Hello there guys! I am sorry for not updating for over a month. I was involved in a terrible car crash a week after I last updated the story. My leg was broken and I received a gash on my forehead. I was in the hospital for about 3 weeks, and I had no internet access. Thankfully, no one died.

Hopefully, you all will understand. Being such great readers, I know you will.

As a special late bonus, I have made this chapter a bit more longer than the others :)

Written by Fyronarion Edited by TolianTiger

Onyx led both Twilight and Nucleon down the winding staircase. Their hooves clattered noisily down the steps, and the torches on the wall cast an eerie glow, as if the shadows themselves were dancing.

All of them were quiet, waiting to see what would be unveiled to them. Finally, after minutes of descending down the stairs, the trio stopped in front of a gory painting of Witherwing the Bloodthirsty beheading one of his enemies. Onyx stepped forward and started running his hooves over the canvas, as if searching for something.

Twilight seemed confused. What is Onyx doing by that painting? Maybe there is something strange about it? The same thought struck Nucleon too, and both of them exchanged uneasy glances.

Finally, Onyx muttered "Aha!" and placed his right hoof on the bottom left corner of the painting. His hoof caved into that spot. The sound of heavy gears turning could be heard followed by clouds of steam billowing out of the door cracks. The three of them coughed and waved the blinding cloud away.

After after their eyesights have restored, they were staring at a dark hallway instead of the painting. The hallway seemed like something out of a horror movie.

"Er...are we going in there?" asked Nucleon. Onyx nodded, his horn lighting up. Twilight followed suit, and both of them entered the gloomy hall, which was brightly illuminated by their horns. Both of them walked only a few meters when Twilight noticed Nucleon wasn't next to them. She turned around and saw him standing outside, avoiding gazing at the dark tunnel.

"C'mon Nucleon!" urged Twilight. He shook his head and took a step back.

"What's wrong with him?" asked Onyx, impatiently tapping his hooves. Twilight shrugged. Finally, Nucleon spoke.

"Um...I have a thing about confined spaces. Especially dark, cramped places." he muttered. Onyx glanced at Twilight and he burst out laughing. Nucleon glared at him, and then at Twilight, who cocked her head in puzzlement.

"But you were down in the cramped dungeon before, and you didn't seem to mind." she said. He shook his head.

"That's because there was light streaming in from the windows. However, this is all dark. No thanks." he said, still keeping a foot away from the hall.

"We'll go through this quick, I promise. Just do it for me, please?" she asked, batting her eyelashes at him. Onyx scratched his head. That seemed so...un-Twilight of her. It suddenly dawned on him that something is going on between them two and he smirked to himself.

Nucleon, on the other hand, took a deep breath moved forward.

At last, he took a deep breath and placed a trembling hoof inside of the hallway and made slow progress towards the two ponies. However, Onyx, impatient as he is, lunged forward, grabbing both Nucleon's hooves and dragging him inside.

He yelped, trying to break free, but Onyx had an iron grip. He then took the squirming changeling towards the end of the hall as the door closed, engulfing them in darkness. Twilight followed Onyx's silhouette closely, trying to comfort a struggling Nucleon.

For Nucleon, it felt like the world was closing around him. He felt his heartbeats intensify, as if it wants to break free from his chest. He was also hyperventilating and trembling, the wings on his back fluttering while Twilight tried to make him relax.

"I-I'm scared." he stammered. Immediately, Nucleon wanted to kick himself. There goes the brave and courageous rebel changeling.

Twilight gently put her hoof over his mouth.

"It's okay. I would feel the same way too if I were claustrophobic. Just close your eyes and take a deep breath. One of the books I've read stated that it's a good way to relieve stress." she said. A muffled Nucleon nodded and closed his eyes. Twilight removed her hoof when he took a breath. At last, he stopped fighting against Onyx's grip.

After walking a certain distance, Onyx raised his hoof to signal them to stop. They halted and Onyx looked around the room carefully before his horn started glowing. It then unleashed a beam of energy upwards into the ceiling, which absorbed it and started glowing with a blue aura.

The wall at the front slowly lowered itself. Beams of light escaped from the cracks, temporarily blinding them.

As the wall fully lowered itself into the floor, it revealed a dazzling and spacious marble hallway with many doors. Strange floating orbs lighted the way, and weird noises were heard from these doors. The smell of foreign chemicals wafted through the air, stinging their snouts. At the front entrance, a carved statue of Princess Celestia & Luna, clad in armor, stood on each side. A couple of unicorn ponies in white laboratory coats trotted past them into a room. The sight made them all speechless.

"What is this place?" asked Twilight, astounded by it.

