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~I'm Going on Assignment!~3,281 words
Stealing the Moon3,534 words
Departure and Arrival6,236 words
Merry and Meanie4,212 words
Operation: Sweet Apple Ambush5,198 words
Oh, the Equinity!4,070 words
Seriouser and Seriouser3,876 words
Superidentical Twins4,790 words
To Arms! Or Hooves! (Whatever)5,365 words
Lost and Found Foals6,773 words
Out of the Frying Pan...2,633 words
Truth and Consequences2,784 words
Laying Siege2,559 words
Epilogue981 words

Lost and Found Foals

A Busman's Holiday
Lost and Found Foals
In which Rainbow Dash fails to stick to the plan. Twice. In a row.

Dear Orange Meringue,
While I believe your instructions were quite clear in that you were to avoid Situations at all costs while on your holiday to Ponyville, I can understand the need to take care of this one. It relieves me to know that you have taken your cousins and their friends into your confidence regarding your position and duties, though I must again ask when you will finally extend the same courtesy to your immediate family.
No matter. Celestia and I have your apprentice well in hoof, though you should be aware that he is extremely distraught over the fate of his Family. Please inform us as soon as you are enroute to Canterlot, so that we may reassure him.
Your Sovereign and Friend,
Princess Luna

"Well," I said, "I can see that having a dragon around is convenient. Spike, you ready to send my reply?"

The purple dragon nodded briskly, brandishing a quill as though it were a weapon. Come to think of it, when said quill represented the ability to contact the Princesses nearly as fast as he could write, it kind of was one.

"Dear Princess Luna," I recited. "Changelings captured. Little info obtained. We are enroute now. Sincerely, Deft Hoof." I clapped my hooves together. "Okay, everypony who's going to Canterlot better get on the carriage now, we haven't got time to waste."

It took little time for everypony but Spike, Rainbow Dash, and the Pegasus guards to pile into the carriage. I glanced at the cyan athlete. "You coming?"

She scoffed. "Like I'd get caught dead letting someone carry me anywhere in a slow-as-Tartarus carriage."

The Pegasus guards snorted. "Slow?"

"Argue later," I said. "Changelings. Canterlot. Little foals in need of rescue. Come on, you guys, I live for this kind of thing and you're keeping me from it."

Shiny smirked. "My hero," he said facetiously, then turned to his sister. "Twiley, you sure you're up for this?"

She laughed. "After Nightmare Moon, Discord, and Queen Chrysalis?"

A.J. sidled up to her and bumped her with a flank. "Y'all better ask if them changelings is ready fer us," she said, and I grinned.

"Oh, my," Fluttershy said. "What if they know we're coming? What if it's a trap?"

"Oh, please," Rainbow Dash said. "Like any trap could catch the Best Young Flier in Equestria!"

"Not to mention the absolute bestest best sneaky McSneakypants sneak-thief in the whole wide world!" Meanie put in, wrapping a hoof around my shoulders.

"We'll discuss all that on the way," Shiny put in. "Right now, we need to be on our way." He turned to Spike. "You coming?"

The little dragon shook his head. "Twilight said she wants me to keep an eye on things here while she's gone."

"That's my Number One Assistant," the scholarly Unicorn said, beaming at him. "Come on, guys and girls. We've got foals to rescue!"

* * * * *

We stood a good three blocks away from Pirates' Cove -- what Short Shanks and his Family referred to as "Lost Town" and was properly known as Darling Darning's Textiles (est. 789, closed 810) -- and discussed the plan one final time.

"I'm not sure about this," the red Earth Pony stallion said. "Are you sure they'll just let us in?"

"Don't sweat it," I told him, eyeing his green bisected-apple cutie-mark critically. I turned to A.J. "What do you think?"

"Ah reckon he'll do fine, long's he keeps his yap shut." She glared at him meaningfully.

"Applejack's right, BBBFF," Twilight said. "The changeling who was supposed to replace Big MacIntosh didn't talk much."

