly old grandpa I remembered...

Turning away from the teasing and staring out to the cracked and bomb cratered runway offered an interesting distraction at least. I spotted Val and Swan landing some distance away, walking along with curious escorts. The griffon Arcano-Cat Bluejay padded along beside Val, the claws of his bulky suit of power armor clicking on the asphalt and his helmet folded back to chat with her, wearing an easy going grin. The two of them pushed and shoved each other as they walked in a rough bit of griffon flirting apparently.

Behind them the big earth pony Arcano-Cat named Moose cantered beside Swan, the only mare who could tower over even his Big Mac-esque physique. The horned helmet of his flame painted Steel Ranger armor was flipped to his back, a match for the metal yak horns poking out from Swan's pink mane on a headband I had fashioned for her. I could see the battle crazed mare poking at his armor with interest and speaking at length, while the burly stallion wore a goofy, lovestruck look, nodding along with her dumbly.

A jealous spark surged to life seeing them pausing together, a nervous question asked by Bluejay that made Val scratch her beak in thought, while Swan blinked curiously and tilted her head, opening her mouth to reply before it was clamped shut again by Val's claw. After a minute's thought, Val nodded and spoke again, sending the two Cats clomping off with a spring in their power armored step, while Val and Swan split off and spotted us, prowling across the tarmac to join the small gathering in front of the paint shop.

Swan bowled through Summer and the others to flatten me to the concrete when she saw I wasn't working, crushing me under her chest with her hooves on my shoulders, her rump stuck up in the air and her long tail whipping back and forth merrily. Her pale pink and white Alicorn Angel outfit was dirty and bloodstained again, obviously not hers to my relief. "Fast! We had fun smashing Gunner ponies out in the ruins while you were being boooooring with all these little mares. Are you done yet? Come play with me! Val wants me to do some silly thing with that Moose pony, but I want you. What's a double date anyway?"

"Owww.... a-alright Swan, I'll stop working and spend time with you, but you have to leave enough of me in one piece to move..." I wheezed enough for Swan to stop turning me into one more stain on the garage floor, instead scooping me up to hold against her chest and nibble my ears, while I squinted at Val curiously. "D-Double date?"

To my surprise, Val's red face glowed a little redder as she stuck her beak up and clucked. "N-No biggie, that blue goofball is persistent is all boss. Wants ta go to show us around their little fun-fair before the races tomorrow, just tryin' ta hook up his pony pal with big stuff here. Tried tellin' em it's pointless, daffy mare's gotta one pony mind, but I figure... hey, free drinks!"

Putting aside the jealous snarl in my head chanting 'MINE!' and wanting to stalk after the griffon and pony Arcano-Cat pair trotting off to their little clubhouse, I stretched a hoof out of Swan's grasp and lightly touched her feathery shoulder, feeling her tense and relax. "That's good Val, you should have fun. Er... fun that doesn't involve blowing folks up anyway. I'm glad he managed to convince you, r-really..."

Val blinked at me trying and gave a warm, genuine smile, ruffling my mane and scratching it for me in that ohhhhh so wonderful griffon way that made my hindleg thump. "Yer an awful liar boss... thanks. Anyhoo, gots a bet with the sucker too, so you better make sure Blue wins this thing!"

Perking up at the talk, Scopes cantered over to Roxie and stammered hopefully. "Date huh? H-Hey Roxie..."

"Paaa-aass!" Roxie shot the poor buck down with a musical titter that made me wince.

I tried to give him a sympathetic shrug, though I doubted it was comforting coming from a ridiculously lucky stallion currently surrounded by pretty fillies. I remembered being the nerdy outsider back in the Stable too well and knew how he felt, watching mares hanging all over Grizz and ignoring me. It hurt... it wasn't something to take satisfaction in now that I was on the other side, despite what 'Be Dark...' thought in a proud, greedy nicker.

There was still an awkward silence once he had joined Moose and Bluejay and left, forcing me sigh and try to break it. "Soooo, what were you doing other than getting dates for the big day Val? Swan said something about Gunners? Are they still lurking around here? Think they're a problem?"

"We smashed lots of those Gunner's while we were out flying around Fast, it was fun, even though they're all hiding like rats and sneaking around. It was more fun than your dumb tinkering with junk anyway. Come play with me now that you're done, not these little pegasus mares! Playing after smashing is the best!" Swan peered over my head and fluttered her eyelashes, getting a round of snickering at me struggling in her grip as she spread her wings and made to just take me where she wanted.

Thankfully Val grabbed her pink neckerchief and dragged her back down, flicking her nose as she chuckled. "Slow yer roll big stuff, thinkin' boss is on break, not done. Gotta let him fix that tin can fer you to play in when yer sis is done winnin' my caps. She's right though boss, been goin' out on patrols with the Cats, seein' if their security's up ta snuff. It ain't... Those kids drive off any dumb asshole sniffin' around when they find em, but they don't chase em past their territory and they don't look that hard. Would'a done the same in that fight we flew in on when we got here if we didn't clean it up. Lazy and soft brats... relyin' on that armor and their rep, not followin' through or thinkin' they might get seriously hit, which is a real possibility. Tracked Gunners creepin' around out in the ruins, there's a few recon squads hangin' around, but no sign of any big movements. It's almost too quiet..."

"And you always bitch at me for tempting Discord Val, that's almost as bad as saying 'at least things can't get any wor..."

Val clamped my muzzle shut before I could finish, giving a shiver that ruffled her feathers and squawking at me gruffly. "Shaddup boss! Don't say it! It ain't the same, I ain't some shorty pony chaos magnet for one. 'Sides, I'm just givin' an honest, tactical like appraisal. Gunners ain't really hit this place, just feelin' em out an' waitin'..."

"Which is what I've been trying to tell my nephew, but that foalish buck won't listen. Good evening everyone. Oh! There's my brave smoopy pie, look at how cute she is in her little hat!" The voice of Burny's daughter Twin Jets made us all look up, leaving Jade, Glitter and Witchy behind as she pranced forward, chasing after Cool groaning and trying to hide.

"Mooo-omm!! Quit it! You're embarrassing me in front of the General!" Cool cringed from the older mare licking her hoof and wiping at her grease smudged face, instantly reminding me of Glitter pouncing to join Swan holding me in place.

Jade sat beside her sister and mirrored Twin Jets by smoothing Glitter's curly silver mane, both daughters batting their hooves at their mothers in a stereo bit of whining that made us all laugh at the juxtaposition. Cool's cheeks practically glowed on realizing she sounded just like my little filly, sticking her lip out in a sullen pout and righting her tan Minutemare hat from her mother Twin adjusting it.

"Hi Miss Jets, I didn't realize you were Cool's mom when we er... met... earlier. Although it does explain why she kept disappearing everytime I saw you passing by outside, why didn't you say anything Cool?"

Answering with a flat, irritated expression above her smooshed together cheeks, Cool Jets deadpanned a reply. "I wonder... Yes General, this is my mom. She named me 'Cool' back when she was, before she got to be so square and embarrassing!"

"Oh quit your fussing, I stand by my misspent youth since it got me you! First thing I said on seeing her widdle face Princess, cool... the coolest thing ever. It's all worth it, even if they don't appreciate all we go through for them. Just look at her now, so dashing and responsible! I'm very proud of my little smoopy! Going off to join the Minutemares to make a difference in the Commonwealth, nothing like your layabout cousin 'Zeke'. Thank you again for taking her your highness!" Twin Jets beamed, giving a nod to Jade smiling softly at the amusing sight, an unspoken bond of motherhood passing between the two mares.

"Thank Preston Gardens or my husband Miss Jets, they have much more to do with her position in the Minutemares than I do. Were she a Follower I could take more credit. She has been a great help to us here and I am very grateful for her assistance... despite my r-reluctance to participate in this.... this..." Jade's kind reply dried up as she rolled a blue eye back to the painted components of her armor.

Twin answered for her however, allowing her flustered daughter to escape as she snorted at the disassembled frame in the workstation. "For all this silliness, I know... I'm so sorry about all this Princess, my father and his games..."

"We were just talking about how a little silliness has its place though ma'am. I can see how much this means to all these ponies now, since Cool helped explain it for me. She's been a real big help. I thought it was pretty neat anyway, but I think it's important too now. Don't worry hon, you'll blow his wings off and look gorgeous doing it!"

"Yeah! All the other kids were tellin' me there'd be good food, an' games, an' rides, an'... and all kinds of awesome stuff Miss Jets! I can't wait to see Mommy win!" Glitter cheered from between Jade and I, making her mother whinny with both pleasure and self consciousness.

Patting the little filly's head, Miss Jets sighed at Glitter and I, smirking to Jade. "Goddesses help you Princess, you've got a goofy buck like my dad and a daughter just as headstrong as mine... Yes cutie, the races are very fun and have their place, but we shouldn't be making important decisions based on the outcome... Don't you worry about winning or losing so much, as far as I'm concerned, the Kingdom of Sanctuary is just the kind of ally we need in these dangerous times. You've got my vote, I'll whip all these harebrained delinquents into shape. Now come here smoopy pie! Tell me all about rising in the ranks of these Minutemares, serving directly under the General even! I bet she's due for a promotion, or a medal! Isn't she General...."

"Y-Yes ma'am! She's er... indispensable alright, promotion right around the corner! Umm.... head of the power armor development division..."

"You just made that up, didn't you daddy?"

I hushed Glitter's whispered question frantically, gulping under Miss Jets stern gaze and nodding to the intimidating mare eagerly, forcibly reminded of my own mom. She'd give me just that stare with her own leading questions, that I had damn well better answer the right way. Did they teach all mares that, or was it just natural once they became a mother? Jade seemed to have picked it up in no time herself, raising an eyebrow and smirking at both of us.

Not that Miss Jets didn't have a point and I was glad she was on our side. The Gunners were still out there, with the Institute behind them. After we dealt with trying to win the Arcano-Cats as allies, we still had to return to University Point and attempt the same there. Somehow I didn't think their Arcane Science Fair would be nearly as frivolous and carefree either.

From what we'd learned, it was a talent fair for the Institute, suspiciously like the same event Professor Swirl had won under his mentor Klein at Daybreak Technical School, now held in the ruins of the university he went on to run, before establishing the Commonwealth Institute of Arcane Technology. I seriously doubted that was a coincidence...

Pieces of the puzzle about this area of the Commonwealth Wasteland had been falling into place, not making a very pretty picture. Once we were done there, facing whatever was waiting, we were off to help Fancy take on Vega, and finally... the teleporter to take me directly to the heart of the Institute. Individually or all together, the mad scientists were going to pay.

For now though, we were all together and could enjoy a little fun. We kept working on the A-01 late into the night, well past when Glitter had zonked out directing our work decorating it. Jade and I took her up to our lodging in the floating inn of Rocketburg and slept on soft, cloud stuffed mattresses, glad of the more solid buildings the little earth pony wouldn't just sink straight through, built on the floating islands tethered together into a thriving town.

A town my Grandpa had a hoof in creating...

When Roxie and the others told me the races were a regular festival event in the area, I still didn't appreciate what that truly meant until I saw it. They said this one was a bigger event than normal too, but it was still a shock on waking up to the bright morning sunshine and looking down from Rocketburg at the crowds below.

It really was a kind of wasteland carnival... Ponies had continued filtering in all night, crowding the previously empty runways now lined with flapping tents formed from moth eaten silk parachutes, wooden stands and wagons. They were a dirty mix of scavengers, farmers, caravaners, mercenaries and more, even wizard robed unicorns from University Point and a gaggle of Minutemares, but they could easily be a crowd of prewar ponies I remembered from events like the running of the leaves. All coming together for a rare treat and break from their hard lives. Simple, frivolous fun...

We'd been busy with our own preparations for the main event, but I couldn't resist sneaking out with Glitter just to take it all in, trotting along with my daughter galloping around in a blur. All the sugary treats available just made her more frenetic in our explorations, stopping at cobbled together junkyard stands serving an amazing variety of foods.

