Disclaimer! I do not own anything from Warhammer 40,000 or My Little Pony. This was a challenge from a friend, to get back at me for a similar challenge and now I am hating her for it! I choose these characters because I was told a tragic "villain" and one of the Mane Six, and figured these two would be a great match for them. Buuuuuuuuut I hope you guys enjoy this, I've thought long and hard on it, took me about a week and a half just to think of a story plot for it! Please, give reviews and comments! I love getting feedback.

Chapter One: A Second Chance? To be a Hero?

The last thing Talos remembered, was the explosion that took his life, and hopefully the Eldar Witch that slayed his brothers. He could feel his body flying through some form of space, everything felt peaceful and he was so relaxed. The clouds and lights around him were an arrangement of colors, almost like the ones within the Warp but these didn't have the maddening powers. However, there was something Talos did notice out of place, he wasn't in the form he had expected. Instead of being a freed soul, he still wore his power armor, both of his weapons in hand. He slowly held up his blade, Aurum, and it was whole again. It couldn't be real, he saw the Eldar Witch break the blade in front of him, and what's more… Where are his brothers? If he was dead, shouldn't they be here as well?

That was when a powerful voice suddenly spoke, "Son of the Night Haunter… You're actions, your path, and what you choose. Instead of becoming a Monster, like many others, has earned you a second chance." The voice said, making Talos look around, trying to find it. It was soft, sweet, and gentle; that of a caring woman. Almost motherly.

"Who are you!? Show yourself!" Talos demanded, suddenly stopping and finding himself floating in the strange space around him. He looked around, wanting to find the very thing that was talking to him.

"All in due time, Son of the Night Haunter… But for now, you are needed in another world, another life. Will you accept this second chance? To become what you've always wanted?" The voice asked, as Talos continued to look around, trying to find it.

"And what would that be? How do you know what I've always wanted to be?" He asked, his hands tightening around Aurum and his bolter.

The voice didn't respond very quickly, as if it was waiting for something. "To be a Hero." It said, as a bright door opened up, nearly blinding the Nostraman born Space Marine, who quickly shielded his eyes from the light.

"H-How did you know about that!?" Talos said, keeping both arms up to protect his dark eyes. "Only two people knew that! And one is still alive, last I remember, and you can't possibly be the other!"

"It is because I have been watching you, Son of Night Haunter, for a very long time." The voice said, as Talos tried to look at the door, realizing that the light wasn't effecting his eyes. "There is not much time left, you must choose…. Will you accept this chance, or remain at rest?"

Talos looked around the strange space that he was floating in, then to the door of light. "And what exactly is the price for this second life? Let me guess, my eternal soul?" He asked, holding Aurum up to look at the blood drop and wings that was the blade's hilt.

The voice did not hesitate to answer his question. "There is no price, Son of the Night Haunter. For I am not a Daemon, that you are so use to in your own world. I am something entirely different, and wish to offer you this chance."

Talos just eyed the portal, while reaching for his helmet, which was mag-locked to his hip, and put it on. "So, there is no price for this chance? That I will not be a slave to some devious entity?" He asked floating towards the door of light.

"That is correct, you have earned this chance, like many before you. But, I must warn you, once you have made this choice… There is no going back." The voice responded, "Please, make your decision, Son of the Night Haunter… There is not much time left, a life could be snuffed out at any moment, and only you can save them."

Those final words made Talos make his decision quickly. The eyes of his helmet suddenly lit up red, his voice metallic. "Then I must not delay…. And it's Talos, by the way." He suddenly flew into the door, not letting the voice respond to his comment, the door vanishing once he flew through it.

An Equine figure suddenly appeared, after Talos left, her fur was white as snow and flowing mane with an array of bright colors… She had both a horn, at the center of her head, and large wings. She simply smiled at Talos's decision to take the chance. "I already know, Talos Valcoran… Son of the Night Haunter, and Soul Hunter of the Night Lords." In a flash of golden magic, the figure disappeared from the space.

