A stiff breeze blew through, sending the branches of the nearby trees swaying. Chrysalis dashed her stringy, green mane out of her eyes. Her emerald-eyed gaze narrowed at the pony outpost in the distance as dusk settled. Her gaze hardened as the first lights of the outpost shone through the deepening gloom and her ears flicked as she heard singing and laughter.
‘They all sit comfortably in their homes, sleeping in their precious beds knowing that Celestia and Luna watch over them. I so wish I can rush down there and show them just how wrong they are, but no. I have other responsibilities first.’ Huffing, she turned her gaze to the closest changelings. ‘My children will know what it’s like one day, I swear it.’
She turned to see her changelings milling around nearby. Resting in tree branches, sitting around speaking in hushed whispers, or casting questioning looks her way. They looked at her for guidance, for her to show the way for them to survive and thrive, yet now they sat around waiting on someone’s orders that were not hers.
She ran her tongue over her fangs as another low growl escaped her throat. ‘I grow tired of his waiting game. So called Spirit of Order or not, this is insufferable!’
“My Queen.”
She turned her gaze to her lieutenant, the changeling’s head wrapped in a cloth and still favoring a leg. “What is it?”
He lowered his head, still showing her respect despite his injuries “He wishes to speak with you.”
There was no stopping her growl, her hackles rising again. “What does he want?”
“He didn’t say, my Queen, only that he wanted to speak with you.”
She stood, letting out a slow breath to keep from screaming. “Fine then, get some rest. I want you in better shape as soon as possible.”
He hissed and massaged his head. “I will, my Queen.”
As she walked away, she growled again—something she found herself doing more than she ever had while in their prison. She knew that earth ponies had a far higher strength and endurance than unicorns and pegasi, but the injury her lieutenant sustained after one blow—while wearing his helmet—was absurd even for them! She promised once again that Tyranny would pay dearly for harming her children once the opportunity was right.
Approaching the grove Tyranny had claimed as his own, her ears flicked as it seemed the shadows grew darker despite the moon reaching high into the sky. The darkness wasn’t something she was afraid of, being able to see in the dark was a blessing she enjoyed, but for some reason they seemed… real, somehow. As if tangible.
Spotting the earth pony sitting in the grove with his scepter planted into the ground—the manticore visage staring at him—she felt the hackles on her neck rise again. Only this time, it wasn’t out of anger seeing him, rather, a chill feeling making its way down her spine.
‘This is absurd! He is just an earth pony!’ Her eyes narrowed as she glared figurative holes in his back. ‘But… why do I feel like there is something more to him than this?’
She shook her head, pushing the unease aside. “What do you want?” she snapped.
Turning his gaze from his scepter, he asked, “Your minions have supplanted more of the guards as I have ordered?”
Resting on her haunches, she tried hard to keep from narrowing her gaze at him. “They have. Almost half of them now; as well as some of the workers.” She tossed her mane out of her eyes before speaking, “How much longer are you going to make us wait at this pointless game? My colony needs to feed, and there are more than enough ponies down there for us to state ourselves.”
He scoffed. “Your colony has fed off the captured guards. That is more than sufficient to sustain you.”
“Only morsels!” She got to her hooves. “You won’t allow us to drain more from them so we don’t starve! How am I and my changelings supposed to be able to fight if you keep us underfed?”
His gaze hardened. “As I said, I need the ponies relatively unharmed. I cannot have that if your children drain them.” Turning his gaze back to his scepter, his eyes closed. “These ponies are required for my plans, and I will not let that be jeopardized because of your frenzied feeding.”
She sat back on her hooves, trying so hard to keep from lashing out at him. “Plans you still refuse to share with me. Our allegiance is hollow without some form of trust between us.” A small sneer tugged at the corner of her lips. “Perhaps if you tell me—”
Snapping his gaze back at her, a sick feeling gripped at her belly. “Do not be so pretentious as to tell me of trust, changeling queen. Your place is to do as I tell you, when I tell you, and without argument. If you want your kingdom and a place for your children to live in peace, then you will do exactly as I tell you. Do we understand each other?”
How she wanted to show him just exactly what she thought of him, but instead, she bit back her hatred and lowered her gaze. “Yes.”
His eyes narrowed. “Yes what?”
This time a growl did escape her. “Yes, my Lord Tyranny.”
