Next chapter.

All of Ponyville had begun to help prepare for the Hearth's Warming Eve pageant. Decorations were set up and the town hall was cleaned up. The mane six wanted go out and help but the COLTS insisted it was too dangerous.

"Soarin, can I please go out and help?" Rainbow asked.

"Sorry Dash, it's too dangerous." Soarin responded. Rainbow Dash sighed in defeat as she went back to a corner to sit down. Black Soul had returned with the CMC so they could wash up before their performance later that night. Everypony noticed his blue eyes and improved attitude.

"Where is Pinkie and Solar Blitz?" Applejack asked. The door opened and in walked Solar Blitz with Pinkie Pie in a cast.

"Pinkie! Darling, what happened?" Rarity asked.

"We were sledding and we hit a rock so we went flying really really fast into a huge boulder! Blitzy saved me from crashing but I broke my back leg." Pinkie said giving Blitz a grateful look which brought a smile to his face.

"Stallions!" Deadeye said as he returned as well. "It has come to my attention that there is a pageant on tonight and the ladies would like time get washed up and to get dressed, we will stay downstairs while they get ready."

"Yes sir!" The COLTS replied as they headed downstairs.

"We should go too." Skullcrusher said. Spike figured he should leave since all the other males were leaving to so he followed the ponies.

"Yeah." Soarin responded as they headed downstairs. Immediately the six mares began talking about each of the soldiers while getting ready. Rainbow Dash didn't really wash up much compared to Rarity who practically re-colored her whole coat a brilliant shade of white.

"Autumn is such a gentlecolt! He asked me to be his special somepony!" Rarity squealed in delight as she used her magic to put on lipstick.

"Really? Wow." Applejack said. "He doesn't seem like yer type Rare."

"I know, I too thought I would be with a famous high-class unicorn stallion from Canterlot." Rarity said. "But Autumn is different, he is loyal, brave, strong, and dashingly handsome!"

"Blitzy is super super nice and fun! He took me out to my favorite restaurant than took me sledding! When I broke my leg he carried me all the way to the hospital without stopping!" Pinkie explained.

"Silent Shadow is...nice." Fluttershy said. She knew that she secretly liked Shadow but she was too nervous to admit it.

"Thats all you have to say about him?" Rainbow asked.

"Well I uh-" Fluttershy said as she squeaked and hid her face in her mane.

"Ah think ah'm gonna marry Skullcrusher!" Applejack said. They had been dating for some time now and both liked each other very much. "He was there for me when Big Mac was gone and he is great with Applebloom!".

"Does that mean Skullcrusher is gonna be me and Big Mac's new brother?" Applebloom asked.

"Sure does sugarcube." Applejack said as she hugged her sister.

"Eh I don't need any love stuff!" Rainbow said as she hovered in the corner.

"Come on Rainbow, we all know you like Soarin." Applejack said.

"NO! We're just friends! Yeah thats it just friends!" Rainbow said nervously.

"Sure thing Rainbow." Applejack said knowing her friends tomboyish ego would never admit to romantic feelings.

"How about you Twilight? How is Deadeye?" Pinkie asked.

"I don't know, I didn't get out much as a filly because I was always studying. Aside from Spike and my brother I've never talked to boys before." Twilight said. "He seems like a tough one though with that eye injury."

"Well what do you think of him?" Rarity asked.

"Well he is a good-looking stallion, he is very strong but he had these weird divots in his shoulder and he had incredibly fast reflexes. A normal ponies reaction time is .15 seconds but I estimated his to be five time that-" Twilight stopped midsentance. "You don't suppose he and the others are COLTS do you?"

"That's ridiculous Twilight!" Rarity exclaimed.

"Think about it, they are all unnaturally large, they are alway disappearing, and they are super powerful!" Twilight said. "No I must be overthinking this, they can't be COLTS."

"You just need a break from workin is all Twi." Applejack said.

"Yeah I guess your right." Twilight said. Below, the COLTS could pick up what the mares were saying. They breathed a sigh of relief when Twilight concluded they weren't COLTS.

"I knew it! She loves me!" Autumn said as he danced around after hearing what Rarity said.

"How can you hear them from down here?" Soarin asked.

"What? Oh I was just thinking of another time!" Autumn lied.

"Fluttershy just said I was nice, does that mean she likes me?" Shadow thought. The COLTS sat down for hours until the mares were finished getting cleaned up and came down. Black Soul escorted Spike and the CMC to the town hall to begin rehearsal. Meanwhile at Canterlot, the two princesses prepared to depart for Ponyville.

"Luna are ready yet?" Celestia asked her younger sister.

