• Published 20th May 2015
  • 15,568 Views, 3,255 Comments

Shifting Melodies - Thadius0



He's a unicorn accountant in service to a smuggling ring. She's a high-ranking Thestral in the Day Guard. Together, they fight crime. Too bad one of them's lying.

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Chapter Five - Rising crescendo

Ledger blinked a few times and groaned in pain as a headache unlike any other he’d ever had hit him right between the eyes and under the horn. He tried to move one hoof up to where he was feeling the agony, but found it caught in some sort of warm embrace. The odd sensation made him turn slowly to the side to see what had had a hold of his hoof, and when he saw Midnight there, his mind came to a screeching halt as panic started to set in.

Dreams of rainbows, mangos and chocolate-covered stallions filled the dreams of the silly thestral. And she was content... until she started to wake and the crushing downside of a night of drinking set in. The pain was like a repeated blow from Luna’s Canterlot Voice... on second thought, the Voice was much worse. She groaned and put a hoof to her head as she rolled over, and felt her nose touch something warm and fuzzy...

She opened her bloodshot eyes and blinked as Celestia’s sun pierced them like arrows. She blinked a few times until the blinding light cleared and a familiar stallion came into view.

“Mm...morning... Lev...”

Ledger himself had clearly over-estimated how much good Midnight had done him...or under-estimated his memories. He was breathing heavily and scooting away, whimpering something about being a good male.

Despite her brain trying to punch it’s way out of her head, she reached towards him with a small smile. “H-hey now... what’s wrong?”

“I’m a good male,” he muttered, not quite looking at her. “I’ve...I’ve been good...please, no...not the...please put the knife back…”

Midnight blinked and actually double checked she hadn’t worn her swords to bed again. The last time she’d done that, her bedpartner had almost soiled herself. Once she confirmed that this was not the case, she smiled and sat back. “Hey... there’s no knife and I’m not going to hurt you silly... I think I’m in far more pain right now...”

Ledger slowly came back from his panic-induced recollection and blinked a few times, finally seeing that it was Midnight next to him, not just any other female. “I...What just happened?” he asked aloud. They’d not been that bad before. Then again, he’d not had a female in his bed by choice ever since...

She pulled the stallion into a hug and petted his mane. “You must have woken up from a nightmare. Don’t worry... everything’s alright now.”

He stiffened a bit at the touch, but relaxed when he realized she cared. Ledger sighed and even started to close his eyes again, losing himself to the feeling...before his headache returned with a vengeance. “Ow,” he muttered, putting one hoof to his head. “Does it feel like the entire armory is trying to escape from your skull as well?”

“Yup...” Midnight groaned. “Urgh... never, again... until the next time anyway...”

“I’ll go pour us some water,” Ledger groaned as he moved to stand on his own hooves. “Then we can have some coffee. We need to counter the dehydration first.” He seemed to pause for a moment and asked a very pertinent question. “My memory is...spotty. We didn’t...do anything last night, did we?”

Midnight slowly shook her head. “No, we just cuddled, that’s all... and for the record, you’re very huggable~”

Ledger breathed a sigh of relief. “Oh thank heavens. I don’t think I could stand the idea of...that just yet. I mean, I am starting to trust at least one mare again, but foal steps.” With that, the unicorn left the bedroom and the Thestral behind as he went for the largest cups he had and began running water for the pair of them.

Midnight lay back, burying her head in the soft pillows. She placed a hoof to her face, feeling her blushing cheeks. What was this? Why was she acting like some nervous little filly all of a sudden? She pulled the blankets up over her face, certain her blush was still showing through...

Ledger walked back in, one cup held in one hoof, as he didn’t trust his magic just yet. “For you,” he said simply, placing it on the nightstand. “You’re going to want to drink that before your headache gets too much worse.”

A few seconds later, she lowered the blanket a smidge, her flushed face staring back at him. She reached for the mug and begun drinking down the water.

“Thanks,” she mumbled.

“No problem,” he replied. “Once you’re done with that and cleaning up, I should at least have coffee ready. Breakfast is...well, I don’t know what it’ll end up being,” he admitted ruefully. “On the one hoof, I know I need to eat something, but on the other, I really can’t think right now, so suggestions are welcome.”

Midnight bit her cheek to stop replying in a manner that usually befit her. “Y-yeah, sounds good...” she replied as she finished her water. “I’ll... be out in a moment.” With a short nod of understanding, the stallion grabbed ahold of her now-empty cup and left to attend to his own dehydration. Once he was gone, Midnight sighed and threw her head back into the pillow.

“Oh, I know what you can eat~” she giggled to herself, sighing now that she’d gotten that out of her system. Okay, so a nice warm shower was first, then see what the rest of the day would bring.

By the time she got out of her shower, the smell and sound of something delicious wafted it’s way over to her. She almost floated out to the kitchen, her coat still a little damp and her mane was tied up in a towel.

“Mmmm, I smell something goooood~” she purred.

“Cheese and mushroom omelettes,” Ledger said, his back turned as he watched the pan. “Yours is almost done, and the coffee finished a minute ago.”

“You are a god among ponies,” she sighed wistfully, nursing her suddenly full coffee mug like a newborn foal. “You are my little precious, here to make Mommy all better~” she giggled at it.

“I was unaware I gained five dress sizes or a sun or moon mark on my rear,” Ledger replied as he plated up her omelette. “Plus I’m pretty certain I’m still male, so I don’t know who you’ve confused me with.”

“Oh har, har!” Midnight snarked back. “And trust me, I know you’re male, you and little Level more than proved that~”

“Ah, so that at least is confirmed to have happened,” Ledger said as he began mixing up his own omelette while setting hers at the table. “Note to self, when work is done, die of embarrassment.”

“Aw don’t do that~” Song pouted as she drooled over her omelette. “Besides, if that were possible, you’d have done so last night. The expression on your face was the cutest thing EVER!”

“I’m going to need to find some sort of memory spell if I want to avoid you teasing me, aren’t I?” Ledger sighed as he poured the egg into the still-hot pan.

“Teasing, I’m not teasing,” Midnight replied as she took a bite of her omelette. “I’m quite impressed really, but I’ll lay off the topic... for now~”

“Out of...morbid curiosity,” Ledger said as he poured himself a cup of coffee. “Is, ah, that really that impressive? It’s not all that uncommon where I come from.”