Seemingly satisfied, he turned his gaze back to his scepter and Chrysalis found her gaze drawn to it as well. The scepter itself wasn’t truly remarkable, as far as royal scepters went, but when staring at the large amethyst set in the manticore’s mouth, she felt that there was something more to it. The more she stared at it, the more she felt like something was… calling, wanting something.
Tearing her gaze from it, she looked back at him as he continued to sit silently before the scepter. “Why do you do this? Every night since you freed us, you spend hours staring at that thing. There is nothing amazing about it, so what is so important about it?”
He lifted his gaze to stare ahead with a hard glare. “That is none of your concern.”
Before she could say anything else, he spoke above her, “You will be glad to know that we will move on the outpost tonight.”
Her ears perked up. “When?”
“Midnight. Give the order to your minions, and make sure they follow their orders exactly as I have instructed. Do so, and we will take the fortress with little difficulty. Then you and your colony can feed on those still there, within reason, which will be more than enough to sustain you.”
Again, she scowled at him before averting her gaze. ‘Is this how my changelings feel when I speak to them?’ She shook her head and stood, a small grin making its way onto her face. ‘No matter, we will not suffer this for too much longer.’
“I will make sure everything goes according to plan,” she said, getting to her hooves again.
“Good.” His eyes closing again. “This is the first of many steps to right the wrongs of the usurpers Celestia and Luna.”
‘They are not the only ones who will be corrected, Tyranny.’ She growled again before stepping away. Taking wing, she flew back to her waiting changelings as they crowded around.
“Lieutenant,” she barked and the armored changeling flew up to her and kneeled.
“Yes, my Queen?” he asked her.
“Inform the others, we strike at midnight.” Her gaze swept over her excited changelings. “You all know what to do. Tonight, we feast!”
“As you say, my Queen,” they said in unison before dashing off to prepare.
“My Queen?”
She turned her to regard her lieutenant. “Yes?”
He shot a nervous glance towards Tyranny’s grove before speaking lower. “When do we deal with him?”
Chrysalis licked at her pointed teeth and sneered. “Tonight, after we take that fort. Then we will make him pay for his insolence.”
Seeing a wide, vicious smile on his face, sent a wave of pride down her spine.
-0-
It was nearing midnight, and the commander of the garrison made his rounds to make sure his guards were awake at their posts. The crunching gravel under hoof seemed to ring in his ears as he looked around the sleeping outpost. His ears flicked at the sound of hushed conversation before turning to climb the stairs to the wall of the outpost.
‘Probably the watch chatting and not keeping an eye out.’ He adjusted his helm, tucking the brown strands of his mane back inside. ‘If I catch them sleeping again, I’ll make sure they’re on KP for a month.’ He walked along the wall until he found the two watchponies talking with each other.
“You two, enough chattering. We don’t need thugs slipping into Equestria because you two were talking about the weather,” he said.
The two jerked to attention, saluting. “Yes sir, sorry sir,” they both said in unison; their weary tones matching their exhausted expressions.
He stared hard at the two before letting his visage slip a bit. “Don’t worry, boys, a week more and we get our leave. Then you can get all the sleep you want.”
Both guards smiled. “Can’t wait to get home and see our families, sir,” one of them said.
“Don’t we all, son. Don’t we all.”
“You got a family to go home to sir?” the other asked.
“Yes, a wife and daughter.” His brow furrowed. “Why do you ask, soldier?”
“I thought you practically lived here, sir, it’s good to know the commander is just as pony as the rest of us,” he chuckled, a bit of sweat gathering on his forehead.
The commander laughed and pounded the soldier on the shoulder, who flinched under the heavy hoof.
“Finish your watch and get some sleep. We’ve only got a week more.”
“Yes, sir,” they both replied, relaxing.
He was about to continue his rounds when he noticed a green flash of light from beyond the wall and in the dark woods surrounding the fortress.
“What in the name of Celestia was that?” he asked, pushing between them.
The guards shared a look before one asked, “What, sir?”
The commander looked around the dark, his eyes narrowing. “There was a glow. I—there it is again!” he said as the glow flashed briefly once more.
The guard glanced off into the woods. “Oh, that? It’s nothing, sir.”
His brow furrowed before glaring at the soldier. “What do you mean it is nothing? Rouse a patrol and go find out what it is.”