"Until Fluttershy got him to open up," I said. "And he didn't talk anything like you, Shiny."

"Okay, okay!" He rolled his eyes. "I'm just saying, using illusion magic against changelings... won't they be able to tell?"

"Of course they'll be able to tell," I said. "That's the point. They're not expecting the real Element Bearers and Big MacIntosh to show up. If it weren't for the illusions, they'd know something was up!"

"I have to say," Rarity said, "that it never would have occurred to me to cover ourselves with illusions of ourselves. You're quite the clever pony, Orange Meringue."

I puffed out my chest a bit. "Thank you, Miss Rarity," I said.

"...even if you are a disreputable ruffian."

I deflated.

"I've never tried to maintain eight illusions before," Twilight said. "It'd probably be best if someone else did the talking."

"I think we'd best leave that to Rarity," I said. "She's got the subtlety this calls for."

"Well, thank you, Orange Meringue."

"...even if she is a bit snooty." I paused. "Wait, eight illusions?"

"Well, yes!" Twilight looked at me. "I don't know if you've noticed, but you're not exactly invisible."

I shook my head. "Save your energy," I said. "If I can't sneak past a bunch of bugs with delusions of ponyhood, I don't deserve my job." She visibly relaxed a little, and I concluded that she'd dropped whatever illusion she had over me. "Okay, ponies. Everypony clear on the plan?"

They all nodded.

"Everypony clear on what to do when the plan goes south?"

They all looked at me blankly. "You mean 'if', right?" Twilight asked nervously.

I grinned. "Miss Sparkle," I said, "plans always go south at some point. So when things go horribly awry, the backup plan is simple."

"Kick everything that moves until it stops!" Rainbow Dash exclaimed.

"Except each other," Meanie put in.

"Oh, and we have to be careful of the foals," Fluttershy offered.

"And me," I said. "Please do not kick me." I grinned. "But yes, the backup plan is to kick bugpony flank and make sure they know better than to try this sort of thing again."

"This is gonna be so awesome," Rainbow Dash said, rubbing her forehooves in anticipation.

"That's plan B, Rainbow Dash," Twilight chided.

With that, we were all set to begin Operation: I Really Need To Come Up With Names For These Plans Some Day. Sadly, Twilight had already written that down before I told her that wasn't the name of the plan, and Meanie refused to let us correct it for... reasons, I don't know.

* * * * *

I split off from the group immediately, shadowing them as they made their way to the textile mill. Had these been the actual Lost Foals we were approaching, Short Shanks would have been ashamed. I encountered no guards, despite passing through several excellent vantage points, and was able to keep an eye on the ponies in the alleyway below without raising an alarm.

Twilight raised a hoof and knocked on the front door of the textile mill. There was a pause, then the door opened a crack. The pony that I assumed was a changeling on the other side of the door said something, and I scrambled to get closer so I could hear the conversation better.

"Yes," Twilight was saying, "well, we had to step things up unexpectedly."

The changeling asked a question.

"There was an agent of the Crowns snooping around Ponyville the last few days."

I settled in position above the door just in time to catch the tail end of the last question. "...you replace him instead of the big farm pony?"

"Because," Twilight said with exasperation, "he was too small for any of us to mimic reasonably, and besides, we had to dispatch him before we could get any information about him."

"I guess that makes sense," the door guard said.

"Of course it makes sense!" Twilight was overplaying the frustration a bit, I thought. Or she was extremely nervous about the whole situation. My money was on the latter. "Look, we came up from Ponyville as fast as we could. Our legs are tired, our wings are absolutely killing us, and we really need to report in. Could you maybe save the questions for after that?"

I grinned. I probably would have played the same angle myself, in the event they expected their infiltrators to fly anywhere. I spared a glance away from the door to look for the Pegasus guards up above. They were doing a passable job of staying incognito, using available clouds for cover and generally staying close enough to see us without being close enough to arouse suspicion. I gave them a jaunty little salute and made my way to the roof of the textile mill, leaving things in Twilight's capable hooves.

