//------------------------------//
// Chapter 16 
// Story: All's Fair 
// by Equestria Buck Yeah 
//------------------------------//

Rarity and the others had nearly jumped out of their skins as the accused screamed into the heavens.  The half second of freedom he gained from his horrifying cry for help was enough for him to get out of the furious unicorn's grip but not enough to find his way back into the gathered crowd of ponies to disappear yet again.  A bluish glow grabbed him and dragged him back to the middle where the fighting friends stood, rubbing the pain out of their ears.

"I don't think I'm gonna hear right for a week," Applejack moaned.

"No matter," Rarity countered.  "This monster isn't going anywhere."  Foregoing her magic, she snatched him by his shoulders and leaned into him, their snouts barely an inch apart.  "I know Twilight here can undo your disguise with a thought, but instead, I'll opt to break you apart piece by piece until we get some answers."

None came, which set off the dressmaker even more.

She raised back a hoof, ready to strike.  "Tell me, can you shapeshift new teeth?"

A purple hoof snatched her white one just as she was ready to learn.  "Last time, there was a swarm of them.  This is only one.  We should be able to handle this better!"

"I don't know, I'm pretty down for some butt-kickin'," Applejack added.

"Oh please, Twilight!  How much trouble was it to catch up to just this one?  We know what they're capable of!  This one was pretending to be Sweetie Belle just to get to me and who knows...who...else?"

Slowly, she lowered her ready foreleg and scanned over their larger audience, dread washing over her face.  Only a handful of ponies around she recognized – customers, neighbors, friends, but most she had never gotten to know.  In a small town like Ponyville, that simply didn't happen.

"What?" Applejack queried, looking around herself.  Eventually, she noticed the same thing.  The only ones she knew were gawking in shock at the aggressive display, but the others seemed utterly indifferent.  Perhaps it was only because they were...new to town?  Yeah, that's gotta be it.  "Uh...girls?  Are you thinkin' what I'm thinkin'?"

As the trios' minds raced, Pinkie had arrived at the back of the crowd, doing her best to see what they were all staring at.  It had to have been whatever made that screaming sound a few minutes ago.  Normally, Ponyvillians would have run away from such things, so why were so many running toward it?  Probably curiosity, just like her.

Amid the murmuring, she asked, "Hey, what's going on over here?  Anypony know?"

No one bothered to answer, but they simply may not have heard her.  Frustrated, she perched herself on somepony's back in a single hop, much to their annoyance, but it was still difficult to get a good look at anything.  Growling under her breath, she jumped and jumped from one pony to another until there was nowhere left to go and face-planted on the ground next to Applejack.

Though slightly dazed, Pinkie shook it off as quickly as she typically did.  Horror overcame her the second she saw Rarity about to assault whoever the pony was underneath her.  What was she doing?!  She always preferred to fight with words more than anything – even though she wasn't bad in a tussle either.

"Uh, what are you doing, Rarity?  And why aren't you all trying to stop her?"

It may have looked and sounded like Pinkie, but they couldn't be sure.  Applejack and Twilight planted their hooves defensively, just in case.

"What?  What'd I say?" Pinkie asked, easily noticing their posture.

Narrowing her eyes, Twilight spoke up.  "How do we know you're you?"

"What are you talking about?"

"Tell me something only you would know!"

Pinkie racked her brain for a second, careful to choose her words.  No reason to get her head torn off – maybe literally.  At least, she hoped not literally.  "It...involves quesadillas?"

With a hint of embarrassment, Twilight backed off, smirking at herself.

"It's her," Applejack confirmed.  "Get over here, girl!"

"Why?  What's going on?"

Stretching almost as far as Pinkie sometimes can, the country girl snatched her in.  "Just c'mere!"

Normally, Pinkie didn't mind being the center of attention.  However, with so many dead-eyed stares bearing down on them, it was one of the few times she would have passed on it.  "Uh, hi, everypony," she whimpered, not really expecting any positive results.  "Wh-what are you all looking at?  Huh?  ....Heh.  Applejack?"

"Changelings."

"What?!  How do you know?"

