This is Fallout Equestria, Halo, and RWBY Crossover, please support the initial releases, as I do not own them. Be Merciful.

Above an unknown planet a large portal opened that spat out a 100 mile long, 25, mile wide, and 15 mile tall City ship. Surrounding it was a large fleet of 60 Supercarriers, 400 destroyers, 600 Heavy Cruisers, 1200, Light Cruisers and 12.6 thousand Heavy frigates, and 20 thousand light Frigates and many more smaller craft.

Aboard the City Ship was the Leader, Ruby Rose, who sat in a hover chair, below her in their seats is the Team she loved. Weiss, Blake, Yang, together they made team RWBY.

"So, what do we do?" Ruby asked as she looked out of her domed city towards the planet far in the distance. "We can't just stay here but we are kinda stuck."

Weiss sighed, "Rubaby, we have a populace of nearly 8.7 billion, along with a large farm section of a ship capable of sustaining that and our entire fleet twice. Not to mention that the ship had an ocean for relaxation, we can, in theory, stay within our ship for centuries. Why should we bother with them?"

"Weiss, that's rude, they may be nice."

"Or evil." Blake interrupted.

"I mean true, is none of you even slightly curious?"

"If we are going down to the planet should send an investigating team-"

"Princess, energy scans across the planet show an unknown radiation that could damage our ships if we are not careful. The planet also shows signs of intense bombardment from high explosive weaponry, the radiation is located within these craters.

"Is it Nuclear?"

"Negative Ruby, it is an unknown, however it does bear a large quantity of magical energy."

One of the ensign's had an expression with dumb shock, "My princess, from my readings I am detecting a large number of 2 kilometer long airships and around 800 meters tall! The owners of these craft are …Pegasi?"

The bridge was silent for a minute before Ruby demanded, "Show me video!" As she finished, a Video of these 2 kilometer long ships being escorted by a fleet of Pegasi and aircraft appeared on the Central hologram.

"What the hell?" Yang asks with narrowed eyes, "We need to investigate this situation, why is almost an entire continent coated in a thick cloud layer."

"We would need some pegasi to create some agents for us in the world below, we would stand out too much." Ruby spoke sadly, "However, what if we extract their DNA and clone them?" Suddenly Ruby's eyes widened, "What if we clone them and inject our souls into their bodies?"

"That would work, but we have to do this properly Ruby, stealth should be our top priority."

Ruby's eyes widened as she realized what Yang wanted, "A Prowler?"

"A Prowler." Yang confirmed.

"Black Cat will be able to be used so let's use it."

"The Point Blank-class Prowler you made, are you sure Blake?"

"Yes, I am."

"Okay, let's get it done.

The Black Cat was a Point Blank-class Prowler with a stealth generator and two smaller Razor-class Prowlers, the ship pierced the clouds in an instant, and what they saw made the crew pale. The world was coated in near perpetual darkness but some streaks of light could be seen, the world was almost entirely dead with only plants capable of surviving the darkness flourishing.

"We have to use the ship's stasis shots to capture a few ponies, that way we can deduce any unwanted genetic anomalies and find a way around it."

"Captain Blake, our Razor craft have successfully gathered enough Pegasi Genetics to complete the mission." The RONI Agent spoke up.

"Good, now send them to help us gather other pony genetics."

"Understood."

In under an hour the Mission was a success and the Prowler returned to space with the Genetics now they gathered all the Genetics and started to create a perfect Pony Body for Team RWBY.

The first one was a blonde maned, orange furred pegasus mare with normal Magenta eyes, this was the Genetic creation of Yang.

The second was a white maned unicorn mare with blue eyes and very light blue fur, The Genetic creation of Weiss.

The third was a black unicorn mare with dark purple mane and tail with amber eyes, the Genetic creation of Blake.

And finally a Silver unicorn mare with black-red mane and blood red eyes, this was the Genetic creation of Ruby Rose.

"Okay, I think we can finally do this, everyone please get into the Special Life Transfer pods."

"Yes Ma'am." They all crawled into the Transfer pods and closed their eyes after the pods closed. That was the last visible light their bodies saw for a long time.

All four of them suddenly inhaled as their new Pony bodies shifted, they opened their eyes and winced. "Man… this is uncomfortable." Yang grumbles out, "Everyone good?"

"Yeah, I wonder how we are going to walk now?" Weiss mumbled out.

"Uh, practice and training." Blake responds. She tries to walk but falls on her face, "Yeah, a bunch of training."

The rest giggle and attempt to walk. Only to fall on their faces, this results in them giggling up a storm.

A little while later they are walking confidently down the hall of the Medical ship, "Okay, so let's get deployed into the field." Ruby suddenly frowned, "The question is where." She thought about it, "Are there any radio signals?"

"Yes, multiple, but only one that is widespread, it is originating within this city here." Blake points to a city that has been named Manehattan by city signs. There a single dot appeared inside of a skyscraper, "This is where the signal comes from, however it jumps from these massive towers similar to our world's early CCT Towers so it can be spread across the world."

"Tap into the radio signal."

"Understood."

The Comms crackled and a male voice pierced through, "Good Morning Wasteland, this is DJpon3, today we have some important news. The Stable Dweller has just cleared out the infamous Deadeyes of the Shattered Hoof Raiders, along with killing a Dragon. Now I know, most don't believe it, but it is true, I have had 12 different sources confirm her battle with this Dragon."

Blake cut the message before it could continue, "So we know where they are, that means we have to meet this DJpon3. We will be taking a single Petral, a Gauss Warthog, and a Grizzly Tank. These will be deployed below the cloud layer, Team NEOP will be taking the Info we gain and putting motion behind it."