Five minutes later, I was incredibly frustrated and also extremely proud of Short Shanks and his Lost Foals. They'd managed to close off every possible avenue of entry save for one or two that even at my... conveniently portable... size were too small to use. All the window ledges were broken away. Gutters and drainpipes were just loose enough to be eye-catching, and closer inspection revealed they were far too loose to support any weight at all.

They'd turned all of my old entrances into traps, the talented little jerks. I bit down on my tongue to avoid cursing them all with every ounce of my being. First of all, I had it on pretty good authority that Earth Pony curses really only take hold if they're uttered with one's dying breath. Secondly, they didn't know their precautions were complicating their rescue. They were simply being prudent.

In the meantime, it was keeping me from finding out what was going on inside. I popped my head over the edge of the roof, verifying that the others had gotten inside okay.

There was no sign of them, which, I concluded, was a good sign. I trotted around the roof as silently as possible, looking for any possible ways in. Time was wasting. Everyone was in position except me. It was now or never. I racked my brains, thumping the sides of my head with my forehooves. "Think, think, think," I muttered. "Conventional ways are out. Unconventional ways are out. What does that leave?"

I could practically envision the flickering light bulb over my head suddenly lighting up. "Wait a minute," I said. "Standard unconventional ways in are all blocked. But there's always a way in." With a grin, I reared back and waved my hooves up at the Pegasus guards.

To my relief, one of them responded immediately -- the burly mare who'd accompanied Shiny to Ponyville, whom I remembered from our encounter the night before I left Canterlot in the first place. "You're... Frozen Pop, right?"

"Freeze Pop," she corrected automatically. She looked around the roof. "I can't help but notice you're still out here," she said with a smirk.

"Oh, ha ha," I groused. "Short Shanks has been exceptionally diligent about preventing anypony from getting into the place unnoticed. I can get around that, but I need a little help. How are you with clouds?"

Freeze Pop took a moment to look me up and down. "You are aware that Earth Ponies can't cloudwalk like Pegasus Ponies," she said. "Right?"

I grinned. "Not without magic," I corrected. "Just... think you can get a cloud into that back alley over there," I pointed with a hoof, "without being seen?"

She smirked. "Watch me," she said, and launched herself into the air with such force that the sudden gust of wind made me have to brace myself. She found a good-sized cloud that had drifted over the city, pushed it over towards the textile mill, then turned around and gave it a solid kick that I was sure would just break it up.

Instead it careened across the sky at an angle that took it down into the alley, rebounded off the building on the far side with a barely-audible fwump, and drifted to a halt barely two feet from an open window. I grinned and gave her an appreciative nod, then galloped off the edge of the roof at full tilt, doing a little flip as I twisted around so that I would be facing the window when I landed. The cloud let out little puffs of cloud which dissipated quickly, and distorted slightly under my weight and momentum before snapping back into shape and sending me flying towards the open window. I had just enough time to catch a glimpse of the amazed look on Freeze Pop's face as I cleared the window and then it was time to scramble, getting my hooves under me just as I hit a crossbeam.

I dislodged a little bit of dust as I got my hooves under me, but I didn't have time to worry about that. I had to check on Shiny and the girls, then find the missing Lost Foals before something went irrevocably wrong.

The first part turned out to be easier done than I had originally thought - the leader of the changelings, disguised as a grey Pegasus filly with a slightly disheveled blond mane, had set up shop in the textile mill's old administrative offices. I knew from personal experience both the advantages (a high vantage point) and disadvantages (only one mundane entrance and small windows limiting visibility) of the office, so it was a pretty simple matter to make my way over to them unseen.

"...your report," the Pegasus filly was saying as I got closer.

Twilight snapped off a rather impressive salute. "Ma'am," she said. "We have captured the bearers of the Elements of Harmony, as well as the Earth Pony Big MacIntosh."

"And the Elements themselves?"