There were fried Fancy Buck Snack Cakes (Glitter's immediate favorite), puny and mealy caramel apples and tangy cider from local farms. Fluffy pink cloud-candy was spun on sticks from talented pegasi cooks with lots of sugar, dye and the pure white cloud they'd pushed to hover over the stand that steadily shrank with each customer. I found myself scarfing down hay fries and brahmim burgers at another stop, only getting a little queasy at the nagging voice in my head demanding them rare and blissful at the meaty, bloody taste I sank my lengthening fangs into.

One stand had a battered Starbucked sign and was staffed by a pair of very pretty fillies in dingy green aprons from Jamocha Plains that raked in the caps serving chocolate of all kinds. Though I wasn't sure if it was so popular just because of the delectable treats, or the wiggling mares serving them with a healthy dollop of sex appeal to eager, dumbstruck colts and dirty old stallions. Considering my little filly sniffed that one out from a long way off, I got dragged there to join them, cringing under Cocoa's girls giggling in greeting and sending her regards with a wink. At least Glitter's standing negotiation for as much free chocolate as she wanted she'd wheedled out of Cocoa held up there, letting her stain her pale muzzle brown without going through all our caps.

A crudely repaired prewar food wagon held another familiar surprise, fisherponies from Eclipse Village selling Miretank cakes and savory stew. Among the grizzled fisherponies was Mint Twist, the filly I had rescued from the Gunners' claws pelted out to greet us, breathlessly informing us she had heard we'd be here and demanded her uncle Captain Salty let her come. She eagerly pressed more free food to our hooves, stammering and blushing furiously when I stopped to make Glitter eat something nutritious and spoke with her happily. Of course I was equally embarrassed to find she had been doing a brisk trade in Shrouded Stallion merchandise from Bobbing Cane's museum back in her home, resulting in a lot of excited fillies and colts pointing at me, wearing their own little faded black fedoras.

It wasn't just food either, games and simple rides had been set up as well. Rings were tossed to the grimy necks of Wild Pegasus and Sparkle Cola bottles, horseshoes clanged and cheers rang out, while the shooting gallery was a lot louder than ones of my own youth using live ammunition. I was able to use the Last Minute to win Glitter a Red Rocket souvenir toy from that one at least. I also groaned in surprise to find the greasy Sludge Barrel running a game of three card monty on a battered fold up table, giving a weary nicker at the conpony spotting us and taking a break from fleecing gullible customers to wave happily. It was sort of nice seeing him... at least he wasn't as likely to get in trouble here as he was welching on bets with the Rust Devils.

There weren't the spinning teacups or ferris wheels I remembered from things like this, but for most wastelanders, just riding along in a chariot drawn by a daring pegasus pilot was a thrill. Though I did find out to my horror that the Dizzytron had been wheeled out and fired up, more secure braces and belts had been added to not simply fling the passengers loose at least, but I fought to hold on to all the delicious food every time Glitter puppy-eyed her way into taking "Just one more ride daddy!"

Weaving my way to a dented old trashcan dizzily after the last such torture, I shook my head to make the three familiar purple and red blobs through the crowd resolve into just one image. I paused with a wry, weak smile watching a test your strength game salvaged from somewhere or other and the current contestants. Val and Swan were on their double date, watching the two Arcano-Cats, Bluejay and Moose trying to win more tattered prizes to add to the impressive collection I spotted stuffed in Swan's large pack, along with the cloud of assorted foods floating in her violet magic the big filly munched on absently.

The two Cats weren't in their armor at the moment, instead wearing their leather jackets with their mane and feathers greased and styled. Swan's alluring Alicorn Angel outfit had been cleaned by her sister, though it sported a few new stains from all the food she seemed to have decided made the outing worthwhile, her cheeks were stuffed and her blue-violet eyes a flat, bored line. Val wore her regular armor and weapons, always ready for action, though I noticed her plumage looked freshly preened and her dark claws gleamed in the sunshine. More importantly, she had a wide grin of real enjoyment, shoving her blue and white griffon date up to take a swing with the nicked hammer the pony running the game held out.

Nnnn... shut up! Quit being so jealous, Val deserves this, she's always flirty and fun, she doesn't belong to me or anybody dammit... I smacked my head to quiet the possessive snarl up there, blinking up to console myself at her laughing at Bluejay taking a mighty swing and only getting the weight just past halfway up the scale to 'Barrel Chested'. I heard him squawking and sputtering about it being rigged as the big earth pony Moose took his swing, nearly reaching the top with the rank of 'Circus Strongbuck'.

My ears flicked at Val snickering and giving Swan a shove up to the game with a sly look, holding up a bag of jingling caps to the two grumbling Arcano-Cats, while the alicorn filly blinked at the game and kept munching away with her muzzle stuck down a paper sack of popcorn. Once Val had the pair hooked and fishing for their own caps to match her bet, she leaned up to whisper in Swan's ear, waving to the ancient High Striker game with a flourish.

The enterprising barker buck who had been challenging customer's stallionhoods in front of their dates gulped as Swan tromped up, nervously holding the big mallet out, then just stepping aside when Swan snorted and pushed it away. She downed a glowing red bottle of Sparkle Cola from her cloud of treats and asked Val something, then grinned and lifted a foreleg high, bringing it whistling down in a blur.

The poor bell at the top gave a warbling ring as it went flying, the weight rocketing to the top and the painted rank of 'Rockhoof's Bigger Cousin', then right past it, sailing into the sky while Swan lifted her hoof from the crater of splintered wreckage at the bottom. She floated a huge, ratty stuffed Celestia from the pile of dirty prizes with a smirk, trotting away with her head held high and her pink tail swishing proudly.

'Be Dark...' surprised me by giving a weird, somewhat disturbing chuckle of dark laughter, joined by the whoop of 'Be Strong!' hollaring its approval. The noise had drawn Glitter's attention from patting my back making sure I didn't puke in the garbage can I had been leaning on however, the little filly immediately giving a bright squeal through the crowd and waving happily.

"Auntie Swan! Wow! That was awesome. Did you win that cool toy..." I had to hold Glitter's tail in my teeth to stop her from pelting off, already eyeing the stuffed doll with wide eyes.

Shrinking behind the trash can to hide and pretending I was totally not watching was ruined by Swan galloping over, forcing me to peek up guiltily and shrug as Val snatched her bounty of caps from the two shamefaced Cats. "Fast! Glitter! Did you see? I smashed that silly game good! Here little niece, I claimed the best toy for you as my spoils of victory!"

"Y-Yeah, I saw Swan, it was impressive alright. Sorry to interrupt, g-go back to your double date with Val, just nevermind me..." I smiled at Glitter tackling the toy Celestia bigger than she was in glee, trying to drag her away and avoid sticking our noses in any further.

Val was already prowling up with a grin however, leaving the crestfallen Cats behind and hefting her winnings happily, she pounced and snatched me up in rough noogies, trapped in an affectionate headlock with my hindlegs scrambling in the air. "Heya boss! I see ya hidin' back there shorty! You jealous ya cuddly lil' stalker? C'mere! Check it out, good start huh? Blue ready ta win me more?"

"Ow! Ow! Ow! I-I'm not a stalker Val! I didn't mean to! L-Lemme go! If you want Jade to win your bet, I need my brains intact to... Oh shit! We better get back to her actually, we were supposed to be back already! C'mon sweetie, that's enough goofing off for now, she'll be freaking out with all these people out here."

"Awwwww! Just a little longer daddy! We still haven't... woooooo...." Glitter pouted back, rolling her bright pink eyes to Val in a silent plea to keep me pinned, then gaping up to the skies along with the crowd looking up and pointing to a whoosh in the skies.

A few of Burny's Red Rocket couriers went... well, rocketing by, buzzing the crowd with red clouds trailing behind them in an impressive bit of stunt flying, looping and zipping around each other in formations that would make the Wonderbolts proud.

"Ain't they somethin' cats and kittens! Put those hooves together for Grandad's elite postal Clydes, they ain't chrome plated but they're on the stick ain't they! You and all the ankle biters keep makin' the scene down there and enjoy the bash! Don't you earthbound hipsters worry, up next we got the steeplechase with our junkyard hopefuls! Not the main scene with me and the way out Princess going for pinks later, but always a crazy show!" Zeke's amplified voice rang out overhead, zipping around the skies and laying it on for the crowd stomping their hooves in applause.

I narrowed my eyes at the speedy pegasus flitting around, strutting and showing off, working the crowd up... Jade had to hear him where she was getting ready, only making her more anxious at the public spectacle the smarmy buck seemed to thrive on. I was so focused on him, I didn't realize I was making a low growl deep in my chest until Bluejay and Moose came up, their suddenly closer voices snapping me out of it.

"That's you big guy, better agitate the gravel an' into yer duds if you wanna impress the crazy big doll here. Why don'cha ask fer a mirror warmer fer luck stud?" Bluejay prowled up, elbowing the bashful looking earth pony with him and flicking Swan's pink neckerchief with a grin to his buddy.

Swan was as confused as I was trying to follow the slang, pulling back and smoothing the bit of pink silk at her sailor shirt collar. "Mirror warmer? This is my pretty scarf thingy, it's part of my costume Glitter had made for me. You can't haz it..."

Sputtering and blushing through his brown coat right down to his hooves, Moose shook his head frantically. "N-No, course not baby, Bluejay's just teasin'! Mares goin' steady just give stuff like that ta tie on the tail of their buck's armor, l-like he said, for luck! Though I was havin' a totally unreal time with you Miss Swan. Ah was umm... w-wonderin' if'n you'd like ta keep cruisin' the strip when I cross the finish line though. Just you an' me like? M-More a real date?"

Swan squinted and tilted her head curiously at the stammering buck, he'd been keeping the lingo easier to understand, but it mixed weirdly with his country twang. She worked it out and blinked after a minute, yanking me away from Val in her violet magic and squeezing me in her hooves as she answered. "Date... ah! Like the things Fast wants to do! Sorry, I only like mating with him!"

"M-M-Mating!? But ah thought him an' the Princess was circled!? W-What? You two..." Moose gaped as I cringed in Swan's grip, looking between us in confusion.

Cocking her ear at Val cackling laughter, Swan smiled brightly and simply squeezed me tighter, holding me up like a mortified trophy as she beamed and nuzzled my glowing cheeks. "Oh yes, he is sister's first, so I have to share... but I do date things with Fast. He already put a baby in my tummy like my mother wanted, but now I like his love-junk and he said we'll always be together! Is that... 'going steady'? Am I supposed to give him my scarf or something?"

"N-No Swan... you can keep it, it looks better on you anyway... Umm... s-sorry Moose, she's pretty new to... a lot of stuff... She does seem to like you though buddy, eh heh..."

Ignoring the overly pleased and jealous growl of 'Be Dark...', I did feel a little bad at the crestfallen expression the big Arcano-Cat wore. It didn't help that his pal Bluejay had joined Val in snickering at the show, leading him to shake it off with a snort and stamp his hoof at my weak consolation.

"Well... a-ah ain't givin' up then, t'ain't right... Ah'll show I'm as good as some poindexter, you just watch me lay a patch Miss Swan, ah'ma winnin' this here race fer you!" Moose gave an earnest nod and stamped off, heading for the garages of the inner circle of Arcano-Cats and his armor.

Waving cheerily, his determined declaration went completely over Swan's head. "Ok then! Good luck smashing all your enemies in the race thing! Byyyy-iiieee!"

"Ouch! I better cool the big lug out. What about you Red, gonna watch me make the scene at the stunt show later? Pullin' out the old Crushinator Jaws of Smashalot just to peacock it up for you hot stuff. Maybe head to the submarine races later?" Bluejay waggled his brows to Val, punching her shoulder and hooking a claw over his shoulder to the obstacle course down the runway I goggled at along with Glitter.

Looking past all the flaming hoops to the rusty, pointy, chompy jaws of spikes being wheeled out, I shivered at the thought of flying through all that, even in bulky griffon power armor. Even more insane, after asking around during our time here, I knew that thing was something salvaged from the base along with the Dizzytron, some prewar lunatic stationed here had built that...

"Maaaaaybe I'll take a look, if'n I ain't busy, or drunk, or havin' my own lil' romp with the boss. Tons of fun here got me all frisky talkin' him up. Guess I might wait an' see if you ain't all talk Bluefeathers, better be miiiiighty impressive though!" Val ruffled my mane and smirked, chuckling at the griffon's beak dropping open at her leering grin as she nipped my cheek suggestively.