"Understood, let's get deployed." Ruby made them all nod in agreement.

Outside Manehattan a Custom Petral dropship that was made to be a small apartment for the four leaders landed carrying two different vehicles. The back ramp was replaced with a door that had an extendable staircase. Exiting the craft was Ruby Rose and her team, "So?" Ruby asks looking over to the Pony Blake, who only sighed.

"Ruby, we are going to that location over there." She pointed off towards the heavily damaged city. "That is where we are going."

"Okay, so where is the Tower we need to head to?"

Blake sighed again and pointed to a tall residential skyscraper. "There."

Yang snorted, "They call that Tenpony Tower?"

"Mhm, hey Lilly take the Art up and be ready to defend us if we call for assistance." The Petral AI nods and closes the back door before launching off the ground with both Weiss and Yang.

Ruby looks over to Blake and smiles, "Let's have some fun." Ruby levitates out her Crescent Rose while Blake pulls out her Gambol Shroud.

Blake nods, "Please, be careful though, we are not nearly as powerful as we are in our other bodies. Our Aura is powerful but even it has its limits."

Ruby whines, "I know, okay."

"Good, let's get moving."

"Mhm."

Ruby placed her folded scythe on her side while Blake did the same with her weapon. They started to walk towards Tenpony Tower, their eyes slowly drifting to possible sniping and ambush positions. Ruby quickly used the Telepathic link she had with her team, 'Blake, do we have common currency?'

Blake doesn't physically react to the question, that would be too suspicious after all, 'Yes, we managed to perfectly replicate the bottle caps they use as currency, along with mined at round 16 asteroids filled with gold and other valuable resources. We should have enough money to supply us for 60-70 years and possibly help create a Base for us to use.' \

'Thank you Blake, you cute genius.'

Blake doesn't react but Ruby can feel her embarrassment from their link, 'It was mostly Weiss.' Suddenly Blake freezes, when Ruby notices she does also. "Hostiles on HUD." Both of them release their weapons, the Gambol Shroud remains in its Clever form floating before blade, while Ruby has her Crescent Rose in its Rifle form.

"What did you detect?"

Blake's eyes scan the area, her enhanced eyes scan the area with far more perception then before, "Unknown, we should grab our Military weapons." Blake released her MA37 ICWS Assault Rifle, while Ruby detached the M395 DMR. They both shoulder their weapons and look down at the sights, "Contact!" Ruby shouts and fires a single shot, "Hostile down!" Blake narrows her eyes and swaps to her M40 Pistol and looks down the sights. She pulls the trigger and round soars through the air before punching through the skull of a pony hiding behind a concrete wall. "Confirmed kill." Blake calmly responds.

"Any more?"

"Negative Cap, we should continue moving."

They soon arrive at a large metal gate, they look over and spot a guard post, "Can we come in?"

"1000 caps each." Ruby blinks, "And we will also need all your ammo, we can't have anyone causing a ruckus."

"Oh, okay, that's okay." Ruby dropped both her saddlebags that were entirely filled with enough ammo to last them a few months.

The Guard balked at the amount of ammo, Blake came over and dropped two more saddlebags filled with ammo. "Why do you need so much ammo?"

"Soldiers sir." Was the only response the Guard gained.

"Okay, caps?" 2 bags of a thousand caps dropped onto his table, "Thank you, Oi open the gate idiots!"

Ruby and Blake smile and nod, 'Now we need to find this DJpon3 character.' Ruby gathered her magic in her horn and stuck out her tongue in concentration. Soon her horn released a powerful pulse of sheer magic. The magic returned to her a minute later with all the information about the area, 'A Unicorn Mare named Homage, and she detected my Magic pulse, along with around 20 other ponies.'

'Should we wait?' Blake asks nervously.

'Yes, I will keep releasing a magic beacon for them to find me.' Her horn glowed and continued to release a weak pulse of magic energy. Before too long a steel gray unicorn mare with a wild blue mane and tail magenta eyes walked over to them. She stared at Ruby's silver horn, "So you were the one that was searching for me?"

"Mhm, we need some info."

"Info, of what?"

"Everything, we are very confused as to why this world is this way."

Homage's eyes widened and she nodded, "Follow me and stop sending out that magical signature."

Ruby already stopped and they all snuck away towards Homage's house. When they made it there Homage shut and locked the door behind her, she sighed. "Okay, you are not really ponies are you?"

"Do you mean physically or mentally?" Ruby asked.

"Mentally."

"Then no, we are not mentally ponies, I am a Human and Blake is a Faunus. We came to investigate and explore the planet, the rest of my team is aboard-"

"Your aircraft?" Both Blake and Ruby tensed up and nodded slowly, "I know, I saw it from the SPP towers."

Ruby pouted, "Hmph, I wanted it to be a surprise, fine, we have an entire fleet of Spaceships with like around 1.89 billion soldiers with around 8 billion current citizens. However I must know what I am dealing with before I send my soldiers or ships into the world guns blazing. I want to know who are the good guys, and who are the bad.

"I can tell you about the bad, they are quite obvious, the good, well, I only know of three at the moment. Me, The Stable Dweller, and the Security Mare."

Ruby rubs her chin, "Tell me about the bad guys."

"First off is Red Eyes, a slaver with a slave army, the next is the Goddess who is a mutant that rules over the Alicorns, and the Enclave not much is known about them but they have the capabilities to actually help us but they don't. There are hundreds of others but those are the main factions in the world at the moment."

"Okay, who are the good?"

