My Little Pony Friendship is Magic The Movie: What If?

by SuperPinkBrony12

Part 2: An Invasion

When the singing had ended and the final preparations for the festival were completed, Pinkie Pie had seen fit to celebrate with a blast from an extremely large cannon of hers! Unfortunately, it turned out to not be her party cannon. It had instead shot out an entire cake, which had landed right on top of Twilight.

The young alicorn princess was more annoyed than hurt, poking her head up from the center of the cake. "Pinkie!" She scolded.

"Sorry!" Pinkie Pie sincerely apologized. "It's my new EZ-Bake Cannon. Obviously, it still needs work."

Twilight sighed. "Just please don't fire that thing again during the festival. I don't need any more messes to clean up." And she stepped out from the giant cake, her body now covered with cake frosting from head to hooves.

Just then, a loud clearing of the throat drew the attention of everyone attending the festival. Standing before Twilight was a slender looking pegasus mare of medium build. Her coat was a shade of lime-greenish white, her black and blonde mane and tail were bushy (to the point where her mane obscured her face), she wore a large pink bow in the back of her mane, as well as a black shirt with two yellow buttons. Her cutie mark depicted a white cloud with six different colored raindrops in the shape of hearts. "Excuse me," She spoke in a slow, sweet tone of voice. "I'm looking for the pony in charge: Princess Twilight." As she spoke, it was possible to see her dark sapphire blue eyes peering out from under her mane.

Twilight immediately lit up her horn to get rid of the cake frosting still clinging to her coat. She then extended a hoof. "Uh, that would be me. And you're Songbird Serenade, right?"

"Yup," Songbird Sereneade replied. "Just point me in the direction of the stage. I want to get all set up and do a soundcheck before my big performance. Thanks again for hiring me, princess. This'll be my first concert since I hit the top of the charts. I just hope I'll be able to hear myself over the roar of the cheering crowd."

Twilight smiled. "Oh, I'm sure you'll do just fine. Now if you'll just step this way-"

But suddenly, there was a loud clap of thunder that drew attention away from the popstar pegasus. All eyes looked up towards its source, and a chorus of gasps filled the air when the crowd saw what they saw! Ominous, dark red clouds were emerging from seemingly out of nowhere, threatening to take over the entire sky in a matter of minutes.

The young alicorn frowned, casting an accusing glare at Rainbow Dash. "Rainbow, didn't I specifically say I wanted no storm clouds for the festival?!"

Rainbow Dash nervously replied. "Don't look at me! Those don't look like any storm clouds I've ever seen."

Fluttershy gulped and swallowed hard. "Whatever they are, they don't look friendly."

And Fluttershy turned out to be right in ways she hadn't even imagined. For from the dark red clouds emerged a huge zeppelin. It appeared to bear a logo of some sort, roughly in the shape of a crown. It circled the festival grounds for a moment. Then it stopped. A large ramp extended down from it, reaching all the way to the ground. A loud popping sound could be heard as an unfortunate balloon creation was effortlessly popped by the ramp's sharp edges.

"Brian, no!" A voice from the crowd cried in dismay, breaking the silence for a moment or so.

The side of the zeppelin then opened up, and a dark red mist similar to the clouds appeared. No one knew what to expect.

---

Suddenly, from the mist emerged what appeared to be a small hedgehog of sorts. It had a dark gray coat, cold grayish-blue eyes, white and light gray hair, and it wore a black shirt that had the same logo as the one seen on the zeppelin.

The hedgehog stood next to a small phonograph of sorts, and grabbed what looked like a microphone. The hedgehog tapped on the microphone, producing audible feedback that made the crowd wince. Then the hedgehog began to speak in a noticeable masculine sounding voice. "Greetings, ponies of Equestria, and honored guests. Do not be afraid. Your kingdom has been chosen to be the next to be conquered by his excellency: The Storm King!" As he spoke, large banners were unfurled that depicted a stayr like creature. It had a grayish-white coat with bluish-gray on the paws and face, brilliant opal eyes that looked cold and merciless, and had a black suit of armor across its chest and shoulders, all the way down to its upper legs.

A few ponies (and even non-ponies) started chattering amongst themselves. The general consensus seemed to be one of confusion more than outright dread.

The hedgehog wasn't bothered by the lack of screams, he just continued to speak. "Now, the Storm King couldn't be here himself. He's a very busy stayr. But fear not, citizens of Equestria. He sends his regards. And that's why he has given the honor of conquering you to his most trusted enforcer. His right hand mare. So please, puts your hooves together, and give a big, warm welcome to none other than:" He paused for dramatic effect, then gestured back to the zeppelin as he said. "Commander Tempest Shadow!"