"Yes, I'm coming!" Luna said as she walked out. Her mane had been bundled up in a bun with a ponytail. Celestia thought her sister looked cute.

"Looking good for Big Macintosh are we?" Celestia asked.

"Of course!" Luna said as they boarded a carriage that would take them to Ponyville. There were nearly three hundred pegasi guards escorting them with earth ponies and unicorns securing the ground to prevent a griffon surprise attack. After twenty minutes, the sisters arrived at Ponyville, all the citizens and soldiers bowed down. Black Soul wasn't paying attention though as he dropped off the young ones.

"You'll do great!" He called out. He than heard the commotion and saw that Celestia was there. He was nervous but he sucked it up as made his way to the princess. Back in the town hall, there were amends to be made.

"Hey Spike." Sweetie Belle asked as the CMC went up to Spike and the other colts.

"Yeah?" Spike replied.

"Me and the crusaders were thinking about what you said and we realized that we misudnerstood you." Scootaloo said.

"We wanted to say sorry for yellin at you like that." Applebloom said.

"I'm the one who said the thing that made you mad, I'm the one who should be sorry." Pipsqueak said looking down. "Can we all be friends again?"

"We'd love to!" Applebloom said as they all gave each other hugs and prepared for the pageant. Big Mac was running around looking for Luna, he heard her come into town but he couldn't find her. He eventually saw her sitting down surrounded by Marines and royal guards.

"Luna!" He said but was stopped by the guards.

"HALT!" They said wielding their weapons ready to strike Big Mac down.

"Big Mac?" Luna said. "Let him through!"

"Yes your majesty." The guards said as they lowered their weapons let the red stallion through.

"May we have some privacy please?" Luna asked.

"Of course your highness." The guards all said as they went far enough to give the two privacy but close enough to help if an emergency arose. Before Big Mac could turn around Luna ran and jumped onto him. The two began to hug and kiss each other.

"We missed thou!" Luna said as she buried her head into Big Mac's chest.

"Ah missed you too." Big Mac said as he rubbed his hoof through her mane. He felt complete again now that she was here. He looked at her and admired how beautiful she looked.

"You look beautiful." He said.

"Thank you." She said as they kissed once more.

XXXXXX

Off the shores of Manehattan, hundreds of small rowboats and sailboats filled with griffons loomed closer to the city. The griffons paddled closer each minute.

"Quiet." A lieutenant ordered to a rower who was making a lot of noise. There was a dense white snowfall on the water so the boats were nearly invisible to the patrols on land.

"The grifs haven't attacked in a while, you think Von Griffon threw in the towel?" A soldier asked as he and his comrades sat around a boiler.

"Hay no! I think they're planning something big and I don't like it." Another soldier said.

"Whatever the reason, let's just enjoy the holidays." The commanding officer said. The approaching griffon invasion force saw a patrol on a tower. The pony had taken notice of them.

"Kill him!" A griffon said as another aimed his crossbow and shot the pony in between the eyes killing him. The griffons soon made it to the beach and began offloading thousands of troops. Since they wore white armor they were impossible to spot. Nopony knew they were there until...

"ATTACK!" The commanding griffons shouted as the invasion force charged up the beach giving out a deafening shout.

"What the?" The pony soldiers said as they saw the incoming griffons. "GRIFS!". The sirens started blaring across the city warning the civilians to evacuate.

"Man the crossbows!" A pony shouted as a soldier mounted the entrenched automatic crossbow and began shooting at the griffons. In the air pegasi were engaging the griffons in one on one dogfights while griffon catapults and cannons began hammering the city. Soldiers were helping civlilians evacuate the buildings.

"GO! HEAD FOR THE EVAC SITE-AHHH!" A soldier screamed as a spear impaled his chest.

"Fourth regiment move up! Take out those cannons and catapults!". The ponies artillery began firing boulders and cannonballs at the griffons. In the first twenty minutes 10% of the city had been leveled. The griffons were moving in and destroying every single thing, buildings began to burn and collapse as the civilians fled for their lives while the soldiers struggled to hold their ground.

"FIGHT! FIGHT TO THE LAST PONY!". Ponies began falling dead everywhere as the griffons advanced. The overwhelming numbers and element of surprise aided the griffons in pushing the ponies back.

"Move in, leave nothing alive!" A Steel Talons commander said as the flew in and decimated platoons of troops.

"RETREAT! FALL BACK!". In less than one hour, Manehattan had fallen and the ponies there were making a last stand. Only half of the cities inhabitants had made it out. The other half were being rounded up by the griffons and put to work burying the dead.

"Private Greenshield! Private Greenshield!" The pony CO shouted.