Within a foggy forest, with only the moon to light up the dark forest itself, the sounds of hooves breaking fallen twigs and hitting the ground broke the silence. "Oh no... Oh no… I have to get away, I have to get away." A silent, barely hearable, voice said in a panic. The voice belonged to a young Pegasus, whose fur was yellow and had a flowing pink mane, three butterflies marking her flank. "I have to get away, I have to hide." Tears were forming in her eyes, she was terrified of what was chasing her through the dark forest.

The Pegasus regretted entering the Everfree Forest, in search of certain herbs to help cure sicknesses that were common in her town. But she never expected to run into any trouble, so close to the edge of the forest. She was wrong, unfortunately for her, there was a group of Changelings lingering about the forest. Big enough to be a small scout party, possibly watching the small town of Ponyville, in hopes to attack it someday. When they discovered her, the scouting party quickly cut her off from returning to the town, to warn the others about what was stalking about.

She wasn't paying attention on the path she was taking, only trying to get away from the pack of Changelings on her tail, or try to find somewhere to hide. This was a mistake, she soon found out, could prove to be her last one. Risking a quick glance back, to see if the Changelings were still chasing her, which they were, the Pegasus suddenly ran right into a large stone. She was dazed for a few moments, but snapped out of it when twigs snapped behind her.

She quickly slammed up against the stone, hopping to climb her way out, but turned around to face her pursuers. The seven Changelings slowly moved in on her, all laughing in a devious manner. With all she had, the yellow Pegasus suddenly screamed out. "Some pony, HELP!"

That was when the Changelings suddenly looked up, above the stone. A door of light, so bright it caused them to look away, opened up above the Pegasus. It was the sound of crackling energy that caused their gaze to return, as a metallic voice yelled out. "Ave Dominus Nox! I have come for you!" And the lead Changeling was instantly cleaved in half by a metal giant! Whose armor was decorated in lightning bolts, bat wings, spikes, and its helmet was painted with both a skull and some strange marking above the eyes.

The Changelings didn't have much time to react to the sudden appearance, and the Pegasus looked in awe, as the metal giant cleaved another Changeling in half! The ones out of reach, were suddenly being blown away by a strange weapon in his left hand, letting out a loud double bangs and flashes of light. When the last Changeling, who was too terrified to move, was left, the metal giant walked over to him, and grabbed the smaller creature by its throat. "Judgement has come, creature… And I am your executioner!" Before the Changeling could respond, the metal giant impaled him upon his sword, allowing its blood to slowly leak down the edge and on to his hand.

After a few seconds, the metal giant threw the Changeling from his blade, and turned around to the creature that they were attacking. It was a strange creature, it looked equine in nature, but the fur and mane was abnormal. It even had wings, which was made him think it was some kind of xenos creature or some strange experiment. There was one thing he also noticed, and he could smell it in the air, it was terrified of him. Much as he enjoyed it, he knew what he had to do.

He slowly approached the creature, and knelt down in front of it. Its entire body was trembling with fear, and just kept looking at him. He stabbed his blade into the ground, and set the bolter to the side, before holding his hand out with the palm up, so it knew he wasn't going to harm it. "You're safe now, equine. I am not going to harm you." He said but what occurred next, made him dumbfounded.

"T-Thank you, f-for saving me…." She said, it was extremely quiet, but he was able to hear it because he was used to such silent speech. The fact that it actually talked was what completely threw him for a loop. He just stared at it, not believing what he had just heard.

"You can speak?" He said, trying to figure out if he was just going mad, or something that voice may have done to him. She didn't really say anything, just gave a nervous nod to him, keeping her body close to the ground. "I am Talos Valcoran, of the Night Lords… Do you have a name?" He asked, wondering if it'll speak and if it actually had a name.

It took her a few moments, he could tell she was scared out of her mind. "I-I-I'm…. F-F-Fluttershy." She said, much quieter than before, and looking away from Talos.

"It is nice to meet you, Fluttershy." He said, smiling behind his helmet. He knew this was his second chance, to be what he always wanted to be, instead of what he had to be. Though, the moment his visor picked up something in her body, it was an instant recall of his medic abilities. "Your wing is broken, and you've twisted your ankle." He said, the visor picking up the fracture and the strain in her front ankle. She didn't respond, only wince when she actually tried to see what he was talking about. "This is no place to splint the injury, or attempt to preform what's needed to fix the fracture. Do you live anywhere near here?"