A sneer made its way across the other soldier’s face. “There is no need, sir.”
“What?! I should have you—” The guard before him disappeared in a burst of verdant fire and was replaced by a coal-black creature with blue-green eyes and long fangs as well as a pair of insectoid wings on its back and a curved horn jutting from its forehead.
The commander stepped back from the hissing creature. “Changeling! Guard, get the—” His eyes widened as another set of dark forelegs wrapped around him and pulled him back. Struggling with the other guard-turned-changeling, he bucked and twisted, trying to free himself.
Seeing the other changeling about to spit, and he stomped on the hoof of the second just in time for him to duck under the shot of sticky gunk—which took his attacker full in the face.
The first changeling hissed and tried to gore him, but with a quick duck, he lifted the overbalanced changeling on his back and tossed him on the other as it struggled to free its face.
Racing down the wall, he headed for the barracks. “To arms! We’re under attack!” he called out over the loud buzzing of wings. His eyes shot to the sky and his jaw dropped. It was as if a giant wasp nest had been disturbed. A horde of green eyes buzzed above him and several more flashes of green flames met his eyes as the changelings swarmed over the outpost.
Shouts from the barracks snapped him from his stupor and he galloped to aid his soldiers—or at least he tried to before something struck his back leg.
“What the—?” He looked back and could see a sickly green substance clinging to his leg and tail keeping him firmly in place. He used his magic to remove it, but three more globs of the stuff struck him, pinning his back legs and front hooves to the ground. Before he could use his magic again, a final blob of the gunk struck him in the face, covering his horn and one eye.
-0-
Gravel crunched under hoof as Tyranny entered the outpost—Chrysalis and her lieutenant behind him. With the fighting over, his gaze swept over the captured pony garrison as they were lead, bound and gagged, to the courtyard. Even as the changelings roughly shoved the prisoners to their knees, Tyranny gave a nod as he saw only minor cuts and bruises.
“My changelings did rather well, I’d say,” Chrysalis said, the smugness of her grin making its way into her tone.
Tyranny's ears flicked and a frown formed on his face. “Were it not for the outcry, I would have agreed."
She scowled again, but he took no notice as he walked towards a bound guard.
“Where is your commander?” Tyranny demanded.
The guard squirmed and pulled at his bounds, but tried to keep a defiant visage. However, he stole a quick glance to a similarly bound unicorn nearby.
Tyranny’s gaze followed his. “I see.” He walked toward the unicorn who still tried repeatedly to free himself.
“You command this outpost?” Tyranny asked.
The commander ceased his struggling and gave him a hard glare. “I do. Who are you? What right do you have attacking us?”
Tyranny’s gaze hardened. “Silence!” his tone causing even the commander to flinch. “Who am I? I am Tyranny, the Spirit of Order and the rightful ruler of Equestria.”
The unicorn scoffed. “We’d never follow you! Especially not somepony who sides with changelings!”
Keeping his stoic expression, Tyranny struck the commander across the muzzle. Were it not for the binding gunk, the blow would have sent the unicorn rolling. Even so, his gaze went unfocused.
“You will show your betters due respect, or you will be put in your place.”
Shaking his head, the unicorn stuttered. “P-Princess Celestia will not let you get away with this.”
A smirk pulled at Tyranny’s lips. “I welcome her to try and stop me.”
Tyranny’s smirk slipped as he noticed that the unicorn’s gaze had shifted to looking past him.
Turning his head a bit as he heard the hoofsteps around him, a knowing smirk tugged at his lips. “Did you honestly think that I was not aware of your plan?” he questioned.
His tone stopped all of the changelings in their tracks. Looking around, he could see they had surrounded him from all sides, their gazes locked onto him.
“You creatures of flesh are so predictable,” he continued even as the changelings fixed him with angry, if not cautious, eyes.
Chrysalis stepped past her minions and stood tall, baring her fangs “You are a fool to think you could command me and my hive to do your bidding, Tyranny. Now that you’ve supplied us with a feast, I think we don’t have any further use for you.” She turned a vicious grin to her children. “What do you think, my changelings?”
Nasty laughs or sneers greeted her words, and she turned her arrogant expression back to him. “Are you going to step aside like a good little pony, or do we feast on you too?”