Midnight suddenly coughed on her omelette, causing her to take a swig of her coffee, and choking on that too because it was hot. “Gah! Help!”

Ledger turned the heat off on his breakfast before coming over and giving Midnight a small glass of cool water, to help counteract the heat from the coffee. “Goodness, but you don’t do anything by half,” he observed.

“You... you!” Midnight wheezed as she downed the water. “It’s your fault dammit! Where do you come from and do they offer holiday packages there?”

“It’s very hard to find the land I come from,” Ledger replied cryptically. “You either have to get lucky or know what you’re looking for. And before you ask how I know this about our stallions, let’s just say ‘local anatomy books’ and leave it at that.”

“I see,” Midnight blushed and decided that it was best to drop the subject for now. “Well, to sate that curiosity of yours... I haven’t seen any that surpass that. And thats coming from me!”

“Huh,” Ledger observed as he turned back to the range, resuming the cooking of his breakfast. “Makes you wonder what might have been had I gone through everything like a normal colt should have, doesn’t it?”

“You would have gone through quite a few mares~” she giggled madly, unable to restrain herself any longer. It was open season now, and the season called for Level’s dignity.

“Imagine if Fredrick and I teamed up,” the stallion teased as he flipped the omelett.

Midnight suddenly coughed again, seriously, was he timing this on purpose? “Oh sweet Luna, NO!” she shouted back. “Even then, I will not lose!”

“Just think about it,” the unicorn clarified as he sprinkled the cheese and mushrooms into his breakfast. “A young stallion, barely more than a colt, with my endowment and a healthy sex drive, running into a gryphon like Fredrick. Oh, the things that could have been.”

“Not. Thinking about it!” Midnight yelled, giving up on eating and burying her head in her hooves. “Gods above, my head still hurts... give me a break already...”

“Very well,” Ledger relented. “Still, maybe you should be glad I am the way I am. I can still say that thinking about mares does nothing for me.” With another quick flip, his breakfast was nearly done.

“Ah well, foal steps I suppose,” Midnight sighed to herself. She frowned as she decided to voice a concern that had been bugging her. “So... are you really going to go to work today?”

“You do like the whole ‘eating’ and ‘living here’ parts of your current lifestyle, right?” the unicorn deadpanned as he joined her at the table, breakfast in his grip, along with a cup of coffee and two sugar cubes that plunked into said drink.

“I know, it’s just…” she looked at him with those stunning green eyes. “I’m worried, about everything.”

“If need be, I’ll defend myself,” Ledger said honestly. “I do hope it doesn’t come to that, naturally. But if she catches on that it’s me, I’m not going to go down.”

“I still don’t like it, I just have this really bad feeling about today...” Midnight sighed again as she resumed eating, though with a little less vigour than before. “If anything happens... call me, and I’ll come running okay?”

“Of course,” Ledger responded. “I wouldn’t have it any other way.” He downed his coffee in one gulp and grimaced. “Bleh, still too hot...but I need to rush, I think I woke up late.”

“You could always tell them that your marefriend kept you~” she giggled.

“Wouldn’t work,” Ledger replied as he took a big bite of his omelette and barely chewed. Fortunately, he had the sense of mind to wait until his mouth was empty before speaking again. “Toll thinks I’ve either been gelded or lack a sex drive at all, what with the lack of interest I’ve shown in any of the clubs on the strip.”

“Glad to see she’s very much wrong,” Midnight chuckled as she finished her omelette. The real question was... what was she gonna do now. She was banned to the inside of the house and if case anypony hadn’t noticed, Level’s house was rather lacking in any forms of entertainment for non-bookworms.

“Well,” Ledger said as he levitated Midnight’s plate to the sink, “Are you going to be okay while I’m at work? What with the whole ‘stay inside’ edict.”

“I’m gonna be sooo bored,” Midnight whined as she drained her coffee mug. “No offense Lev, but you have a certain lack of anything that isn’t a book.”

“Hmm,” Level said as he chewed the remainder of his breakfast. Suddenly, a plan came to him, and he grinned while bolting the rest of his food down. “I have an idea,” he said.

“Why do I have a sudden sense of dread?” Midnight replied dubiously. Ledger just chuckled and shook his head.

“It’s actually a rather simple plan,” he elaborated. “I think I can pull off something like the Captain’s illusion spell and use it on you. I wouldn’t go out for more than a few hours, both because of the guard detail that’s hanging about, and in case Toll’s goons have more than ten brain cells between them, but that should be more than enough time for you to do some shopping.”

Midnight squeed as she leapt from the table and caught Ledger in a flying, tackle-hug. The unicorn let out an ‘Ack!’ as he was tackled to the floor, not sure whether he was under assault or being cared for for a moment. The affection leaked through shortly thereafter, and he relaxed.

She eventually let him go and stood back up, helping the stallion to his hooves. “Ooh, this is gonna be fun, like a ninja going shopping!” She bounced up and down, her tail wagging as her eyes shone brightly.

“Glad you’re happy,” he said, dusting himself off more via habit than out of need. “So. Ready?”

“Ready, just make sure to make me cute okay?” She was immensely curious as to what disguise she’d get.

“No promises,” Ledger said as his horn started to glow. “I’m trying to copy everything but what the disguise itself will look like. We want to make you a Pegasus and I can do that much, but beyond that, it’s an unfamiliar spell to me.”

Okay, she was a tad worried now. “Uh, just... try not to teleport me into a wall or something...”

“Don’t even know teleportation, first, and second, I just don’t know what your colors are going to end up like. You could be plain, hideous, cute, or gorgeous. I don’t know how to play with that part of the spell because I haven’t done that yet,” the stallion explained. His horn was coated in a fine silver light now as he kept weaving. “Okay...last chance. I can still call it off if you don’t want me to try it on you.”

“Bring it on!” Midnight replied. “Being a weird colour is still better than being stuck inside all day!”

“Three, two...now,” Ledger said as he released his version of the Captain’s spell onto Midnight. A cocoon of light wrapped itself around Midnight and once it faded away, the spell was complete. In place of a cute thestral, stood a young pegasus mare. Her coat was subtle light pink and her mane deep violet. Her manestyle was still the same, as was her tail. And her eyes had been shifted from a green cat-like appearance to a deep sapphire blue.