"Like I said, I can only say me and two Stable ponies, The Stable Dweller is a mare who has been currently fighting Alicorns and Red Eye, along with any injustice that comes her way. Security is fighting in hoofington against a Raider legion and helping others even if they try to kill her first."

Ruby blinked, "Oh my god, okay, can you give us the locations?"

"The Stable Dweller is currently in an unknown stable after a Steel Ranger saved her from a swarm of Alicorns. Security is currently at Mega Mart in Hoofington."

Ruby sighed, "Moon Dreams Actual this is Princess Ruby Rose, we have information that can be used in operation." Homage stares at Ruby at hearing her title,

"Go ahead Cap."

"I have gained enough Info on the region to know who to back up and who to fight against, I want our Phoenix-class Support ship under the cloud layer but keep it quiet. I want Team NEOP at these Coordinates in their new Pony Bodies, they are to assist a mare whose title is Security."

"Understood Cap, we are sending them to assist this mare."

Ruby sighed, "Now, we can start helping this Stable Dweller, Thank you." Ruby and Blake teleported away before Homage could get any answers.

"So a Princess is now offering to help us? I guess I have to make names for them now. Along with their ship, hm."

Ruby and Blake appear at the Entrance gate where they quickly gather their ammo and teleport away again. However they were spotted by Life Bloom, who quickly reported them back to the Twilight Society.

Ruby and Blake appear outside of Manehattan with their weapons drawn. "Okay, let's find this stable." She gathered her magic into her horn and extended the reach of her Magical detection for miles in a 40 kilometer radius around her. Her magic released and she kept her eyes closed, "Found them, Fetlock." She quickly teleported with Blake once again.

When they finally arrived at the Stable Ruby and Blake jumped inside, their weapons ready for combat. "Hello?" Ruby shouts out as she walks into the Stable, her DMR floating in front of her body. "Hello, is anyone here? I am Ruby Rose, my friend here is Blake Belladonna." She was not answered, "How odd, I was told The Stable Dweller was here by DJpon3, plus the door is open so-" She found a revolver pointing between her eyes, it had three apples on the handle and suspended by a green magical aura, "Oh hello! I hope you are the Stable Dweller." She looked down, it was a Unicorn mare who was shorter than the average Adult ponies. She had Steel gray coat, brown 'hair', and Mint green eyes. "Howdy!" She happily exclaims not even bothered by the gun in her face. "I am Ruby Rose, this is Blake Belladonna by partner."

"Why are you here?"

"To help you, obviously, along with giving you my aid in any situation."

The Stable Dweller stared into her eyes, "You are telling the truth." She pulled the revolver away.

Ruby smiled, "So how can I help?"

"What are your skills?"

"Um, almost anything you can imagine, I am a great technician, builder, Sniper, team leader, Mage, and holy ship!" Ruby stares at the Stiff suit of Power armor, "A set of Powered Exoskeleton, what is wrong with it, Stable Dweller?"

"First my name is Little Pip, and second, that is Steelhoves, we need to get his suit working again."

Ruby blinks for a second, "Blake, do I have the technician kit?"

"Yeah Cap, I do." She pulled out a small tool box which she quickly tossed it to Ruby.

Ruy opens the tool box and scans through it, "Ah ha!" She pulls out a small cable with a gel end. "Where do I connect this?" She stares at the suit for a minute before she nods. "Okay got it." She suddenly plugs the cable into his suit, the gel connects to the suit and Ruby connects the other end into her Tac-pad. "Okay, let's see, Running Diagnostic." She stares at the Tac-pad before she slammed her hoof into the back of Steelhooves. "You walking idiot! How do you have two punctured lungs, and still talk?! Fucking idiot, I wonder how you are still alive, whatever I can fix this." She grabbed Pip's pip-buck and connected it to the wire, "I am using your Wrist Mounted Computer to restart his suit battery."

Ruby starts to tap away at her Tac-pad before she finally smiles. "Okay, got it." Ruby quickly disconnects both Steelhooves and Pip before putting the cable away.

"Now, how are you feeling?" She asks to get into Steelhoves face.

"Okay." He gruffed out.

"Good." She nods before looking at Pip, "Do you want to ride in my Aircraft?"

The room was silent for a minute before Pip's eyes widened fully, "Wait, what?! You own an aircraft?!"

"I mean yeah, I just said that, along with a Tank and an All Purpose ground vehicle." Pip's jaw dropped, "I can show you." She turns and walks out with Team Pip and Blake following.

When they made it above ground They spotted a 209 feet long VTOL aircraft with two vehicles being held by a Rail system. "This is my craft Art, she has a 70mm Heavy rotary cannon, two laser cannons under the wings, six bombs within the bombay, and four missile pods under the wings. She has enough room for around 20-30 soldiers to be dropped, but at the moment this one is a Non-standard, it has 6 bunk beds and an internal bathroom and kitchen."

"Wh-what?!" Pip screams out in shock.

"Well, I am saying you guys can stay here if you like, it will be your new Base of Operations, or I could just ask for a FOB deployment."

"Why are you doing this?" The question came from the Steelranger.

"Oum, because no one else has tried, and I hate seeing others suffer. We have the capability to evacuate the entire planet but we want to try and fix it before we do something so drastic." She sighed, "Oh sorry, I am rambling. Where should we go?"

"Tenpony Tower."

Ruby frowned, "We just came from there, fine." She opened the back door and walked inside. "Girl?" She noticed Weiss was watching TV while leaning on Yang, and they looked over to her, "What up, we have new guys here."

Yang smirked while Weiss smiled pleasantly, "Hello, I am Yang Xiao Long and this is Weiss Schnee."