She nodded, trying to get up, but the sprain didn't really let her do that. Her adrenaline has gone down, allowing the pain to come out and reveal her injuries. Her wing was swelling in the area of the break, but the wing itself felt numb. While her ankle felt like it was on fire. "Y-Yes… Near the edge, just outside of Ponyville." She pointed to the way she came, with her uninjured foreleg.

Talos tilted his head, "Ponyville? Interesting name… Alright, I'll take you there." He said, and before she could protest about it, the metal giant had sheathed his behind him, stuck the bolter to his hip, and scoped her up in both arms. "I am not one to abandon someone, after just rescuing them…" He chuckled a bit, before continuing. "Though, usually I am rescuing some mortal human to benefit me or my Legion, telling them that they are coming with me." He gave a soft shrug, he could still feel her trembling within his arms so he did what most do with a terrified animal… He started to slowly stroke her back, thinking. I seriously think the Warp froze over. A Night Lord being a hero, and caring for a defenseless animal!

When they arrived at "Fluttershy's" home, Talos instantly noticed how small it was, compared to him. The door reached up to his shoulders, so he knew it'll be quite strange to enter and remain inside. But he was able to enter, and to his surprise, the place was much bigger and he didn't have to keep bending over just to prevent his head from heading the ceiling. He looked around, able to see through the dark, noticing a large couch.

He walked over, and gently laid Fluttershy on to it, she had passed out shortly after pointing to the garden house, just outside of a small town. Talos didn't blame her, she was injured and was in quite the situation. It was rather natural for something sentient to pass out after such a stressful ordeal. He examined her once more, allowing his visor to scan, before going to work. "Ok, minor fracture, a splint will be the best way to handle that… As for the sprain, I just have to wrap that up and splint it, she'll have to stay off it though." He said to himself, eyeing the equine creature.

He glanced around the room, noticing that it was some sort of living room, with all kinds of decorations that reminded him of the images of ancient Terra, only far more peaceful. Trying to locate the medical supplies, not wasting time and leaving her open to possible infection, Talos decided to make do with quick splints made from materials outside. After which, the Night Lord will have to wait for her to wake up, and explain what to do before he would move on, trying to figure out where he is, and what the world is like. After all, he's still a Night Lord to the core and a Hunter. So he has to know his surroundings before doing anything.

The next morning, Fluttershy awoke to her wing and ankle both bandaged, and had splints on them. She eyed the work, noticing that he splints were made from branches while the wraps were made of cloth from her living room. The moment she attempted to set one foot down, a voice coughed and made her jump! Landing straight back on to the couch with a wince. She looked to where the noise came from, and saw her dark rescuer leaning against the wall, arms crossed. His weapons, on the other hand, were leaning on the wall next to him. "I don't suggest moving. Both your wing and ankle need time to heal, which means rest. Which also means, you need to stay off them." He said, looking at her.

She was just staring at his armor, and the decoration. The night before, she was only able to view what the moon light showed, but now… It was even more intimidating, with all the deathly decorations mixed with a dark blue plating and lightning bolts all across his armor. Though, she noticed that his left arm's gauntlet looked new, like it had just been replaced. When he kept staring at her, she quickly looked away, muttering. "Thank you… For saving me."

Talos gave a light shrug. "Don't think anything of it. You were in danger, and I did what was needed." He said, looking around the room.

Fluttershy looked back at her splints, and bandages. "A-Are you… S-Some kind of doctor?" She asked, noticing that, despite his crude use of simple materials, it was done with the work of some expert.

"You can say that, I guess… I was what is known as an 'Apothecary'. We were combat medics and doctors for our units. My armor, despite my tools being lost long ago, is still adjusted to determine injuries, allowing me to know the best way to help." Talos answered, leaving the wall, and walking over to Fluttershy. "What can you tell me about this world?"