“Well?” she asked. “How do I look? Not too weird I hope?”

“I have differing definitions of weird than most ponies,” Ledger said, trying to get out of answering. “But you can always look in the mirror and judge for yourself.”

“Pft, wuss,” she replied. “Come on Level, I won’t get angry or anything. Just give me your honest opinion.”

“Honestly, as long as I know it’s you under there, I don’t give a flipping feather,” Level said with a shrug. “You could come home looking plaid and as long as you identified yourself, I’d not care.”

“I know you’re not very good at this thing, but a girl likes to be told she’s pretty,” Midnight sighed a she glanced at a mirror. Oh yeah, I look hot, no matter what. “Still, thanks for this Lev, now I can go have a little fun, and finally buy some decent bedsheets.”

“Take care out there,” Level said as he opened the door to leave, before remembering that she was probably going out the same way. “No telling how dirty the streets still are.”

“Yeah, I’ll be careful,” she replied as she trotted out after him. “And you as well, there’s no telling how pissed Toll is gonna be that she lost her hoofhold in the Guards and the local PD.”

“Pretty darn,” the unicorn said as they hit the lobby. “It’ll be interesting, that’s for sure. Thankfully I know a shield spell and I’m currently valuable to her.” That just served to worry Midnight all the more and she leaned over to kiss his cheek.

“For luck,” she whispered before flying off.

“You go, colt!” Estate said as he walked up behind him. “See, I told you mares were nothing like that! Heck, a stallion like you shoulda moved on one a long time ago!”

“Oh shut it,” Ledger said as he cast a look at the landlord. “And you know very well why I didn’t.”

“The two aren’t the same,” the earth pony stated. “Nymphs be crazy. Mares...also crazy, but less in the ‘chop your balls off’ sense.”

“...Fine,” Ledger sighed. “What do I have to lose, anyways.”

“You will regret asking that later, m’lord,” Estate chuckled before going back inside his apartment building. Ledger just snorted and trotted off to work.

Today was already interesting, and he hadn’t even punched in yet.


The shopping had been immensely fun, with very comfortable bedsheets and pillows obtained, and she’d bought a few outfits and some things to be delivered at a later date. All in all, her bank account now deeply despised the frivolous mare and she’d had just enough left for food and rent until her next pay week.

Last on her list of things to do was pay a certain gryphon a visit...

The bell jingled a she walked in, exuding an air of confidence a she took a seat at the counter. She tapped her hoof to get the attention of the proprietor of the establishment.

“Ah, hello there my dear!” Fredrick greeted as he came out from the kitchen. “It is always nice to see a friendly face, especially a friendly, beautiful face as well. I am Fredrick, the owner of this fine establishment. How may I serve you today?”

“Well now, aren’t you a breath of fresh air darling,” Midnight cooed. “And here I was starting to think that all the males in this city were rude brutes.”

“Heavens no!” Fredrick said, one claw over his chest. “I may be forward and blunt about my intentions, but I respect a mare’s decision to leave me and my bed should she choose to. There are plenty more mares out there, after all.”

“Well you certainly aren’t lacking for confidence. I find that very attractive~’ she purred. “And you have such wonderful plumage, most pegasi stallions just don’t compare to a gryphon’s..mmm, charms~”

“I do keep myself well-groomed for a reason beyond vanity,” the gryphon preened. “And after the amount of mares I have already had, I have reason to be confident. My skills do get quite the regular workout.”

“Numbers are just numbers darling,” Midnight smiled, enjoying this immensely. “Even a rookie can surprise somepony with a hidden talent or two... but I must admit, I find myself a little flushed sir.” A delicate blush graced her cheeks.

“The only one in this city that I know of who knows as much as I do about the anatomy of ponies doesn’t use it for pleasure,” Fredrick divulged. “He used it for intimidation, whereas I use it to find all the little spots that make mares, no matter the tribe they belong to, moan. And that’s before I get involved, should they even want me to.”

“Such boasting,” she smiled again, leaning closer to the gryphon. “But mares also like to be romanced, tell me pretty birdy, how would you romance this fine mare before you~?”

“It depends on what the mare wants,” Fredrick said with a wink. “If she desires a fine meal and wine to go with it, I have that here. If she desires a night on the town, I have assistants in the kitchen I can turn the running of this place over to for the night...they know what it means when I say I will be out with a mare, after all. And if she desires to know why mares come back to my bed...well, I would be happy to show her that as well.”

“Ooh, that sounds... interesting~” she purred, tracing a wingtip along his side, stroking a small spot at the base of his wing. “I must say, is it getting warm in here?”

“Sadly for that line, I have magical temperature regulators installed...but I can still reply with ‘your beauty warms up every room you walk into’,” the gryphon countered.

“Oh, now that’s a nice line,” she replied. “You should start with that, rather than boasting about your bedroom skills.” She traced her feather along his neck as her mouth drew closer. “Any other lines you might have for little old me~?”

“Old, you? Hardly!” the half-bird scoffed. “Your youth and vitality are as evident as the sapphire in your eyes. Any colt would be lucky to spend any time with you, much less a night.”

Okay, this bird was as smooth as silk and Midnight found herself blushing for real this time. This little plan was starting to backfire as this bird seemed to be impossible to turn the tables against. “Well now, that is a good one dear sir,” she smiled and batted her eyes. “I find myself at a loss for words.”

“It’s hardly a line if it’s the observable truth,” the gryphon brushed off. “Lines are based off of them. For example, the truth is you look like a fine mare I’d love to bring back to my bed. The line would be...’I could swim forever in the sapphire ocean that is your eyes.’”

Dammit, dammit! She could not compete with this guy. She may have found the one male in Equestria that could not only flat-out resist her charms, but turn them right back against her. There was nothing to do but simply concede defeat. At the present moment, she could not compete with him.

“I will disappear forever once I leave through those doors,” she whispered. “I have never met anyone quite like you before sir... and I doubt I ever will again.”

“Then why not delay your departure?” The gryphon asked softly. “After all, it would be a shame if you did not sample everything I had to offer before you left.”

“I would love to take you up on that, and on any other day, I wouldn’t hesitate.” She gave his beak a light kiss and pulled back. “Things are... difficult for me, and like a fairytale, this mare is on a time limit. But there will be no glass slipper today... farewell~” And just like that, the only thing left was the silently swinging door…

“Ah well,” Fredrick said as he watched the door swing. “The ones that get away just make the next one to accept all the sweeter. Though, her, I will remember for a little while at least.”