Rarity cleared her throat.  Her blue eyes met with their counterpart's and nodded down at their prisoner.

"You sure?" she gasped.

"We had two Sweetie Belles on our hooves, Pinkie.  We're sure," Twilight said.

Turning back to the crowd, Pinkie's suspicions skyrocketed.  "Hooooooo boy."


-----


Cottontail stuck her snout in the air as she galloped ahead.  Her constant, animalistic sniffs guided her way through the town toward the commotion that had been brewing.  Nearly half a block behind her, Sweetie Belle and Scootaloo were having a hard time keeping up.  Their lungs burned but they pressed on anyway.  Whatever suddenly made Cottontail race off must have been super important, and they were going to get to the bottom of it.

Eventually, the tiny filly arrived at the back of the crowd.  With a hard jab on their legs, the ponies in front of her stepped aside, providing her safe passage to the middle where the source of her problems laid on the ground beneath an anxious dressmaker and her allies.  The opening behind her sealed itself back up.  By the time the remaining Crusaders caught up, she was nowhere to be seen.

Scowling fiercely, she snatched Rarity's target out from under her, dragging him harshly across the ground to her hooves.  "I just knew you were going to do something stupid to ruin everything!  You've always been an idiot!  I suppose this is what I get for putting any amount of faith in you!"

Apple Bloom quickly halted their pursuit and spun about toward the onlookers, prompting Scootaloo to do the same.  "Hey, I think that was her!"

If she had kept quiet, Cottontail may have given them the slip.  Despite their complaints and trying to shove their way to the heart of the matter, the crowd wasn't letting them through.  The little redhead doubled her efforts upon hearing her sister.

"Kid, what are you doing?!  Get away from that thing!" Applejack hollered.

A quick blast of magic mowed the country girl over.  "Oh, shut up!"

"AJ!"

"You okay?!"

Rubbing her shoulder, the orange mare got to her hooves, a bit shaken but unharmed.  "Yeah, I'll be fine."  As one, Applejack and the others turned and stared in horror at the tyke.  Was she one too?  The Crusaders had gotten real friendly with her!  Could they be in similar trouble?

Those questions would have to wait when a dark green light erupted from Cottontail.  Her small pink form was consumed and transformed into a towering black one, complete with buzzing, translucent wings and a crooked horn.  The Queen glanced to her side, smirking at four stunned mare.  Here and there, a few bystanders gasped and shrieked at the revelation.

"You!" Twilight snarled.  "You were Cottontail?!"

"Among others.  You sound surprised to see me," Chrysalis remarked.  "Did it really not occur to you that I may be nearby after you figured out what this buffoon really was?"

Behind the wall of ponies surrounding them, Apple Bloom and Scootaloo suddenly came to a dead stop, their eyes bursting open in terror upon hearing the changeling queen's distinct voice.

"Is...that who I think it is?" Scootaloo muttered.

"Oh Celestia, I hope not."

While the Crusaders tried to process what was happening, beneath Chrysalis' hoof, a subject of hers, still in camouflage, cried out for mercy.  "Please, your highness!  I'm sorry!  I did everything you wanted!  I don't know how they figured it out!  Give me another chance!  Please!"

Narrowing her eyes, the royal bug-pony leaned in and whispered in his ear.  "I told you what would happen if you screwed up, and I'm a mare of my word."

To his horror, Chrysalis slammed a hoof down onto his head and drove down with her full weight.  His scream was brief before his skull gave way.  With a disgusting crunch, a viscous, green paste splattered onto the Queen's foot.  Only a handful of their audience bothered to flinch even a little, taking in the gruesome murder with casual indifference as she shook off what little was left of her victim's brains.

Her primary targets, on the other hand, could barely keep their lunches down.

"It's so annoying," Chrysalis groaned.  "If it wasn't for that fool, we wouldn't have had to speed things up.  No matter.  We can wing it from here.  All we need now is Fluttershy and Rain–gahhh!"

The Queen crashed hard onto the ground as a vicious hoof connected with her face, speeding away just as fast as it came.  Overhead, the blue blur came to a stop, ready to attack again.