"I am Calamity, The Team Marksman." The Brown Pegasus Stallion introduces himself.

"I am Velvet Remedy The Team Medic." The white furred Mare continues.

"I am Steelhooves of the Steel Rangers." The Massive tank of a stallion nods.

"Little Pip, Team Leader, I guess." She blushes and Ruby giggles.

"You're adorable!" Ruby giggles, "Oh wait, I forgot, so you all don't get confused, These are my mare friends along with teammates."

It took a minute for the new additions to realize what was said.

"Wait… You are dating all three of them?" Pip blushes, "I… Uh…"

"Yeah! We started dating… 4 years ago."

"So, how do we get into Tenpony Tower?" Pip asks nervously.

"Eh, We can drop you off, then we will take the workable Sky Carriage that I saw and turn it into a fully functional vehicle for you all to use."

"Um, okay, so when do we take off?"

Ruby blinked, "We already did the moment you all stepped in. We should be landing by now." As if on command the Art shuddered as it impacted the ground with a soft thud. "Oh, well, see you guys, be careful!" The Back door quickly opened, Ruby pulled out a Headset, "Here take this, this will allow you to stay in contact with us, you can call for Close Air Support if you really need it." Pip nods and slips the headset on, "Be careful miss Pip, I wouldn't want anything bad happening to such a pretty mare." Ruby playfully, but also honestly flirted.

Before long Team Pip leaves the Art, which quickly flies off back towards Stable 29, "So, Weiss, did you tell Command to set up base at Stable 29?"

"Yeah, I did, they are going to take it tomorrow, we can attach the Sky Carriage to the Art and take it to the Spirit of Fire so they can upgrade and make it function."

"Understood."

Around 300 feet below the cloud layer an Invisible Stealth Model Phoenix-class Support ship, the Art flys up before turning invisible and flying into one of the ship hangars. The Art drops the damaged Sky Carriage onto the hangar ground. Ruby jumps out and looks over to the Technician, "I want it running at 200% efficiency."

The Technician nods, "Understood Ma'am we will get this technology ready and running, by the way, are you going to stay a pony or?"

"Mh, I am staying a Pony, it feels… just as good as being a Human, and I have no reason to change back."

"M'kay, What do we do?"

"For Now, nothing, but later I want you all to harass Red Eye. The Info should be given to you all now."

The Technician nods and walks off.

Ruby smiles and returns to the Art, "We should get some rest, what do you all think?"

"Mhm, we should be ready tomorrow."

Team NEOP was led by Neopolitan with its members being Emerald, Omega, and Penny. Neo, or Trivia as she was commonly known, was a Team of RONI CRYSIS Agents. At the Moment they were in their pony bodies and even Penny was in a Mechanical pony body. "So, Neo?" Penny smiles at her Team Leader and Harem sister, Neo looks over to her and nods. "What do we do when we find Miss Security?"

Neo rubs her chin before smiling cruelly, "We stop at nothing to help her."

"Understood. The REPD Morning Rays is ready for us."

"The Police Corvette, what is it going to do?" Neo asks, rubbing her chin.

"Assist in ground operations, the ship will be our headquarters until we can set up an actual base in the region." Neo frowns, "Is something wrong Neo?"

"Yeah, why are we even doing this, these aren't our people, not really." She looked at her hooves and her wings, "We may be ponies now, but they aren't our real people, and they did this to themselves, what's to say they won't make it worse?"

Penny frowned and looked over to Emerald who looked away sadly, "Well, that's why we are here, to help fix it. Plus, don't you care about the innocent children and people who only do what they can to survive?"

Neo tensed up, "I… I do, but still, this world is far more messed up than our very own, at least the environment itself was healthy, but now the planet is basically dying."

Omega, Previously a Dark skinned brown haired Wolf Faunus. He was now an Earth pony with a steel gray coat and brown hair and pink eyes. He wore a CRYSIS Nanosuit and 2 automatic laser rifles in the battle saddle.

Penny was a yellow furred Pegasus Mare with orange hair and Crystal blue eyes. She wore a CRYSIS Nanosuit with three weapons, the Floating Blade Array, and a battle saddle with a Automatic Grenade Launcher and Minigun.

Emerald was a Unicorn mare with emerald green hair, and dark brown fur. She also wore a CRYSIS suit with 3 weapons: a Titanium short sword and a Military Standard Battle Rifle and Shotgun.

Neo was a Unicorn mare with light yellow fur with her normal Pink/brown hair and similar colored eyes. She had 4 weapons 3 of which were Military Standard, while the last was a Cane Sword. Like all in her team she wore a CRYSIS suit.

"So?" Neo asked with a smug smile, "Should we go and start bringing in Chaos?"

"Mhm, the Morning Ray is coming to pick us up, we should prepare." Emerald told her Leader, who nodded.

Soon the Heavily Modified Gladius-class Heavy Corvette entered the Hangar they remained in, it quickly landed and the front rank opened allowing them all to enter.

Inside, a Pegasus Captain looked over to them, "Ready team NEOP?"

"Mhm." Neo nods, "Let's go."

The Morning Ray lifts off after they all enter and flies off towards the region of Hoofington. The Captain turns and looks at them, "I am REPD Captain Tovac, I have been serving with the REPD for the last 15 years and my ship is the Morning Ray, like all ships in the REPD we have a at least 35 Pony Police officers aboard along with around 60 newly created Pony Droids. We have 1 Police Pelican and 3 Police heavy Vehicles." Neo nods.

"The weapons the Morning has is our Super Light MAC along with all the basic weaponry, our M900 Plasma Point Defense guns and our 2 Archer Missile pods. We have also been outfitted with an invisibility cloak that has just been engaged." The Morning pierces the clouds hiding Hoofington and soon lands outside Megamart.