Gaping between Val, Swan and then me trapped by them, Bluejay's feathers puffed out and he squawked, shoving a yellow claw in my nose with a glare. "Y-You... Yer just lucky you ain't on the line out there today pipsqueak, or we'd leave you in our dust. Just you watch Red, gonna show you what a real Hep-griff can do, not some griffon groper runt!"

Once he bounded away, I struggled loose and pouted at Val snickering in her claw, fluttering her eyelashes at my embarassed glare and speaking in an innocent tone. "Whaaaat? Couldn't let 'im get too big for his metal britches boss, now he knows how his big buddy feels an' they can wallow in misery together on missin' out on all'a this!"

Biting back a laugh at her waving her claw to herself and Swan with a sultry wiggle and flick of her tail, I raised an eyebrow and tried to keep pouting. "We're supposed to be making friends Val. Not making every Arcano-Cat here hate me in particular..."

"Oh I'll probably shag him anyway, if he wins... Yer cute n' cuddly boss, but don't quite scratch the same itch. Just good for 'im to see the competition, makes you look like a stud too, worth lots of cred!" Val chuckled and fell in at my side when I turned to the distant hangars Jade was practicing in, though she leaned down purred softly with Swan and Glitter sharing food trotting behind us. "'Sides, fun is fun, but yer my lil' pony pal boss. So anygriff what comes sniffin' around better be cool with it, 'cause I umm... ya know..."

"I love you too Val. Now, let's go win your bet so you can rub it in on your date."

Bumping flanks with the sincere griffon, I forced the possessive growl in my head back and kissed her cheek, trying to communicate my approval, even if I... or 'Be Dark...' didn't like it. Her regular, meaningless flirting and lewdness was the same on the surface, but had changed somehow too. I wanted her to know I was happy for her, my best friend who had grown and changed from the hurt ex-Gunner she had been. Val deserved happiness, wherever she found it and with whoever. 'Be Unwavering!' She wasn't...

"Oh dear! Oh dear! Oh dear!" Jade's anxious cries met my ears before we even reached the hangar far from the main runways, forcing me up to a gallop to reach the cracked doors bent in the tracks that once let them slide open to permit huge sky vehicles access.

This part of the sprawling old Shadowbolt's base was distant and unused, a cavernous hangar riddled with rusty holes that let shafts of light come spilling in from the roof to illuminate the space. The Arcano-Cats had long ago salvaged anything of worth, leaving only a few wrecked hulls of Equestrian Air Guard bombers. It made for a great area to let Jade practice in peace, without a lot of prying eyes to throw her off. Cool Jets also assured us it was important to make a big reveal, preserving the surprise an important aspect of 'making the scene'.

Peeking in now, I could see her point. The sight of Jade in the gleaming A-01 was stunning, and I knew what to expect. The bulk of the ornate armor was a darker blue than her coat, complimenting where it showed through at her face and undersides of her frantically flapping wings. Deep, jet black bits of trim sparkled with flakes that looked like stars and other highlights in pearlescent white shone like moonlight, while the lighter blues of the crystalline wingblades and the shifting armor plates of the 'dress' matched her mane, which was free to flow from the chromed, crown-like helmet framing her face.

Of course it would be more impressive if she wasn't lurching around the rafters, careening around the ropes Summer had hung from up there for her to dodge around, nearly bowling the light yellow pegasus aside in one pass and leaving her spinning in the air as she tried to keep coaching her. "Calm down Jade! You're overcorrecting again, let the armor do the work!"

"Wow! Lookit her go! You're doin' great mommy!!" Glitter squealed from beside me when she caught up, jumping up an down in cheers that got her mother's attention instantly.

The floating crystal wingblades above her own shifted and flared when Jade made to bank, turning on a dime and accelerating down the long hangar far faster than she obviously intended. "No! No! No! S-Slow down!"

I barely had time to tackle Glitter and huddle around her protectively. Thankfully she came down for a landing hard, skidding all four hooves and digging a trench in the concrete as she slowed to a stop inches away. Shaking off the wide eyed, fearful look on her face from the near crash as the armor shifted and folded at rest around her, she panted down at me with an accusing scowl. "There you are Fast! W-Where have you been!? You are to help me with this crazed contraption, not just wander off and leave me!"

"Er... just took Glitter out to look around, umm... scout out the competetion? Hehehe... y-you look like you've got it... w-well in hoof, lots better already, r-really!"

I flinched at the disbelieving snort that got, really wishing I could lie to her. "D-Do not try to placate me Fast. I have enough trouble with technology, without being completely encased in untested, malfunctioning... junk! This is a h-horrible idea!"

"It's not untested sister, I tested it! You're doing it wrong... when it looks all pretty now too. You should have painted it purple and let me have it Fast..." Swan trotted around Jade and huffed, seeing it completed for the first time herself and clearly envious.

"I quite agree, you are welcome to it sister!" Jade stuck her nose up in a snit, then her ears drooped and she bit her lip, continuing in a meek whisper. "I... I c-cannot do this Fast... I feel clumsy enough normally, this armor is just making it worse. It is totally antithetical to everything about me, I am not good with technology, it was intended for war and I..."

Stroking her cheek as I patched my pip-buck in to the hers and its connection to the armor, I hushed her with a quick kiss, glad to see Witchy landing at her side to comfort her too. "You can do anything Jade... believe in yourself like all of us do. It's not your fault, it is a prototype and we were in a rush. Let me try making some more adjustments..."

"We've already turned all the calibration settings way down sir. Stripping all the radiation shielding made it light enough to get off the ground, but it throws everything off. This thing is just way too touchy and we don't have enough data." Cool joined me in going over the lines of code scrolling away on my pip-buck, not really helping as Jade gasped.

"R-Radiation shielding!? This produces... I cannot be crammed in this tin can and absorb radiation! I will... i-in front of everyone out there!? H-How many are there to see..." Jade pranced back, dragging me along by the foreleg still attached to her by patch cable.

"Easy Jade! Whoa! Gimme a minute here... Yes it produces magical radiation, only when using certain features though! I already took it into account working with Swan and I'm guessing you two absorb it at basically the same rate. This thing has the Institute's unicorn power armor modifications, it can draw off your magic to power the suit. Which is actually a good thing considering the kind of power demands involved with this thing, no wonder they could never get it to work. Took awhile to work out the ratio, but I programmed a patch to the spell matrix, it will drain off rads as fast as you absorb them. Actually it's pretty awesome, basically unlimited power off one spark core! Works even better than it would for Celestia or Luna with you!"

I blinked up and realized I had a crazed look in my eyes, getting absorbed with the incredible arcano-tech and babbling away with my obsessions taking over and a goofy grin on my face. Jade's unconvinced whinny and flat look brought me up short though, shaking it off and continuing in a calmer voice.

"You're not going to grow right out of the armor and turn all super alicorn in front of everypony is what I'm saying hon, so don't worry. Not that it would bother me, other than ruining the suit I guess... A-Anyway, as for calibrating it, you're the one who didn't want to practice more."

"Because I was hoping to find a way to avoid this entire spectacle... you did not answer my question Fast, how many spectators are waiting out there? You did go wandering off to enjoy yourselves... Glitter sweetheart, a-are there many?" Jade's eyes narrowed at me chiding her, anxiously turning to the little filly bounding around her in circles.

"Lots and lots mommy! It's gonna be so cool when everypony sees how pretty you look and mhmmhphh!" I dove to catch her and stuff a hoof in Glitter's beaming mouth, but the damage was done as Jade visibly paled.

I was glad Witchy was there to prop her up before she swooned on the spot, though even the strong batpony wearing her own thestral power armor in solidarity nearly buckled under the weight, squeaking as the servos of her legs whined. "T-Tis alright your highness! Thou art truly a picture of beauty and poise that the m-masses are merely... e-excited to see in victory!"

"Aw quit bein' a baby Blue! Gots caps on you, so suck it up an' be a badass, ya look the part already! You fly better than boss, not that he's a high bar or nothin', but you know yer shit up in the air. Ain't ya got no more of them breezies' awesome sauce in yer packs? Take the edge off a lil'!" Val tried being supportive too, in her bawdy griffon way at least... rooting around for Nectar in Jade's medical box saddlebags hanging with her lab coat.

Swan was still pouting over not being in Jade's place, but even she tried to be comforting. "Val is right, Mother made us to be great and powerful sister! Be confident and show off!"

To my surprise, Zed trotted up and helped the most, pushing down Jade's hooves tapping together with metallic clinks in front of her muzzle. The stern zebra stood up on his hindlegs and held a hoof in front of her face to focus her pinprick blue eyes, speaking in his soothing baritone that cut through the sound of her hyperventilating. "Miss Jade! Breathe... in through the nose, out through the mouth. Slow and easy. Being nervous before battle is natural, but you are not a coward."

"B-B-Battle!?! I am to race, not b-battle!" Jade gasped back, effectively distracted for a moment the zebra took advantage of.

"Oh but you are. This is your battle. I have come to respect you because you rise to such challenges, despite your fears. You have made even me believe in a pony Princess thanks to that noble heart. That is what those ponies wish to see. Do not doubt it when the proof is on your flanks." Zed actually got through to her, tapping the armor plating stenciled with Jade's cutie mark with a quirk of a smile.

"He's right hon, they all are. Er... Val less so maybe... but still. We all believe in you, believe in yourself too. Winning or losing doesn't matter here, it's going out there and showing them what kind of Princess you are."

Answering for us all, Glitter scrambled up Jade's back and bounced between her armored wings with a bright shout. "The bestest in Equestria! C'mon mommy, I'll help! You always fly lots better when you let me ride!"

She still looked scared, but Jade set her eyes in a determined line and gingerly lifted off the ground, turning from nuzzling the happy filly to looking over the rest of us gratefully. "Thank you all... you especially sweetheart. Let us p-put on a good show then..."

"Awright all you hipsters! You ready for the main event!?"

Burny Jets himself had come out to officiate Jade's race, pacing back and forth in front of the contestants at the spray painted start line on the cracked tarmac. The absolute roar of the crowd that answered the grinning old buck made me very glad I wasn't the one competing, though I felt bad thinking that while watching Jade shivering hard enough to make her armor clank.

"That's right cats and kittens! A regular race for the ages, the Big Daddy of the Cats, my very own snotty grandson Zeke, versus the Common Pony's Princess down here to strut her stuff! For any squares out there that don't know the drill, this here's just a little friendly competition between the Cats and Sanctuary, with the Princess lookin' to earn her jacket in the process!" Burny fluttered up where he could be seen, shouting out in a magical megaphone in his hooves as he pointed out the course.

Beyond the short obstacle course in front of the stands, distant hoops of cloud floated over the runway and the sea beyond, tended by pegasi keeping an eye on the course and making sure both racers flew through each. Following along with Burny, I saw how they banked north towards the city, weaving through broken smokestacks, passing through the skeletal tops of skyscrapers in sight, then turned through an isolated section of elevated highway and monorail tracks with the ominous name of 'Dead Mare's Curve', before banking back towards the skyport and the finish line.

"Don't worry folks! I won't pull tooooo far ahead, so you won't be strainin' those peepers tryin' to keep an eyeball on both of us. Gotta make it a good show for all my paper shakers out there!" Zeke strutted and preened for the crowd, smirking and giving a wink to a his own little section of pretty fillies acting as cheerleaders who gave adoring moans over the smarmy buck.

Still standing and shaking in place, Jade gave a sharp "Eep!" when Burny nudged her gently, waggling his megaphone up to her. "Ooooh! Tough talk from the whipper snapper there Princess! Any comeback?"

Blinking between the two red coated pegasi curiously, Jade tilted her head and held a dainty hoof out. "Er... I h-hope for a fair and sporting c-competition?"

Burny facehoofed and even Zeke looked let down by her polite reply, my ears flicking at the older buck whispering up to her. "It's trash talk Princess... all in good fun, part of the game. Give him what for!"

"Umm... Ah, I w-will be victorious then, s-so there!" Jade tried anyway, at least winning points for being adorable by the kindly chuckles from the crowd.

