//------------------------------//
// Chapter 2: Lessons and Losses 
// Story: Without a Hive 
// by Phoenix_Dragon 
//------------------------------//

Chapter 2: Lessons and Losses

Nictis--no, Dawn Star!--was frozen in place. Her brain refused to process for a moment, heart pounding hard in her ears. She could sense only a vague calmness from the pony, mirroring that calm expression. It just sat there. Waiting.
One of the nymphs fidgeted a little, drawing a momentary glance from the great white pony, and immediately went still again. The two nymphs looked uninjured but were clearly radiating their unhappiness at the situation.
Dawn Star almost didn't notice the two unicorns behind the pony; also white, and adorned in golden armor, they stood every bit as still as the one laying in the clearing.
She didn't dare move; motion draws attention. The situation didn't make sense. Why was that pony here? Where was Ceymi? Or was that Ceymi, having taken a different form? It didn't matter. She would do best to wait here, perfectly still, and wait for a distraction to draw attention away. Then she could withdraw. Of course, that distraction would likely be the arrival of another nymph, but that hardly mattered.
Or at least, it wouldn't have, if not for the fact that all of them had left in the same direction, and therefore were arriving from the same direction. When her distraction arrived, in the form of a familiar pegasus filly, it was less than a dozen feet from where she was hidden.
The large white pony barely responded to the arrival, simply cocking its head to the side, looking on with a faint smirk.
There was a moment of silence before the pegasus murmured a quiet "Wow."
"Hmm?"
Nictis--Dawn Star nearly jumped when the large pony made a sound. The pegasus, meanwhile, just cleared its throat and trotted up. "Oh, just... that's an impressive form, but I thought you said we shouldn't have both wings and a horn?"
The white pony's smirk grew faintly, a hint of amusement rising from it. "I'm sorry. Have we spoken before?"
A sudden feeling of fear radiated from the pegasus as it froze in place. Its mouth moved silently for a moment.
"Lose the disguise, changeling." Past the serene expression, Dawn Star could see a certain coldness, one that lent the quiet words a deadly edge. The changeling fixed in its gaze must have sensed it as well, hesitating only a moment before reverting to his natural form.
The cold gaze remained fixed for a long moment before the pony sighed. "I'm disappointed in you, Shift. You should know better than this."
With a deep sigh of relief, Dawn Star rose up from her hiding spot--as did another pony just ten feet away; another student, surveying the scene before making their entrance.
Ceymi, or whoever Ceymi was disguised as, was addressing them almost before they had even left their hiding spots. "As for you two, well done. You need more practice concealing your emotions, but that hardly matters when dealing with ponies."
"Now then. Shift, join the others while we wait. As for you two," Ceymi nodded to Dawn Star and the other new pony, "You may retain your disguises and sit with me."
Dawn Star grinned happily, suddenly elated after the fear of the previous minutes. Both complimented and given a place of honor beside her teacher, it was enough to make any day perfect.
Half an hour later had seen the return of all the nymphs. Several had stumbled into view before realizing the trap. A couple of them had attempted to flee, only to be lifted from the ground and brought in by Ceymi's magic. The rest realized something was wrong and snuck up. Most managed this well enough, though one was obvious enough to be called out, and when he didn't respond, was dragged out from the bushes by magic. A few observed until the deception became obvious. Two, coming too late to observe this, remained hidden until Ceymi sighed, stood, and dropped her disguise. The two soldiers, posing appropriately enough as their pony counterparts, followed suit.
"I suppose I should count it as a success that you didn't manage to get yourselves either caught by the ponies or lost in the woods. Still, I am disappointed in some of you. An Infiltrator can never let their guard down, particularly when things seem to be going well. Overconfidence and complacency will doom you quicker than anything the ponies might do."
She stomped a hoof against the ground. "Resume your disguises."
Those who had been made to remove their disguised forms, fully half of the students, quickly shifted forms again.
Ceymi nodded. "Good. At least none of you forgot that." She raised a hoof, pointing it at a brown earth pony stallion. "Who are you, Skib?"
So that's who that was, Dawn Star thought, while the disguised Skib blinked, caught by surprise. "I'm... an earth pony... farmer."
Ceymi let out a quiet groan, more than enough to show her displeasure, before moving her hoof to her next student. Most managed little better. It wasn't long before the hoof reached Dawn Star.
"Nictis?"
She grinned, having looked forward to this from the moment Skib had failed at his own answer. "Oh, I'm Dawn Star," she said, in her best imitation of the real Dawn Star's voice. "I live down in Colton, with my friend Willow. Oh, and my friend Gale is visiting from out of town. She's only here for a few days, so we're trying to make the most of the time we have." She turned to regard the dark-blue pegasus form of the disguised Shift. "Although I thought she was off flying kites near town, so I'm not sure how she got here, too."
Fake-Gale's ear's drooped in embarrassment, having known less about her own form than Nictis-turned-Dawn-Star did. Ceymi, however, was quite pleased.
"Good," she said. "A disguise is more than just a shape and some colors."
Her hoof quickly swung to the next student, while Dawn Star suppressed the urge to squee happily at the compliment. Only Rock and Cobalt had caught any details of their targets other than their names, and even that was limited to only a single family member.