“I am afraid that is not going to happen,” he told her matter-of-factly, whirling his scepter over his hoof before planting the butt firmly into the ground. “I have need of them, unlike you. Your usefulness has now come to its end.”
Seething with indignant rage, she roared, “Changelings!”
At once her entire hive charged at him from every angle.
With a dismissive snort, Tyranny rapped the butt of his scepter on the ground again, and a whirlwind lashed out—knocking every changeling out of the air. The gale force winds tossed them all aside, like leaves caught in a dust devil.
The surprised intake of air from Chrysalis had Tyranny’s grin growing even wider. He did, however, turn a raised brow at the changeling lieutenant as he struggled to his hooves. “You are a proud one, warrior.”
“And you’re a meal, pony,” he countered before charging at Tyranny again. In a flash of verdant flame, the changeling took Tyranny’s form and leaped, his hoof held back for a punch. Tyranny ducked under the blow and lashed out with his scepter. The changeling proved to have learned from last time and rolled under the attack and countered with his own buck.
A faint grin spread across Tyranny’s face, as the changeling yelped in pain, hopping back on wobbly hooves. “What… what are you?” the changeling demanded, fear now making its way into his tone.
“Your better,” Tyranny answered before grabbing hold of the changeling’s forehead—reverting back to its natural form— and, with a grunt of effort, hurled the changeling through the wooden walls of a nearby shed.
“No!” Chrysalis screamed before turning her hateful glare at Tyranny. “You won’t find me as easy to defeat,” she snarled. “You have insulted me for the last time!”
His reply was an infuriating smirk.
With a scream of rage, energy collected around her horn before she shot a massive beam of green energy at him.
Tyranny’s eyes widened at the assault and brought back his scepter. As the beam closed in, he swung out and the scepter collided, sparks jumping from the contact. With a growl, he completed the swing and deflected the beam towards a section of the outpost’s wall. When the beam struck, the wall burst with an explosion that shattered the windows of the buildings—bits of mortar and stone spraying into the forest.
Chrysalis’s jaw hung slack, her eyes wide. “H-How?”
Tyranny looked at his scepter with a scowl before slamming the butt end into the ground again. “You are simply going to have to do better than that.”
She turned back to him and snarled. Digging her hooves into the turf, she charged at him, her horn lowered. Tyranny spread his forelegs to meet her charge. His eyes widened and he ducked the last moment as she lifted her head and spat at him. The gunk flew overhead to strike a bound pony guard.
“Insolent,” Tyranny growled before leaping up to meet her charge. Just before they collided, he planted his hooves into the ground and, as she tackled into him, her pained yelp caused him to sneer as she bounced back.
Not about to let her recover, he grabbed her by a foreleg and swung her over his back to slam her into the ground. She barely had time to groan before he swung her again—dust and gravel flying about from her impact—and finally tossing her away.
“Yield,” he said as she pushed herself up.
“Never to the likes of yo—” she grunted as he lept forward so fast as to tackle into her before she could react. Grabbing her, he slammed her into another wall and held her up by her throat.
“I will not ask again, yie—”
He shouted as she shot another beam—this one point blank—into his face. He bounced across the dirt, and Chrysalis was quick to get on her hooves to press the advantage. Before she could follow up with a second blast however, Tyranny glared back at her irritably. Grabbing a nearby changeling, he hurled the helpless creature at her. Gasping, she caught him, but looked back in time for Tyranny to land a solid haymaker.
Slamming into the wall again, she fell to her knees before falling to her side—her legs unable to support her.
Kicking aside the squirming changeling, Tyranny stood over the defeated Chrysalis and fixed her with an expectant glare.
“I yield,” she cried after trying, and failing, to stand.
He snorted and lifted his scepter over her.
“I yield, I said!” she yelled, frantically trying to scramble away.
A pulsating glow emitted from the scepter and covered the changeling queen. Her changelings watched on with horrified expressions as she began to shrink. Her scream of denial became as high-pitched as a chipmunk’s as she shrank down to the size of a marble and was soon encased in an amethyst marble.
The marble levitated to rest in his fore hoof, and he peered closely at it, watching Chrysalis pound away at her prison. Wiping the sweat that drenched his face, he muttered, “This will do for now,” before tucking the marble into his armor.
He approached another changeling who quivered when he looked up at him.
“Gather your kin, I am not done with you yet.”