Trotting out from the mist and appearing at the edge of the zeppelin itself was a unicorn mare wearing solid black armor that concealed most of her body (including her cutie mark). Her entire coat was a blackish-pink in color, her mane and tail were the color of dark rose, and her eyes were a shade of moderate opal that seemed just as cold as the ones seen on the image of the Storm King. Most shockingly of all, though, she had a scar across her right eye, and where her horn should be there was only a small stub.

Tempest surveyed the crowd in silence for a moment or two, then cleared her throat and began to speak. "Alright, ponies, here's the deal. I'm here for your magic, especially the magic inside your leaders, the princesses. So give it to me, or we'll make it difficult."

Princess Celestia and Princess Luna stepped forward, parting the crowd and locking eyes with Tempest. "You have some nerve showing your face to us like this, Tempest," Princess Celestia sternly spoke. "And just who is this 'Storm King'?"

"Someone far more powerful than you will ever be," Tempest coldly replied. "So, do you expect my offer? Are you here to surrender?"

Princess Luna snorted. "Surrender? To you? Why would we ever do that? In case you haven't noticed yet, you're outnumbered."

If Tempest was at all intimidated by the princess' remarks, she didn't show it outwardly. Instead, a smile of sorts crept across her face. "I was hoping you'd make it difficult," She omionusly declared, then turned back to the zeppelin and gave a shout. "Okay guys, you know what to do!"

In a matter of seconds, several heavily furred creatures all wearing the same armor as Tempest and the hedgehog emerged from the zeppelin! Some of them were brandishing staffs and rods forged from black metal, and all of them were uttering cries! They quickly raced down the ramp, weapons at the ready! In a matter of seconds, the calm of the festival gave way to an absolute panic!

The hornless unicorn simply shouted to the monsters above the carnage! "Do whatever you want with the others, but bring the princesses to me! I need their magic!"

Just like that, the town of Ponyville found itself swept up in an unannounced, unexpected invasion!

---

Twilight quickly found herself separated from her friends in the chaos! Everything seemed to be happening at once! And since she was still in something of a state of shock, she didn't know what to do!

Tempest, completely unconcerned by the carnage and chaos, simply trotted slowly down the ramp. All the while, a smile remained on her face. She seemed to be enjoying herself as she approached the hedgehog and remarked with indifference. "Why do they always have to run? It never solves anything in the end."

"Hey, it just makes it all the more fun to crush their spirits and their hopes, right?" The hedgehog questioned.

Tempest could only shake her head. "This isn't fun, this is frustrating, Grubber. How am I supposed to get the Storm King what he wants when no kingdom ever cooperates?"

Just then, the hornless unicorn and the hedgehog's conversation was rudely interrupted by a huge blast of magic! It struck the ground in front of them, missing them both by mere inches!

Tempest looked up, and saw none other than Princess Cadence hovering overheard, horn charged and at the ready. "I don't know why you're doing this, Tempest," She remarked in a disappointed tone of voice. "You're a pony. You shouldn't be siding against your own kingdom."

The hornless unicorn just smirked in reply as she quickly pulled out a black orb of sorts. She then jumped up, using her hooves to kick it across the sky and towards the candy colored alicorn!

Cadence quickly caught the projectile with her horn, holding it a ways back from her body. "Nice try, but you'll have to do better than that." She taunted.

But then suddenly, the black orb gave off a dark green mist! The mist quickly enveloped Cadence, who had barely time to react, let alone scream! She tried to conjure up a magical barrier to protect herself, but it was too late! Her entire body turned into solid crystal, and she fell to the ground with a crash!

Even Tempest Shadow seemed to be surprised by what had just unfolded. "So they're not smoke bombs." She whispered to herself as she looked to the other orbs, all still resting on her back.

There was little time to dwell on such thoughts, however. The screams of Cadence drew none other than Princess Celestia to the scene. And upon seeing the immbolized, crystalized alicorn before her, the sun princess' eyes narrowed in fury and righteous anger! "You fiend! How dare you do to that one of my subjects, my own niece no less!" Her horn began to glow brightly. "This madness ends now! And when I'm done with you, you'll be thrown into the dungeon until you tell me what you've done to Cadence and how it can be undone!"

Tempest jumped back in surprise! She briefly seemed to be at a loss as to what to do next, even as her thoughts were slowly drifting towards the orbs still in her possession.

Princess Celestia, undeterred, simply shot off a blast from her horn! It struck the ground in front of the hornless unicorn, leaving a black singe mark! "This is your last chance, Tempest!" She warned in what sounded not unlike a disapproving mother. "Stand down, or suffer the consequences! And you'd better tell the Storm King he can forget about conquering Equestria! It shall never be his!"