"Now then, my turn." Ceymi flashed, again taking the form of that great white pony. Her voice abruptly changed, reverting to the same smooth, soft tones of her copied form. "This is a pony you should be well aware of in order to blend in, but should hopefully never meet. This is Celestia, Princess of Equestria. She is quite possibly the most powerful individual being in existence. Do you know how great her power is?"
None of them answered, quite certain the question was rhetorical.
The fake Celestia rose a hoof, gesturing up. "She does that."
They squinted up against the glare of the sun, uncertain of what she was pointing to.
"The ponies under her control the plants, and the animals, and the weather. Celestia's power outstrips all of them. Her might is so grand that she controls the sun itself. The moon. The stars. Day and night, the seasons, all of it bend to her will." Her hoof lowered back to the ground as she fixed them with a look, the glare surprisingly effective coming from that alien form. "Hope that you never see her, little ones. If she sees you, then you are already dead."





Dawn Star blinked groggily, trying to clear her obnoxiously large eyes against the afternoon sun. She, and the other students, had gotten only a short nap, made rather less restful by the combination of the brilliant light of the day and the uncomfortable form these ponies possessed. The squishy hide and thin fur turned every little root or rock into an annoyance.
With ponies being diurnal, Ceymi had wanted them to switch over to a daytime schedule, and she was not going to waste any time with it. They would be starting lessons immediately, although she had something special planned for the moment.
"As of now, I will begin giving individual lessons to students who have progressed far enough in their studies to be allowed direct contact with ponies. Group lessons will continue for part of the day, and for the rest you will practice with Dusk and Shade while I am gone." She gestured to the soldiers. "They may not be Infiltrators, but they specialize in stealth and deception, and will be quite able to see if you've retained anything I've taught you."
She glanced up at the sky. "It's already getting late in the day, so we will start now. 'Dawn Star,' you are with me. Dusk, you are in charge here."
Ceymi turned and walked off, with Dawn Star scrambling to follow, all thoughts of fatigue banished from her mind. She had been picked for the first individual lesson! She would be infiltrating a pony settlement at Ceymi's side! It was difficult to keep her enthusiasm in check, and she knew she couldn't possibly hide the emotions pouring off her, but she tried her best to follow along in obedient silence.
They had walked for about a minute before Ceymi broke the silence. "I am pleased with your performance." Dawn Star couldn't help but smile at the compliment. "I had hoped that one of my better students would do well at the previous task, in order to present the private lessons as a reward and encouragement, and you did not disappoint."
"Thank you," she said. She couldn't help but ask, "I'm one of the better students?"
She saw the corner of Ceymi's mouth quirk upward. "Indeed. You show a lot of promise, so long as you can avoid letting your pride go to your head and spoil your focus. It's still too early to decide if you will be an Infiltrator, but if you continue to please me with your performance, you stand a good chance. Cobalt does, too." Ceymi's expression fell a little, taking on a faint grimace. "Maybe Shift, if he would learn to take things a little more seriously. My hopes for the others are considerably less, though I will give them the opportunity." She paused for a moment, the conversation replaced by the soft sound of hooves on dirt. "...Just don't think that things will be any easier, simply because you are doing well. Your challenges will only grow greater from here on, and I will not permit any weakness."
"I look forward to it!" Dawn Star replied, sincerely. Finally, the chance to prove herself, even if the faint edge of nervousness was creeping into her again. Going among the ponies meant being another step closer to the prized role of an Infiltrator, but it also meant being surrounded by hundreds of foes, where a momentary lapse of judgment could ruin everything.
Ceymi finally drew to a stop a couple minutes later, the edge of the forest only a short distance away. "The very first thing we will need to address is the matter of the disguise, the persona you take when among our prey. There are two ways of accomplishing a thorough disguise: you can steal an existing pony's life, or you can create one yourself. Both have their own advantages and disadvantages."
With a flash of green flame, Ceymi changed into an earth pony mare. She was light gray, with a mane and tail of blue, both short and tidy, and her flank was adorned with the image of a strange device he didn't recognize, something circular with various marks inside it. She smiled, looking down at him with her now-blue eyes. "This is an example of the former. Her name was Starry Eyes, and she was probably the most fortuitous find I've ever had. I came across her corpse in the Everfree Forest, only a day or two after her and her little expedition had died, and before the wildlife could completely destroy everything of value. By fortune, she kept a meticulous journal of her life, an entire ripe background, ready for the taking."
"I found out about her parents, Misty Dawn and Gray Oak, living in Hoofington. I learned of her fascination with the unknown, how she became a wanderer and explorer, and how she had finally arranged for her first expedition, into the rarely-explored Everfree. I learned of her likes and dislikes, her past, everything an Infiltrator needs to craft a perfect duplicate." She lifted a hoof, looking it over. "She's become something of a favorite of mine. A loving family, yet one that's quite accepting of their daughter's wanderlust. It's a perfect role, one where she can be absent for months or years at a time, yet is always welcomed home with such delicious love."
She set the hoof down again. "Taking the role of an existing pony requires a large amount of research, perfect attention to detail, and the ability to manipulate conversations to cover up any gaps in your knowledge. There is a constant danger of stumbling into some detail you could not have known, but if mastered, you will have a role already surrounded by loving friends and family, all ripe and ready for you to feed on."