Twilight hung her head. "We... haven't found them. Maybe they're not in Ponyville anymore?" I knew that was a lie. Princess Celestia had insisted that Twilight take the Elements with her to Ponyville after the events at Shiny's wedding not too long ago.

"Idiot!" The grey Pegasus slapped Twilight full across the face, and Rainbow Dash nearly jumped her right then and there, ruining the whole plan. Fortunately, A.J. was quick to react and gave Rainbow a well-timed kick on the side of the hoof, distracting her without causing a scene. "What did I tell you before you left for Ponyville? What did I tell you?"

Twilight opened her mouth, but couldn't come up with an answer fast enough. That suited me fine, since if she'd said the wrong thing it would have blown her disguise in a heartbeat.

"I said that the biggest threat to our operations here in Canterlot was the Elements of Harmony!"

"Queen Chrysalis wasn't defeated by the Elements of Harmony," Twilight said in her defense.

The filly went incoherent with rage. "I THOUGHT I TOLD YOU NEVER TO SAY THAT NAME!"

"I'm sorry!" Twilight winced, and I did the same. This plan was going so far off course we'd need a whole new map by the time it was done.

"So-called 'Queen Chrysalis'," the Pegasus said, making air quotes with her hooves, "was nothing but a jumped-up drone with delusions of royalty. She couldn't take over one measly pony city with an entire hive of warriors at her beck and call! And where is she now?"

Twilight shook her head, clueless.

"Exactly!" The filly looked satisfied. Triumphant, even. "She and her entire hive have been scattered so far around the world I doubt wherever they've landed has even heard of Equestria, much less seen a pony!" She trotted over to the rickety remains of a wooden office chair and sat in it, gloating over the seven ponies gathered before her. "No, the fact that it didn't take the Elements of Harmony to defeat that idiot doesn't surprise me."

"The ponies can't use the Elements without the Element Bearers themselves," Twilight said.

"And where are the Element Bearers?" The filly looked over the group suspiciously. "Did you bring them with you?"

"We left them cocooned in the basement of the pink one's bakery," Meanie piped up.

"The... pink one's bakery," the filly said, nodding slowly. "Well," she said, "it's a good thing I've been reading those reports you've been sending me these past few weeks." She looked over the seven ponies pretending to be changelings pretending to be ponies, her gaze lingering a bit too long on Shiny-as-Big-MacIntosh for my taste, then glanced briefly at the two larger "Lost Foals" standing by the doors. "Because I know for a fact that you are all well aware that the pink one doesn't own that bakery!" Immediately, the two guard changelings blocked the door and a lance of green fire shot out from just in front of the grey "Pegasus filly"'s forehead, striking Twilight Sparkle.

Twilight was enveloped in green fire for a split second, then it faded, revealing her entirely unharmed. "What?!" The filly looked outraged. "That should have stripped your illusion! There's no way you could still look like Twilight Sparkle! Unless--"

Twilight smirked briefly before hitting the changeling with a telekinetic whallop the likes of which Shiny's Unicorn guardsponies would do well to emulate, slamming her into the wall behind her. "Unless I am Twilight Sparkle?" she said.

Immediately, the office erupted into fighting. The changelings dropped their disguises, and more of them began flooding into the office through the door and the windows. I scrambled to find a better hiding place, as it would only be a matter of moments before some of them came over the walls, which would bring them entirely too close to me for comfort.

Rarity, in between kicking one changeling and tying another up with a bolt of old, tattered, lime-green cloth, glanced up at where I was concealed. "What are you waiting for?" she shouted. "We've got these things under control, Darling! Go and find those foals!" Then, she looked back at the changeling she'd tied up, winced slightly, and muttered something about a dreadful palette.

I had no idea what that last thing was about, but when it came to our reason for being there, she was right. I didn't even bother wondering how she'd spotted me. All I did was continue scrambling through the rafters, trying to figure out where the changelings could have concealed the ponies they had replaced. If I had a bunch of hostages squirreled away, I wondered, where would I put them?