Neo sighs, "We are-"

"Miss, we have to interfere in a situation, if we do not Miss Security may die."

"Uncloak and expose ourselves, do not let the Security Mare die!" Neo barked out instantly, her eyes narrowing.

"Understood. Uncloaking and pointing all weapons on the Threat to Security."

Blackjack was having a quite normal day, getting shitfaced drunk after she had to end the lives of a few children after having a mental episode, now she was getting thrown by Deus who looked mad. Before Deus could do anything else he was blasted back a streak of plasma, Blackjack looked up into the night sky and spotted a large silver metal airship all of its weapons were pointed towards Deus, The Speakers on the ship hull screeched loudly before a voice replaced the agonizing sound. "I am Captain Tovac of the Rose Empire Police Department, you use violence within a City, especially against someone who we have deemed to aid?!" There was silence after that but a large ramp opened allowing for four pony figures to drop from 300 meters (984 feet) into the air where they slammed into the ground before Blackjack.

She got a good look at them, coated in a super futuristic suit that covered their entire body in a skin tight black material. Their weapons were all pointing at Deus the Pegasus, a mare obviously, flew above her other team members, with around 10 floating swords that were connected to cables that snaked into the Black suit the mare wore. The swords all pointed towards Deus with each one aimed for the various weak points in his metallic hull.

Meanwhile the Only Stallion had his twin laser rifles aimed at Deus's skull, the two Unicorn mares had their weapons all very standardized weapons pointed at Deus's legs.

The One in the front, A Unicorn Mare with a Pink visor snarled, "Leave Deus, we will not ask again."

Deus chuckled darkly, "Oh I plan on it, but first, 50 thousand caps to any pony who brings me that Pip-buck on Security's leg, I will make it 100 thousand if you bring her here alive."

The Pegasus giggled, "Oh okay, we wanna play the number games, anyone who can bring Deus in dead or alive will gain around 1.3 million caps worth of pure gold. Show them Captain Tovac."

The Corvette opened the Cargo hold exposing the glistening gold within the ship, everyone turned to look at the now very nervous Deus.

"Even if lowered to only half to their value would be around 600 Thousand caps. 6 times more expensive than the current Bounty of Blackjack, yes?" The Pegasus asked smugly, "Leave, now, we have business with Miss Security. Before things get unpleasant." The Plasma point defense weapons all hummed ominously.

Deus nodded and quickly left with the Unicorn stallion.

All the weapons cooled and the Airship continued to peacefully hover in the air above Megamart, the weapons cool.

The Ponies wearing the advanced armor suddenly lost the helmets replaced with a Nano hood. They pulled the hoods back and smiled. "Well, that went better than expected." Omega chimed in calmly.

Neo nods, "Miss Security are you okay?"

"Mah name ish Blackjacks!" The now Named Blackjack stood on her shaky hooves.

"Crikey she's drunk!" Omega cried out in despair, "We have to find her team, we can't have a drunk talking to people, oh hello." He turned and spotted two ponies. "You must be a Miss… Jacks? Do we call her Miss Jack or just Blackjack?" He looked over to Neo, who just shrugged. "Okay, whatever you must be Blackjack's teammates."

Neo stepped forward, "I am RONI CRYSIS Agent Trivia, or Neopolitan, Team leader of NEOP. These are my Teammates Emerald, Penny, and Omega."

"Morning Glory." The Grey pegasus mare with purple mane and tail answers nervously.

"P-21, why are you here?" P-21 glares at them suspiciously.

"Simple really, we were ordered to assist Blackjack in any way possible by our Superiors."

"Why?"

"Look out there, Blackjack is a possible way for all of this to change for the better, she has the heart and drive to bring others behind her. We want to be the first, a Military force dedicated to Peace and Love, but willing to go to War on their own. However politics keeps us from actually fully acting, a bunch of idiot children keep our people from helping you all."

"So what do you plan to do?"

Neo smirks, "Gain allies and territory here, the more we own and control the more our people will actually focus on Terraforming the planet back to its original state, we are people who love helping others in any way we can. After over a thousand years of our people being threatened by monsters that would make most here seem tame. We survived these creatures and managed to control them, kill the ones that controlled them in the past and managed to kill two creatures who were Gods." Neo looked down at Blackjack, "Let's focus on something else, is she hurt?"

"No, she's healthy if a little bruised up."

"M'kay, so, we will see you in the morning, some of us have to sleep." The four disappeared in a flash of light, teleporting aboard the ship.

Aboard the RESC Spirit of Fire Captain Blaze Cutter a young 21 year old woman with a talent for leading ground operations. Her AI was a Faunus Cat lady wearing a black dress that matched with her white hair, her name was Mina.

"Mina, what is the status of the Spirit of Fire?"

"All green Captain, should we prepare to jump above Hoofington?"

"Yes."

"Jumping."

The Spirit of Fire did an atmo-FTL Jump, a second later the ship appeared high above Hoofington City. The energy shield flared around the ship signaling that something was trying to damage the ship.

"Why are the shields flaring Mina?"

"Unknown Cause, we are pulling away from the City structure, the shields are dropping rapidly."

"Do it, we cannot lose our shields, without that our Invisible cloak will be dispersed!"

"Doing a Sub-light Jump!" The Spirit of Fire lurched as the speed increased quickly before it stopped. When it finished they were no longer above Hoofington city instead above a random factory on the outskirts of Hoofington city.

"Ship status?" Azure demanded, "Is any crew injured or dead?"