"But of course, you not only have to make sure that the original will not resurface and spoil your deception, you also have to stay strictly in-character. It is inflexible. Any slip-up can threaten your deception, and any alteration, even one made slowly over time, can raise suspicion or doubt. For those reasons, a fabricated disguise is usually preferred."
She shifted again, taking on the form of a midnight-blue unicorn, with a cutie mark of a ruler, and vibrant green eyes. With the exception of the pony-like round pupils, they looked very much like her natural eyes. "A newly fabricated disguise lacks any existing ties, requiring you to build relationships yourself, but it also lacks any hidden surprises that might catch you unaware. While it takes more work to establish sources of food, it also gives you complete freedom in deciding your behavior, history, and more. It's generally safer. While you will need a good history, it is much easier to create one that has few details and can not be casually contradicted. Simply saying you come from a major city makes your background obscure enough to avoid any suspicion, so long as you are at least vaguely aware of the place."
"For your first few fictional disguises, you'll want to spend a great deal of effort planning out your history. Family names, relationships, past events, everything that might come up in casual conversation. When you have had enough experience, it becomes easy to use elements you've created before to assemble an all-new persona."
She gestured to herself. "For example, this will be Midnight Sky. A slight variation on Starry's interests in exploration and discovery becomes an interest in history and archeology. I can borrow the vague family history from a previous disguise to have come from Manehattan, with my parents Cloudy Sky and Bright Sun, who I very much do not want to talk about." She smirked a little, drawing a chuckle from Dawn Star. An uncomfortable reluctance to discuss an aspect of one's past is a great way to veil elements that might show flaws if examined too closely while suggesting a significantly more thorough background than might actually exist. "And I'm too focused on my work to have much in the way of friends, just a few casual acquaintances, vaguely described. More detailed information can be improvised from the dozens of ponies I've met or fabricated, even some of my own previous personas."
There was just one thing that bothered Dawn Star. "Why so much emphasis on this 'family' thing?"
Ceymi frowned. For a moment Dawn Star was alarmed that her question had disappointed her teacher, but the faint emotions she could sense hadn't changed, Ceymi's gaze fixed on the bushes ahead. She wasn't upset, just thinking. It was several seconds before she spoke. "You do remember when I stated that the other species have ways of looking at things that might seem completely alien to us, yes?"
Dawn Star nodded, and Ceymi continued. "Family is one of those things. Unlike our hive, ponies are not all closely related. One pony might be dozens of steps removed from another. The charts mapping those relations are complex enough that some ponies have made a profession of the subject. As a result of that, they have made a sharp distinction between those who are closely related and those who are not. An individual family is usually only those ponies directly related, or with only one step between them."
"Huh," Dawn Star said, boggling at the idea. "That's weird. That sounds like it would make our entire hive one family. I guess that would make each pony family like its own tiny hive, and then they have dozens of hives all together?"
"More like thousands," Ceymi said. "But that's a good way of picturing it. In any case, it's a strange way of thinking. We don't need any concept of family. Who one is born to doesn't matter, and there isn't anything to be gained from dividing our population along such lines. We all work together for the hive. Ponies insist on segregating their society into so many tiny factions, building ties and relationships based off the uncontrollable circumstances of who one is born to, and yet are still able to function together despite that."
"Weird," was all Dawn Star could manage to say. It was such a strange concept. "So, to a pony, we'd have a special 'connection' just because you laid my egg?"
"Indeed," Ceymi said, with a hint of amusement.
"I... well, I... I like you. I look up to you. But that's because of who you are and what you do. You're important to the hive and, er, to me. Laying my egg seems like such a meaningless reason next to that."
Ceymi grinned now, pleased at the flattery. "Oh, I agree. Those are much more substantial reasons to build a bond between individuals. To a pony, however, both would be just as valid."
"Weird," Dawn Star said again.
"Oh, it gets weirder," Ceymi said, with a faint chuckle. "Just wait until we get into types of relationships. They break that down into all manner of categories, and there are many that are only appropriate if one is sufficiently unrelated."
Dawn Star shook her head, making an effort to clear her thoughts. Ponies were weird... "Wait. If ponies draw these strange connections between relatives, I could just say that I'm your daughter, and that gives all the reason we'd need for why we're together?"
Ceymi nodded. "Very good. On that note, we need to establish a disguise for you."
Looking down at herself, Dawn Star nodded. "I suppose it wouldn't be very smart to wander into town wearing the form of a pony living there." A moment of concentration and a flicker of green had changed her color to brown and slightly altered her proportions, a bit leaner in the legs and belly. Ponies seemed a little too plump, in her opinion, and this felt more natural. "Better?"
Ceymi nodded. "Yes, but you've overlooked one detail. Unicorn magic usually matches the color of their eyes, or occasionally their cutie mark. It's a small detail that even most ponies overlook, but you should not give any reason for doubt that you can easily avoid."
"Right," the not-quite-Dawn-Star replied. She had the form of a foal, lacking a cutie mark--not that she minded, it seemed a thoroughly ridiculous thing--so it would have to be eye color. What color were her eyes, again? Blue? It was embarrassing to think that she had not paid attention to that detail, but it hardly mattered; another flicker of flame washed over her, replacing them with bright green.
"Good," Ceymi said. "That covers the physical aspects of the disguise..."
The younger changeling nodded, then raised a hoof to her chin, thinking. A name was the most important part. Other aspects could be evaded or described vaguely, but a name was something another pony would expect. Think, think...