"This is the Canterlot Experimental Research Facility, home of the greatest scientists and engineers in ponydom." replied Onyx.

"Well, at least it's roomy." said Nucleon, sounding relieved.

"You are correct. Welcome to the CER!" said a cheerful voice next to him. Onyx turned to see a mocha colored unicorn stallion with a lab coat grinning at him. He had glasses on, and his cutie mark was a beaker with bubbles in it. The pony stuck his hoof out towards him.

"Ah yes, I knew you would come here eventually, Sergeant Onyx of the Phoenix Guard." said the lab pony, shaking his hoof. Onyx seemed surprised that the pony knew his name, but he merely nodded at him. The pony turned to Twilight and gasped before rushing towards her, hooves sticking out.

"The Legendary Twilight Sparkle. Oh dear, you became a changeling?" he asked. She clasped his trembling hooves and shook them with a tight smile on her face.

"I don't know about the legendary part, seeing as most of Canterlot considers me a heretic. Regretfully, the changeling decision was entirely my own." she said sadly, dropping her gaze. The pony laughed.

"Nonsense! I, for one, welcome you as a citizen and a rightful Element of Harmony. However...I will try to rectify your situation of being a changeling." he said. Twilight felt her spirit rise. Even though the majority thought of her as treacherous, there were ponies who still believed in her. He even addressed her issue of being a changeling. Not that she minded being one, but Twilight was tired of the constant glares and whispers she gets for being something different.

Lastly, the scientist turned his gaze to Nucleon. He frowned at him.

"Nucleon the changeling. You have joined our cause, have you not?" he asked. Nucleon nodded in acknowledgement.

The lab pony took a step towards him.

"I don't trust you, but if the Princess believes that you have changed, then I will too, unfortunately." he said. Nucleon had a startled expression on his face when he said that, but Onyx quickly intervened.

"Who are you and how do you know our names?" he asked. The pony laughed.

"Nothing enters or leaves the CER without me knowing it. Alas, I forgot to introduce myself. My name is Proton, Professor Proton." he said.

Onyx decided not to question him further about knowing their names.

"Well, now that we have gotten the formalities out of our way, let me lead you to our main laboratories. Your equipment is waiting there." he said, turning around and trotting down the hall. The two changelings and the pony followed suit, with Professor Proton explaining the history of the Research Facility.

"This place was built a few centuries ago when the Princess, in her infinite wisdom, decided that in order for us to survive as a species, we would need to research new technology and harness it to our advantage. From then on, we have produced many things you all take for granted in Equestria." he explained.

"Interesting...things like what?" asked a curious Nucleon.

"The Communication Gems, airships, royal crossbows. I could go on and make a list, but I don't think you want to hear that, right?" he said. Nucleon shook his head.

"So what about the thing we are about to see?" piped up Twilight. The Professor smiled, as if he was waiting somepony to ask him that for ages.

"I will tell you once we reach our designated lab room. Ah, here we are. Just need to pass the security checkpoints." he said, stopping them in front of a thick steel door with an ornate centerpiece fashioned into the head of a phoenix.

Professor Proton reached for the head and pressed it three times. The beak of the phoenix suddenly opened, and a loud musical voice wallowed out of it.

"Please answer this security question: What came first, the phoenix or the flame?" "Hmm... What do you think?" said the Professor, looking thoughtful. "What? Isn't there just a password?" asked Nucleon. "Oh no, you've got to answer a question," he said, glancing at him. "What if you get it wrong?" said Onyx. "Then you have to wait for somepony to get it right!" said Proton. "That's how you learn." "Trouble is, we can't really afford to wait for anypony else, Prof. We are mobilizing for war." said Twilight. "No, I see what you mean," said The Professor seriously. "Well, I think the answer is that a circle has no beginning." "Well said" said the voice, and the door slid open with a hiss, revealing a cavernous room. Desks filled with drawings and notes lined the walls, while the center of it showcased two mounted, pony-sized suits that closely resembled those worn by the Royal Guard. Ponies in lab coats were in a rush. A couple of them were at the desks, furiously scribbling notes and calculating figures while others were around the suits, tweaking it and making sure it operated correctly.

"This" said the Professor with a great deal of enthusiasm "is the culmination of ten years of sweat, blood and tears. I present to you: The Celestial Armor!"

"Sweet Celestia! It looks like it weighs a ton!" exclaimed Nucleon. Professor Proton ushered them towards the suits. Twilight and Onyx were amazed by its streamlined design.