"Negative, Ship is in perfect condition but the shields are only at 15%"

Azure pouted, her pegasus wings fluffed, she did not enjoy being in a different body. However it was better to help the Ponies trust them easier, plus some of the actual Citizens chose to become ponies, it was weird but natural for her people.

Azure had a small RONI Stealth pistol, a 9mm she believed, in a holster on her left foreleg, along with a combat knife on her right leg. The Pistol was modified to allow for ponies to shoot it with their mouths. She wore the same white and black Navy uniform all the Navy Personnel wore.

"Okay, can we set up a FOB?"

"We do have a single MOB within the Cargo Hold, should we use it?" Mina asks, Azure blinks as she just remembers she does have a MOB.

"No… Wait, Yes, There!" She points to a location, "We set the Base there and expand outwards slowly helping anyone who needs it. Could we land the Spirit there?"

"Yes, when the base was set up the Spirit could be landed there." Mina confirmed with a small smile.

"Good, set up the MOB and land the Spirit."

Six Herons dropped from the Spirit of Fire carrying the Pieces to create a Main Operating Base, the six ships all fly towards the place between Megamart and MASEBS #13 they all drop their payloads and fly back towards the Spirit of Fire, said ship slowly flies towards the area above the Main Operating Base.

The Construction drones all swarm around the MOB and set it up, after the building is finished being constructed the Dry Dock begins construction, easily 8,000 meters long and 5,000 meters in width the Dry Dock was made to support the weight of almost every ship in the RESC Navy. When the Dry Dock was finished construction the Spirit of Fire exited from Invisibility cloak and landed in the Dry Dock.

"Docking Successful, Should we stay, or?"

"Order all crew to Disembark, set up the Turrets with 6 of 16 upgraded to Anti Air with the rest being Anti-infantry and Anti-vehicle. I want all our Ground Vehicles set up in a defensive formation around the Base. Air vehicles to scout the terrain and provide Air support to any passing caravans."

"Understood Captain, the Captain Quarters aboard the MOB will be set up for you."

"Good, I need a nap."

Neo woke up the next morning and looked through the reports of the Ground Operation, "The Spirit of Fire has set up a Ground Base within Hoofington and landed within the Drydock, hm, Ruby has woke up and decided to scout Red Eye."

She exited from the front of the Morning Ray, she looked up and spotted Blackjack and her team, they just got here. "Oh, hello, wanna come in? We have tea, Coffee, and some breakfast."

"Um, sure, but I wanna know why you guys want to help me?" Blackjack stares at her nervously.

Neo snorts, "Because well, our leader is a big softy with a bleeding heart, she loves to help others and does whatever she can to do what is right. Also, our people are one for helping others no matter the case, we became like this because of the actions of our leader. She went above and beyond to help others, including her past enemies, as long as they wanted to be redeemed. Now, Blackjack, come inside, we have to head to the Main Operating Base. You need better weapons."

Blackjack looked at the weapons she had and sighed. "I agree I need better weapons."

"M'kay, get aboard."

Without asking any further they gotside the ship and the small Corvette lifted off before heading towards the Main Operating Base possibly a mile away from Megamart. Blackjack and team became the first ponies in all of Equestria to see the massive Military installation and single 2,500 meter long Support ship. "Oh My." Morning Glory exclaims in shock, "T-that's as big as a Raptor…"

Neo nods, "Mhm, that is the RESC Spirit of Fire, however she will be grounded until she is needed. Wasting fuel and power is something we don't want to do."

"So, you guys have the Military capable of actually helping the people of this world, why haven't you started before this?!" Blackjack almost screams in anger.

"I-uh, okay, this is classified, but I suppose it's better to tell you. We are not from this world, we are aliens, none of the Pony Crew you will see were previously ponies, they were Human or Faunus. We have learned of a way to transfer our souls into empty bodies to give life to the previously dead. However we learned that we could transfer our souls into new bodies, so we created Pony bodies and transferred our souls over."

The room was silent while Captain Tovac sighed, "Girl you just gave away Level 1 Classified Info."

"So, Ruby is likely going to do the same thing, you know her, she hates lying to others." Neo sighs, "At Least I can keep a secret."

"So… your species is not ponies, why did you use pony bodies then?" Blackjack asked nervously.

"To blend in easier, plus, it is easier to gather allies if you are the same species."

"We are coming in to land." As Tovac finished the Morning Ray landed on the ground with a soft thud. "Okay, now, go talk to Captain Cutter, all of you."

"M'kay Tovac."

Azure Cutter sits in her chair with a small frown on her lips, "So, you told her the Truth, Special Agent Trivia, you just told Civilians a top ranked Military Secret that is-"

"Oh shut up," The Holographic display of Ruby Rose appeared on the desk, she was still in her pony form, "We have more dire things to worry about, this Red Eye is almost just as dangerous as the Enclave, Not to mention the Goddess, her Alicorns are easily as strong or stronger than our Spartans 5s. And she has a lot of them. With the Council refusing to give me command of my own damn fleet, we only have 4 ships with crew more than a 1k." Ruby scowls, "The Rest of the Honor Fleet is busy trying to find a way home and defending the Red Ruby."

"So, what do we do Ruby?" Neo asks with her Team and Team Blackjack behind her, Team Blackjack stares at the Hologram of Ruby.

"We can't really openly engage in combat with Red Eye and the Enclave until we gather allies. Blackjack, I know I have no reason to ask for your help, but we need it. We have to show the Council that you ponies can actually be trusted with our own trust, along with establishing a large nation wide government." Ruby looks over to Morning Glory, "If you can convince the Enclave to help us we will be able to act quicker, if the Enclave decides that helping the people is far more beneficial then letting them rot beneath this cloud layer My Council will begin to act."