Thankfully Glitter had yet to abandon her perch on Jade's back, standing on her hindlegs to peer over Jade's cloudy mane and taking over with a yell. "My mommy's gonna blow you away Zeke! Her armor's lots fancier than yours, daddy fixed it up really good and I helped make it pretty! Yours stinks!"

Sniffing at the air, I had to agree with the little filly sticking her tongue out to the uproarious laughter of the spectators. Zeke even looked a little abashed, wrinkling his nose after an embarrassed sniff under his wing, then shouting to Scopes over in the pit crew area behind a line of concrete highway dividers along with me, Summer, Cool and the Arcano-Cat Rowdy. "Told ya this new wax of yours reeks Scopes! You're lettin' the ankle biter make me look like a spaz with this grody goop!"

The green unicorn nearby flinched, but Burny cut off any excuses he could offer with a snort of laughter. "She's got you there Grandson! Style points alone I gotta give it to the way out Princess. Never thought I'd see the old A-01 make it off the line, let alone lookin' like a blue dream. The little filly's got class, huh folks?"

Glitter's chest puffed up as she waved and bowed, hamming it up for the crowd as she tugged Jade's wings up to show off every detail like she was a chariot show model. She definitely put Zeke in his place, prancing around and posing in front of her stage fright frozen mother, making showy waves of her hooves to the gleaming paintjob and chrome. She certainly cranked the cuteness factor up to 11, hopping up to her back after getting enough oohs and ahs, then donning her too big flight cap and tugging her goggles down like she was ready to go.

Snorting in frustration, Zeke crouched in a ready position on the starting line, his wing's cocking up and the arcano-tech additions of his armor humming with power as he sneered back. "Yeah, well, ain't no fashion show little monster, it's a race! I'll be smellin' like roses and lookin' pretty when I'm in the winner's circle!"

Still chuckling and wiping his eyes, Burny fluttered up and pulled Glitter loose, giving Jade a nudge to join Zeke on the line as he tossed the little filly to his own back with a wink. "He's right cutie, no co-pilots up there. You just stick with your ol' Grampy Jets and help me call this thing. Everypony ready!?"

The resounding cheer was answer enough and Burny zipped out of the way, turning things over to Roxie hovering in front and between the two racers with a flowing pink sash held up in her hoof, her bright, bubbly voice amplified by her own neon pink power armor. "Like, on your marks...."

Jade shook her head and seemed to realize this was really happening, scrambling to get down in a racer's crouch to match Zeke and gulping at the thrum of the A-01 ratcheting up. The crystal blades at her wings detached and hovered over her back when she spread her wings, glowing brightly as the metal plates of her dress shifted and sparked.

"Get set..."

I made a grab for the battered ham radio we had been using during testing, speaking directly to the comms in Jade's crown-like helmet. "You got this Jade, take it easy in the turns and open it up on straight aways, I guarantee you've got him beat in raw, top speed. Just don't use the Dash Mode until the home stretch. Let the armor do the work and..."

"GO!"

Roxie threw her silk scarf down, signalling the start of the race with a series of multicolored fireworks bursting from the tube shaped launcher on her battlesaddle's left flank. Zeke blasted off and left Jade literally choking on his dust, leaving a brilliant red contrail behind him as he streaked for the obstacle course. There was a rolling laugh through the crowd as Jade shook it off, then a whoop when she took off after him, cratering the asphalt under her hooves and making a shockwave when the A-01 blazed to life at her panic to catch up.

"Slow down! Easy, you'll overtake him later, just get through the course first! Stay on the ground for now!" I yelped into the rusty microphone, wincing at Jade nearly overshooting the series of hoops and hurdles Zeke was nimbly darting through already.

Zeke knew the course and was an agile flier, clearing the last hoop and streaking down the runway to the distance course starting at the rocky shore. Jade had improved with practice and more fine tuning, but we'd already decided her best bet was making like the earth pony Moose running the steeple chase earlier. The A-01 was built for an alicorn, taking advantage of the Steel Ranger tech making her pistoning hooves a blur let Jade get started slow, prancing through the obstacles at a gallop.

She did smash her way through a few hurdles, but cleared the last hoop with Zeke only three quarters of the way down the runway. Rather than landing from her graceful leap through the rainbow colored hoop, Jade spread her wings and the fins at her flanks shifted to a swept wing, the floating crystalline wingblades pointing back and adding a glowing burst of magical thrust.

Zeke turned back in surprise to see her gaining on him, putting his head down and pouring on the speed to beat her to the first cloud hoop floating above the rocky shoreline. With an agile flip, he zipped through the hoop, skimmed the water lapping at the shore, then blasted straight up as Jade hit the hoop behind him, creating a wall of water exploding up in a shower Jade splashed into.

"Oh! A cannonball blast off blinds the Princess and Zeke takes the lead!" Burny shouted out commentary, followed immediately by Glitter yelping, "That's cheating! Booooo! Go Mommy!!"

"Pbbfftt! Gah! C-Can't see!" I could hear Jade sputtering on the seawater over the radio, grinding my fangs at Zeke soaring off over the sea towards the next hoops, while Jade flapped and shook in the air, getting her bearings.

"Up! Up and forward Jade! Be careful, he's playing dirty!"

She trusted my shouted directions, blasting off in pursuit and creating a bigger fan of water in her wake. Jade had to loop back when she missed a floating hoop right behind him, lacking the nimble Zeke's precision, but closing the distance in between each obstacle enough to obviously worry him as they neared the outskirts of the Trotson ruins.

Zeke wove through the trio of smoke stacks still standing above a ruined factory without breaking stride, barely ahead of Jade slowing down to follow. The floating hoops of cloud were on opposing sides of each crumbling pillar, forcing Jade to flare the fins of her armor out in a wide fan as she carefully made her way between them. She clipped the last one hard, sending the pegasi minding the hoop scrambling away as the smoke stack cracked and collapsed in a rain of stone and soot.

"Ouch! A little sloppy, but the armor can take a beating anyway! Zeke makes his way to the residential ruins just ahead of the Princess making him sweat!" Burny shouted out again, following the red and blue streaks making their way towards the warren of crumbling, low stone buildings on the outskirts of Trotson.

Zeke kept looking back to Jade steadily gaining on him in the open stretch, then dropped down and zipped through the husk of a series of apartments. He dove through an empty window and disappeared from sight for a moment, then darted out the other side and gained altitude, bringing a cloud of agitated Bloatsprites with him.

"He's cheating again! Make him stop Grampy Jets! No fair!!" Glitter yelped from Burny's back, drumming her little hooves on his grey maned head.

Ducking from the assault, Burny merely chuckled back, continuing his running commentary as Jade flinched and dodged from the swarm of pastel colored pests. "All's fair in love and racing kiddo! Local hazards are part of the course he's taking advantage of, but still fair. Let's see how yer ma handles it!"

Unfortunately, Jade handled it by panicking... I could hear her yelps over the crackling radio as her distant blue speck jerked and dodged back from the swarm of pests, while the red streak of Zeke sped off. The bastard even paused to do loops as he soared around the ruins, zipping through hoops and maintaining a comfortable lead while still gloating.

Val screeched and shoved me aside before I could say anything, grabbing the microphone in her claws to shout right in Jade's ear. "They're friggin bloatsprites!! They can't hurt ya in that tin can! Plow through em Blue! Quit blowin' my bet!!"

Wrestling to get the mic back from the griffon stamping her paws in a fit, I groaned along with her when I heard Jade's reply. "T-They are living creatures! I do not wish to harm them when they cannot harm me as you say Valkyrie! P-Perhaps if I just swat them aside and..." I could hear the hum of a magical energy weapon and the bright glow was visible from here, coming along with Jade's anxious cry. "Oh my! Y-You said this suit possessed no weapons Fast!"

Her tail... she made to shoo them away with her tail and activated the glowing blades there, I could hear the spatter of Bloatsprites getting sliced to ribbons over the staticky noise. Along with her bizarrely frustrated tone as she ducked and dodged away from the bloatsprites, forcing me to answer in a rush while Zeke sped on.

"Er... I said I didn't work on any of the weapons... that much... the tail blade was built in. Letting them get so close and attack you is activating the defense systems. I didn't think it would come up, alright!? Val's right Jade, just plow straight through! Put up your shield, hurry while Zeke's still showing off!"

"Ooooooh! At this rate I suppose I will do less harm doing as you suggest than allowing this contraption to continue! Is there anything else I should be made aware of Fast!?" I could see the bright blue ball of light blazing around her as Jade darted forward and resumed the chase, her suspicious huff making me hem and haw a weak reply.

"Umm... I might have played around with some kind of built in magical weapon of last resort type thing... it looked too cool to just delete... Just, if it prompts you to use death blossom, say no... Er, just focus on the race for now, keep that shield up and you'll shrug off anything else he throws at you, it should be augmented by the armor too. H-How's that part working?"

"Death blossom!?! You fiddled around with something called death blossom!? I am wearing something that HAS a death blossom!?!" I winced back from the poor old ham radio practically hopping up and down with Jade's furious shout, laying my ears back and turning to Burny's commentary as a distraction.

"And the Princess pushes through, closing the gap while my idiot grandson is showing off! You folks ever hear the story of the Miretank and the Radrabbit? I know I told it to him, but I think he missed the moral of the story, eh kids? They're heading out over the marshes now with the Princess moving up fast! This race ain't over... Sweet Celestia! Look out you idjit!!" Burny's lighthearted play by play turned to a raspy shout, drawing everypony's eye to the dark shape swooping down on Zeke's red blur.

A bird? Was it closer than I thought? No... it was just big... really, really big... Some kind of gigantic bird of prey had swooped up from a rusting, half open water tower out in the swamps and hills beyond the race course, disregarded this long simply because the scale of the thing screwed with perspective until it made its move and dove after Zeke with a screech. My mouth went dry as I snapped the Last Minute up and peered through the scope, only making my blood run cold on getting a better look at the massive beast barely missing Zeke with those razor sharp claws. Good goddesses, that thing could pick Jade up in just one of those claws!

It was mostly slate grey, with a pale underbelly and plumage tinted slightly green, that two smaller, ugly wings with hooked claws at the joints sprouted from. The thing was clearly some kind of mutant abomination, a second, smaller head near the first had a matching hooked beak and milky eyes. Its feathers were mottled and patchy, while its gleaming claws were like swords at the end of crusty, scaly yellow feet. For all its size and obvious power, it was disturbingly fast too, pulling out of the dive with a mighty flap, then swooping upwards and making a pass at Jade as it rose and turned towards Zeke again.

Val's awed whisper of, "Friggin RadRoc... what the hell!?" didn't do much to reassure me, the tough merc actually sounding scared.

Jade's frightened cry snapped me out of the stupor I was in watching the monstrous bird lining up on Zeke again. He looped and spun to face the next dive, then hitched in the air, only saved from getting sliced to ribbons by virtue of falling like a stone, lurching and jerking as he fell.

I made to take off with the roar of 'Be Dark...' straining to take over and I was tempted to let it, already asking for the strange spirit to help me teleport to her side as Jade dove and caught Zeke before he impacted the swamps below. A crazed warcry and screams nearby brought me up short however, followed by the tinkle of glass and fwoosh of flame, along with gunshots a lot closer than the shooting gallery.

From my spot hovering in the air, I could see a horde of raiders pouring in from the ruins, hooting, hollaring, shooting and attacking the makeshift fairgrounds in a chaotic wave. Between the monster bird attack and the much closer threat, the gathering of happy spectators dissolved into complete pandemonium as they stampeded.

"Fucking hell, raiders! Folks, evacuate down the runway! To the ramps up to Rocketburg! Cats! It's time ta rumble! Off yer rears and into gear dammit!" Burny still held his megaphone and shouted directions to the panicking crowd threatening to trample each other.

Glitter was still on his back... innocent wastelanders here were galloping away from the rush of raiders attacking anypony in their path, but Jade was out there.... under attacks from the vicious bird that I could see dimmed her shield and knocked her off course from here. She was darting towards the decaying section of elevated highway called Dead Mare's Curve and the minimal protection the concrete and steel structure offered.