"Yes sir?" Greenshield asked.

"Fly to the princess! We need reinforcements!" The CO shouted.

"Yes sir!" Greenshield replied as he flew as fast as he could to Canterlot. He turned to see Manehattan in ruins. It would take hours before he made it to Canterlot maybe even a whole day but he had to try.

XXXX

Back at Ponyville, Black Soul was staring into the crowd when he made eye contact with Celestia. She noticed his eyes were blue again and his horns had disappeared.

"What happened to him?" She asked herself as she moved towards him. He just sat there as she approached.

"Black Soul?" She asked.

"Celestia." He replied. "Do you think you could call me Astro please?"

"Of course Astro." Celestia said. "Would you like to sit with me at the pageant tonight?"

"Really?" Black Soul said. "I thought-"

"I can see you are changing for the better Prince Astro, I have pardoned you of your past and I just want us to be like we used to remember?" Celestia asked with tears forming in her eyes. Black Soul remembered when they were foals and would spend endless days playing together and how they eventually fell in love.

"But-" Black Soul tried to say but Celestia put her hoof to his mouth.

"Please, I want us to be together. I know you are a better pony now." Celestia said.

"Alright, I'd love to go with you." Black Soul said. It was one hour before the pageant and each of the mane six went and sat with the pony they were aqcuainted with. Big Mac sat with Luna, and Black Soul sat with Celestia. Deadeye and Twilight managed to spark up a conversation.

"So I hear you are Princess Celestia's personal student." Deadeye said.

"Yes I am." Twilight said.

"You must have put in a lot of hard work, that is no simple occupation." Deadeye said with an amount of respect in his voice.

"Well I spent most of my time studying and practicing magic, so much that I never made any friends till I moved to Ponyville." Twilight explained. This struck Deadeye, his mother died when he was born and his father disappeared so he was left in an orphanage where he was bullied. At age seven he was kicked out after a fight broke out and he almost killed one of his bullies. He left his hometown of Fillydelphia and spent his life training himself to be a royal guard, when the war broke out he was recruited by the Marines and eventually handpicked by Colonel Striper for the COLTS program. He never had any real friends till he met Earthshock, Recoil, and his team.

"You know Twilight, I spent my younger life training and getting into many fights, I never had any friends until I joined the Marines and met my squad." Deadeye said.

"Looks like we got something in common huh?" Twilight said with a nervous laugh.

"Yes, that we do." Deadeye said as he smiled for the first time in a long while.

"Hey your eye! I just noticed!" Twilight said noticing Deadeye's fully healed and functional left eye.

"Well I got lucky and the arrow only skinned the upper area so I didn't go blind." Deadeye said.

"You know Captain, I just wanted to say I think you are extremely brave." Twilight said. Deadeye began to blush, he hated when ponies said stuff like that to him but for some reason, Twilight's comment made his heart flutter.

"Just doing my duty." Deadeye said.

"No I mean it, my brother was taken as a POW by the griffons several months ago and the COLTS rescued him. I don't think I could ever go to war." Twilight said.

"That was her brother I rescued?" Deadeye thought. "Courage comes in many forms Twilight, you don't have to be a soldier to be brave.". Suddenly the lights dimmed as the show started. Spike came out and began the narration of the play. He told how the pegasi, unicorn, and earth pony tribes feuded with each other and caused a great cold snowstorm. It was only by the fire of friendship that three ponies found that saved Equestria from eternal winter. The ponies all enjoyed the play, especially the soldiers who were watching as it gave them more motivation to fight. After the play ended, bells began ringing and the heart carol began playing and everypony joined in.

"The fire of friendship lives in our hearts,

as long as it burns, we cannot drift apart!

Though quarrels arise there numbers are few!

Laughter and singing will see us through!

We are a circle of pony friends,

a circle of friends we'll be till the very end!".

The soldiers in the crowd all felt tears roll down their eyes, including the COLTS. The cast than came out and bowed down. When Black Soul the CMC he got up and cheered loudly so the fillies would see him. Suddenly Deadeye's beeper went off. He than whispered in a voice only the COLTS advanced hearing could pick up.

"COLTS, we are being called to base but I don't leaving the princesses unguarded, Black Soul you stay here, the rest of you follow me." Deadeye whispered as he slowly sneaked out without Twilight noticing, the other COLTS did the same except Black Soul.

"Alright! Some major city better be under attack if we are getting called now!" Autumn said angrily as they ran to COLTS-01.

XXXX

"Manehattan has been invaded and turned into a warzone." Striper said. Shadow and Big Mac gave Autumn a dirty look.