A closer look showed that it had intricate carvings on it. The armor seemed to cut back on the basic gold worn by the Royal Guards. Instead, it was coated with a pure, silver-like substance. It also had shoulder plates and hoof guards. Finally, the helmets were fully covered, with only slits for the eyes and dotted holes for the mouthpiece.

"What is this made out of? I know my armor is made with lightweight gold, but this is another story!" said Onyx, feeling it.

"Well, we had to make the armor as light as possible, yet sporting heavy protection against physical and magical attacks. It is coated with titanium alloy ninety-four, with a central core made out of silvthrilite ore. This alloy is very light and extremely conductive towards magic-based attacks, yet durable enough to withstand punishing melee attacks. It also has the same level of hardness as normal titanium. We've also made two versions: a stallion and a mare type armor." he explained. However, Nucleon was confused.

"Hang on, if it's conductive, doesn't it mean that it will fry the operator inside of it? And what in the name of Chrysalis is silvthrilite ore?" he asked. The Professor raised his hoof.

"I am getting there. It all started when our miners discovered a new type of ore buried deep under Fillydelphia. It absorbs magic and can properly store it, and it is a hybrid between silver and mithrilite. Silvthrilite can also act as an extremely powerful distributor, allowing machines to be built with that particular ores core. That is why we have considered using it as a core for the Celestial Armor. Of course, the silvthrilite protects the wearer with its absorption properties, so no worries there. Allow me to demonstrate." he said.

The Professor stepped up to the armor. His horn glowed along with the armor. Suddenly, a long steel sword popped out of the arm slot and started to crackle with energy.

"Is that an integrated arcane sword? I've handled those before; I wouldn't touch one again. Very dangerous to use!." said Onyx, squinting at the sword.. Professor Proton nodded.

"Yes. It comes equipped with an integrated arcane sword. It draws power from the silvthrilite core, which in turn is powered by magic conducted by the titanium coating. It also possesses anti-sway & shake stabilizers to prevent unwanted accidents. You can say this makes an excellent combination!" he said proudly.

And they say being a Phoenix Guard gives you perks. thought Onyx.

"Does it fit changelings?" asked Nucleon.

"Of course! Changelings and ponies have similar structures, so you and Twilight will be able to wear it." said Proton.

At that moment, two lab ponies ran up to him. One was a Unicorn, while the other was an Earth Pony.

"Professor, one of our engineers crashed the test glider!" said the Unicorn, a checklist levitating next to her.

"Did you trace his distress beacon?" asked the Professor. The pony nodded and flipped through the checklist.

"Ponyville, near the apple orchards." she reported. Twilight's eyes widened with surprise.

"Send out one of our recovery teams, and make sure every piece of that glider is removed from the crash site." he ordered. She nodded and dashed off, her checklist flying behind her. The earth pony behind her came up.

"Prof, direct message from Princess Celestia herself." he said, holding up a scroll. It levitated out of his hoof and the Professor unfurled it, his eyes darting through it.

"Very well. Twilight and Nucleon, I want both of you to equip the armor. Onyx, you are dismissed." he said seriously. Both Twilight and Nucleon exchanged gleeful looks with one another, but Onyx was outraged.

"What?! Why can't I stay here?" he asked hotly. As if on cue, something started ringing near him. Onyx pulled out a small gem and listened to it, nodding. He then put it away.

"Fine, I'll leave. Your brother was on the line, Twilight. I have to go for an important meeting. Twilight, Nucleon, I hope to see you soon." he said bitterly before turning and trotting out of the door. The Professor stared at the door where he exited.

"He will be alright. Onyx is just jealous that you two get to try out the armor." he said, chuckling.

"So can we try it now?" asked an excited Nucleon. The Professor glanced at him, then nodded at two of his engineers. They galloped towards Nucleon, grabbing him and dragging him towards the armor pedestal.

"Wait-what are you doing?" he asked. Proton smiled.

"Don't worry, my two engineers are here to prevent any...accidents from happening." he said, reassuring him.

The two ponies made him stand perfectly still as they took measurements, which didn't take long to do.

Next, they helped him wear the suit. This was hard for the engineers, as Nucleon's claustrophobia started acting up again when they began the process. The body was not one whole piece. Instead, it came with different pieces. It strapped on smoothly, each interlocking with one another like jigsaw pieces. It made a satisfying click after all the parts have been assembled.

Finally, they handed Nucleon the helmet and told him to put it on. He nodded and put it gently over his head. It hissed before making a satisfying locking noise. The eye slits and mouth holes flickered until they gave off a steady teal light. The engineers backed away as Nucleon moved his hooves, testing it out.