Just as Midnight bolted through her door, the spell wore off and a blushing Thestral stood there once more.

“That... what was... oh, he is good!”


“Ledger,” the unicorn heard, causing him to look up at Bludgeon, one of the most unassuming Earth ponies you’d ever see...unless you knew his history, which Ledger did. The stallion behind the desk suppressed a shiver before getting up.

“Yes Bludgeon? If it’s about the new budget, I haven’t finalized it yet due to the rapidly changing streams of revenue.”

“Boss wants to see you,” the enforcer said. “Didn’t say why.”

“Ah...well, wish me luck, eh?” Ledger said with a slight laugh as he walked down the hallway, already preparing his lies in case he needed them, along with the proper facial expressions.

Knocking three times got an “Enter!” snapped at him, and he mentally smirked and chalked up another mark in the ‘Toll is getting unbalanced’ count. Taking a deep breath, the unicorn pushed the door open slowly and poked his head in.

“Ledger,” Toll Taker said from behind her desk. “Get in here and take a seat.”

“Of course, boss,” Ledger said, in a suitably subdued tone of voice. “So...you wanted to see me?”

“Yes,” Toll said, easing herself back into her chair. “You’ve been working for me for a while now, right?”

“Nearly a whole year, yes boss,” Ledger said with a nod.

“And you’re loyal to the company, right?” she asked, putting one hoof on a folder on her desk.

“I know better than to not be, boss. You pay me in more than one sense.” Here he obliquely referred to the secret they both knew, and Toll nodded.

“Right, right. So why did your roommate know exactly where to go the other night when we were picking up a foal for re-education?”

Ledger shook his head. “No idea, boss. Maybe she just got lucky? She’s a Thestral, after all. They have good night vision.”

Toll sighed and leaned back in her chair again, putting one hoof to her forehead. “Now, that, I could almost believe. But the Guard is closing in around me now, Ledger. Tartarus, I’ve lost the police, the mayor...my entire blackmail file is becoming worthless.” Here she leaned forward again and glared at her accountant.

“The only one who knows about it beyond me is you, Ledger. I know you know about it, because I showed it off to you when I called you in here that day I found out. And then not a week later, you’re spotted on the grounds late at night. Doesn’t take a genius to figure out what you were after. Bet you were surprised that your name wasn’t in that folder, huh?”

“It was...a little shocking, yes boss. But then I realized that some secrets, like mine, are too important to be written down.” Ledger meekly replied. “So I did some research on my own afterwards, and found out all the other secrets you didn’t write down, and kept a record for my own purposes.”

“And those would be turning me into the guard?” she asked darkly.

“No boss!” Ledger quickly denied. “I...I have a bit of a workaholic in me, boss. A bit of OCD.”

Here she stopped glaring so darkly at him, but motioned for him to continue. Here Ledger let off a calculated sigh. “I...I copy the books when you give them to me, boss. Then I take them back to my study and look to see if there’s ever a better way to do things. The blackmail folder helps with that. I can see which ponies can be counted on, and which can’t. I don’t come up with all my great ideas during business hours, boss.”

Toll hummed a little bit and leaned back in her chair. “Say I believe you, which means you’re still in trouble for copying the books, by the way. Are you saying your room-mate stumbled upon my records?”

“No!” Ledger shook his head. “I know the value of that sort of information! I keep it all locked up in my study. Nobody has a key but me, and I did not let her in!”

Toll grumbled a bit. “So what, she picked the lock?”

“...It did look a little like there were scratches around the keyhole as of late,” Ledger admitted. “But I can destroy the records, boss. A little fire should see to it that they have nothing anymore.”

“If she’s half as smart as you, she made a copy of the blackmail at least,” Toll grumbled before sitting back. “I like you, Ledge. I really do. You’re better than my last two accountants who thought they could steal and get away with it. Your only crime against me so far is working too hard and taking it home with you...which, if you had just told me about when you started doing it, then I wouldn’t have as much of a problem with it. Heck, I’d have even upgraded your locks! But now we have a problem, and I want you to fix it.”

“Of course,” Ledger said, bobbing his head. “Do you want me to figure out a way to get the local Guard defunded, or perhaps you were looking for something on Captain Narrow or Deputy Straight? I’m willing to fix this, boss. Whatever it takes.”

“Good,” Toll said with a smile. “I want you to kill your roommate.”

Ledger paused for a moment, processing that demand fully before responding in the correct tone of voice. “I’m...sorry, can you say that again? It sounded like…”

“I want you to kill your roommate,” Toll repeated, smile gone. “That’s exactly what I said.”

“...I see,” Ledger said slowly. “I assume this is some sort of loyalty test? Prove I had nothing to do with the problems the company is experiencing by killing a member of the Guard?”

“Something like that,” Toll agreed with a nod. “You’re going to kill her, then burn the body and the books you brought home at the same time. And then when the investigation loses momentum against me and I’m back where I should be, namely on top of the city, I’ll allow you to bring your work home again.”

Ledger gulped and nodded twice. “As you command, boss. I assume you want it done tonight?”

“If not sooner,” Toll commanded, and the accountant got up from his chair.

“Is it alright if I take the rest of the day off to think about this...and how to do it?”

Toll grinned again and nodded. “Take it, sport. But don’t come back tomorrow without a vacancy in that apartment of yours.”

Ledger slowly left his boss’s office. After about a minute, the Earth pony who’d fetched him walked in and sat where he’d sat.

“Take Kill-Switch with you, knock out the Guards in the building, and make sure he offs her,” Toll commanded her best enforcer. “If he doesn’t, kill them both.”

Bludgeon grunted and nodded, going off to find his...slightly crazy fellow enforcer. He hated working with that unicorn...but there was nobody else who was as good at lethal magic as he was.


Midnight Song was feeling much better now. She’d made her bed with her new sheets, blankets and whatnot, and then enjoyed just rolling around on it for a bit. She’d also bought a gramophone and some records to play. And lastly, the pony delivering the pile of groceries she’d bought, along with some nice china and silverware had arrived and dropped the goods off. She had just finished placing the last of it away and walked back out into the livingroom for a drink when the front door opened, and a significantly subdued Ledger walked in, softly closing the door behind him with a minimal application of magic.