Morning Glory recognizes all the eyes on her, "I-I can't I tried more than once, but…-"

"I understand, Azure Cutter, I am giving Alpha Privileges to call for troops from the RESC Final Breath."

"Our Sol-class Command Supercarrier?!"

"Mhm, sadly you are not allowed to call for the Spartans, mainly because Pony Bodies seem to fight against the Biological augmentations that Spartans use."

"Understood, is that why Blue Team and Black Team were called from my ship before we changed?"

"Exactly, they are aboard Final Breath, if things get really bad we will need them. However Team NEOP is under your command along with CRYSIS Team BTLR."

"Understood Captain."

High in the sky above Hoofington Five RESC M1432 Raptors, a Fighter Craft made in similar fashion to a F-22 Raptor screeched through the air. The five aircraft suddenly dived towards the ground, spiraling, the twin automatic Railguns opened fire on the ground below. The High explosive Slugs slammed into the hull of the HMS Celestia intentionally destroying the large Guns, after they did their part the planes pulled away and quickly flew away.

Elsewhere Two pelicans and a small detachment of M1431 raptors flew out of Hoofington and towards the Frozen North. Inside one Pelican was RE Scientist Allen Anders a Forerunner specialist, she was Human with a Detachment of Human ODST and marines, "Okay everyone, we have some news, the Final Breath detected a Forerunner Site within a large cave system inside of the Frozen North. I have my three AIs ready to help me investigate the Forerunner site, all you have to do is keep me safe and alive."

The ODST Captain nods, "Understood Ma'am, Your safety is top priority."

"Okay, let's go-"

"Now hold on Lady, we can't be expected to keep you alive if you run off and get lost." The Marine Sergeant John Forge growled out, "If we need you alive, at least stay with us."

Allen scowled at the Marine but sighed, "Fine, I will."

"Good." Forge nods his head.

The Pelicans landed with the Raptors landing away from the Pelicans.

Allen Anders followed her Escorts with her X921 Self Defense Weapon (SDW) Submachine Pistol in hand. They walk into the cave with their weapons scanning the ground and ceiling. As they get deeper into the cave system it changes, no longer is it a regular cave the walls become metallic.

Allen Anders looked excited at seeing all this proof, "So the Forerunners were here, that means they may have some technology for us." Her Excitement suddenly shifts to confusion when she spots a Forerunner terminal with the Hologram of the planet.

Allen looks to John Forge who signals his marines to spread out before nodding to Allen.

Allen walks over to Terminal and plugs in all three of the AI. They all look identical, The Triplets Three Smart AI Made from the brains of Three Sibling Faunus.

They were all dog Faunus wearing a RESC uniform and all using the color Blue. "Mistress has called us." The Female Faunus, Alpha, muttered out.

"Yes Sister, we shall find all we can on the Forerunners." Beta Answers, a male Faunus.

"..." Charlie silently nods as she works. She suddenly looks at Beta who nods.

"Understood little sister, Mistress, this Facility is a Construction facility, made to create both Forerunner and Ancient Human Constructs."

Allen blinks and looks over to Charlie who nods again, "Can we take it?"

"Yes Mistress, however the Site Monitor is coming." As if on command of a floating metallic ball with a green glowing light as a camera lens.

"Reclaimers! How Amazing to see you all here, how can I help you?"

"We would like to use this Facility to help the Rose Empire." Allen Anders smiles towards Monitor that floats there silently for a moment.

"Oh certainly! Please come along Humans, I was ordered to create the perfect ship to battle the flood, however it did take me more than 86,000 years to get it right! I did keep all the Unperfect ships that I created because I was ordered to, however I do suggest you take the Perfection first! I mixed all the Technology from Human and Forerunner."

Allen Anders frowned, "How big is this ship?"

"Hm, it is quite small sadly, 30.91 Kilometers long, in your human measurements."

John's jaw dropped, "How is such a massive ship within this base?!"

"Sorry, Reclaimer, but the Perfection is in the actual Ship Hangars." The Planet Hologram zooms into the Center of the North Luna Sea. "Here, and here." Two red dots appear on the Hologram.

"Hm, can you give me the Coordinates?"

"Oh Certainly!" The Monitor sent the Coordinates to Allen's AI, "Well since you are all here, you should be aware that this is not the only Station I control on this planet. My creators sealed themselves and many other high ranking officials into a nearby Tomb. They are not the only ones that are there; however Every Species in the Galaxy has been sealed alongside them enough to repopulate."

"Why are you telling us this?"

"Because sadly only a Reclaimer can unseal those within the pod, they are located here." A single dot appeared below the town of Ponyville.

"Can you give me all the Forerunner locations?"

"Already done." 632 different Forerunner locations appear across the entire planet, "The Forerunner was studying this planet, they also created installations made to assist you, Reclaimers."

"Okay, thank you." Allen Anders smiled and almost walked off when Charlie spoke up, which was uncharacteristic of her.

"What is Enervation?"

The Monitor stares at the AI. "That is one of the things we were studying, we never discovered how it came to be."

Charlie nodded and refused to reply.

Allen pulled all three of her AI Out, "Let's go guys." She nodded to the Monitor as the RESC Science team retracted.

In the Red Ruby Throne Room High Admiral Roberto Ironwood, or Rob Ironwood, looked at the report from the science team. "This planet is far more important that what we guessed, if even the Forerunners studied and didn't understand something that is highly dangerous. We have to take the situation completely seriously, have you gained contact with RESC Command?"