Ponies seemed to all have names made of two words, and usually such silly ones at that. Stuff like flowers and bunnies and other soft, cutesy stuff like that. She didn't know enough about flowers to do much with that--seriously, who cares that much about flowers?--but maybe something nature-related might work. Plant... forest... field... meadow. Meadow! Meadow seemed like a good pony name. Or, that is, part of one. Meadow what? She considered a moment more. Song? That could work. "I could be Meadow Song, Midnight Sky's daughter, out traveling around, learning from her and seeing the world?"
"Perfect, little Meadow," came the counterfeit pony's reply. Midnight Sky reached a hoof up, lightly rustling the newly dubbed Meadow Song's mane. "The best lies are the ones that are true."





Half an hour later, a pair of ponies walked into the quiet town of Colton. The elder walked along with a calm grace, a hint of amusement about her, while her daughter followed close at her side, eyes wide and wandering.
The town was a lot to take in. Even as they were still approaching, Meadow Song could see dozens of ponies out working the fields or traveling about. The few they passed nearby offered a nod or call of greeting, which Midnight Sky always replied to in kind, her voice cheerful and friendly. Most seemed fairly uninterested beyond the friendly greeting; Meadow Song expected at any moment to have to give an entire life story to a suspicious pony, but none even asked their names. Perhaps they had important things to do and had no time to question suspicious new ponies.
Not that she was terribly clear on what they were doing. A few were moving among the fields of plants doing... whatever ponies do with plants when they weren't just pulling them out of the ground to eat, she supposed. A few more were traveling along the dirt roads, hauling carts or carrying those packs they called saddlebags. As they entered the town itself, they saw more ponies, some wandering about, others chatting or relaxing in groups. An open space just inside the town had many ponies, each standing behind a small structure with a variety of items displayed on and around them, usually plants of some sort. Other ponies would wander around, visiting and trading small pieces of metal for the items the other ponies had. There was a surprising lack of wings or horns; almost every pony was an earth pony, with only a few exceptions.
All around, the unnatural forms of the settlement's structures loomed above them, sharp colors and angular edges contrasting against each other.
It only now occurred to Meadow that she had no idea what they were doing here. She glanced up to Midnight but didn't dare ask now, not with so many ponies around to overhear. If Midnight noticed--and she surely had--she didn't say a word.
Meadow sighed slightly. She couldn't help it. It was just so weird seeing the Princess as a pony.
"So, what do you think?"
Meadow's head snapped back up to see Midnight smirking down at her. Meadow's ears folded back in embarrassment and confusion, until Midnight shrugged her head to the side, gesturing to the open square and the many ponies. "...about the town?"
Oh! Meadow's mind immediately drew several comments that she could make, none of which seemed likely to go over well if overheard by a pony. "It's... nice," she finally managed.
The smirk grew, Midnight no doubt recognizing the momentary internal struggle. "You seem a little lost," she said, almost teasingly. This drew a timid nod. "Well, that is why we're here. We do need to get you out more often." There was a light humor to her tone that didn't carry through into the emotions Meadow could sense. It was so strange, hearing such a soft and humorous tone coming from her.
Soon Midnight began gesturing to buildings. "That is a bakery, where the bakers work to turn grains into bread--"
Meaningless words turn meaningless things into a different meaningless thing.
"--and there are some homes, of course, each one housing a family. That looks like a blacksmith, where iron is turned into useful tools, particularly handy for anypony without magic. And a bookseller. I imagine you can guess what they sell."
Meadow was trying, poorly, to hide the growing feeling of terror. It was irrational. She knew that the Princess wouldn't casually say something that would blow their cover, surely she must be experienced enough to know better. That still didn't mitigate the fact that she was openly describing things that it seemed any pony should know. Wouldn't ponies get suspicious?
Midnight was leaning in now, head moving in close over Meadow's, and... and kissed her, right atop the head. Meadow's mind stopped for a moment. Her ears flattened, a strange warm sensation rising in her cheeks. There was a soft chuckle from Midnight, followed by a quiet whisper into the youngster's ear. "I do like foals. All these ponies will see is a loving mother, teaching her daughter about the world."
Blinking, Meadow glanced around. Sure enough, most of the ponies seemed to make no note of their conversation. There was only one exception, who quickly looked away, a sensation of charmed amusement rising from her. Meadow looked away as well, the warm sensation in her cheeks rising. A quick glimpse in the nearby shop window made the sensation clear; her cheeks had flushed red. Urgh, dumb ponies! I hate this dumb, fleshy body. Why would a body display embarrassment so plainly for every other pony to see? How does that help?
"Aww, you're blushing," Midnight said lovingly, while the sensation coming from her was far too amused for Meadow's tastes.
Mentally, Meadow grumbled. I want my carapace back. Chitin doesn't blush. Urgh. Endure. Surely this can't be the worst hardship an Infiltrator must deal with.
Giving Meadow a quick pat on the head, Midnight Sky continued on, describing more of the town. "That there is a seamstress shop. They make the fancy dresses and other clothes for the pretty fillies and mares to wear on the rare occasion going naked just wouldn't be appropriate." Meadow mentally grumbled even more at that. Clothing was such a weird concept. Why would anyone want to wear strangely-colored pieces of cloth? Ponies are so weird. "Oh, and a candy shop. If you're really good today, we can stop by there on the way back and get you a treat."