“Hey there,” she smiled, as she placed her water on the table. “How’s everything with you? Because I had a blast today... well, cept for when Fredrick beat me, but that’s a tale for another time...?” She finally noticed his downtrodden expression and her smile vanished.

“What’s wrong Lev?”

“She wants me to prove my loyalty,” he weakly said, laying down on the floor and sighing.

Midnight frowned and lay next to him. “Oh-kay? and how does she want you to do such a thing?”

“She wants me to kill you,” he stated simply, staring straight ahead.

“Oh? Is that all? Wait WHAT!?” Midnight reeled back and looked at him. “Okay, I know I kinda annoyed her, but that’s a tad extreme isn’t it? Can’t I just leave town or something?”

“She probably also wants to send a ‘back off’ message to the Guard, and she thinks you’re the reason they even have the intel they do,” he explained, still not looking at her. “Multiple birds with one stone.”

“She doesn’t pull any punches huh?” Song sighed as she kept a little distance between them. “And uh... you don’t actually plan on...?”

“While it would be very easy to apply just too much pressure to the base of your skull and give you a painless death,” Ledger stated, causing the batpony to gulp before he continued, “My secret is not worth that. A life is never worth another life.”

“You could have just said ‘No, cause we’re friends and I care for you’,” she muttered under her breath, still loud enough for him to hear.

“I’m trying to come up with a way for everyone to win without anyone dying and getting nothing, so forgive me if my emotions don’t come into play during this,” Ledger said with only a hint of irritation. “Rather difficult when she commanded I also burn your body afterwards. It means she’s expecting there to be news of at least a Pegasus skeleton in Guard armor tomorrow morning.”

Midnight paced around the apartment, her mind going to work. “Maybe... Narrow can arrange a false report to be put in the paper? Borrow an anatomy doll, dress it in armour and burn it? I could lay low the whole time? I won’t go out or anything!”

“That...actually sounds like a workable plan,” Ledger admitted. “But they’d have to listen to me, if I know her, she’s expecting you to be dead come morning. So we’d have to work fast and you have to be gone.”

“E-easy, disguise me again. I’ll let Narrow know and be on the next train to Canterlot. You’ll never... never see me again...” She whispered that last part. This was all her fault…

At that particular moment, the door was bucked in with excessive force, clipping Ledger’s head and knocking him right out as it flew by. Midnight dived to one side to avoid the flying wood and glared at the new opening. This could not have been anything good.

“Night night, pretty bat,” A unicorn said from behind the Earth pony that had just done excessive property damage. A spell had already been charged on his horn and he was merely taking aim now. Song’s eyes widened, she wasn’t wearing armour and had no clue as to what that spell might be. Her wings flared and she prepared to avoid whatever it might be though…

Unfortunately, the beam of light flew in the next second and impacted her head, making her feel like taking a nap. Sleep sounded...good...

Hello floor, my old friend~


The next thing she heard was the sound of the unfamiliar unicorn again, this time telling her…

“Wakey wakey...time to see your coltfriend die…”

Her eyes snapped opened and she lunged forward, or she would have if she wasn’t bound to a chair with that mutant earth pony holding it down.

“Huh, three stallions and some rope... haven’t done this in a while,” she chuckled, trying to keep her racing heart under control and hopefully buy some time.

“Too bad, we’d have love to have done it with you, wouldn’t we, Bludgeon?” the unicorn asked as he kept the barely-struggling form of Ledger still with his magic.

The stallion holding her down nodded once and grunted. “But that’s not an option anymore, love. Now, here’s what’s gonna happen. We’re gonna kill this little rat right in front of you,” the unicorn said, pointing a hoof at the base of Level’s skull. “Right here. Done right, it’ll look like you punched him too hard. Then once you realize what happened, you put on a big, thick girdle, and walked off a tall building with your wings bound. At least, that’s what it’s gonna look like tomorrow morning.”

“I take that back, I only see three mare’s and one stallion,” she muttered. “What’s the matter? Can’t fight a little mare on equal terms? Gotta tie her up first... yeah, really big of you!” she spat. “Besides, that idiot stallion has no clue what’s going on. I stole the book right from under his oblivious little nose!”

“Save it for the afterlife,” The unicorn said with a roll of his eyes. “We took a look around the place after we knocked ya both out. He’d been planning this for a while. You were a means to some sorta end. Too bad for you, that end involved crossing our boss. And the only one I’d trust to take you is Bludgeon there...if you gave him a pair of wings! Now any more last questions before we get on with the show?”

Maybe if she got them mad enough, they’d go after her first, give Ledger time to wake up and run away. “Yeah, where’s that pussy you call a boss? She back home clopping to this? Cause no stallion’d wanna put it in there~”

“Enough talk,” Rumble actually spoke, sending vibrations through the chair.

“Couldn’ta said it better myself!” the unicorn agreed with glee as a charge built up on his horn. “Say goodbye to your coltfriend, bat! But don’t worry, you’ll join him soon enough!”

“RARGH! I’ll bucking kill you!” she roared, trying to get free. She had to stop them! She was a Guard, one of Celestia’s elite. There was no way she was going to let either herself or Ledger die today. “LEVEL LEDGER! WAKE THE FUCK UP!!”

The stallion barely snapped his eyes open before the magic lept from the rival unicorn’s horn and impacted the back of his skull. He gasped once and slumped forward, eyes closing and form going limp before he was dropped from the unicorn’s hold.

“And that’s one down!” the murdering son-of-a-bitch said with far too much glee.

“Ledger?” Midnight’s breath caught in her throat. “No... wake up Lev. You’re tougher than that right...? Please...” Why? Why did it have to be like this? Not again....

Rumble’s eyes widened and he pointed at the body. “Switch. He supposed to smoke?”

The unicorn turned around to see a small plume of black smoke rising from the body. “Okay, I did NOT do that,” he muttered, backing up. “Just...what is going on here?”

“You... set him on fire!?” Midnight nearly threw up. “Was killing him not enough for you!?!”

“Hey, I dunno how good those ears of yours are, but I did NOT-” the unicorn said, before Ledger’s body burst into flames.

Silver-colored flames. In a pattern that was oddly familiar, especially to Midnight.