"Wow! I feel so much lighter. My arms move much faster and...smoother! Hey Twilight, you getting this?" he said, his voice sounding slightly robotic as an arcane sword popped out of his arm.

Twilight smiled. The heavy armor made him look burlier than usual, and that's saying something. Of course, her preference lies within a physical build of a stallion, not a changeling drone.

"Okay, now it's your turn, Miss Sparkle." said Professor Proton. She let the two engineers grab her by the hooves and lead her up to the awaiting armor. Nucleon walked off the pedestal to make room for her and to let another group of engineers do some last minute tweaking on him.

It felt uncomfortable when they took measurements of her, but like Nucleon's, it was quick. The ponies took each piece of the armor and installed it over Twilight, making sure it fitted in with one another. This was a tedious process.

After the last piece was equipped, she felt her body grow warm, then cool down slightly. The abrupt change made her yelp "Hot!"

"Oh yes, I forgot to mention that the armor has an automatic temperature adjusting system!" called out the Professor. Twilight acknowledged that and made a note to herself to set it to cool. She then heard Nucleon's voice.

"Hey Professor, how is Twilight going along-BY CHRYSALIS' CROWN!" he yelped, his eyes seeming to pop out of their sockets.

Twilight's armor was much more streamlined than Nucleon's. Powered by her magic, its chestplate glowed dark purple, an addition that was missing on his armor, and it seemed a bit curvier than Nucleon's. Ornate carvings were also present on her armor, giving it a mystical feel.

"How do I look?" she asked, turning around and trying to look at herself. He only blushed and turned away to prevent her from seeing it. Twilight felt a burst of warmth around her and she suddenly felt her mood rise. This was a relief for her, since she was weak and thirsty for love for a week.

That's nice of him. He must be attracted to me, since he is releasing so much love energy she thought.

Finally, the engineer gave her the helmet. Twilight took it and let it fit over her head. The exterior of it seemed small, but it was surprisingly spacious inside. The slits actually enhanced her peripheral vision, and the helmet was nicely cooled. She raised her hoof and an arcane sword slid out. Twilight examined it.

" Hmm...refined steel blade with a hint of iron charged with magical ion beams. Not the best combination. I would have recommended a small amount of gold instead of iron in order to induct the ions properly." she said out loud. Nucleon looked confused while the two engineers stared at her in awe.

"I didn't think of that...did you get a note of that, Light Bulb?" said the Professor to the yellow pegasus who was taking notes. He nodded and scribbled it down.

From the outside, Nucleon stared as her helmet received charge. The eye slits and mouth piece came to life with a purple glow. She stepped off the pedestal and a couple of scientists quickly did a checkup before they gave her a hooves-up.

"Both of you are ready. The Princess has requested your presence in the Barracks. It has been an honor working with you." said the Professor, sticking his hoof out. Twilight shook it, and he extended his hoof to Nucleon, who grudgingly accepted the hoofshake.

"Are we going to see you again?" asked Twilight. Professor Proton just laughed.

"Time will tell, Twilight. I'm sure we will cross paths in the future. But for now, you must hurry. I don't think it's a good idea to keep the Princess waiting. Especially during a time like this." he said good-heartedly. Twilight nodded and went for the door, followed by Nucleon.

It was an awkward moment for both of them as they trotted through the long hallway. The scientists didn't seem to be surprised to see them in their armor.

Nucleon broke the silence.

"This is it." he said, taking his helmet off and glancing at Twilight, who had a thoughtful look on her face.

"Yes. I just want to get this over with." she said, also taking her helmet off and shaking her head, letting her mane flow casually. Nucleon couldn't help but appreciate how beautiful she looked in that armor. Beautiful, yet deadly.

Twilight noticed that he was staring at her and he quickly looked away, whistling awkwardly. The familiar feeling of warmth filled her up again. She gave a small smile and opened the hidden door, revealing the dark hallway. Nucleon sighed, but then he felt somepony's hoof wrap around his. He saw Twilight holding him, and she smiled back.

Nucleon suddenly felt brave enough to overcome his claustrophobia. They took a step forward, the gloomy dark hallway suddenly alight due to the armor glow. Nothing seemed scary now. It was as if both of them are watching each other's backs, lighting the way for one another.

They reached the end and opened the door. Torchlight flooded the castle tower as the door behind them shut quietly, becoming nothing but a painting of a war-hungry stallion.

"Um...which way are the barracks?" asked Nucleon.

Twilight, with her knowledge of the castle, pointed downstairs. She vaguely realized that she was still holding Nucleon's hoof. She let go, and Nucleon too pulled his back. They both proceeded that way, preparing to meet the Princess and end this once and for all while avoiding each other's gazes.