The fight spilled out of the office while I desperately scrambled from rafter to rafter, coming up empty in every part of the textile mill. I was growing more and more frustrated. My understanding was that the changelings would keep their victims alive as long as possible, to feed on their emotions. They would cocoon them. Where could they stash a bunch of pony-sized cocoons without anyone... Finally, it dawned on me what my mistake was.

I was going about this all wrong. Instead of thinking like a pony trying to hide something, I should have been trying to think like a changeling trying to protect something. The real Lost Foals were both a food source and a valuable information resource. Shiny had explained it to me when I told him how lucky he was Chrysalis hadn't just bumped off his fiancee once she had him under her spell.

"Not really," he had said. "Chrysalis couldn't put every pony who knew Cadance under a spell like me, so she had to keep her alive in case something came up she wasn't prepared for. I've been reading up on changelings ever since then, and some of the ponies who've made a study of creatures like them think it's an instinctive thing. Changelings just don't kill the ponies they've replaced. It's possible they can't. They usually keep them in cocoons somewhere in their nest. A pony named Crocodile Trapper told me he thinks they're a lot like ants that way."

I frowned while I pondered this. What I needed, I decided, was, barring a stroke of unprecedented luck, an expert in insect behaviors. Someone who knew woodland creatures, even the dangerous ones from the Everfree forest. I needed someone like Fluttershy. Fortunately, I had a Fluttershy of my very own, somewhere in the melee below.

In hindsight, it was probably a very stupid idea to leap from the rafters with an ululating war cry, landing with all four hooves on the back of a changeling that was about to attack Rainbow Dash.

It didn't help that she'd been lining up for a good, solid buck to the changeling's face at the time, nor that the way the changeling collapsed put my face in exactly the same position. I had a brief glimpse of a rainbow-colored tail, and then my vision filled with cyan and stars as her hooves connected with my muzzle at full force.

That mare can kick. Not as well as A.J. or Big MacIntosh, but well enough to send me flying across the factory floor and into a cluster of changelings, who went down like bowling pins.

"Oh my gosh, oh my gosh," she whinnied as she galloped over to me. "Are you okay?"

I grinned lopsidedly up at the three of her. "Okey dokey lokey," I said with a giggle. "Anypony else see that Ursa whallop me? I hope I get a scar. Mares dig scars."

"You probably ought to stay out of the fight," she said. "You're kind of a little guy."

I grinned. "That was the plan," I said. "Unfortunately, I needed to find Fluttershy."

"She's probably staying out of the fight, too," Rainbow said, then looked around us with a worried look. "Oh, boy, that is a lot of changelings."

I shook my head to clear the stars and looked around. Either I was still seeing multiples, or she was right. I glanced back at Rainbow Dash. Nope, down to only one of her. So yeah, a lot of changelings. I grinned. "You go high, I go low?" I asked.

"Try and keep up, shorty!" Rainbow said, then launched herself at a cluster. I let out a whoop and followed right behind, taking out their legs just as she hit them in the torso. As soon as that trio was taken out, however, we had our hooves full.

Things got a bit crazy for a moment, as my world became nothing but a blur of hole-riddled hooves and gleaming fangs. A kick here, a headbutt there, and in just a few moments, I had the five changelings I had been facing in a heap before me. I turned back to see if Rainbow needed a hoof and found her standing triumphantly on top of a pile of at least a dozen of the bugponies, pounding her hooves on her chest and yelling like a jungle pony.

"Fluttershy!" I said.

"No way," she said with a smirk. "You are looking at a hundred and twenty percent of awesome!"

"But I'm looking for Fluttershy," I repeated. "Have you seen her?"

"Not since the fight spilled out of the office," she said. "I've been trying to keep an eye out for everypony, but she's really good at hiding when she's scared. What you need is..." Her eyes narrowed suspiciously. "Brace yourself, Deaf Hooves!"