“Our, our queen?” the changeling stuttered.
“Will remain my prisoner. Her presence will ensure your compliance." His eyes narrowed. “Take your injured outside the wall and wait for me there.” He turned his gaze to the captured ponies who looked at him with wide, worried eyes.
The changelings looked at each other with fleeting, uncertain glances, many fidgeting.
Tyranny snapped a glare at the changeling. “Now!” his voice carrying through the air.
With a flurry of buzzing wings, the changelings wasted no time in gathering those unable to fly and fleeing beyond the wall.
Once they were gone, Tyranny walked back to the unicorn commander, who was still trying to escape the goo. As Tyranny approached, he softly began uttering words under his breath and, in response, the shadows of the outpost grew darker, the lights of the fires dimming.
The unicorn looked around with a deep frown. “We won’t serve you, no matter what you do to us,” he said as he finally turned his glare at the chanting Tyranny.
“We shall see,” Tyranny said, unperturbed at his defiance. “Fortunately, I do not need you personally for my designs.”
The commander blinked, his defiance melting away to confusion.
Tyranny stared at him, his stoic, yet confident expression returning. “If you must blame anyone, blame your beloved princesses for your fate.”
As the guards began pulling at their restraints anew, he calmly said. “Fear not, for this will not be your end.” With little change of expression, a dark mist seeped from the scepter once more, and Tyranny took up his chanting once again. The unicorn cried out in panic as it engulfed his body, and rose to a shrill pitch as it reached his face. The mist then plunged inward and his screaming stopped. The commander slowly began turning into black glass, almost like obsidian. Once his body had completely turned, it cracked and shattered—the fragments dissipating into nothingness. His unoccupied armor clanged to the ground, ringing loudly as all the remaining guards looked on with wide frightened eyes.
Smiling wider, despite the sweat that formed again, Tyranny began his chant again and soon, the discarded armor rose up and was filled by the mist. What filled the armor wasn’t a pony, but a creature made of shadow. Completely black save for a pair of pure white, round eyes, the creature did not have wings, a horn, or a cutie mark. It was vaguely pony-shaped, save for its head, which was perfectly round.
Another guard gulped, before stuttering. “H-How can this be? How can an earth pony use magic?”
Tyranny looked at the shadow creature with a wicked grin before turning his attention to the guard who spoke. “If it’s not obvious yet, I am more than a mere earth pony.”
He turned his attention to the remaining ponies of the outpost, and before long, all screams and pleas for mercy were silenced.
-0-
Twilight walked alongside one of the wagons belonging to a small force of royal guards. Dirt turned underhoof as she and the caravan left a trail of dust in their wake. She glanced at the surroundings, taking only minor note of the dry terrain as her mind once again wandered to the final conversation with Princess Celestia.
“I need you and your friends to gather the Elements of Harmony and join Princess Luna and a small number of the Royal Guard to head for our eastern outpost. If it is the changelings like our scout hinted at, your numbers should be enough to deal with them. Between your friends, Luna, and yourself, you will be able to defeat them.”
Twilight nodded. “Yes, Princess Celestia,” she said before turning to leave.
“One more thing, Twilight,” Celestia added, her tone dropping. “If it is Tyranny who is behind this, use the Elements. He is likely too powerful to defeat without them; and Twilight, be wary. Tyranny is a master manipulator and he will attempt to deceive and control you. Warn your friends as well if he attempts to speak to you.” Her expression went grim. “It will not be above Tyranny to use any weakness he finds and exploit them.”
A confident smile made its way across her face. “Don’t worry, Princess, it will never happen. If my friends and I can handle Discord, we can handle Tyranny.”
A warm smile pulled at Celestia’s mouth. “I have faith in you, Princess Twilight,”
As Twilight walked alongside the wagon, she looked ahead to the other two wagons that made up their caravan. They contained supplies for the trip; the foremost wagon was for Princess Luna to rest within after her nightly duties with the moon, stars, and dreams.
With a huff, Twilight’s ears drooped to the sides of her head, sweat starting to lather her coat. The few clouds that flew overhead did not offer much relief from the heat when she walked under their shadows.
“So, Twilight,” Spike said as he poked his head out from the canvas of the wagon. “How much longer do you think we have to go?”
