• Published 6th Aug 2012
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My Little Changeling: Friendship is Weird - Niaeruzu



A changeling attempts to learn about friendship in Ponyville.

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Episode 9: Different Lives

Different Lives

Suncloak idly kicked at a pebble as he walked through Ponyville.

Something was bothering him, and it had been for quite some time now. He knew what it was: the fact that the other changelings had to leave soon. What he didn’t know is why it was bothering him.

Suncloak didn’t like the other changelings, and they didn’t like him. Or at least, that’s how it was a few months back. He wasn’t so sure anymore. They had grown on him, every single one of them. Well, maybe not #145, but he was young, and young changelings could get really annoying. Though, now that Suncloak thought about it, #145 wasn’t as annoying as kids in the hive.

The other changelings were always making fun of Suncloak and each other, but after a while, as they learned about friendship, they started to open up a little bit. Maybe banishment and forced interaction with ponies wasn’t required for changelings to live together with their prey? Though at that point, ponies probably wouldn’t be prey anymore.

Maybe changelings and ponies really were able to live together? The more Suncloak thought about it, the trickier he realized it was. Sure, he himself proved that it was possible, but how would it work on a larger scale?

Suncloak sighed and shook his head. An Equestria with ponies and changelings living together would still be very far away. He doubted that he’d even live long enough to see it.

On the other hoof, it felt as if he made the first step towards that Equestria, which made Suncloak smirk. It was a more prestigious accomplishment than being royal guard, ranked lowest of his group. And besides, this life was way better. Chaotic and unpredictable, but more fulfilling. It felt good to be treated nicely, and the only thing needed to be treated that way was to treat others nicely.

In fact, Suncloak felt more ready than ever to help any pony he came across! Not for love, but just because it was the right thing to do. Well, he was feeling a little hungry, but that wasn’t important.

Abruptly, Suncloak felt something grab him and turn him around so quickly that he had a minor case of whiplash. Staring at him were two blue, bloodshot eyes. The pupils were about the size of peanuts. Very tiny peanuts. “You have to help me,” the owner of the eyes said.

Suncloak took a step backwards. “Uh...” The eyes belonged to a purple unicorn mare with a short, red mane and tail. Her hair looked like it was supposed to be straight, but it was evident that she had messed it up somehow, possibly through sheer stress. “Who are you?” Suncloak asked. Just to be sure, he checked the mare’s cutie mark: a colourful... explosion, of sorts? It was really vague. Not a cutie mark, nor even a pony who the changeling recognized.

The mare stomped a hoof on the ground. “It’s me, Shining Nova!”

Suncloak gave her a blank stare. Shining Nova? It sounded familiar, but it didn’t ring any bells. Maybe she was related to Twilight Sparkle? Suncloak scratched the top of his head. “I don’t think I know—”

The mare groaned loudly and leaned forward. “I’m #14, you dolt!”

Suncloak let out a choked gasp and clasped one hoof over #14’s mouth. Using his other hoof, Suncloak pulled the disguised changeling into a back alley. “What’re you doing?! Not so loud!”

#14, or Shining Nova, gave Suncloak an angry look, and managed to maneuver her mouth through one of the holes in the changeling’s hooves. “I thought you remembered what names we took!”

“Well, yeah,” Suncloak said, giving an awkward grin. “For a day or two, I think? That doesn’t explain why you almost blew your cover, though.”

#14 pushed away Suncloak’s hoof and wriggled out of his grip. “I was looking for you. I need your help, okay? I lost Lofty, and I can’t find him anywhere!”

“Lofty?” Suncloak asked. “Wait, don’t tell me! That’s... #21, right?”

“No, it’s #145! He’s gone!” #14 shouted at him. “He’s somewhere and I don’t know where but he’s not—”

“Whoa, whoa, whoa,” Suncloak interrupted her. “Start from the top. You lost #145, but why are you so worried about him?” After a moment, he added, “And why come to me, exactly?”

“Okay,” #14 said, though she took a moment to actually get started on her story. “You do remember that #145 is living with me, and I pretend I’m his mom, to avoid questions from ponies, right?”

Suncloak nodded sheepishly. He really needed to start trying to memorize the lives of the other changelings, he realized.

“I sent him to school to get him off my back, plus his friends go there too,” #14 continued. “I pick him up from school after every school day, but today, I couldn’t find him anywhere!”

“That’s it?” Suncloak asked, raising an eyebrow. “I mean, us changelings randomly vanish all the time.” Not to mention, a changeling actually caring about a kid? That wasn’t a common thing. Suncloak decided not to say that last part out loud, to avoid upsetting #14 even further.

“I know, but still,” #14 said, sitting down with a sigh. “When you’re a teacher in the hive and you’re dragging a ton of those tykes around, they can get pretty annoying. But with just him?” She gave a weak chuckle. “I can deal with only one of the little guys just fine. I guess I got sort of attached to him, if you can believe that.”

Suncloak sat down beside her. “Not really, to be honest.” Upon receiving an annoyed glare from #14, he added, “But I can give it a chance!”

“Think about it like this: if you have a lot of kids around, they all want your attention for this or that, but you can’t give them all your attention at the same time, right?” #14 said, looking down at the ground. “But now that it’s only #145, and I don’t really have anything to do besides trying to be friends with ponies, I can just give him the attention he wants, and then he’ll go play with his own friends.”