I frowned. "That's Deft Hoof!" I corrected, but it was too late. The cyan Pegasus had turned her back on me, reared forward on her forehooves, and kicked me hard in the flank. I managed to say "WHAT THE--?!" right before the initial impact of her hooves against my cutie mark, then was sent flying across the factory.

"Ask Rarity!" she called out as she turned her attention back to the changeling swarm. "She's great at noticing details!"

I twisted in midair just in time to find myself slamming into another group of changelings that had their backs to me. We went down in a heap, but as they absorbed most of the impact, I was able to stagger to my hooves while they weren't. I looked around and saw that Rainbow Dash had launched me directly at the white Unicorn, and that the changelings I had taken out with my landing had been part of a larger group that had her cornered.

She was laying into them, using an oversized set of weird zig-zaggy scissors as as a bludgeon, crying out "Take that, you brutes! You ruffians! You horrible, hideous... unfashionable things!" It kind of upset me that even the supposedly delicate, ladylike Rarity was proving to be a more aggressive fighter than I was. I found myself wanting to find Fluttershy for more reasons than her knowledge of insect behavior. Hopefully, the notoriously shy pony would be in need of rescue, or at least not kicking large amounts of bugpony flank.

I leapt into the fray, putting my speed and agility to the best use I could by galloping across the changelings' skulls in my effort to both reach Rarity and prove I wasn't totally useless in a fight. "Rarity!" I said as, between the two of us, we downed the last of the changelings closing in on her.

"Oh, Orange Meringue!" She batted her eyelashes at me. I was pretty sure it was more of a posturing thing than actual flirting, but I will admit I was not unaffected. "How dashing of you to come to my rescue, but it really wasn't necessary." She levitated the weird scissors. "A shame to treat a pair of pinking shears so roughly," she said. "And such exquisite quality, too! They certainly don't make them like this anymore."

I grinned. "I'm sure Short Shanks won't mind if you keep them," I said. "Provided I get around to rescuing his friends, that is."

"About that," Rarity said, setting aside the shears in favor of a large metal spindle, which she hefted with her telekinesis like a bat. "Shouldn't you be doing that right now?"

"I'm looking for Fluttershy," I said. "I need someone who knows animals like ants and whatnot, and Rainbow Dash kicked me over here. She said you're good at noticing details."

"Did she now?" Rarity looked flattered. "I hadn't realized she'd noticed." She began swatting changelings with the spindle, and I leapt into the fight myself while we talked. "In any case, I haven't seen Fluttershy sin-- wait, did you say kicked you?"

"Forget that," I said. "Totally didn't happen. What about Fluttershy?"

Rarity grinned, her eyes widening slightly. "I believe you may be in luck, Orange Meringue," she said, and nodded to a place on the other side of the factory floor. A pair of butter-yellow hooves reached out from under a table, where they had been concealed in shadow, and yanked a tattered bolt of cloth out from under a trio of changelings, who collapsed into each other. I turned to thank Rarity, but she shook her head. "Oh, you'll never make it across there in time," she said. "One has a tendency to lose one's sense of direction in a melee, you know."

I'd noticed. "Well, if I can get up above the fight, I should have no problem," I said, and started looking around.

"Leave that to us, dear," she said. "Oh, Applejack!"

A group of changelings was roughly flung aside and my fifth cousin leapt through the space that left, letting out a rebel yell. "Right here, Rarity," she said. "What can Ah do ya-- Orange Meringue? What in th' name o' Celestia are y'all doin' here?"

"Orange Meringue needs to get up above the fray, Darling," Rarity explained. "I believe that chute up to the left there will do nicely," she said. "The far end should deposit him right where he needs to go."

"Ah gotcha, Sugarcube," A.J. said. To my horror, she turned her back on me. I shut my eyes and braced myself for another incoming kick, only to find myself looking like an idiot when it didn't happen. I risked a peek, and found that my precautions had been unwarranted. A.J. had pulled out her lasso and roped the near end of the chute Rarity had been talking about. The ancient, rusted out struts holding it in place began to creak and pop as the farm pony heaved with all her (not inconsiderable) might against the rope, and within moments, the chute had collapsed on one end, providing a ramp for me to get up above things while at the same time flattening a changeling that had just noticed A.J. was too preoccupied to fight it.