“I don’t know, Spike; I haven’t been to this part of Equestria before,” she said as a tumbleweed rolled past. “It can’t be too much further though, we're not too far from the border the last I saw on the map.”
“Ugh, all this dust from the road is positively ruining my mane,” Rarity complained. “Why must the changelings strike all the way out here and not somewhere more pleasant?”
Twilight slowed down to peer inside the back of the wagon. The white unicorn was reclining on a few pillows within with Spike cooling her with a large feathered fan. Fluttershy sat nearby with a few birds flying around her. A young sparrow flew erratically outside the wagon while she watched.
“Ooh, that is very nice,” the yellow pegasus said to the sparrow.
“What is he doing?” Twilight asked, watching the apparently crazy bird.
“Oh, he was just showing me how well he flies. He only recently left the nest on his own. It’s a very important day to young birds,” the pegasus said. A soft smile tugged at the corner of her mouth as the bird flew off.
“I guess it would,” Twilight allowed. “If only I could learn to fly as well. With the him, however, the ability to fly is instinctive. I had to learn to fly.” She flexed her wings, causing another wince to happen. “Ugh, they’re so sore.”
Fluttershy gave her another soft smile. “Don’t worry, Twilight, you’ll get better. I know it.”
Twilight smiled at her. “Thanks, Fluttershy. I just wish it wasn’t so painful, or slow.”
As she walked along, she soon found herself baking under the midsummer sun—the sweat now drenching her coat. “Don’t suppose you could fan me for a while, Spike?”
“Oh, Twilight, you shouldn’t be out in the sun for so long without something to cover your head. Here, I have this for you,” Rarity said, using her magic to levitate a white sun hat from one of her suitcases. It was much like the one Rarity already wore, but this one was white with a purple band, and Rarity’s hat was a purple color and a white band. Both had a few artistic embellishments sewn to them, as Rarity was known to add.
The white hat rested easily on Twilight’s head. “Thanks Rarity,” she said before hopping into the wagon with them. “When did you make this?”
“Oh I made them after our day at the lake, dear. I felt everypony should have something to wear the next time we spent the day outside. I made one for everyone,” she said as two more hats appeared from the cases and levitated to Fluttershy and Spike. Their colorings were much the same as their new owners’ coat and mane, and scales and spines respectfully. “I even made one for Applejack, even though I know she’ll never part with that old cowpony's hat she favors.”
“What’s wrong with mah hat?” Applejack grumped, looking at Rarity with a raised eyebrow as she trailed along with the wagon.
“Nothing is wrong with it persay, dear,” Rarity said without missing a beat. “It is just well…worn.”
“That’s how ya know it’s a good hat,” Applejack said, tugging her hat lower on her scalp.
“Have you seen Rainbow Dash?” Twilight asked her before a debate on hats could start.
“She’s out scoutin’ around with the other pegasus guards, keepin' an eye out for us. Ya know she ain’t one to sit around when she could be doin’ something.”
Twilight nodded. “And Pinkie?”
“She’s up with the other guards and the princess, tellin’ jokes and keepin’ spirits up. Keepin’ folks laughin’ as Pinkie does." She hopped into the wagon and rubbed at her hooves. "And here I thought nopony could make the royal guards laugh, but leave it to Pinkie Pie to prove me wrong.”
Twilight smiled. “Making others laugh is something she does well.
“Got that right,” Applejack said as she fanned herself with her hat. “One 'a the guards I was talkin’ to said the outpost shouldn’t be too far ahead. We should get there around evening.”
“Good, we are not too far away then,” Twilight said before grunting as the wagon bounced over a pothole.
Fluttershy’s sparrow came back, chirping excitedly at her.
“You have? Oh my, what did you see?” she asked the avian creature.
The bird chirped some more.
“Oh my goodness,” she said, covering her mouth with both forehooves.
“What?” the ponies and dragon asked in unison.
“Our little friend here said he just came back from the outpost we are heading to. He said it’s deserted and quiet. He didn’t like being there,” she said, her worry making it’s way into her tone.
Twilight nodded, standing straighter. “I’ll tell Princess Luna and see if we can pick up the pace. The sooner we get there, the sooner we will have our answers.”
“Do we have to?” Fluttershy asked in a small voice.
“Yes we do, Fluttershy,” she said before hopping out of the wagon and racing ahead for the lead wagon.