"MANEHATTAN! MY FAMILY LIVES THERE!" Solar Blitz yelled.

"Don't worry I'm sure they got away in time." Striper said.

"HOW DO YOU KNOW!? I swear if those grifs hurt them!" Blitz said as he began to quiver and growl.

"Blitz calm down!" Striper said. Blitz was about to snap when he regained control of himself.

"I'm sorry." Blitz said. "I'm just so worried."

"It's okay I understand but you mustn't let your emotions get to you like that." Striper said. "COLTS Alpha and Delta are already on their way."

"Should we head over?" Deadeye asked.

"No, I got a feeling the grifs are gonna make a run at Ponyville since the princesses are there so stay here in case." Striper said.

"Yes sir!" The COLTS said all nervous at what had transpired. Outside the border of Ponyville, Captain Gore snuck closer with twenty Steel Talon commandos. There were not as many guards as originally thought so this would be a lot easier. The griffons made noises to get soldiers to break off from their groups and than silenced them. The number of guards slowly dwindled till there was almost none left.

"Move in." Gore said as the ST's made their way to the town hall. Black Soul's enhanced senses picked up movement outside and he knew they weren't ponies. He left his armor back a Sugarcube corner so he wouldn't be able to put it on meaning his identity would be compromised. The doors suddenly broke down as a dead guard was flung onto stage scaring the foals. Everypony began screaming.

"Everypony calm down!" Soarin shouted.

"Yes listen to the commander." A voice said. Soarin and Skullcrusher froze.

"Happy Holidays everypony!" Captain Gore said as he walked in with ten steel talons. "Sorry I missed the pageant, I ran into a little traffic."

"GORE!" Soarin screamed as he pulled out his sword.

"Soarin! Why does fate keep on making us meet?" Gore asked as he picked up a glass of punch and drank it before proceeding to belch loudly.

"Hey meathead remember me?" Skullcrusher said standing up trying to get Gore's attention away from Soarin

"Skullcrusher get down! What are you doing he'll kill you!" Applejack cried.

"I'm doing my job sweetheart." Skullcrusher said as he fearlessly walked over to Gore.

"You've got guts little pony, I respect you for that." Gore said as he kicked Skullcrusher out of the way sending him into a crowd of ponies. The mane six had huddled around Celestia and Luna. Black Soul was hiding in the rafters up above.

"I have to wait for the right moment to strike." Black Soul thought.

"Oh my Princess Celestia and Princess Luna!" Gore said. "I would bow but Lord Von Griffon would put my head on a platter, you understand right?"

"Captain Gore. You have committed many war atrocities against my subjects!" Celestia said.

"War is an ugly buisness." Gore said. "Steel Talons, take the elements of harmony and princess Luna."

"Oh no you don't! Soarin said as he landed in front of the ponies Gore was after.

"You want them? You gotta go through us punk!" Skullcrusher said.

"Do you boys remember what happened last time? Let me refresh your memory." Gore said as he snapped his talons. Two STs swept in and knocked the two soldiers to the ground. Skullcruher got up and charged the ST that hit him. Skullcrusher may not have been a COLT but he was an earth pony and earth ponies were strong. He ran up to the ST and bucked in the chest causing it to fall backward. Soarin was much smaller and more agile than the STs and managed to knock one in the face before both he and Skullcrusher were grabbed from behind and put in a chokehold.

"NOO!" Applejack and Rainbow Dash screamed. The two mares charged without thinking and before they could blink, they were snatched up by two more STs.

"Captain Gore! You will not harm my sister or my subjects!" Celestia said as she fired a blast of magic from her horn at Gore. He put his wings out in front of him and the armor on his wings absorbed the blast.

"WHAT?" Celestia said shocked as she saw Gore unharmed.

"Oh dear how unfortunate." Gore said as she swept in and slashed Celestia's face and knocked the wind out of her. Black Soul saw this and his eyes went back to the evil red slits and his horn grew back. He jumped down onto Gore.

"AHHHH!" Black Soul screamed as he knocked Captain Gore over.

"YOU SCUM!" Gore screamed as he threw his sword down on Black Soul who caught the blade.

"You're a COLT aren't you?" Gore asked.

"I'm more than that beakhead." Black Soul said as he ripped off his disguise and spread out his wings showing his terrifying appearance to the griffons. Pony and griffon were terrified by Black Soul's appearance. Even Gore was slightly intimidated by the monstrosity in front of him.

"What are you?" Gore asked actually scared of Black Soul.