She held her breath. It couldn’t be... there was- there was no way…

When the flames cleared, there was a black and grey changeling laying there, slowly picking himself up to his full height...which seemed to be somewhere between Princess Twilight and Princess Cadence. The shell on his back flickered open, revealing silver wings. And when he opened his eyes, the fact that they were grey with cat-like pupils was the second thing they noticed.

The first was that they seemed to be full of rage.

Midnight couldn’t speak, her eyes were wide and her pupils had shrunk to the size of a Breezie’s. Level Ledger... the stallion she was living with. The stallion she was friends with... the stallion... she may have liked, was a Changeling!?

“Boss not say anything about this,” Rumble said, backing up and taking his hoof off of her chair.

“Crud...and I don’t think I know anything for dealing with bugs,” Kill-Switch said, also backing up. “Rumble, think you can take him?”

Before anypony could move towards him, the changeling drew in a deep breath...and let it out as a wordless, hate-filled screech as only a changeling could. Midnight winced painfully as the sonic blast assaulted her ears. If it wasn’t for the fact that Thestrals could do something similar, her ears would probably be bleeding by now... but the other two...?

“MAKE IT STOP!” Rumble shouted as he fell to the ground and covered his ears with his front hooves.

“I’M TRYING BUT NOTHING’S WORKING!” Kill-Switch shouted back. “I CAN’T CONCENTRATE FOR THE NOISE!”

As soon as it had started, it stopped, and the two stallions were encased in a familiar silver glow...before they were slammed into a nearby wall. “So, just going to kill me, huh?” Ledger’s voice asked. “Just going to try and kill me like that damn crazy nymph three years ago, huh?”

Midnight blinked away the pain in her head as she saw the pure hate that filled his eyes. After all she’d seen, he’d had something try and kill him a while back... and had now found a very good outlet for that pain.

Still...

“Level...” she said in a hoarse tone. “Don’t... don’t kill them.”

The changeling paused, before turning his head to her and setting the chair upright. A ripping noise from behind her signified that he’d also cut the ropes with magic as they fell slack around her. He then turned back to the stallions and laughed. “You hear that? Probably not, so let me repeat it for you. That mare that you were going to kill just begged for your lives! That’s the only reason you’re alive right now! YOU BROKE MY FUCKING DISGUISE!” he screamed at the end. “I OUGHT to kill you!”

Midnight reached out towards him, her hoof flinching away at first... before she shook her head and suddenly hugged him, whispering to him softly.

“And my friend wouldn’t become like them! My friend is a bigger stallion and wants to see justice done the right way...”

Ledger breathed deeply a few times, calming down noticeably before talking aloud to Midnight without looking at her. “Were we to go by the laws of my kind, the ones that break my disguise either have to be sworn to secrecy, mind-wiped, or killed. Anyone who knows...anyone,” he turned to look at her at the end with a small smile. “So...what do you reccomend for them and yourselves? Cause I doubt they’re going to keep to any promise we’d have them make.”

Midnight Song took a small step back. He could feel the trace amounts of fear that started to seep from her, but a feeling of resolve, and happiness? Washed it away.

“How... accurate is that mind wipe?”

Ledger hummed, an odd sound when it came from him. “I could probably make them forget just this night...but I’ve not practiced it before. Might overshoot and get the past week.”

“I’m sure they’ve done a lot more than just this week,” Midnight agreed with a small grin. “Enough to put them away for life. Too bad they suddenly got drunk and started a fight with an innocent mare~”

“Good plan, but what about that?” Ledger asked, pointing at their ears...which were still flicking around, trying to hear anything softer than thunder and failing.

“Too bad they picked on a Thestral,’ she said, her devious grin smiling wider. When she saw his confused expression, she chuckled. “What, you think you’re the only one with that trick? Why do you think I can still hear?”

“Fair enough,” he agreed with a chuckle as his horn glowed even brighter, two lances of light jumping from it and impacting the heads of the stallions. Fortunately, step one of the mind wipe was to knock them out. “So...I’m certain you have about a thousand questions for me,” he said, rubbing one hole-filled forehoof against the other. “But first, swear on whichever Princess you hold dear that you will NOT tell ANYONE.”

“So, you won’t mind-wipe me as well?’ she asked. “I’m not a means to an end?”

“I could never mind-wipe my friend,” he said simply. “And I’d really rather not kill you either. But don’t make me go to those choices, please.”

“I promise that I won’t tell a soul,” she said with a small smile. “But... if it’s all the same to you, I think I’m gonna freak out and faint for a while now. Don’t do anything naughty to me while I’m out okay~?”

Just before she hit the ground, Ledger caught her in his magic and sighed. “Nymphs,” he muttered, before donning his disguise again and began the process of not only figuring out where they were, but where her bed was.


The moon was high in the sky by the time Midnight Song awoke. Her head was pounding and she flailed a little to remove herself from her comfy bed. Once that monumental feat was accomplished, her eyes widened as memories came flooding back and she bolted unsteadily out into the living room... hoping that this whole debacle was just an alcohol-fuelled dream.

The fact that Ledger was putting their front door back on its hinges told her everything she needed to know about that. “Ah, and you finally recover,” he stated without even turning around. He yelped when Midnight was suddenly right in his face, checking his eyes, opening his mouth and even looking in his ears.

“It’s... it’s you right?” she asked hesitantly.

“I’ve always been me,” Ledger said with a small smile...before closing his eyes and reopening them in their changeling form. “But then, there’s always been more to me as well.” He closed his eyes again and reverted them to their ‘normal’ state. She’d jumped back slightly when he’d done that, a small part had been hoping that he’d done some illusion spell to make himself look intimidating.

“Change back,” she said. “I have to see it for myself.”

“Once I restore our privacy,” he said, motioning to the door that was hanging on one hinge. “Mending it fully will take a minute. But feel free to ask me anything while I do, just do so softly.”

“So... its not an illusion?” she asked quietly. “You’re really... one of them?”

“Is it so surprising?” he asked with a raised eyebrow as he mended the cracked door. “I know of at least a dozen other similar cases in the city that work the strip. In a town like this one that is proud of its red-light district, you are going to attract us.”