"Will that do, Orange Meringue? Or do you require more assistance?" Rarity fluttered her eyelashes at me again and I found myself wondering if she was even aware she was doing it.

"No, thank you," I said. "That'll do wonderfully." I gave A.J. a hoof-bump in passing and scrambled up the chute.

Once I was above the fight, things got a lot easier. I kept my eyes on the place I'd last seen Fluttershy, but she hadn't come out of her hidey-hole. Not that I blamed her. Those changelings gave me the creeps, myself, and I solemnly resolved to avoid them at all costs in the future.

I started looking for a way down when I got close to the other end of the chute. Rarity had said it would bring me right where I needed to go, and she wasn't far wrong at all. I would be right over Fluttershy's hiding place soon, and I certainly didn't want a repeat of my experience with Rainbow Dash if I jumped down and used an unsuspecting changeling to break my fall. A few more steps, however, and I realized just what Rarity had meant.

The struts on either side of me began to creak and groan in much the same way the ones on the other end of the chute had done for Applejack, and I winced. "Oh, no," I had time to mutter, then the struts gave out with a rapid pop-pop-pop, and the nearly-horizontal metal chute turned into a slide.

To Rarity's credit, it did deposit me right in front of Fluttershy. Of course, I was dizzy and hyperventilating when I spun and slid to a stop in front of the work table, which might have been a problem.

Fortunately, before I could become a target for the changelings, Fluttershy quickly dragged me into her hiding place.

"Oh, dear," she said softly. "Are you all right?"

I shook my head. "I will be soon," I said. "Just... I need to ask you a question."

"I'll do what I can," she said.

"I can't figure out where the changelings have the Lost Foals hidden," I admitted.

"Oh... I'm not sure what I can do," Fluttershy responded, hiding behind her mane and scuffing a forehoof.

"Shiny told me once that changeling hives are kind of like anthills. So, if these things were ants, where would they keep their food?"

Fluttershy thought about that for a moment. "I'm not quite sure," she said. "Some types of ant have a chamber deep in their hill where they store food. It would have to be someplace large. A big, open room that's dark, cool, and dry."

I frowned. "A big, open, dark, cool, dry place," I repeated. "I don't think there's anyplace like that in here."

"I'm so sorry," Fluttershy said. "I don't know what else I can do."

I shook my head. "Don't sweat it," I told her. "It's more information than I--" Suddenly, a light dawned in the cluttered repository of junk I call a brain. "The WAREHOUSE!" I shouted, startling a squeak out of Fluttershy.

The warehouse wasn't part of the textile mill proper. It was, in fact, across a narrow alley from the building we were in. After a moment, I realized that it was across the same alley my cloud was in, which meant that this entire time I had been moving further from the Lost Foals while I was looking for them.

"Fluttershy," I said as I prepared to leave our hiding place and gallop to the rescue, "you're beautiful!"

Her reply was too high-pitched and quiet to make out. As I burst from her hiding place, I made it a point to draw as many changelings away from the delicate Pegasus as possible, zig-zagging this way and that through the fray. I found what -- or rather who -- I was looking for in moments: Shining Armor doing his level best to prove to the changelings that the Captain of Celestia's Royal Guard was, in fact, entirely out of their league.

"Shiny!" I said, screeching to a halt beside him and his Pegasus guard escort. "I think I know where the foals are!"

"That's great!" he said. "Why are you here and not there?"

I rolled my eyes. "Because," I said, "I have no idea how many changelings are going to be there. I need to borrow this." With that, I put my hooves on Freeze Pop's shoulders and started dragging her towards the exit. Okay, attempting to drag her towards the exit. She stubbornly refused to budge, the spoilsport. I got a hoof to the face for my troubles, but it was worth it for the looks on their faces.