"Rainbow Dash!" Scootaloo cheered.

"You two!  Get out of here!  Now!"

Before they could make a break for it, several ponies in front of them spun and showed their true forms, hissing and spitting.

"AHHHH!"

"Horseapples!"

With lightning speed, Rainbow swooped down and scooped them out of harm's way a second before the shapeshifters could pounce.  With the two fillies clinging on for dear life, the high flyer banked over the crowd and came to a rest among her friends.

As Chrysalis got back to her hooves, Twilight pulled the speedster in close and whispered, hoping their enemy wouldn't hear her, "Rainbow, you know the castle's downstairs storage closet?"

"Yeah, what about it?"

"Spike and Sweetie Belle are holed up there.  Get these two there and tell them 'ruby' sent you."

"What?"

"Just go!"

Rubbing her cheek and shaking off the nasty blow, the changeling queen watched as Rainbow raced off.  "Get her!  Bring her back here!"  Several more changelings revealed themselves and took to the sky in a hurry.  "And find Fluttershy!  Bring her here too!"

In the worst of coincidences, Chrysalis' minions wouldn't have to look terribly hard.  As they pursued Rainbow Dash as fast as they could, a few happened to notice below – halfway to the crystal palace – that the timid yellow pegasus was marching her way through town, searching all about for whatever it may have been that spooked her critter friends.  Three of the pack cut off from the rest of the group and dove toward her, slamming down on the ground and surrounding her.  Fluttershy jumped back with a shriek, her eyes shrinking to pinprick size.

"What in–?!" was all she could get out before they tackled her.

Seconds later, Rainbow finally arrived at Twilight's home, busting through the giant double doors at breakneck speed.  The narrow hallway forced her to slow down significantly, much to her passengers' relief.  Not far behind her, half a dozen changelings swarmed in, pausing at each doorway to do a quick scan of every room.  While they delayed, Rainbow continued her race toward the requested closet, coming upon it barely a moment later.

Dropping Apple Bloom and Scootaloo, she pounded on the door, attracting the attention of her enemies.  "Guys!  It's Rainbow!  Open up!"

"How do we know?!" Spike yelled.

"Uh...oh yeah!  Ruby sent me!"  The lock clicked open.  Spike quickly waved the remaining Crusaders inside where a tight hug greeted them.  "I'll be back, alright?  Don't open the door for anypony!"

With a nod, Spike slammed the door closed again and locked it.  A few impact noises told the pegasus that they must have tossed some barricades against the door just in case she and the others failed to stop the swarm.  Anything to slow them down, even a little.

Several sets of holed hooves touched down around Rainbow, snatching her attention away.  Their owners stood there challenging her with hisses and sharp-toothed grins.

With a smile of her own, she twisted and cracked her neck.  "Oh, this is going to be fun."


-----


In the center of town, the Queen paced about, stealing an occasional sideways glance at Ponyville's resident heroes and smirking, waiting patiently for her party to return, no doubt dragging a beaten and ragged blue pegasus.  Then, the set will be complete.  Twilight had thought once or twice about blasting Chrysalis and hopefully giving the rest of her hive reason to retreat, but she had taken hostages and used them as leverage.  She even had to watch when one particular changeling feel it necessary to drag its disgusting forked tongue up the side of his captive's neck, mocking their helplessness.  None of them were going to attempt a thing as much as they wanted to.

"Shouldn't be long now, Twilight.  Once we've taken care of all of you, it will be the simplest thing to march back into Canterlot and get to the Princesses.  City after city will fall, and your brother and his precious wife won't be there to-OOF!"

A blue wrecking ball cut off her monologue, smashing shoulder-first into her ribcage and knocking her hard to the ground.  Rainbow took to the air and swung back around, a solid left hoof connecting with Chrysalis' cheek.  Stunned but not out of it, the Queen caught up with Rainbow's speed and quickly froze her in mid-air just before a right was about to break her snout.

"Well, well, ask and you shall receive."