Glitter... Jade... they were both in danger... I was torn by indecision, frozen in place until a grimy yellow raider fired a pipe pistol at the hovering target of Burny Jets still shouting out orders, clipping his wing and making Glitter squeal around the grip of Righteous Authority in her mouth. Vengeance was up and firing while my brain was still trying to catch up and I swooped after her, forcing the crazed raider back and clipping her foreleg in a spray of blood that didn't look to affect her as she ran on the crippled leg, turning her attention to nearer targets with a sadistic whoop.

Cool Jets and I joined Burny in midair, the old buck's grandfilly pulling him away, while I fired the Terrible Shotgun from the flank and tried to stay between Glitter and the rush of raiders stampeding through the fairgrounds. Several small caliber rounds impacted my magical armor, making me wince at the hammer blows of impact mitigated by the padded trenchcoat.

Almost nowhere seemed safe enough for my daughter blasting away with her boxy magical energy weapon, so I opted for the pit crew area with its concrete blocks and the ham radio still connected to Jade. I had to practically force Burny down with Cool, the old buck pulling his own mouth held M.E.W. and joining Glitter's frenzied shooting as he shouted around the grip. "Get em dammit! What the hell's the problem!?"

Ducking into cover, I saw what he meant... The unarmored, lower ranked Cats were charging out along with the older city guard of Rocketburg, but the inner circle of Cats in their gleaming power armor were not joining the fray. Or they were rather, but to no effect... As I peeked up and emptied the cyllinder of Vengeance, I saw Rowdy's purple armor come galloping down the runway, her legs spread and head lowered as she made to open up with the heavy weapons on her battlesaddle, only to jitter and freeze with a spark and whiff of ozone.

Glancing around before ducking back to shove Glitter's head back down, I saw it was the same with all the other Cats. Moose and Bluejay were still as statues as raiders swarmed around them, several jumping on their armored forms with crowbars and auto-axes, trying to cut them free like they were opening a can of cram. Roxie fell out of the sky and crashed to the concrete nearby, I could hear her struggling to move and whimpering from the concussion.

Jade's voice warbling over the radio drove it home, panting in fear as I sought her out and found her just by tracking the huge bird landing on the highway ruins and pecking at the broken roadway. "Fast! Fast something is wrong! Zeke cannot move! His armor..."

"Jade! Are you ok!? I'm coming! Raiders are attacking here and it's happening to the others, but I'll be there as soon as I can! Just hold on!" I shouted into the microphone floating in my magic in between blasts of the Terrible Shotgun, fear born adrenaline making me shake seeing the monster bird clawing and pecking to get to the blue glow of her shield.

Val was blazing away with her 25mm grenade launcher and red beams from her M.E.W., staying at my side and picking her shots to stay focused on the largest clumps of raiders before they spread out. They had no plan or objective I could see, they just swarmed in and attacked anything that moved. One burly stallion launched himself at a screaming filly and tried to rape her on the spot, his head blown off in a spray of gore that drenched his victim by a S.A.T.S. assisted .45 while he was trying to mount her.

Jade must be able to see the smoke and flames from where she was hiding, giving a determined shout back as I reloaded and shoved Glitter behind me again. "Raiders!? Oh my... help them there Fast, the civilians... innocent ponies... I... I will be fine for the moment!"

Swan had launched herself into battle with a wild and giddy whoop, a rain of destructive magic tearing up what was left of the fair as she sang happily. "Green is good, red is dead! Die all you red ponies!"

I was thankful I gave her a pip-buck, the E.F.S. system let her distinguish what she was free to smash and what she should protect anyway. Galloping after the clusters of raiders splitting off to loot and pillage as they went, Zed pummeled the invaders with his hooves, dodging rusty knives and spiked baseball bats. I spotted Witchy perched on the overhang of the Red Rocket garage too, looking as torn as I was as the long antimateriel rifle on her armored flank fired and sent a huge and mangy looking red raider head over hooves, off the bleeding stallion he had been stomping on with a rusty set of power hooves. She kept glancing out to the RadRoc attacking Jade as much as I was, but those sensitive ears must have heard her orders over the radio as she held her position.

"This is fubared boss! With them Cats outta the fight an' useless, we're pretty fucked!" Val screeched and fell back when a .308 from a rusty hunting rifle punctured the joint of her armor at the shoulder, hissing in pain as she fired back.

"Help them! D-Do not worry about us Fast! I will... oh dear! H-Hold on Zeke!" Jade's voice crackled out again as my head pounded, she was in danger... 'Princess! Mine! Let me!', but Glitter and all these ponies... 'Be Kind...' 'Be Unwavering!'

Jade and our baby... 'MINE! LET! ME! OUT!'

Innocent ponies dying in front of me... 'Be Kind...' 'Be Unwavering!' 'Be Strong!' 'Be Awesome!' 'Awareness!'

My head felt like it was going to explode, the war going on up there splitting me down the middle. I had to help Jade, but I couldn't leave Glitter and abandon all these ponies that needed help too. It was the sight of a gaggle of Minutemares who had come to see the show from Redheart helped me break through it.

They were right on the front lines, working with a group of robed spell slingers from University Point, holding raiders back and ushering screaming, bleeding ponies away. There for the Commonwealth in a minute's notice, they were outmatched, but brave and refusing to give an inch, each proudly wearing the uniforms of the ponies in blue and determined to live up to the ideals of their Princess they had come to see.

I saw one peach mare with blood drenching her tan hat and purple mane, stumbling along with a pair of crying colts she was trying to shove away from what I was all too certain was the bleeding corpse of their mother. Her eyes locked with mine across the battlefield and I saw the hope and expectation there as Cool sped out from cover and helped her, grunting from a shot hammering her flank but speeding on. I was supposed to be the general of the Minutemares, a hero... somepony to look up to and believe in...

Glitter looked up from behind her goggles with a worried look from Summer's hooves holding her down, afraid but trusting in me... the absolute faith in those wide pink eyes helped me fight through the blinding pain between my eyes, snarling to myself as I flapped up and dove across the tarmac.

"NNNGH!!! A h-hero dammit! Y-You're supposed to be a hero! Act like it! Help me or shut up! I... We can't just turn our backs!"

To my relief, the Shroud's spirit stopped fighting me and seemed to step back, watching... I wasn't sure if it was shamed into cooperating, or just willing to let me try first before it went back to attempting to take over, but the pain in my head backed off in time for me to come rolling to a stop behind Roxie's prone form. Bullets sparked off the tarmac and pinged off her armor chasing me the whole way, though I heard Val's screech and the crash of her pistols covering me as I huddled behind Roxie's neon pink armor and got to work.

Patching my pip-buck into the dead armor didn't result in a proper reboot, a short occurred and sent sparks sizzling into my mane. Trying to focus on the litany of error codes scrolling through my vision was difficult enough, the tinkle of a molotov exploding nearby and the heat of spreading flames just made things worse. Roxie was coming to and struggling to move, her screaming further distracting me from figuring out the problem.

I peeked up from behind Roxie's frozen wingplates, firing on a trio of raiders loaded down with cloudy bottles strung from bandoliers. A lucky shot through the heat haze of flames and green text scrolling by turned one of them into a fireball, rolling around and wailing.

As the diagnostics on my pip-buck were finally finishing up and I emptied the clip of Deliverer on the other two pyromaniac raiders scattering, I spotted Scopes in Zeke's pit crew area and tried to flag him down. "Scopes! Scopes get over here and help, something's wrong with the suits! Cascading circuit failure from battlesaddle spark relay reroute D-239... what the hell? Just get over here dammit! And don't use your weapons!"

I was relieved to see Scopes' gleaming, lime green, unicorn compatible T-55 armor was still mobile, though the fact he was backpedaling away with it rather than charging forward made me shout in frustration. His helmet was folded back, showing the stricken, pale green face and terrified brown eyes behind his taped up glasses.

"Like hot! HOT! Get me movin' before I cook daddy-o! Please!! SCOPES! HELP!!" Roxie was fully awake and struggling, throwing me off from opening access panels and tracing down circuits as the smell of burnt feathers assaulted my nose.

Sweat was beading on Scopes' face as he kept backing away, his head giving involuntary shakes back and forth. The voice of his obvious crush screaming broke the paralysis, but in the opposite way I expected. The blank face of his chrome and green helmet flipped up, cutting off his own frightened grimace as he turned and ran, plowing through raiders that tried to bar his path, but not slowing his escape out to the ruins they came from.

Trying to lift Roxie in a field of telekinesis while juggling my guns and squinting at fizzling, gem encrusted circuit boards took all my concentration and then some. 'Be Strong!' and 'Be Unwavering!' sang together in two part harmony as I dragged her away from the flames. The notes of 'Awareness!' and 'Be Awesome!' were bouncing all over the place with my wavering attention, as I fired the Terrible Shotgun at a teal raider mare with way too many piercings and found the culprit frying Roxie's armor. Beneath it all was the reverberating bass note of 'Be Dark...' barely held in check by 'Be Kind...', stewing and cooperating sullenly, but as panicked about Jade as I was, helping to float Roxie closer to the radio and her anxious voice if only to hear if she was alright.

I shoved the worry aside and focused on the open panels of Roxie's armor as I fell behind the concrete highway divider with Glitter and Val again. "This goes here... and this goes here... and this fucking wire shouldn't be here at all... aaaaand.... Nnngh! Work dammit!"

Giving Roxie's armored flank a smack with my pip-buck, the reboot sequence hummed to life as I tore away the mystery wiring that didn't belong. Roxie's pink armor whined and restarted, allowing the frozen mare to scramble to her hooves. She panted and shook, flapping one smoldering wing frantically to put out embers from the flames we escaped, then flipping her helmet back to shake her ponytailed light pink mane, nearly pouncing on me reloading my weapons in a shivery hug.

"Razz my berries daddy-o! Thanks! Like, what's the major malfunction? Why'd my pink dream go all kookie on me? She on the stick now?" I really didn't have time to puzzle through Roxie's slang, but the context of her warily eyeing the novasurge rifle on her flank and enough time around the funny filly was enough to get the gist.

"It was rewired somehow... activating the weapons caused a short that crashed the spell matrix. I fixed it, so you should be good to get out there Roxie. I'm guessing the others all have the same problem, so we need to get them up and moving again to deal with this shit. I have to get to Jade, but you, Summer, Cool and I are probably the only ones who can fix this fuck up!"

Dodging down from firing both her 12mm pistols over the concrete barrier we huddled behind, Val shoved Glitter down from trying squirm free of Summer's protective hold to shoot her little magical energy pistol again, wincing from buckshot peppering her breastplate and her feline side oozing blood. "Sabotage boss! They don't all have the same problem accidental like! Bluejay and the big guy are close, but out in the open. What'dya wanna do about the squirt an' Blue?"

Burny was crouched at the end of the K rail, keeping Glitter sandwiched between himself and Val and firing his M.E.W. before ducking back, his wrinkled face alive and young in the midst of combat. "They're headin' fer the ramps dammit! Can't let em get up ta Rocketburg! The civvies!"

I peeked over the barrier while Burny slammed a fresh spark cell into his weapon, taking in the chaotic situation as calmly as I could manage. Across the runway and near the larger hangars used for a marketplace, the series of rickety metal ramps leading up to the cloud town above was clearly one of the raiders objectives. Not in any kind of reasoned or tactical way, but it was tall and full of retreating ponies clambering up to the relative safety, away from the horde of crazed raiders pursuing them.

The few Minutemares in attendance had already formed up with the leather jacket wearing Cats, combat armored town guards and robed wizard ponies from University Point. They huddled around the bottom of the ramps as a defensible position, trying to usher the crowd up in an orderly fashion that wouldn't send the whole thing toppling down, but they'd only hold out so long.

"Oooh! Go away you big brute! L-Leave him alone! Fast!? Fast are you there? I am trying to lead this creature away, but it seems quite fixated on getting to where I left Zeke!" Jade's voice squawked out from the ham radio sheltered beneath us, adding one more emergency to deal with as I sought her out and saw her blue streak darting around the RadRoc, still perched on the highway ruins and ignoring her.

No! Quiet! I'm trying to think dammit... Normally I'd ask myself what the Shrouded Stallion would do, but lately that question was uncomfortable and I knew too well what the real one would do if allowed free. Indiscriminate slaughter was not helpful... I asked what the comic Shroud would do, not you... think...