Meadow had no idea what candy was, but the idea of being deemed "really good" was pleasant enough, reward or not.
She only became aware of the momentary silence when she noticed the amusement from Midnight. She looked up to see her teacher gazing off with a smile. Following her gaze, Meadow turned to see a group of foals, including a few familiar ones, running around and kicking a ball. Quickly looking back, she found Midnight looking straight at her with a broad grin. "You know, I think it's about time you tried making some friends."
Meadow's eyes went wide, anxiety rising. Friends? With ponies? She stammered a few meaningless syllables, her mind racing for some worthy objection. But that's too soon! She knew hardly anything about ponies, much less how to interact with them!
"You're such a shy child," Midnight said softly. "Don't worry, I'm sure they're nice. Just be friendly and you'll do fine."
It was so strange to hear the disguised Ceymi speaking in such gentle and encouraging tones. Disconcerting, even. Only the firm, almost grim emotion coming from her, concealed under that cheerful and charming persona, gave any semblance of normality. Meadow could practically hear the words her teacher would otherwise use, had there not been ponies listening in: don't do anything stupid.
"I'll be right over there at the cafe," Midnight Sky said with a gesture, then nudged her gently. "Go on, have fun." Stop wasting time.
Reluctantly, Meadow nodded and began to walk toward the playing foals.
This is it, she thought. My first real test as an Infiltrator. My first task among ponies, without the Princess guiding things or... or being there to save me if things go wrong. She shook her head, taking another deep breath. No, I don't need to think that. She won't need to save me. I can do this. I can... how do I even approach them?
She came to a halt, right at the edge of the small clearing the foals were running around in. What are these strange little ponies doing, anyway? As far as she could tell, they were just kicking a ball around the field. They seemed to be making a game of it. Sure, she knew the concept of a game, but this made no sense. For changelings, games would consist of some contest of practical skills, such as accurate throwing, or tests of strength, or sparring. Something that could be done to keep skills honed, as well as entertain. She couldn't make out any useful purpose at all for kicking around a ball. It made even less sense when one kicked the ball off an edge of the field between a pair of trash cans; suddenly half the foals cheered, and the other half groaned. Obviously, some of them had succeeded at some sort of objective, but she couldn't imagine what had actually been accomplished.
As they retrieved the ball, one of the familiar foals noticed her standing beside the field. It was that blue pegasus filly from earlier, Gale. It--that is, she, Meadow supposed--beamed at the new face, waving toward Meadow. "Hey, you want to join in?"
"Err..." She didn't have a clue what they were doing. Part of her mind suggested panic, but she pushed it down. Better to try the truth for the moment. "I don't know how to play."
Oh great, now it... she is coming over here. It must be strange to not know a foal's game! Panic was beginning to seem like a more and more appropriate answer, but Gale was smiling when she landed. "Not much to know. Just kick the ball and try to get it into the other team's goal." She gestured to one of the pairs of cans, set on opposite ends of the playing area. "That's pretty much all there is to it!"
"Oh," Meadow replied, lamely. "Well, I guess that's simple enough."
"Yep," Gale replied. "You can join the other team, they could use another player."
Oh, joy, not only am I recruited into a pointless activity, I get put on the losing team. I suppose it'd be rude to decline. "Okay."
"Oh! And we're playing earth-pony rules. No wings or magic."
Well that's just not fair, Meadow thought, but she nodded. That's a stupid rule. Just because they're less capable doesn't mean the rest of us should be crippled, too. It's bad enough that I don't have my wings, but now I can't use my magic?
She caught herself frowning, quickly wiping the expression away to give a weak smile. Better play along, anyway. Complaining would just draw attention.
The ponies on her team greeted her, and she did her best to respond in kind, though she realized even as she did so that it was coming out awkwardly. Fortunately, they didn't seem to mind, and in moments the game was started.
For the first few moments, Meadow hung back, appraising the situation, watching the other foals maneuver. The movements were slow and somewhat awkward, their kicks imprecise. Even without practice, she was certain she could do better. These foals were soft. Even a worker nymph would be able to outperform them, much less a prospective Infiltrator!
Eventually, a few ponies broke out of the confused melee, chasing after the ball. That purple earth pony, Willow, got to it first and began to kick it up the field. Meadow grinned as she moved in to intercept. Now she'd show them how to really play.
She dashed in toward the other filly, eyes fixed on the ball. A quick sweep of her hooves would block the ball and sweep it away, leaving her a clear run up to the opposing goal. If she were lucky, it would even trip up her opponent. That plan died the moment Meadow's hoof struck the ball.
Meadow met Willow's kick with a grin of satisfaction, which immediately turned to one of surprise as the other filly's leg swept right through her own. The whole world lurched sideways as Meadow's legs tangled, sending her face-first into the grass. She lay there a moment, trying to process what had just happened. A curious sensation of sympathy tickled at her senses.
Rolling onto her back, she saw Willow had stopped, looking down with a concerned expression, and offering a hoof. "Are you okay?"
Meadow stared for a moment, not quite comprehending what had just happened. Willow was no bigger than any of the nymphs, and they were always tripping each other up. She should have managed that just fine. On top of that, they wouldn't have stopped and offered help, particularly for someone who was legitimately their opponent. What is with these ponies?