"Go with him, Freeze Pop," Shiny said. "We've got this under control."

The Pegasus mare narrowed her eyes at me. "Celestia help me, Deft Hoof, if you make me miss out on the rest of the fight for nothing..."

"Trust me," I said, waggling my eyebrows, and led the way towards a gap in the wall I was sure I could squeeze through to reach the alley. I looked back at Freeze Pop. "Follow me!" I said, then froze as I saw the look in her eyes.

The burly Pegasus mare took a look at the crack in the wall, then looked at me, then back at the crack in the wall.

"What?" I said.

She rolled her eyes. "I'll never fit through that," she said. She didn't say the word "idiot", but I heard it nonetheless. "Step aside." With that, she lowered her head, and pawed at the ground with a forehoof, giving me just enough time to dive out of the way before barrelling at -- and then straight through -- the wall.

I tried to keep from gaping at her, and turned to Shiny, making "what the hay" gestures at the Freeze Pop-sized (and shaped) hole in the wall.

He laughed. "Now you know why the other guards call her Sergeant Hard Head," he said, and returned his attention to the fight.

* * * * *

The warehouse fit the bill nicely. It had been abandoned for perhaps half as long as the textile mill, and was, overall, too drafty and cool to use as a shelter except in the summer. As most street ponies prefer to sleep under Luna's night sky in the summertime, that meant it was generally left abandoned year-round. The changelings could have moved in at any time with no one the wiser. As I got inside, I realized it was a lot draftier than I remembered. I made a note to talk to the Princesses about possibly finally condemning the place, especially since nopony used it.

It was nearly pitch-black in there, and it took a moment for my eyes to adjust to the darkness. As soon as they did, however, I stifled a shocked whinny. Not two feet from where I was standing was an oddly shaped silhouette that might have been a pony. Its head turned and the little moonlight that was coming in through the doorway glinted off of blue eyes. I held my breath, hoping the changeling or whatever it was didn't see me.

It bounced over to me in a way that neither changelings nor ponies travel. "Hi!" it whispered harshly, and it took me a moment to realize I knew the voice.

"Meanie? What are you doing here?"

She shrugged. "I got a scrunchy nose," she said.

"Somepony was sneaking around over here before I got here?"

She shook her head. "I think it was you."

"But... you got here before me."

"I took a shortcut."

I tried very hard not to think about that. Finally, something else occurred to me to talk about. "Meanie?"

"Yes?"

"Why are we whispering?"

She made a sound I realized was a whispered giggle, then jabbed skyward with a forehoof. "'Cause they're sleeping!" she whispered.

Almost against my will, my eyes followed where she was pointing and I saw that the ceiling was covered with dozens and dozens of black shapes. They were moving slightly, fanning the air with their wings - the draft I'd noticed earlier was explained. I scanned across the ceiling, trying very hard not to think about how outnumbered we were, and I saw our goal.

Right in the middle of the warehouse, dangling from the rafters, a group of softly glowing cocoons provided a faint, sickly, green light to the warehouse. The Lost Foals were here, and they were surrounded by changelings. A lot of changelings.

I looked over at Freeze Pop. "Still worried you're going to miss the fight?" I asked sarcastically.

Author's Note:

A few things.
1) I knew going into this that Lost Town would be the site of a climactic battle against a boatload of changelings.
2) I knew that the Mane Six would be doing a lot of the fighting.
3) The whole bit with Rarity came about when I realized I had made Lost Town an old textile mill, and that she of all ponies would know what kinds of things could be found there.

The pinking shears are kind of a gag, though, since they're definitely more of a dressmaking tool than something you'd find in a textile mill. (They cut fabric in a zig-zag pattern, which helps prevent unravelling of coarser fabrics.)

Thanks again to Sketchy Sounds for the use of Freeze Pop in this chapter, for his help in prereading as this story has gone on, and for being an all-around good guy.

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