"Mr. Jets! Summer! Take Glitter up to Rocketburg and help get everypony you can up there, Summer, I'm counting on you to keep Glitter safe for me, please... If it looks like they're going to take the ramp, tell the Minutemares to blow it up and start flying anypony left on the ground up. Tell them it's an order from me, hold that ramp as long as possible. I'm hoping there's enough solid space up there, if there's not, see if any of those University Point ponies can cast cloudwalking! Val, Cool, Roxie! We have to get the other Cats moving! Jade, can you hear me!?" Gulping to myself, I started shouting orders, ending by floating the battered radio to my back and yelling into the mic as the others tensed to move.

"Y-Yes! I hear you dear! W-What should I do!? This creature is not fazed by my anesthetic spell!" Jade's staticky voice replied, making me groan internally at her trying to tranquilize the huge monster attacking them.

I admired her convictions and sticking to them no matter what, but she should really be stepping up from non-lethal attacks... She'd probably like what advice I had to give even less however. "Get back to Zeke! You need to fix his suit so he can get away or fight back Jade! I'll walk you through it, but you have to do it! Witchy! Go try to help her until we can get there! Alright, let's go!"

"W-Wait, what!? Me fix... Fast!" Jade's voice yelped from the radio shoved halfway in my saddlebag, but I was already zipping out of cover at full speed with lightning flickering at my hooves.

I knew Val, Cool and Roxie had followed by the rain of magical energy beams coming from behind me as I charged forward. The pink, yellow and red blasts clearing a path toward the frozen forms of Bluejay and Moose, scattering some of the throng of raiders that were working on prying them out of their dead suits. I also caught the purple contrail of Witchy blasting off as I ran, glad her sharp ears heard my yelp of approval for her to protect Jade in my place. I hammered away with the Terrible Shotgun at the ratty tails of the raiders running off to cause more mayhem, but remained focused on the two Arcano-Cats and few raiders who were most determined to get at them.

If they weren't so sadistically focused on tormenting the helpless pair, they could have done worse, but what they had gotten up to in all the chaos was bad enough to give 'Be Dark...' something else to snarl about. Moose was safer in his totally enclosed and bulky T-45, so they had resorted to building a small fire of scrapwood from the fair stands under his belly, heating the metal up to a cheery orange while one crazed looking pale unicorn stallion with a stringy rainbow mane hacked away with an auto-axe, just rewarded with a spurt of blood from Moose's neck as I closed in.

Bluejay and his flight capable griffon half-suit was much more vulnerable, so more raiders had been taking their time to torture him. The boxy, tank-like armor covered his chest, legs, head, flanks and the upper portions of his wings like Roxie's, but his neck and midsection were only lightly armored with ballistic weave salvaged from combat armor. The trio of raiders still hanging off him had been working at the weak points with a single minded determination, sawing away at his sides and belly with rusty knives like they were trying to get at his intestines and pull them out, plucking his feathers and apparently forcing whatever reeking fuel filled their molotovs down his exposed beak.

Val screeched at dove at the bigger group on Bluejay, clearhead enough not to blaze away with her M.E.W. or pistols and possibly ignite the fuel soaked griffon. Instead she came screaming out of the sky with her unignited shishkebab, skewering the cackling pink raider mare hanging off Bluejay's neck and turning to the other two surprised raiders with murder in her violet eyes.

That left the pale lunatic floating the auto-axe up for another pass at Moose's neck and singing of all things. "Snip, snip here, cut, cut there, whether you're tin or brass! That's how we peel the can away and juice your stupid ass!"

S.A.T.S. gave high odds to end his insane singing with several 10mm bullets to the brainpan, but to my surprise he hopped and spun away when time resumed and the silent Deliverer started firing. Rounds sparked off Moose's back tracing their way after the agile nutball, but he seemed to slither his way out of the line of fire, dodging between Moose's legs and lapping at the blood dribbling down the big Cat's armor on his way to a flip in front of me.

I was so surprised by the slippery movements of the muscular unicorn, I nearly lost my head when he slashed out with a machete swinging up from his flank in a wicked arc in his yellow magic. If it weren't for the watchful growl of 'Be Dark...' slashing Best Served up to meet it, the weird raider would have connected with my neck jerking back with the yelp of 'Awareness!' spotting the attack a second too late.

A hooked chain whistled out from his other side while the two long blades fought in the air, surrounded by the sickly yellow glow of his magic and twisting in the air to snake around my hindleg and pierce my flank, yanking me off my hooves. My wings flared and slowed me down, allowing me to flip on the asphalt and roll aside, my own blue magic fighting with his and blending to a green field of telekinetic force around the chain, loosening enough to slip free before his four hooves came down where I had just vacated.

"Booooo! No fair! Goddess mode is cheating, pick a standard race and stick with it. Twilight was better as a unicorn!!" The insane raider alternated between whining like a spoiled colt and screaming like a raging lunatic, his eyes mismatched sizes and colors that seemed to jitter and rove manically.

His machete and my knife kept clashing between us as I dodged his chain and fired Deliverer in rapid succession. He was fast and slippery for a unicorn, moving erratically and swinging that hooked chain around with his magic. At least keeping him occupied gave Cool an opening to rush forward and stamp at the fire burning under Moose, though that damn chain whipped back and forced her down without the asshole even looking.

I was mostly leaving the swordplay to the aggressive hiss of 'Be Dark...' rising to the challenge, though I wondered why the the more experienced sword wielding spirit allowed the starmetal knife to be parried by the rusty machete. I got my answer in one furious exchange, I flapped hard to hop over the chain scything just above the asphalt in the glow of his magic and he dove in to chase. The two telekinetically held weapons clanged and sparked, then Best Served spun and slashed right through the rusty machete as the raider passed below, hacking his foreleg off in a spray of blood.

To my surprise however, he barely slowed down, tumbling to an agile roll across the ground when he missed his hoofing due to the absent leg, a second, identical machete flew forward from his flank and drew a burning line down my side, burying itself in my guts as he tackled me from my awkward hover and landed on top. He suckered me as much as the Shroud had him... and he had come out ahead in the exchange.

His rancid breath puffed in my face as I screamed at him twisting the knife, his mismatched eyes jittering crazily holding my own. "I love carvin' scrawny little turkeys like you up pally! Gonna gnaw on that drumstick and dig out your wishbone, cool? Cool! Now just hold st.... GAK!"

The pale raider's gloating was interrupted by a trio of glowing purple arrows streaking down from the heavens, skewering him in place as Swan landed with a thump, her horn already glowing with more arcane death as he gurgled and dissolved into a glowing green puddle of goop. A synth... Where the hell had the Institute copied that dangerous maniac from?

"Fast! Are you alright? How come you're all just sitting here? Oh, hang on!" Swan barely missed a beat, looking between us and spotting Val chasing after the third raider that had been on Bluejay, her magic surrounded the unfortunate yellow mare and slammed her down hard enough to leave a pony shaped pothole in the runway. Allowing Val to finish the surely mortally wounded raider off, Swan turned back and cantered up to the frozen and bleeding Moose, knocking on his helmet curiously. "Helloooooo... Why aren't you smashing these annoying little raiders Moose? I want to see you use your nice flamey horns!"

She perked her ears up and leaned in to listen to the muffled noises coming from the bulky armor, turning to Val when the griffon leaned over Bluejay's back as cover and fired her pistols with a smirk. "Our dates are really slackin' there big stuff. Give us a lil' cover fer boss and the pega-pair here ta get em off their duffs. Boss, you alright down there!?"

"F-Fine... Listen to her Swan, k-keep them back a minute while we help these two. T-Teleport anypony who's green on E.F.S. o-over to those ramps to get away, a-alright?" I wheezed and crawled my way under Moose's frozen legs with Cool, holding a hoof to the sucking wound in my chest oozing blood and mumbling around a potion.

Given something specific to guard always made Swan happy, she nodded and launched herself back to the air with a whoop, while Roxie landled behind Val and Bluejay, joining me in popping panels loose on his dead armor while I worked on Moose with Cool Jets. I groaned as I fumbled at the ham radio in my packs and dragged it out, hoofing the button as I patched my pip-buck in.

"Jade! You still alright? A-Are you with Zeke again?"

There was an uncomfortably long pause that made me sweat, but eventually Jade's breathless voice replied with a squawk of static. "Y-Yes! We are safe for the moment! I left Zeke inside one of the monorail cars for safekeeping, i-it took a moment to get back to him. W-What should I do now Fast? How am I to... f-fix this?"

She sounded scared, but determined to try. That was enough to fight back my own fear for her and focus on the problem at hoof. Wiping away some of the blood seeping down from the gash in Moose's armor, I was worried just how long the earth pony inside could wait for the healing subsystems to come back online, lending a little more urgency to the task.

"Alright, first, plug your pip-buck in to his armor Jade! There's a hole that matches the patch cable thing near the spell matrix housing on his belly. When you do, it'll start throwing a lot of text at you while they talk to each other. Don't worry about it, just start taking off the panel covering his ribs, there are release catches, but rip it off if you can't find them!"

Considering Jade's skill with machines, or lack thereof, and the fact she didn't have any tools to match the deft movements of my screwdriver darting around Moose's armor to the hidden releases under the dense metal plate, I had already figured I'd have to dumb this down considerably. I was glad Jade left the communications line open while she worked at least, though hearing the deafening screech of the monster bird, along with the crumbling of concrete and twisting of steel made me shiver and fumble almost as much as I could hear her doing. At least Cool was taking up the slack for me while I walked Jade through it.

The groan of metal being wrenched loose came over the radio as I traced down circuits, breathing a sigh of relief as she answered on finding what I hoped for. "Nnngh! Darn it! R-Ripping it off it is then... I have done so dear, there is... oh my... that is a lot of wires and complicated looking doo-dads..."

The early model Steel Ranger suit above me wasn't nearly as sleek or modern as the lightweight Shadowbolt suit she was faced with, but I had already done this once on Roxie's so I could remember the view she had clearly enough. The main thing was what they had in common, the jumped circuit sabotage looked like it used scrap wiring from the same spool anyway.

"Alright, there's a bundle of wires coming from the weapons subsystem board. Umm... a small, flat board full of gems and widgets up and towards the wing from the biggest circuit board. They snake down towards his flanks. In that bundle is a red wire with a purple stripe!"

"R-Red with purple... red with purple... T-There is red with white, red with yellow, ah! No... red with blue... t-there are many red wires Fast! I am looking, but I.... eeek!" Jade muttered back, then a cacophony of noise cut her off, forcing me to look out to the highway ruins on the horizon in a panic.

The giant bird had moved to the ragged edge of the isolated bit of elevated road and railway, clawing at the pinched and crumpled end of monorail cars still up there. It had moved from trying to peck its way directly down to where Jade and Zeke huddled, to trying to claw the whole string of cars out to where it could get to them easier. With a rusty squeal over the radio, I watched it clamp those huge claws through the metal monorail cars and drag them out to dangle off the edge, as the RadRoc adjusted its grip and went to pull again.

"Fuck it! Every wire Jade! Pull every damn wire out of that bundle! Yank the whole thing out!" I screamed into the mic, sending the reboot command to Moose's armor and getting a rising hum in response as Cool closed him back up and walked her through doing the same. "Once that's done, your pip-buck should be too! It will have one option listed that says; 'Initiate Spell Matrix Reboot'! Click on that and he should be ok again, then get the hell out of there! If that thing wants Zeke, he's on his own from there! You turn invisible and go!"

"I will not! Even if we were not trying to befriend his group, I will not leave a pony behind in such danger Fast. W-We will... oh my! G-Go together! Now... click on this bit here and.... aha! It is working! He is moving again Fast! I did it! I fixed something as well! That wasn't so hard, and you make it sound so complicaZZZZTT!" Jade spoke through the crashes and squeals of rending metal calmly enough, brightening with the hum in the background of Zeke's suit restarting, before suddenly cutting out in a burst of electronic noise.

"JADE!! JADE!?!" I howled into the floating mic, following the taped together cable to the wiff of smoke trickling up from the bulky radio and the large hole in the bakelite casing. Looking away from the bullet hole, I followed the basic trajectory up to a cackling lilac raider mare with a cobbled together automatic pipe pistol in her muzzle.