A moment later, she snapped back to reality. She still had a role to play, and Willow must expect an answer. "Er... yeah, I'm fine," Meadow managed to say, awkwardly, and accepted the hoof up. Willow just smiled, then turned back to the game, the feeling of sympathy already fading into a more general sense of happiness. Meadow mentally cursed herself at the missed opportunity for a snack, as tiny as it would have been.
The game was underway again, leaving Meadow reconsidering her course. A competition of physical might seemed, surprisingly, to be a losing prospect. Either these ponies were stronger than they looked under that stupid soft hide, or the form she had taken was particularly weak. Still, she was a changeling, regardless of what form she had; they had much greater strengths than physical might.
Soon she was circling around the cluster of foals circling the ball, eyes sharp for her opportunity. It came soon, as the ball popped free, a couple colts chasing after it, but she was ready. Darting in, she swept the ball out of the nearest colt's path, but this time made sure to avoid his legs. The ball bounced ahead, forcing the pursuing colts to change direction to catch up with her.
Fools. The foals had all been clustering around the ball, surrounding it while trying to get useless kicks in. Now that it was free, the tangle slowed them down. Only one pony stood between her and the goal, and probably the biggest filly there. Good. Big usually meant slow.
Meadow charged straight at her, then suddenly changed course. The other filly tried to follow the move but was a moment behind her. It was just enough room; Meadow kicked the ball to the side, hooking it around the side of the other filly just before their shoulders collided. Again Meadow found herself on the ground, but this time it was with the cheers of her team. She grinned happily as the goalkeeper helped her up, drawing in the feelings of appreciation that now filled the air. It was a small snack, and the unattached appreciation wasn't the tastiest of emotions, but it was still so much better than drawing from the feeding pools. It was cleaner, purer, the individual sensations each distinct, not muddled into a vague cacophony of energy. She could only imagine what a stronger emotion would taste like.
It faded quickly, only an ephemeral impression, soon lost in the excitement of the game. Again Meadow circled, looking for her opportunity to strike, a hunter eying the ball that could tease out those tasty emotions. Her prey, however, was adapting. They had wised up to her play, and the next attempt found the goalkeeper much more aware, spoiling her shot. The other foals began spreading out a bit more, reducing her opportunities to strike, and leaving them more ready to impede her when she did. On top of that, the fatigue was catching up with her far quicker than she had expected. Even with the glut of energy already stored within her, and the refreshing sip from her goal, her body was tiring quickly. With frustration, she noted that she was now being outperformed by several of the foals around her. By ponies.
She was genuinely relieved when the game was over. Pony legs felt soft enough already, but now hers felt like they had more in common with jelly than a proper limb. Despite the competition, everypony seemed quite happy now, with many compliments being passed to those who were moments ago their opponent. She got several compliments, though between the fatigue and nervousness, she gave only weak responses.
A hoof suddenly thumped down on her shoulder. Her head snapped around, and it was only with the greatest control that she managed to keep the feelings of disgust and indignation from touching her expression. One of the flabby-skinned, fur-covered cretins was touching her.
It was Gale, smiling happily. "See, I knew you'd do well," she said, patting Meadow's shoulder again.
A happy sensation of appreciation and faint affection were just enough to keep Meadow from pulling away. Drawing it in made her feel just that little bit more stable. "Oh. Thanks," she replied, trying not to sound too sharp. You did this. You're the reason I'm tired and my legs feel like sludge.
"No problem," Gale said, letting her hoof return to the ground. Somewhat more seriously, she asked, "You were pretty good. You really haven't played before?"
"No." And I hope I never have to do something so useless again. At Gale's curious reaction, she suspected her reply was a bit too short. "I... I don't get out much."
"I kinda guessed that," Gale said, grinning a bit. "You seem kinda shy."
"I'm not shy!" Meadow said quickly. Shyness meant poor social skills. Poor social skills meant less popular. Less popular meant a very unhappy changeling. Unfortunately, the swift denial had come without any better idea of how to explain her behavior. "I... I'm just..."
"Uh-huh," Gale replied, grin growing a bit more. "Not even a little. Hey, we've got to go. See you later?"
"Uh..." She glanced back to the cafe, catching a glimpse of Midnight Sky. "I don't think so. My mother and I are leaving soon, I think."
A faint waft of sympathy arose from Gale. "Oh. Yeah, I know the feeling." Her voice had a faintly sad tone to it, Meadow noted, which was curious when combined with the sympathy. That was one she would like to provoke more of. Sympathy was rather tasty, and somewhat energizing, but it was such a brief taste. "Maybe I'll see you around," Gale said with a shrug, before trotting off with her friends.
Finally, Meadow turned to the cafe. Midnight was lounging at a small table, looking very amused, a couple glass cylinders resting in front of her. Cups, she recognized after a moment, though she had no idea what the bright red substance inside them was. "So," Midnight asked, voice almost mischievous, "How did it go?"
"So tired," Meadow grumbled, flopping down onto a seat. A moment later she looked alarmed, worried that she might have done something inappropriate by pony standards, but no, not a single pony had made note of it. Ponies were just that relaxed, it seemed. "It went pretty good, I guess. They seemed to like me."
Midnight beamed, though the emotion coming from her seemed a more simple satisfaction. "I had a feeling you'd do well." With that, she pushed one of the cups over. "Here. This should make you feel better."