But Tempest simply pulled out another one of the orbs, and hurled it through the air as hard as she could while shouting! "Never say never, princess!"

Celestia ducked under the orb as it hurled past her, watching the ominous dark green vapor that spewed out from the orb! She realized at once that her opponent had no intention of standing down. Yet she was not frightened in the slightest. "If that's really the way you want to play, so be it."

"Sister!" Princess Luna shouted as she came frantically flying over!

Princess Celestia turned to her fellow alicorn and shouted to her! "Don't worry about me, Luna! You must get out of here, quickly!" She quickly turned her back to Tempest, only to see another black orb be hurled through the sky! She desperately caught it in her magic and instructed to her sister. "Flee south of here, beyond Equestria! Seek help!"

"From who?!" Luna desperately called!

The sun princess began to say. "Novo, queen of the hippo-" But a sudden jolt of electricity interrupted her thoughts, breaking her concentration. The orb impacted her as a result, and the mist swiftly turned her into crystal too!

Princess Luna, witnessing the horrifying sight, didn't need any further incentive to run away! She took off across the sky as fast as she could, doing her best not to look guilty as she witnessed the royal guard fighting in vain to hold back the monsters. It was clear that such a small number of guards were no match for what had to be a well trained army.

Tempest growled, eyes narrowing! "No you don't!" She bellowed! She grabbed yet another orb, jumped up, and kicked it as hard as she could towards the fleeing moon princess!

Luna flapped her wings furiously, desperately trying to outrun the orb and escape the range of the mist contained within it. All the while, she had her horn charged, trying desperately to think of where she could teleport to.

A scream of fright interrupted the princess of the night! Looking down, her eyes widened in horror as she saw three very recognizable fillies: One an earth pony, another a pegasus, and the third a unicorn. All of them were surrounded by the monsters Tempest had unleashed! Princess Luna, forgetting about her own safety, swooped down to grab the fillies. "It's alright," She said to them as she quickly ushered them to safety. "Everything will be okay." Yet only seconds after saying that, the orb impacted her on her side! The three fillies she had just saved watched in horror as she too was turned into solid crystal!

Just like that, there was only one alicorn princess left: Princess Twilight.

---

Twilight had, by chance, overheard what Princess Celestia had been trying to say to Princess Luna. She was already wondering just who this "Novo" figure was and why Princess Celestia viewed her as important. But she quickly pushed the thoughts to the back of her mind, especially as she saw the three other alicorn princesses all scattered about the town, and all of them turned into solid crystal!

Suddenly, another black orb came flying across the sky, heading straight for the only surviving full grown alicorn!

"Twilight!" Rainbow Dash shouted, and desperately swooped in to try to save the princess!

At first, Tempest smiled when she thought for sure she had captured Princess Twilight. But her happy mood soon faded when she discovered that instead of an alicorn, a wall-eyed pegasus mare had somehow managed to get in the way and had taken the blast intended for the alicorn princess. The hornless unicorn fast lost all patience and growled! "Get her! Don't let her escape!" Her stub for a horn began to crackle and sizzle ominously as she lost her cool.

A series of royal guards quickly barred Tempest's way, with them being led by a unicorn stallion wearing a purple colored suit of armor. "You stay away from the princess!" He bellowed. "If you want her, you'll have to get past us first!"

Twilight looked down at the scene from above, horrified at what she saw! "B.B.B.F.F.!" She cried in dismay!

Rainbow Dash quickly grabbed Twilight by the hoof! "Forget about him, Twilight! He can take care of himself! We have to get you out of here, now!"

"But... but... what about the others?" The young alicorn princess stammered.

"It's just the five of us and Spike," Rainbow frantically replied. "Now come on! We have to get out of here!" And she took off as fast as her wings would let her!

Tempest's eyes narrowed further as she watched her intended target flee. "You can run, princess," She thought to herself. "But you can't hide. Not from me!"

Author's Note:

The invasion of Canterlot in the original movie happens with no royal guard presence anywhere, and aside from Princess Luna the three other alicorn princesses are all defeated in very anti-climatic fashion. That's something I knew I wanted to fix here.

I also knew I'd have to change how the invasion took place since it was unfolding in Ponyville.

Comments

[Comickook]

The alterations to include a guard presence (however limited) and actually having the Princesses put up some semblance to a fight makes a lot of sense. And, yeah, having this before Season 5 explains Starlight's absence AND why they don't go to Ember and Thorax for help.

On to the next chapter.

[Okie Brony]

It's nice to see a good reason why Luna didn't teleport away.