It was so shoddy and inaccurate the half dozen shots she kept firing pinged off the asphalt all around me and Moose's armor, but never came close to me, clipping Cool's hindleg and forcing her to go limping back. The one lucky shot was enough for the red rage of 'Be Dark...' to leap forward however, she cut off my only line to Jade... My eyes blazed bright enough I could see the red dots reflected in her bloodshot pink ones widening, along with the bright blue blaze of overglow around my horn grabbing the dead radio and flinging it at her in a blur.

The first hit caved in her matted red and pink mane and the skull under it, continuing to bash her brains out until both the ruins of her head and the wrecked radio were fairly similar looking masses of blood, metal and brains was just overkill. Even that didn't seem to be enough though, I watched as my magic lifted the corpse up and flung it at another pair of raiders galloping by with enough force to break bones and smash them through corrugated steel walls of another hangar.

The hoof at my shoulder hitching with my panting breath brought me spinning around with a snarl, the big and heavily armored Moose actually falling back a step gave me the opportunity I needed to get back in control, holding my head and groaning at his wary, helmet augmented voice. "W-Whoa there hep cat! Thanks for the pit stop action, we got it from here. Go on after your main squeeze, lemme strut my stuff in front of the purple dreamsicle and pump the brakes on all this here, dig?"

Giving a jerk of his head to Swan happily slaughtering raiders, Moose's weird exhaust pipe antlers spewed flame and he charged off in her general direction. Val was just swatting the deep blue power armored flank of Bluejay taking off with Roxie towards the still frozen form of Rowdy's purple T-55 armor down the runway, the two of them enough to get the last Arcano-Cat back in the fight without us.

She smirked as she spread her crimson wings, reloading her battlesaddle weaponry with a hitching step of each hindleg as she padded over. "Welp, go on crazy! They got shit handled here, let's go help Blue an' fry us up a big chicken!"

I groaned and bit my lip at the ache between my eyes, but managed to take one last look around the battlefield here as the white lightning arching around me turned black. Swan and Moose together were enough to turn the tide all on their own, charging through ranks of disorganized raiders like a pair of wrecking balls and giving the other defenders of the settlement something to rally around. Zed was still bounding from one target to the next like a dervish of swinging hooves, his striped coat matted by blood that was mostly not his at least. Cool Jets saluted and flew off to join the Minutemares, Rocketburg guards, unarmored Cats and cluster of spell casters from University Point around the ramps to the floating town as an unassailable block that was starting to push back. Glitter was safely with Summer and Burny up in the clouds, my flicking ears just catching her high voice shouting out orders along with his old and raspy bark.

I did as much as I could and had to trust them with the rest here, the raging roar in my head wouldn't be dissuaded any longer, even if I wanted to. With Jade out there with that monstrous bird with only an unarmed Zeke and her royal guard flying to help, I most definitely did not want to wait. I barely managed to nod to Val as I took off, hissing back to her as I vanished in a crackle of black lightning.

"Alright, I'm going ahead..."

This wasn't like every other time I had managed to successfully cast teleportation... Instead of instantly reappearing at my destination, there was the weird sensation of being without a body and moving through space at incredible speed. There were flashes of the world around me, lurching with each sudden jump forward. It took a moment to realize each jump corresponded to one of the patchy afternoon clouds drifting through the sky, darkening from a puffy white to a rumbling black when I leapt forward.

I was traveling as a bolt of black lightning, gaining charge with each hop and lining up on the curved bit of ruined highway. It was weird getting snapshot images of the RadRoc clambering and hopping down the top of the roadway, chasing after Jade and Zeke below and tossing rusting carriages aside to go careening off to the hills below. By the time I reappeared almost directly above it however, I was dragging a lot of lightning with me, streaking down as the huge bird reached the ragged edge of the elevated roadway ahead of its prey. With both heads peering down waiting for them to dart out, it never saw me coming.

The disorienting impact knocked my wind out when I smashed right into the thing's back, but the effect was worth it. Jade and Zeke's twin contrails zipped out right as I hit, fortunately coming out from opposite sides of the road to increase their odds, rather than continuing to the end like the RadRoc expected after following it that far. The blinding blast of lightning hammered the bird hard enough to singe feathers and collapse the crumbling road beneath its claws, sending us both into a tumbling fall to the rocky ground below.

The foreign spirit guiding my actions up to that point backed off again, leaving me to flare my wings and shake off my wooziness as they bowed with the updraft of concrete dust billowing below me. I managed to pull out of the dive and flap frantically for altitude, quickly joined by Jade as I managed to reestablish that yes, I had a physical body and was in control of it again. Looking over to Jade's worried face and the sunlight glinting off her chromed helmet, I wondered if it was because the Shroud seemed weaker in the daylight, or if it used up a lot of energy pulling off that bit of spell casting.

Whatever the case, I felt its absence for the moment. Corrupted and dangerous spirit or not, it got me to Jade and I missed its help soaring low over the marshes and ruins below. Burny's Junior Speedster flying lessons and the loud shout of 'Be Awesome!' took up the slack as I tucked my legs and snapped my tail out straight, trying for speed and distance from the furious screech that cut Jade's open mouth off and pinned both our ears back.

"Fast! Are you alright? Glitter? T-The others?" Jade easily kept pace with me, darting anxious glanced back with me to the rumble of falling stone and the beating of enormous wings as the RadRoc struggled upright and took to the air again.

"Fine! Good enough anyway! Worry about yourself first Jade, we've got the bigger problem to deal with! What the hell is that thing anyway!?"

"RadRoc! Big friggin bird of prey! Doesn't normally go after ponies though, usually goes after bigger critters like Radigators. We're like less than a beakful! Hope you gotta plan poindexter, 'cause the Princess here fried all my zappers and it's really diggin' on me for some reason!" Zeke dipped down and joined us, most of his slang and bravado abandoned just to hide the fear still evident in his yelp.

There was a large gap in his gleaming, candy apple red power armor where Jade had followed directions and got him going again, sparks still trailing behind him from the open rent and his novasurge rifles dead and dark. With enough time, his repair talisman might be able to fix the damage, but the screeching monster taking to the skies again wasn't going to give it to him.

The thing gained on us at a terrifying rate, flapping its four wings for thrust and diving from above. Its shadow raced along the ruins we were passing over, forcing us to scatter down at street level and use the crumbling buildings as cover. We split apart at a Y intersection of smaller buildings, Jade and Zeke's power armor flaring and boosting them ahead of me, while I dove to the ground and fired the Terrible Shotgun up to the mass of feathers screaming by overhead.

Skidding to the streets cluttered with chariot husks, leaning traffic signs and telephone poles, the giant bird disregarded me and my puny shotgun entirely, veering to the right and chasing after Zeke zipping down alleys and through buildings in a desperate bid to lose it. He might complain about Jade's crude repair job, but I seriously doubted having his weapons operational would help in the slightest. Even the red banded drum of explosive shotgun shells I shakily loaded seemed little better than firecrackers.

Flapping my way up from the streets again, I breathed a sigh of relief as Jade looped around and joined me, carefully slipping in to the windows of the half ruined shell of a four story brick building. It wasn't much cover, but it let us creep our way up to the collapsed roof and peek out to the low suburban sprawl of ruins. We spotted the bird making another dive and shattering a building far too similar to the one we were in, missing the red streak that slipped out through the cloud of debris chasing him out the shattered storefront.

The thing gave a barely perceptible hitch as it flapped and climbed again, corresponding with the bright muzzle flash of Witchy's anti-materiel rifle firing from the roof of a Super-Duper Mart nearby. The power armored thestral abandoned her perch before the RadRoc had a chance to bank her way, zipping over and smashing her way through the miraculously intact window below us. Even her .50 rounds did little to slow the beast climbing up into the sky and circling, riding thermals and peering down to the ruins like a hawk looking for mice in a field.

"Your highness! Thank the goddesses thou art safe! I have been trying to distract that monster, but could not draw it away from where it had you trapped! Quickly, we must go to ground and escape, there must be a subway entrance nearby that we could..." Witchy's visor flipped up as she rushed to Jade's side, squeaking nervously and trying to drag her to the large gaps in the floors leading straight down to ground level.

"Zeke is still out there, we must find a way to assist him and escape together!" Jade's answer made both Witchy and I wince together, still poking her head up with me and watching the circling predator seeking out the Arcano-Cat hiding somewhere in the narrow streets.

"Not to sound too much like Val, but fuck him Jade." I grumbled out the side of my muzzle, sighing at her soft gasp in response and continuing just to premptively cut off her complaints. "No. I'm serious. I don't want to just abandon him either and will do everything I can to help Zeke, but you don't need to be here. Period. The race is over, we're not playing around anymore. Listen to your royal guard, let Witchy do her job and protect you. You two go slip off underground and away from that thing. It wants Zeke, so you shouldn't be anywhere near him."

Her hoof moved to her belly subconsciously at my stern tone and Witchy gained ground in trying to pull her away, but Jade's eyes set in a determined line and she stamped a hoof down, the shifting plates of her armor actually mirroring her and digging in to the rubble, anchoring her in place. I'd be more impressed at the mooring system for heavy weaponry if it wasn't making her stubbornness even more pronounced...

"No, I will not. This is not about the race, nor about winning allies. You said yourself dear, to show everyone what kind of Princess I am. I refuse to be one who would leave a friend behind, nor tuck tail and run away. We must find a way to help him, so that is what we shall... Oh dear!" Jade's adamant refusal gave way to a shrill scream as she leaned out a gap in the wall, witnessing the same view I had of the RadRoc making another claws first dive.

This time it came flapping back up with a rusty bus in its claws, ripping the long vehicle in half as it rose again, barely missing the agile Zeke flying loose. It tossed the broken halves of the ruined vehicle aside with a screech, shattering more ruined buildings and diving after him. Before it managed to corner him in an empty buckball court surrounded by twisted chainlink fencing that slowed Zeke up, the RadRoc got a face full of explosives that blinded the huge beast.

Val came screaming out the sky behind the wave of grenades still thumping from her flank, the rain of explosions giving cover for Zeke to zip off again and for Val to peel off from her attack after him. They both seemed to have the same idea we did, staying low and streaking down the streets towards the sturdiest concrete structure nearby to shelter in, what looked to be a mall.

"Your highness! Wait!" Witchy's high pitched shout below me was all the notice I got of Jade flying out to the streets and right towards them, forcing me to dive out and flap frantically to catch up.

"Jade! Stop!! Oh for Celestia's sake, at least turn invisible!! Before that thing gets up again and spots you!!"

Speeding along gracefully in the shadow of ruined buildings with her hooves bare inches off the ground, all of Jade's worries about piloting her armor and being clumsy fell away with somepony to help in front of her. She nimbly dodged rusting chariots, snorting back to Witchy and I just trying to keep up with her enhanced speed. "Invisibility or plain losing line of sight has not hindered that creature from locating Zeke, I attempted it while it had us cornered on the elevated roadway to no effect. Whatever we are to do, we are stronger together, so we must join Valkyrie and Zeke first."

"At least use it crossing the big, open freaking parking lot!! It looks like a huge, mutated falcon, it does have eyes and will see you, even if it wants Zeke more dammit!" I panted back, keeping a wary eye on the flashes of the circling RadRoc I got through open intersections and alleyways.

To my great relief, Jade gave a whinny as we passed beyond the last ruins to use as cover and the jewels of her armor glowed with magic along with her horn, fading away as we darted out into the open expanse of weedy concrete and rusting chariots spread out before the imposing stone ruin my pip-buck helpfully identified; Discovered Location: Melody Mall.

Without being able to see Jade or Witchy flying so close, I kept on the course Jade had set before casting the spell, barrelling right at the shattered glass facade. I couldn't help looking to the skies with a nervous gulp, following the circling shadow passing over us to the giant bird glaring at the building. Jade was right and wrong... It couldn't have seen Val and Zeke taking cover here, but had zeroed in on their hiding spot as soon as it got up again. At the same time however, we were exposed during the heartpounding crossing of the parking lot, but it didn't see us. Invisibility did work to fool it for us, but not for Zeke...