Meadow looked at the glass for several seconds, trying to figure out what it was. A sniff revealed that it was sweet, like a strong flower, but quite different. Seeing Midnight taking a sip from her own glass, it was clear it must not be something bad. Lifting the cup in her magic, she brought it to her lips and took a sip.
Her eyes went wide. It was delicious, beyond anything she had ever imagined. The sweet was almost overpowering, the taste richer than anything she had ever tasted before. Normally, physical food and drink were just something she had, nothing special. Some fungus, maybe the occasional grass or leaves, all washed down with water. This was something completely different.
"...Wow," was all she managed to stammer out before greedily taking several more gulps. "Ohhh... This is great!" Then she realized how loudly she had blurted that out, ears drooping, her stupid, fleshy cheeks again flushing with embarrassment... and yet, not a single pony took notice. Sure, a few glanced over, a few even chuckled faintly, but moments later she was forgotten. It's like I'm almost invisible!
Recovering from her momentary embarrassment, she asked, "What is this?"
"It's a raspberry smoothie," Midnight replied. "I thought you might want something nice to drink."
"Thank you!" Meadow replied earnestly, taking another long sip, savoring the taste.





The rest of their stay was surprisingly calming. The ponies didn't seem to be a very suspicious people at all. Friendly and curious, sure, but not suspicious. Meadow was quite happy to take the rest of the visit easy. She still felt worn out from the game.
"You just had to be skinny," Midnight had quietly murmured to her. "It's not surprising that you'd be weak in such a form. Remember, we can shapeshift more than just the surface. Someday I'll have to teach you about muscle tone."
Of course, there was plenty more strangeness to be seen from the ponies, something Meadow was suspecting would be true for a long time. The strangest that day was seeing pegasi pushing clouds around through the sky, adjusting the weather to be just right. Meadow was just starting to get bored when a distant rumble sounded, as if from a thunderstorm, and a rainbow rippled across the sky. Suddenly the pegasi were up again, frantically catching wayward clouds and corralling them into place, while Meadow just stared, hardly believing what she had seen. These ponies are ridiculous.





Dusk saw the two counterfeit ponies walking down the road out of town, the younger eagerly popping another lemon drop into her mouth with a happy hum. Another delicious treat, so sharp and tart, yet so tasty. "Mmm. Can we get some more of these next time, too?"
Midnight looked flatly at her. "I do hope that your eagerness for this task is not now driven by the expectation of reward, little one."
Meadow's head jerked back, surprised. Without any ponies around, the cheery persona of Midnight Sky had been dropped for Ceymi's more forward and critical mannerisms. "Of course not! I want to help the hive!" she said, quite honestly, but she did have to admit, "It is a nice bonus, though."
This seemed to satisfy the elder. "Indeed, it can be. The life of an Infiltrator can be incredibly hard at times. I would not begrudge one an opportunity to enjoy what comforts they can find... so long as it does not impair their work."
They drew to a halt atop a small rise. Midnight was looking back, and Meadow followed her gaze. Colton lay behind them, points of light illuminating it in the growing darkness.
"I envy them sometimes," Midnight said. She sounded--and felt--faintly sad, and Meadow looked up to her in surprise. This was unlike anything she had ever seen from Ceymi.
Midnight shook her head slightly, apparently sensing that surprise. "Oh, I don't envy how soft they are, or how weak they are. I don't envy their pathetic naivety. While our lives are hard, a constant struggle against starvation, they relax with their luxuries, leading easy lives. They have so much more than us." She paused for a long moment, eyes wandering over the lights of the town. "...So yes, I envy them." Her expression hardened, a feeling of disgust welling up. "...and I despise them."
She turned away suddenly, resuming the walk. "The time I've spent as Starry Eyes has been some of the best times of my life. I loved every moment I spent with Misty Dawn and Gray Oak. Their love is so pure and delicious, and so, so abundant. They are always so generous to Starry, treating her so wonderfully--and not that stiff and impersonal kind of courtesy the ‘upper crust’  deals in, but the true, personal kind. It's left me looking forward to every moment I can spend there."
Casting a harsh glance to Meadow, she continued. "That is our test, child. Life among them can be a wonderful luxury, one that takes every opportunity to tempt us. It would seem so easy to forget, to slide into complacency, to fall into their way of life, but as tempting as it may be you must resist. In the end, it is our lives that make us what we are. Their easy lives make them soft and gullible, easy to prey upon. Our harder lives make us strong, keep us sharp. It is what leaves us able to survive in a world arrayed against us. If a hard life is what it takes for us to be strong, then so be it. To do otherwise is to leave yourself as weak and vulnerable as they are. For an Infiltrator, that means death.
"Never forget what you are, Nictis. Never forget what they are."
Meadow just nodded, silent as they continued on.
Silence reigned for a few minutes as they turned to enter the woods, to be broken by a distant rumble.
Both ponies' heads snapped up, catching the last flickering glow of green through the treetops.
Alarm shot through Midnight's emotions for a single instant, then winked out, her emotions hidden. Her voice came sharply. "Revert. Now!"
A flash dispelled the disguise, insectoid wings spreading as Ceymi took off. A moment later, with another flicker of magic, Nictis flew after her.