"Yes, yes we have, we are only around 12 light years from Rose Empire Space. The Queen all but ordered us to retreat, she needs to consider her options, however we are to leave the Planet fleet alone."

"Understood."

"Admiral, something's wrong, our ship is-" That was the last thing the Admiral heard before the entire fleet of thousands vanished through a massive Slipspace portal.

Now the Planet fleet was all that was left, not a single ship would be here to provide any kind of aid.

Ruby tensed up as she watched her signal to the Red Ruby just vanish, they would have told her if they were going to FTL jump away, it was her ship afterall, but she got nothing. She tried to contact all the ships that she had lost contact with, again nothing, it was as if they were entirely destroyed. She looked over to her Team who were all as pale as her, something was seriously wrong. "Guys, did we just…"

"We lost the biggest military backing likely in this entire Galaxy, yeah." Yang mutters out with shock, "We… with the Red Ruby we could have survived for all of time, but now. We have lost the entire fleet. No backup, and No help, we have to get into contact with the Empire by building a Quantum communicator."

Ruby sighed, "We are in trouble, what do we do?"

Weiss frowned, she rubbed her chin, "Now we are weaker than before, we can't be so open in our combat, unless we want to unleash the full might of our SPARTANS and CRYSIS Agents."

"And doing that would expose us as an Alien faction, All the other ships we have are Human occupied, we have no more Pony Occupied ships." Ruby rubbed her head in annoyance, "We also have to deal with the Science Team of the Spirit of Fire that had been relocated to the Final Breath, they will be exploring all the Forerunner sites one by one for some time."

Blake frowned, "We also lost our Main ship, Heart Aflame our Remnant-class Supercarrier, we lost a large portion of our Military might."

"What should we do?" Ruby looked to her Team Nervously, suddenly an idea came to Ruby, "Lily, get us to the Final Breath, Omega level Priority!"

The 12 year old blonde haired AI nods, "Understood Miss Rose, Entering Stealth Mode and exiting Atmosphere."

They felt the Modified Petral-lurch forward and spear through the clouds at nearly the speed of sound.

Team Pip exits from Tenpony Tower and spots a large single undamaged and heavily modified Sky Carriage. "Woah." Calamity exclaims as he stares at the machine, "That is… amazing."

The Sky Carriage was almost identical to how it was before but now more armored and with four energy turrets and energy shielding. "So, can you fly us?"

Calamity scoffs, "Should be easy."

Ruby walked to the Bridge of the Final Breath and looked over to Captain Johnson, he was a dark skinned male with blonde hair and blue eyes. "So?" Johnson asked, "What did you think of?"

"What ships do we possess?"

Johnson sighed, "The Final Breath, Spirit of Fire, Fully Loaded, and Crimson Bourne. These are the four main ships we have, we also have around 6 escort Corvettes, including the Morning Ray."

Ruby frowned and thought about those numbers, "Troops?"

"Difficult to account however from last readings we have around 45k ground troops."

"Hm, that is more than I expected, do you think we can defeat the Enclave?"

"With their numbers but lack of shielding, the Final Breath and Fully Loaded could take down around 3-4 of the ships solo. However, we should try to repurpose the ships instead of destroying them."

"I know, have you been able to hack the Pegasi Net?"

"Yeah, we are ready to send the Video feed when you are ready."

Ruby started to think it over, "We need Air Superiority, however you are right, we can't destroy all of the Raptors. We need to take a Raptor, so we should try our hardest to capture a single one of these crafts."

"Sadly, we can't, we do not have the soldiers to take down a Raptor, however there are multiple Remains of Raptors strewn across Equestria. Two of which have my interests, one is the Luna Dream 2, and the final one is Dawn's Revival. Luna's Dream 2 is almost entirely destroyed after a conflict with the Enclave some years ago, the good news is that the Dawn's Revival is entirely intact with only minor damage.

Ruby's eyes lit up, "Okay, good, Where are these ships?"

"Luna's Dawn 2 is near Trottingham, however Dawn's revival is in the Ruined City of Cloudsdale. It tried to evacuate the citizens after the bombs struck but all the crew was killed from Radiation exposure within an hour, almost every one of the crew became a Ghoul. We are unsure if any of the crew remained their sanity."

Ruby's eyes narrowed at that, "Okay, A city filled with ghouls, and a ship filled with ghouls. How many other things are within Cloudsdale?"

"Around 12 other damaged or destroyed Raptors, and a single Thunderhead, which is astonishingly completely intact after being hit by the Balefire/Nuclear Bomb's blast. However again likely all these craft are filled with hostile Ghouls."

Ruby rubs her chin, "Okay, I see, Cloak the Fully Loaded and deploy it above Cloudsdale, let the Point Defense guns and Fighter Craft deal with all the Pegasi Ghouls while My team and a Spartan Team Black and White deal with all the ground forces. Use the Teleporter to extract us if we are in over our heads. If Air Supremacy is achieved, deploy bombers to non-targets with Tactical Nuclear weaponry."

"Understood, what can the Final Breath do?"

"If things go far beyond what I am Expecting I want Orbital bombardment around the targets."

"Mhm, now get going to miss, the mission is calling you."

"M'kay."

"-Entering Slipspace without command!" The Same Ensign yelled out as he finished his fearful report.

All the Crew were silent for a minute before they all looked out the window, "Um, Admiral, we ain't in Vale anymore." One of the Ensigns emotionless responded.

They were high above a new planet, a planet that was green, brown, gray, blue, and white. A Planet surrounded by a very small space fleet with only 40 Corvette class ships. The Name on the side of the ship was UNSC.

"My god, this is a First Contact scenario, with other humans…"