Fluttershy felt like she owed this 'Talos' because of how he saved her, but she was still rather terrified of how he looked. "W-Well… As I said, we're in Ponyville. One of the many places in Equestria-"

"Equestri-what?" He asked, confused by the alien name.

"Equestria… It is, well… U-Um… One of the major Kingdoms, which is controlled by Ponies... Our leaders are the three Alicorn Princesses, Celestia, Luna, and one of my close friends, Twilight Sparkle" Fluttershy answered, wondering if she should take Talos to Twilight, but then thought about how intimidating he would be going through town.

Talos, on the other hand, couldn't help but raise an eyebrow to the explanation and the names of the three rulers, and that's when he realized something. "Um… Is my helmet actually raising the right side of the eye lense up?" He asked.

Fluttershy nodded, "Oh, why yes, it is. You mean, that isn't your face?" She asked, tilting her head, and then noticed about the fact that… The mouth area looked a lot like some kind of vent.

"No... This helmet protects my skull, helps me see, and aids in my combat prowess… It's not supposed to move with my facial expressions." Talos answered, reaching up to feel the helmet with his gauntlet. Sure enough, every expression he made, the face plate actually mimicked in some way. Only thing that didn't move, was the mouth piece.

"Help you see? Is there something wrong with your eye sight, Mr. Valcoran?" She asked, actually saying his name respectfully.

"Please, just call me Talos…" He said, before looking back at her. "And you can say that. It is because of the world I was born on, a world of eternal darkness. My eyes, like many of my brothers, have adapted to seeing in the night. While many can't see in the pitch black, we Night Lords are able to see clear as day but..." He pointed to the window, the sun light coming into the room. "Sun light can actually blind us. Which is where the helmet comes in, it helps dull the light so we can see while moving during the day time."

Fluttershy nodded, listening. She honestly could not imagine what it was like living in eternal darkness, reminding the pegasus of the Nightmare Moon incident, the thought of it sent a shiver down her spine. "It sounds… Rather scary." She admitted, looking down.

"You don't know the half of it, our home world…. Was not a nice place, hence why our Gene-father destroyed it." He said, as Fluttershy looked up at him, in shock.

"He destroyed a whole world? W-Why?" She asked, not really understanding. "And you mentioned brothers before, along with a Father just now… Are there more of you?"

"Because the world became corrupt, over ran with the worst kind of criminals. Killers, Rapists, Gang members, you name it, it was there. Our father couldn't stand it any longer, and decided to enact his dreaded judgment upon the world." He looked at her, and nodded. "There are many of us, thousands of battle brothers. All created from the gene-seed of our father, the Night Haunter. But he, on the other hand." Talos looked off to the side, no matter the world, or the fact he was considered dead in the life he knew, the pain of losing the only father figure he had still hurt. "He is… Long gone, a victim of his own vindication."

Fluttershy didn't need to see Talos' face, to see that he was in emotional pain. "What was he like?" She asked, tilting her head, hoping talking about him might help.

Talos didn't really answer for a few moments, before giving a sigh. "I… Rather not talk about it." He said, making Fluttershy frown a bit. "Is that all?"

She looked up and shook her head, "Um… I'm not the best to answer that question, but… My friend might? Twilight lives in Ponyville from time to time, and I heard she's here this week." She answered, as Talos nodded, walking over.

"Good, then we should go. I'll carry you to your friend…. I do not know much about the way your body works, so it would also be best to seek out one of your own doctors." Talos said, before suddenly grabbing his weapons, and picking up Fluttershy, while also being cautious of her injuries.

Fluttershy went wide eyed when the metal giant picked her up. "W-W-What? But, we can't go now, I mean... You might terrify some pony, or make them get the wrong idea." She said, starting to panic now.

Talos shrug off the statement. "Wouldn't be the first time someone froze in fear before me, and it is best to get you to a doctor who can actually help you." He looked down at his left arm, and sigh. "After all, it has been far too long since I was a real Apothecary… My skills are lacking in the medical field." He said, heading to the door, and opening it.

Talos was glad that his helmet was working, because this Equestria was EXTREMELY bright!