He beat his wings as hard as he could, struggling to keep up with the more experienced flier as she darted through the trees ahead of him. In moments she was nothing more than a black blur, barely seen between the trees.
Finally, they reached the clearing. Ceymi was just drawing to a halt above a bulky form, far greater than any changeling, smoldering with green flames. The faint light cast its glow over two smaller forms, gleaming off their wet carapace. It was two of the other nymphs... or what was left of them.
A movement across the clearing drew the two changeling's attention. Rising from another fallen, broken form, a manticore turned to face them, something thick dripping from its jaws. Nictis didn't get to see any more. With a furious cry, Ceymi's horn lit up with tremendous energy, more energy than he had ever seen loosed in a single spell. That energy tore out from her, lighting the scene for a blinding instant, like a massive green blast of lightning. He could see only a vague outline of the manticore as the spell struck, the silhouette disintegrating, like a puff of wind dispersing dust.
Nictis blinked, still hovering near the edge of the clearing, trying to clear his vision. It was just starting to return to him when a movement above drew his attention; another manticore was diving into the clearing.
"Ceymi, above!" He loosed a blast of green flame from his horn as he shouted. It took a fair portion of his energy, anemic as it was compared to the Princess's magic, but he would do what he could.
The manticore wavered slightly, avoiding the bolt, and dove at Ceymi, but she was too fast. She twisted to the side, its heavy paw slashing the ground where she had stood an instant before.
Nictis wanted to help, his horn aglow with magic, but there was little opportunity. He was poor with magical blasts, having spent what little magical training he had on more subtle pursuits, and a miss could easily hit Ceymi. Instead, he could only watch.
Ceymi was quite obviously no newcomer to a fight. The manticore kept at her, any of its blows easily strong enough to break the lithe Princess, but she slipped around each one, dancing away from the attacks. On the other hoof, its attacks kept her on the defensive, a few stray blasts of magic flying wide, narrowly missing the hulking brute. She needed range or a moment's respite to get off an accurate shot, and whether the beast knew it or not, it was denying her the opportunity.
Again the manticore lunged, trying to get in close with its evasive opponent, but this time, Ceymi did the unexpected. Rather than leaping back, she lowered her head and lunged in. The long, jagged horn plunged into the beast's chest, her body turning as she dodged past its bulk, and pulled back--only to have the horn catch in the creature's ribs. It was only an instant, but it was enough; the manticore's tail swung in, and with a sickening crunch, the barbed tip pierced the Princess's side.
With a flash of green, the horn tore free of the manticore, and Ceymi staggered back from the stricken beast. She managed only a few steps before crying out, her legs giving way as she dropped to her side.
Nictis cried out her name, rushing to her side. The Princess growled in pain, teeth clenched, a leg clutched to the wound in her side. Without even thinking he clutched his forelegs around her. Ceymi's eyes shot open, going silent despite the tremble going through her. Her emotional blockade was wavering, giving him glimpses of fear and despair. "Nictis," she gasped, then cringed again. Her breathing was growing faster.
"Ceymi," he said, mind reeling. "You... I don't..."
"Nictis," she hissed sharply, and reflex silenced him. "...Both the soldiers are dead. You... your disguise. Take your disguise."
"...Ceymi--"
"Be silent!" she hissed, before being overwhelmed by coughing. When she resumed, her voice was strained, a faint gurgle to her breathing. "I am... poisoned. The tail. You must look... find any who escaped."
Nictis was shaking his head, eyes watering. Ceymi reached up, clutching him in her hooves. "Listen to me! Do you remember? Do you remember what I told you... Starry Night. Her family. Do you?"
Shaking, Nictis nodded.
"They live in a house... just outside the forest, in Hoofington. You must go to them." As Nictis started to shake his head, Ceymi cried out, "You must! The forest... too dangerous for nymphs. Too far from home. Go to them. Hide. G-grow. Grow s-stronger, until you can make the journey h-home."
Nictis's voice caught in his throat. "C-Ceymi, please."
"Nictis!" She shook him, limbs already weak. "I am dead! You... you are too valuable to die now. A whole... generation..." She shook as coughing wracked her body. Her defiant countenance faltered, face scrunching up in pain.
Eventually, she reached up, clutching his head. "Oh, child..." Her horn lit up as she pulled her student in close, until their horns touched. A sudden surge flowed through him as she poured out the energies she held. It was amazing, exciting, a more powerful feeling than he had ever felt before. So much power, so many stolen emotions held by the Princess, all dominated by pure love. "For you... all my love..."
The flow petered out in an instant, leaving Nictis reeling. It was too much, far too much for him to hold. His head pounded, most of the energy burning off uselessly. He barely noticed the shuddering body held in his grip until it weakened and stopped.
He looked down at Ceymi. She had gone slack in his grip. Her head had rolled to the side, resting against her shoulder, her eyes only barely open. They stared, fixed ahead, unseeing. "Ceymi," he said weakly, knowing he would get no response. She had poured out all her life and love into him, and he couldn't even hold onto that.
Ceymi was dead. One of the Princesses. One of their greatest minds, likely the most experienced Infiltrator alive, one of the most important changelings in the entire hive. Even as he thought this, he couldn't help but think of the more personal losses: His mentor. His link to home. His future as an Infiltrator.
The one changeling he had looked up to and admired was dead, and his dreams died with her.
Broken and hopeless, he buried his face against her chest, crying into the night.