"I am Black Soul of COLTS Omega! And I am your worst NIGHTMARE!" He screamed as he flew in and began fighting the Steel Talons. He wasn't wearing his armor so the blows he received were deadly. He stabbed one of the ST's in the skull killing it and choked another one to death. He than picked up a sword and killed one more and wounded another before he was hit by a volley of spears. The crowd looked on terrified at the brawl that was occuring before their eyes. Black Soul saw the CMC huddled up in a corner and saw a spear headed for them.

"NOOOO!" He screamed as he ran in and stood in front of the fillies. The spear impaled him through the chest and finally brought him down.

"ASTRO!" Celestia cried.

"MR BUNNYHOP!" The fillies said as the began to cry.

"Mr. Bunnyhop? HA! That is cute!" Gore said laughing as he prepared to capture the ponies he came for.

"N-no!" Celestia said weakly.

"Shut it sweetheart!" Gore screamed as he kicked Celestia in the face nearly knocking her out. The ponies all gasped.

"You would sacrifice your life to save these weaklings. That is why you lose, you sacrifice the strong for the weak." Gore said to the dying Astro.

"B-buck you!" Astro said spitting up blood. Gore responded by kicking Astro in the stomach causing the wounded pony excruciating pain. Gore than turned to Luna.

"Now come with me." Gore said as he went to grab Luna.

"If thou thinks we will go down without a fight than thou are mistaken." Luna said charging her horn.

"Could you repeat that sweetie? I'm not fluent in ancient equish." Gore said. Luna roared as she fired the beam she had been building up and actually knocked Gore to the ground.

"Y-y-y ou BITCH!" He yelled as he flew in at impossible speed and grabbed her by the throat.

"DON'T TOUCH HER!" Big Mac screamed as he and the other COLTS burst in through the door.

"Oh! NOW what?" Gore complained. "Oh if it isn't COLTS Omega, do you mind tending to that dying one over there, the stench of that soon to be corpse is quite unappealing.". Big Mac looked and saw the CMC crying over Black Soul who had a spear coming out his chest.

"Buck." Deadeye said out loud as the COLTS all ran over to tend to him. Gore and the other ST's took this chance to escape. Autumn went to pursue but Deadeye stopped him.

"Leave him, Black Soul needs our help." Deadeye said to which Autumn responded by simply nodding.

"M-mr Bunnyhop you saved us." Applebloom said crying.

"No, y-you saved me." Black Soul said as he coughed up blood.

"We're sorry this all our fault! We should have moved!" Scootaloo cried.

"Don't cry, I did my job and now I'm going to join all my parents in the Immortal Pastures." Black Soul said grunting.

"W-we love you!" Sweetie Belle said.

"I love you girls too." Black Soul said. Autumn was checking over Black Soul's body.

"How is he looking O-4?" Deadeye asked Shadow, the team medic.

"Not good, that wound is fatal." Shadow said with a slight sniffle in his voice, it didn't take a detective to figure out he was crying. Blitz, Autumn, and Big Mac all felt sorrow in their hearts. Black Soul was just starting to become good and now he was going to die. Princess Celestia walked over to Black Soul.

"Astro?" Celestia asked.

"Celestia, I'm so sorry for what I did, I still love you." Black Soul said as his mane grew back, his coat went from black to a radiant yellow, his horn grew back, and his eyes went back to blue. He was once again the pony that Celestia fell in love with. He smiled as he closed his eyes as his death song gently sang him away into eternity. "Mr Bunnyhop! Please don't die!" Sweetie Belle cried.

"Astro? Astro?" Celestia said but he was dead. "NOOOOOOO! ASTRO PLEASE I LOVE YOU COME BACK!"

"Damn those bucking grifs!" Deadeye screamed as he punched a hole in a nearby wall out of anger. "Princess, we have to take his body back to base, we will bring it back for a proper burial later."

"H-he can't be dead!" Celestia cried. Luna came over and comforted her sister.

"It's okay dear sister." Luna said sniffling. The ponies in the room had never seen their ruler cry so hard before. The mane six also were shedding tears.

"O-2 and O-4, take him." Deadeye said as Big Mac and Shadow picked up Black Soul's body.

"Do you girls wanna say good-bye?" Big Mac asked. Each of the fillies went and kissed Black Soul in the forehead and whispered a thank you to him for saving them.

"COLTS move out." Deadeye said holding back tears. The COLTS ran back to COLTS-01 with their fallen comrade.

"He really was a good pony inside." Big Mac thought as a tear rolled down his cheek.

DAMN YOU GORE YOU EVIL BEAK-HEADED FUCK! A little violence to make up for all the mushy romance earlier. R&R

"It is foolish and wrong to mourn the men who died. Rather we should thank God that such men lived." - General George Patton