“I totally bet Fredrick is one,” Song muttered. “So, um...” She sighed and shook her head. “Sorry, my training is screaming at me to attack you, but everything else is competing with the opposite and I’m still coming to terms with the fact my life was saved by a changeling... and now I sound insensitive and ungrateful, which I’m not! I’m really thankful you saved both our lives. And now I’m guessing that’s your big secret and-”

Ledger just chuckled as he finally closed the door and locked it, before turning and sitting on his haunches in front of Midnight. “Tell me, Song, what is the policy regarding ‘lings that are found out in Equestria? Do you know what they do to them?”

“It’s... difficult,” she sighed after taking a deep breath. “Princess Celestia wants peace with them, and I’m inclined to agree with her. We have to report any sightings to our superior or to the Princess herself, the changeling is monitored and if they’re found to be hurting anypony, they’re taken into custody.” She rubbed her foreleg and sighed. “The view of the general populous though? It’s a lot more black and white. Changelings are evil. End of story.”

“You forgot the part where they deport them,” Ledger pointed out. “And since I’ve been here for a year, just a little before the wedding...what do you think the odds are that nobody will believe me when I say there never was a Level Ledger until I made him up?”

“Yeah... there’s also that,” Midnight sighed again. Her ears perked up and she smiled though. “But, you saved me, that’s gotta count for something... unless you plan to eat me later or something?”

“No offense, but I’m not a member of the same Hive that eats lust,” Ledger said, sticking his tongue out. “All ‘lings like basic positive emotions like care, friendship, and especially love, but we all have other tastes as well. I can rarely get my prefered food from you.”

“Oh?” she blinked. Now she was curious. Nerves and questions be damned, this was now top priority. “And what taste is that Mr. Level?”

“The ‘aha’ moment is top of the list, but really, I like the sensation of someone learning something new the best. All the ones with my colors do,” he explained, waiting for her to catch on with a smirk. Five, four...

“Are you calling me stupid!?” she yelled.

“Ah, there it is!” he crowed. “And nah, it’s just, you don’t tend to put nearly as much effort to learn something new as compared to, say, a bookworm. It’s why I hang out around libraries a lot when I get the chance.”

“So you like the taste of nerds?” Midnight shrugged and giggled. “Well, to each their own.” Now, there was a question she’d always wanted to ask a changeling. “So, your disguises? Are they an actual transformation? Or more of an illusion?”

“I want to say,” he said, rubbing his chin with a hoof, “That...ninety-five percent of the time, when a ‘ling disguises, they’re using our inherent magic to do a full transformation. The other five percent is those that just simply...can’t. Disabled and can’t transform. Instead they use illusions to hide themselves.”

“So both then,” Midnight nodded, happy her curiosity had been sated. “Well there we go. I’ve always wanted to know that~”

“Yup. So if you’ll get the windows, I can get on that earlier request,” he stated, still sitting on the floor. Midnight moved to each window and closed them, making sure no gaps were visible. Once she was done she looked back at Level and held her breath.

This time, the silver fire that consumed his form and replaced it with the one she’d only seen once was somehow...softer, gentler. Less of a raging inferno, more of a candle. When the process had finished, the ‘ling sat there with his eyes closed for a moment, before opening them and showing off that cat’s-eye pupil to her again. “Be honest, I know this form makes me look fat,” he joked.

Midnight couldn’t help but laugh at that. She’d felt nervous as all hay, but now... all she saw was her friend, the one she’d known for the last week. She took a tentative step forward, and kept doing so until she was within reach.

“So... this is what you really look like?” she breathed softly. She raised a hoof to touch his chitin. “Um, may I?”

“Please do,” he said with a wink. “It’d be a shame if you didn’t get a chance to examine a living changeling who has no interest in killing you.”

“I’ll admit, this is the first time I’ve touched one without a punch following right behind.” She pressed a hoof gently against his broad chest, tracing lines along the carapace and humming thoughtfully. “Mmm, it’s so hard~”

“Probably the only reason I’m alive,” he admitted. “You woke me up in time for me to feel the murderous intent of the pony behind me...and after that little incident I went through when I first arrived, Toll taught her hitmen easy ways to kill. So I went with an emergency revert on the back of my neck, and it worked. So while I saved you, you saved me first.”

Song’s hoof trembled. While she was no stranger to being killed. She’d been terrified that he’d almost died. Someone she vowed to protect. “I was scared you know?” she whispered. “I thought... I thought they’d...”

“It takes more than a simple blast to kill this drone,” he boasted. “Though...that’d probably have stunned a lesser one into dropping their disguise as well, if not doing serious harm to their chitin.” He rubbed one hoof behind his neck, where a faint web of cracks could be seen. “Still stings.”

“Will you be okay?” she asked worriedly. “Can your chitin heal or anything like that?”

“We shed it when we need to,” he explained. “Either over time or when we get hurt. Just gotta let the new stuff grow first.”

Midnight smiled and waved a hoof. “Little chitin, grow really fast~” she sang and kissed the wound. “So this injury just won’t last~”

“You are too cute for your own good,” the changeling muttered. “Seriously, the air is starting to taste sweet. And this is coming from me, the drone that puts sugar in all his drinks.”

“I do try and keep a sensible balance between adorable and sexy~” she giggled. A thought occurred and her gaze drifted downwards. “Now, I wonder if something else changes when you’re like this?”

“Ack!” he said, trying to put a little distance between them. “Okay, I am not ready to show off that right now!”

“Aw,” Midnight pouted. “Well, whatever~” The next thing she wanted to question was his overall appearance. He looked vastly different to the Changelings she’d seen before. “So what’s up with that? You have bits of silver carapace and your eyes have pupils.”

“Ah, well, the silver denotes my particular Hive,” he said, pointing out the overall color scheme appeared to be silvery or grey. “We’re the knowledge-seekers. Anytime there’s something new to learn, we’ll be on hoof. As for the eyes, they’re sorta tied in with the whole ‘being a bit bigger’ thing as well…” he trailed off and coughed while trying to think of an appropriate way to word it that wouldn’t send her into a panic...or a squealing fit.

Midnight processed this information. “I’ve... seen somebuggy like you before,” she said. “But only once... around about a year ago...”

“Yup,” he said, nodding as he figured straight and true was the best way to go. “My uncle’s the King of my home Hive. My mom’s his sister, and she chose to be a Duchess rather than a Queen. So I’m technically a Duke back home...but, noble drones are barely treated any better than normal ones.” His eyes flickered towards where he’d stashed the pamphlet and he shuddered.