A perfectly round hole smashed through the doors of the mall, Jade's glowing shield fading back into view giving us an entrance Witchy and I dove for. The gloomy, musty, open plaza and food court was instantly found to be less of a safe haven than hoped for, the moans and snarls of feral ghouls met my ears as we soared up and over a cracked and moldy fountain. Val and Zeke were easy to find at least, the red beams of Val's magical energy weapon pouring down from the top of a pair of escalators dead ahead.

Undead ponies were already stirred up by the two when they took shelter here, E.F.S. lit up with red dashes all around us matching shambling forms charging out from shops on every level of the three story plaza. Witchy and I banked to either side of Jade, firing down on the nearest threats as she made right for Val and Zeke in the center. Worse than the zombies however, the light filtering in from the broken skylights dimmed appreciably with a heavy thump of the RadRoc landing atop the building, pecking at the open roof to widen an entrance.

Zeke was down to using his scorpion like tail on the ghouls that got close enough, his angry and fear tinged voice amplified by his helmet shouting up to the screech of the RadRoc. "Get bent nosebleed! You're really startin' to rattle my cage you stupid chickenhawk! What'd I ever do to you!?!"

"Heya boss! Welcome to tha party pal! Dunno what it is about shopping type ruins like this an' zombies, but should'a figured this place'd be crawlin' with em! Come up with any bright and explode-y type ideas yet!?" Val was in better spirits anyway, looking relieved when I came stumbling in to a landing with the others.

Unfortunately her faith in me was misplaced, I had nothing... I was just following Jade, gulping to myself as I looked over to her casting a shield to block off some of the horde of feral ghouls from charging up the escalators. At least the RadRoc screeching and clawing at the roof was knocking large chunks of rubble down and crushing some of them, but it would get in eventually and then be a much bigger problem.

Activating S.A.T.S. with Blue Moon clicking out from my side and crackling, I ran through the extra menus of the overcharge system, trying my last trump card in desperation. The glowing crystals attached to my pip-buck had two charges built up, one of them dimming when I confirmed the visible body of the RadRoc and eldritch runes started swirling around the crescent jewel of the modified magical energy weapon.

The blinding bluish-white beam that lanced upwards bathed the gloomy mall in light, slamming into the RadRoc's mottled chest and searing a line across it that made it howl in pain when one of the twisted smaller wings was scorched off, falling to the open plaza with a meaty thump. That did give the ferals down there something else to pounce on anyway, most of the zombie ponies below stopped battering Jade's shield and tore into the hunk of RadRoc flesh in a disgusting display.

My brief hope faded watching the bird itself flap backwards without being vaporized however. It did at least hop back from the skylights and was wary coming back, but the beam of my strongest attack didn't even punch through the bastard. What the hell were RadRoc's even made of!? Rocks?

Come on, think dammit... It didn't seem like anything short of a missile launcher or convenient balefire egg launcher would faze this stupid bird. Maybe if Swan was fully charged she could take it on, but she was actually down to normal size and enjoying herself with other ponies for once when all this started. I hit it with every bit of lightning 'Be Dark...' could muster already, to the point that the usually unwelcome spirit was still quiet. Wake up dammit, don't you have any ideas!? I'm kinda desperate here!

The tired growl of a reply dragged my eyes back to Zeke panting in exhaustion. Just like with Sludge and the bees... when it did deign to answer that was the best it would offer, sacrificing Zeke... The speedy pegasus stallion had done well evading the RadRoc so far, but all his stupid showing off in the race was catching up to him. He'd never make it back to the other Arcano-Cats in Rocketburg. Keeping him alive would kill us all, but he'd make excellent bait...

His worried yammering wasn't improving his case either, pointing up to the widened gaps in the ceiling and the RadRoc cautiously returning to clawing its way in. "Shoot it again! Come on hep cat, punch it!"

"I can only do that one more time... shut up and keep fighting, think of something else, before I leave you here..."

I felt my fangs lengthen as I ignored Jade's disappointed huff and kept firing Deliverer, holding back the tide of ferals with the others and letting the dark thoughts chase themselves in my head, the mild headache didn't even feel so bad... 'Be Dark...' was right, Jade and our baby were important, not Zeke... Let the bird have him... He was annoying, pompous, vain, frivolous and irresponsible, playing around racing his stupid armor when there were bigger things at stake.

The stupid brat spent his days lavishing resources that could be used elsewhere on the crimson suit that was ridiculously overdone with chrome and fins, and it stank to boot... The rancid smell I noticed from a distance at the starting line was overpowering even the stench of a warren of rotting undead ponies this close, what the hell kind of wax had Scopes used to...

"The ARMOR! It doesn't want you, it wants the fucking armor! Ditch it!"

Everyone paused at my sudden shout, forced to fall back towards the ruined shops lining the second floor as my eyes blazed at Zeke. His unarmored muzzle fell open at my crazed stare, grimacing as his tail speared a ghoul smashing through the glass of a pet shop display full of dusty little bones. "What!? No way! I ain't ditchin' my rod! Why the hell would I abandon Christine!"

He named his armor... of course he did. I briefly reconsidered listening to the frustrated snarl that had been goading me to sacrifice him. The Shroud was weakened in the day, but inviting its opinion opened the door for a minute.... Zed was right, I had to be careful. Shaking it off with a snort, I jabbed Zeke's armored chest with a hoof, letting the deafening screech of the RadRoc clawing its way in punctuate my words.

"It keeps finding you because you STINK! I know your sense of smell isn't as strong, but even you noticed it, right!? That damn bird is going to keep hunting you down by scent until it wears you out! Even if you make it back home to the other Cats, they're dealing with the raiders that attacked while you were out goofing off! What's more important, your armor or your life!? I am not letting my wife or friends die defending that stupid suit, so figure it out quick!"

What I could see of Zeke's expression through the armor wasn't good, his ears and wings drooped and his head shook back and forth slowly as he backed away from my shouting, his voice a hoarse whisper. "B-But... my machine... Without Christine, I'm just... nopony... I can't..."

"Mr. Zeke, I know I am just a petitioner to your group, but I have come to know the other Arcano-Cats during my time with you. I do not believe for an instant any of your friends place more importance on a replaceable piece of technology than they do the pony inside. They do not follow you as a leader because of your armor, they do so because they believe in you. As I have come to learn as a Princess, much to my chagrin... we owe those who follow us, we must reward that faith even if it makes us uncomfortable. They need you back there, alive..." Even breathless and sweating to maintain the shield that kept back part of the swarm of ferals, Jade managed that regal tone that sank in past the moans, gunfire and screeches echoing in the ancient mall.

Zeke stopped slumping and stood a little straighter, looking up to Jade's determined blue eyes and finally nodding. "R-Right cool kitten... I dig... Princess."

Finally, with a soft 'whump!' and a lot of clicking armor plates, Zeke triggered the ejection system I was sorely tempted to manually trigger myself if I had to. The ruby red armor opened and booted the pegasus buck out in one fluid movement, leaving him looking a lot more worried about the ghouls still clambering down stairwells from above and out of the various shops. He went from being basically safe and impervious, to definitely on the menu wearing only his sweat stained white t-shirt and leather jacket.

"Fucking finally! Take this, shoot zombies and stay quiet! Val! I need a minute!" Feeling much less noble and sweet than Jade, I shoved Deliverer to Zeke's muzzle and dove at his empty armor, using the still open panel to do a rushed rewiring job.

"Fast! What art thou doing!? We should draw the creature away from the Princess with that suit if it is truly what the beast is after!" Witchy squeaked between bursts from her silver combat rifle, distracting me from delicate work.

"I don't want to draw it away, I want to kill it..."

"Shaddup batty! Boss has got that sweet crazy look in his eye! Let 'im work... er... you may wanna hurry it up though boss. What'cha up to?" Val stayed at my side as closely as Witchy did Jade's, torching any feral that got too close with her flaming Shishkebab.

"This worked once before on a hellhound... just have to move this here, jump this relay... feedback this here... annnnnd..." I muttered absently, cut off by the crash of more concrete and the deafening screech of the RadRoc finally wiggling its way in.

The herd of zombies on the lower floor seemed to have decided they liked the taste of RadRoc thankfully, looking up from the grisly remains of their appetizer with glowing eyes and charging at the main course staggering from its fall. Even the ones up here with us were distracted by the much larger meal squawking in their lair. Its wide wings blew concrete dust in swirling clouds in the confined space, its razor sharp talons slashed feral ghouls to ribbons and more came to take their place, distracting it just long enough.

Looking up to the cheery orange glow of the armor's spark core whistling, I surrounded the gleaming suit in my magic and flung it out into the open plaza towards the large hole in the roof. The stupid bird didn't miss a beat, so worried about its prey escaping that the larger head snapped out and swallowed it whole.

"Run! Into the shop, get down quick! Jade, shield!" I yelped and shoved Jade towards a dusty Sugarcube Cupcake Factory off the mezzanine, getting as far back into the open kitchen and yanking the heaviest cooking equipment still intact down as a barricade.

Witchy joined me in huddling over top of her as she cast her shield, taking the time to yank a forlorn looking Zeke away from mourning his armor. Val dove back with the rest of us too, but joined me in taking a peek up at the RadRoc, though she was prancing on her paws in glee, while I was just looking to make sure it didn't remember the rest of us.

Not that I didn't take a certain amount of satisfaction in what came next too... I was just less vocal about it. Val glared right at the two headed chicken turning to the glow of Jade's shield, taunting it giddily. "C'mon.... C'mon... Feelin' a little indigestion there asshole? Plop, plop, fizz, fizz motherfucker!"

I caught a brief glimpse of the RadRoc's stomach distending sickeningly, bulging out for a bare instant that made me worry it would somehow survive and simply burp out a cloud of rainbow colored smoke. Tough as the hideous thing was, it wasn't nearly so armored on the inside thank Luna. The one tense second of the sight was broken when it exploded in a volcano of gore.

The entire mall shook under our hooves and the view was simply cut off by the tidal wave of blood splashing Jade's round shield. There were enough rumbles of parts of the building collapsing to make me worry, but finally silence reigned, only broken by the dripping, splattering noises outside our little shelter.

When Jade dropped her shield, a shell of dried and smoking blood crumbled to the grimy tiles, giving way to a panorama of destruction that made my stomach do a lazy flop. Cautiously climbing up the counter between the old sweet shop and the rest of the mall with Val, I could see the lower half of the RadRoc leaning against the fountain below.

The rest had been turned into a new coat of paint that coated everything in sight red. Blood and gore dripped from the balconies and viscera splattered the few remaining shop windows. There was so much it sounded like a light rain dripping down inside, occasionally broken by a wet splat of something larger sliding down.

The zombie residents of the mall were in hog heaven, completely forgetting about us in their gorging on the buffet of RadRoc we had laid out. My ears flicked at the increasing sounds of gnashing teeth and blissful moans, I peeked out quietly to see and quickly wished I hadn't, especially with the splat of something foul dropping onto my hat.

I really didn't like the way my fangs extended as I swatted away the rich, bloody smelling gunk '...Want...Meat...', backpedaling and nearly running into Val padding up behind me with a deliriously happy look. She was hurt and tired like the rest of us, but her violet eyes twinkled as she grabbed me in her claws, grinning like a mad-griffon.

She did manage to keep her bawdy yell down to not attract any more attention, but danced a little jig with my forelegs dragged along in her claws. "Oh my gawd! I love hangin' out with you boss!"

Zeke peeked up over the counter with Jade and Witchy, flipping his sunglasses up to give subtle nod with his awed whisper. "Far out daddy-o..."

New Perk Added!-------------------

Bloody Mess (Rank 2)--------------
--- It's not your fault things tend to die in spectacular and gory ways around you, really! You now do +10% damage in combat and have an increased chance at rather gruesome deaths.

Reputation Change!-------------

Arcano-Cats==Idolized
---The race might have been interrupted, but you proved your cool and saved the Big Daddy of the Cats hipster! You receive better prices and access to special power armor components and paint jobs with the coolest cats in the Commonwealth!

Rocketburg == Liked
---Anypony cool with the Cats is cool with the pegasi of Rocketburg. You receive better prices and a warmer welcome anytime you decide to stay among the clouds.