The Queen's snark was punctuated by slamming Rainbow Dash into the dirt.  As if controlled by a lasso, the pegasus was ragdolled two, three, four more times for good measure and unceremoniously lobbed into the middle with the others.  It took some effort, but Rainbow managed to sit up.  The world was spinning and she'd no doubt have some bruises later, at worst.  Good thing she was as durable as she was.

Putting aside better judgment, the speedster readied another frontal assault when Applejack grabbed onto her shoulder.  "Rainbow, don't!  She's got hostages!"

It takes a minute, but Rainbow does acquiesce, snorting defiantly.  It's just as well – she could still barely stand up straight.

"Mmmm, yes, if you're smart, you should really stay put.  I assure you, this won't take long," Chrysalis boasted, licking her lips.  "I must say, it was far easier to sick you on each other than I originally anticipated.  I honestly wonder how much more resentment you must have had brewing beneath the surface after I started pushing your buttons.  Still, thanks to that moron," she grumbled, pointing at the remains of her former broodling, "we may never know.  Not that it matters.  What you fed to me was delectable!  Practically as delicious as what Shining Armor gave me when I was impersonating Cadance."

"What are you talking about?  When did this happen?" Twilight demanded.

Laughing, the shapeshifting queen suddenly changed merely her voice.  "Come now, darling, would you like to hear the truly sordid details?  Though I can't say how many baths I've taken and still don't feel cleansed from that disgusting little dragon."

Twilight's face fell limp in horror.  Rarity, however, flew into a rage and charged ahead screaming.  "You witch!  I'll kill you!"  Like with Rainbow, Chrysalis magically grabbed her, holding her just out of reach from the dressmaker's thrashing hooves and smiling.  "Spike hates me because of you!"

"I can imagine!  Isn't it wonderful?"

With a violent mental shove, Rarity was sent flying back at her allies.  Not to be deterred, she quickly got back to her hooves and resumed her attack only to be grabbed by Twilight this time.

"Rarity, stop!  You'll never get near her!"

"Let go of me, Twilight!" she snarled through her teeth.

"And just for that..."  Two stomps of her hooves and light beige mare with red and orange hair was dragged by four servants through the crowd to her highness' hooves, fighting helplessly the whole way, and tossed before the Queen.  Her pulse raced even harder when looked up at her royal captor.  "This one has a foal, yes?"

"She does.  A little son."

"Wonderful," she hissed through a smile.  "Find him.  Feed."

"No, please!"

As the entourage left, the terrified mother found herself lifted up to Chrysalis' evil face.  "Ah, the love a mother has for their child.  It's so pure...satisfying."

A scream erupted from the mare's lungs as she felt the warmth in her heart being torn away, its essence being literally eaten by the changeling Queen.  Once it was consumed, the young mother fell to the ground, shivering and pale.

"Take this one away.  We can eventually feed off her again if we let her see her foal, hahaha!"

"P-p-please don't h-h-hurt my baby," she whimpered as she was carried off.

Chrysalis giggled and continued mocking her enemies.  "Anyway, it wasn't just Spike.  There was another among you who gave me such strength – and, even better, it put most of you at each other's throats!  I'd say even Discord would be jealous of the kind of chaos it caused." 
Smirking, she left the safety of her swarm and confidently approached the furious Elements.  "Tell me, was it as good for you as it was for me?  I have a feeling I know what you'd say."  Leaning in, staring down the yellow pegasus, the Queen's voice became rather deep.  "Eeyup."

Horror washed over the group.  Applejack turned to her friend.  "Fluttershy?"

Her face had gone white and her ears collapsed.  Her eyes were as wide as plates and it looked as if she stopped breathing.

The changeling Queen laughed again.  "How's the leg, farm girl?  You don't need to be put down or anything, do you?"  Suddenly, from the sky, a blast of golden magic flattened the monster, sending her reeling into her large audience.  "Nnnngh, what is it now?!"

All but Fluttershy – still broken from the terrible revelation – turned their attention to the heavens to see Celestia, Luna and three dozen royal guards floating overhead.

"What?!  How did you even know we were here?!" Chrysalis demanded.

Luna explained, "We received a letter.  All it said was 'Changelings.  Friends fighting.  Help.'  We got the idea."