“So you are like Chrysalis in a way,” she nodded. “Well, at least you’re better looking.” She took a moment to step back and just look at him. It was a surreal experience, being this close to a changeling, one that she called friend, even now. “This might take some getting used to, but...” She smiled and nodded again. “I can certainly live with it. Plus, wouldn’t it be a lot more stress-free for you that I know? Being able to come home knowing you have nothing to hide?”

“It...would be nice,” he said softly. “And hey, I can’t help that I’m attractive. Part of my coloring and what being noble-born does to changelings,” he informed.

“Well I’m not complaining,” Midnight smiled. Her eyes lingered on his broad chest, those powerful legs and stunning gossamer wings. Her eye twitched slightly as an epiphany hit her like a runaway train.

“Holy Celestia, I think he’s hot like this!” That... was something she’d never thought she’d think. Ledger visibly squirmed a little bit and crossed his legs in front of him.

“Keep it down with the lust, I can sense that from fifty feet away!” he whined. “Does things to me.”

“You... you mean?” Midnight’s smile spread like wildfire, she’d discovered a new superpower and was going to abuse the ever-loving hay out of it. “I can get you aroused... by thinking about it?”

“S’why I was hard the other day, I was low on energy and needed a quick boost, so I walked the strip,” he explained, doing his best to hide any evidence that she was succeeding. “When I process lust, it affects me...and when you’re thinking about me like that from so close, I can’t help but pick up on it.”

“I solemnly swear to abu...use this superpower for my own amusement only!” Midnight said in all seriousness, placing a hoof over her heart.

“Which would explain why I haven’t gone soft yet,” Ledger groused. “Some pony wants a peek.”

“I refuse to answer,” Midnight giggled, even as her line of sight betrayed those words. “Okay, all jokes and such aside...” Her smile fell and was replaced by a serious look. “I don’t know about you, but I do not take kindly to somepony trying to kill me on purpose. I really, really hope I get to go punch Toll in the face until I feel better... and by then, she maaay not have much of a face left.”

“Oh, I don’t either,” Ledger said, calming down a bit. “It’s why I went to Narrow, told her a...modified story of what happened, and why you’re now ‘officially’ dead, but none of your things have been moved out. But the study is kinda...gone. Those two trashed it.”

“Wait? I’m dead now?” Midnight blinked. “Um... I’m still processing this whole ‘my friend is a changeling’ thing. Can you please elaborate this time?”

“The story is going to be that a Thestral body - the local university had one - in Guard armor was found badly burned, along with quite a quantity of burned paper,” Ledger said with a wink. “Thankfully, I’ve got most of the details regarding what we’re going to need to knock out yet up here,” he held a hoof to his head. “However, in order for Toll to believe that I did what she ordered, you need to be ‘dead’...which, hey, you can do from here. Aaaas long as you never answer the door.”

“Okay, so I become a hermit-bat and live my life out inside,” Midnight sighed, she knew this was her idea to begin with... but damn it was a depressing prospect. Especially since she really wanted to hurt a pony named Toll Taker. “Well, what’s the following plan? Is there a following plan or is this my life now?”

“Narrow and the LPPD are coordinating, trying to not make any obvious moves. I’ve divulged what I know, and they’re going to try and pull all of Toll’s legs out from under her at once. Then, once I clock out three days from now...which, by the way, is when they’re planning this op of theirs...Once I’m out of harm’s way, she’s going down.” Her roommate, apparently having gotten himself under control, stood up and slid up next to her to whisper the next part in her ear.

Plus, this gives you three days to learn all about changelings.

Midnight's response was to blush, even as she started thinking all sorts of lewd thoughts. Mostly about various anatomy lessons the pair of them might engage in...before she recalled his current phobia regarding those of her gender. “So, uh, are you planning to report in tomorrow?” she asked, hastily changing the topic while she got her cheeks under control.

“I have to report in tomorrow, but Toll never said when. I figure I can just show up early and ask for the day off in light of everything I did and had to do. ”

“Would you mind posting a letter for me tomorrow?” she asked. There were a pair of ponies she could think of that needed to be told right off the bat, heh, pun intended, that she was okay.

“I...might be able to do that, but not directly,” Ledger said. “I don’t typically send mail. So if you want it sent, I’m probably going to have to discreetly meet up with Narrow at Fredrick’s and give it to her to do.”

“As long as it gets delivered, I don’t mind. But make sure nopony... and I mean nopony sees who it’s from or where it’s going! That must be kept secret if this ruse is to be believed.”

“A simple illusion spell to mask it until it enters the post office,” Ledger said with a nod. “Though locking it until a keyword is said is...actually not impossible now that I have this much energy.”

“You can do that?” Midnight blinked. She didn’t know a spell like that existed. “But then my parents might not know how to open it...”

“I was going to mask it until it got to our local post office,” Ledger clarified. “Then have Narrow say the keyword to reveal where it needed to go to the post-pony and make her swear not to look at it herself. Sound good enough?”

“Yeah, I don’t mind you or Narrow, I just don’t want anypony to read it that shouldn’t know I’m alive... but my parents.. what happens when news that only Thestral in Las Pegasus has been killed is released. You seriously don’t want my parents thinking that.”

“Fair enough,” Ledger agreed, “Write your letter and I’ll try to get it sent discreetly. Hopefully it’ll reach them before the news does.”

“I wish I had instant mail delivery like Princess Twilight, but I guess this’ll have to do,” Midnight sighed. “Got a quill and some paper?” He merely pointed towards the study in response.

Midnight nodded and trotted off to write her letter. Tonight had gotten really, really weird... she had a lot to think about as well. Sure, she teased him earlier, but... what was it that she felt for him? It couldn’t be love, never again would she fall for that trap. She refused to be somepony’s obedient servant.

So why did her heart beat so fast whenever she thought of him?


“Well, on the plus side, at least someone knows my secret,” Ledger said with a sigh. “And on the minus side, I know I’m going to have nightmares again…”

He shook his head and climbed into the bed in his natural form, not even bothering with the disguise anymore. “If only lust weren’t something we could process,” the changeling muttered to himself. “Maybe then it’d be a different story…”

Author's Note:

The original version of this chapter was rather raunchy. Had to cut it out a bit so that I didn't fear for our T rating. Plus it was a bit long, compared to our other chapters.

...If you wanna know what it originally looked like, ask Aus.

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