"Nice job, Spike," Twilight whispered proudly.

As the Princesses landed in the center by their friends, Chrysalis rose to her hooves.  "You should have brought more guards with you.  You're hopelessly outnumbered!"

"There are many more on the way," Celestia said.  "This is what we could get in a moment's notice.  But I assure you, it will be enough to delay your plans until reinforcements arrive."

A smirk curled across her face.  "Really?"  The Queen turned to her minions.  "Go!  Tear this town apart!  Feed where you can!"  Next to her, several dozen took to the air, ready to sack Ponyville with the other hundreds in her army.  "You all stay here with me.  Things are about to get interesting."

While a majority of the swarm fanned out through the town, numerous bugponies went straight for the royal guards.  Thankfully for Twilight and the others, they were able to hold their own long enough to break formation and chase after the rest.

"Your armies will be wasting their time if they think they're going to hide from our guards this time," Celestia bragged.  "Soon after your first attack in Canterlot, my sister and I put together a spell and enchanted their helmets with it.  They'll be able to see right through their disguises."

"No matter.  We'll finish you off either way."  Several chuckled murmured from the buzzing bugs.

"Last time, you fought only myself.  What hope do you have against the both of us?" the solar princess asserted.

"Sister," Luna said, resting a hoof on her elder sibling's shoulder, "go help the guards.  I've got this."

Nearly everypony – even Chrysalis herself – blinking in disbelief.

"What?  Luna, we can bring her down together with minimal problems, even with the ones she's kept by her side."

"Be that as it may, but I do not wish to see harm come to you again at the hooves of this savage.  Besides, I have a plan, and it shall guarantee that she will never harm anypony anywhere ever again."

"A plan?"

"I have had one ready since the days when you told me of your first encounter with Chrysalis, in case we ever dealt with the changelings again," Luna explained.

"Why did you never tell me about it?" Celestia huffed.

"Because I knew you would try and stop me."

"Luna, if this about...y-your pride or if you're trying to prove yourself, you don't–"

The dark princess turned to her sister.  "You say you kept me hidden before out of fear for my safety even though I could have helped.  I had faith that you would be alright and you nearly died.  I do not want to see that happen here with my own eyes."

"But, now with you here–"

"Sister...how many times have you disregarded what I've laid out on the table before?  Your student and her friends will be here with me.  I have faith in what I need of them.  Have faith in me for once."  Luna's fierce scowl wasn't about to budge.  "I assure you, I will be fine – and my plan will work."

As Celestia contemplated Luna's decisions, the Queen sarcastically cleared her throat, amused at their bickering.  "Whenever you're ready, ladies, I'd like to get started burying at least one of you now."

The Princesses exchanged a look with the younger nodding once, firmly.  Protesting further was just going to be a waste of time and Celestia knew it.  There was a swarm attacking Ponyville, and having a Princess thrown into the mix could easily smash their onslaught.  With a heavy sigh, the solar deity took to the skies, much to the delight of the enemy.

"You know, I had always assumed your sister was the smarter of you two.  I guess I was right."

Luna's eyes narrowed.  "Believe what you will.  But I promise you'll see things differently when this is all over.  Girls, to me!"

Twilight and her friends jumped back and readied themselves for battle, flanking Luna on both sides.  However, Fluttershy was still frozen in between the two armies, her trauma still not having worn off.

"Fluttershy!  Fluttershy, get back here!" Rainbow Dash hissed.

She got no response, much to the worry of the others.  They glanced up at Luna, who hid her concern behind an unflinching exterior.  Never looking away from her target, the princess gently retrieved Fluttershy and set her down beside them.  The few nudges they gave her did nothing to snap her out of it.

"Keep her safe as best you can until she comes to."

"If she comes to," Twilight added, biting her lip.  "By the way, what's the plan?"

"Your part in the plan is simple – keep them off me.  Chrysalis is mine."

Done with her speeches, the alicorn charged straight for the Queen with her subjects a step behind her.

An array of insectoids went on the offensive as well, flying beside their dark mother.  "Keep them off me!  Luna is mine!"