She gave a brief smile. “And I started noticing things. I felt proud of myself whenever he accomplished something, seeing him happy made me happy, stuff like that.” She paused for a moment. Her lower lip started quivering, and tears started welling up in her eyes. “And now he’s gone for a few hours, and I start panicking!”

Slowly and awkwardly, Suncloak patted her on the shoulder. It was weird. He recognized the feelings she had, albeit a bit different. Suncloak felt almost the same whenever he listened to the other changelings talk about their lives. It didn’t matter if it was the things they learned, or something silly like one of them learning about tending gardens. It wasn’t that strange for #14 to feel the same way about #145. “Look, don’t worry,” Suncloak said. “I’ll help you find him, okay?”

#14 let out a short gasp, turning back to Suncloak. “R-Really?! I thought you wouldn’t— I mean, you’re not even...” she said, stumbling over her words.

“Sure, it’s not like I have anything better to do,” Suncloak said as he stood up. Well, he could think of a few things that were more productive, like spending time with his friends. Though for some strange reason, he felt compelled to help #14. Maybe the selflessness of ponies was starting to rub off on him. “Just keep the panic and the tears to a minimum, okay?” he said, smirking.

#14 blinked the tears out of her eyes. “Jerk,” she mumbled. She briefly cleared her throat before continuing. “Where should we start looking?”

Suncloak tapped a hoof to his chin. “Well, what was the last place you saw him?”

“The elementary school. Duh,” #14 said. “But I already looked there. #145 isn’t at the school.”

“Uh... Hm,” Suncloak said, taking another moment to think. “Maybe someling there saw him. What does his disguise look like again?”

#14 slapped herself in the face with a hoof. “I should’ve known you’d ask. He’s a pegasus. You know, because he took the name Lofty Wings. His coat is red, his eyes are orange, and his mane and tail are white with a yellow streak in them. Oh, and he doesn’t have a cutie mark.”

“At least they won’t question you being his mom in that case,” Suncloak said, giving #14 a deadpan look. “He’s as bad as you when it comes to making a disguise. A white mane and tail? Really?”

#14 shrugged. “Hey, it wasn’t my idea. He said he picked white so not a single pony would think he’s actually a changeling. Or something like that, at least.” She gave a brief, very annoyed groan. “Look, that doesn’t matter right now. I just want to find him, okay?”

Suncloak nodded quickly. It was important to the other changeling, so maybe he shouldn’t waste time by insulting her. “Yeah, of course,” he said. “Let’s go and check out the school.” He stepped out of the alley and looked left and right. After a few moments, he turned back to #14. “Uh, which way is the school?”

#14 groaned again and stood up. “Follow me,” she said, leaving the alley and heading for the school.


A few minutes later, the two changelings had reached the Ponyville schoolhouse. It was a far smaller building than Suncloak had anticipated. It was a mostly red building, decorated with hearts and swirly motifs. It also had a bell tower for some weird reason, and a flagpole, though there wasn’t a flag raised at the moment.

Luckily, there were only a few foals there right now, or else Suncloak would’ve most likely hated the place. Most kids had already gone home, after all. The few that were there were using the school’s playground, a safe distance away from Suncloak. There were only a few foals he sort of liked, and these were none of them.

More importantly, though, Suncloak couldn’t see #145 anywhere. “Are there even any adults here?” Suncloak asked, taking another good look around. There were no mares or stallions anywhere near the school, sadly.

“There should be one,” #14 said. She sounded hesitant. “But I don’t know if, uh...” she mumbled, trailing off.

The schoolhouse’s front door opened, and a purple earth pony mare with green eyes and a two-toned pink mane and tail stepped outside, closing the door behind her. Upon seeing #14, the mare’s face lit up. “Good afternoon, Nova!” she said, walking to the disguised changeling. “Can I help you with anything?”

#14 looked around anxiously, pawing at the ground with both her front hooves. “I, uh, I’m here because...” She paused for a moment. “We were just looking around, no big deal.”

The mare gave her a concerned look, before glancing in Suncloak’s direction. After a second, her face lit up. “Oh! You must be Suncloak.” She extended her hoof towards the changeling. “My name is Cheerilee. Are you friends with Nova?”

Suncloak briefly shook Cheerilee’s hoof. “Uh, sort of,” he said, briefly glancing at #14, who still seemed distressed. “We’re looking for Lofty Wings,” Suncloak said. “Have you seen him?”

“Not since school was out a few hours ago,” Cheerilee said. “Why? Is something the matter with him?” She looked at #14 again. “Didn’t your husband come to pick him up?”

“Husband?” Suncloak asked, giving #14 a confused look. “But you don’t have a husb—”

#14 quickly kicked Suncloak in the flank, shutting him up. “I don’t have a husband who would lose track of our kid!” she finished, awkwardly grinning at Cheerilee. “Lofty wasn’t here when I came to pick him up, and I can’t find him anywhere.”
Cheerilee gasped. “Oh my. I have no idea where he could be! Do you need any help?” She looked at Suncloak, whose face was contorted in what looked like pain. “Uh... do you?”

Suncloak, who was very busy biting his lower lip to prevent himself from shouting in pain, took a few moments to respond. “No thanks,” he managed to squeak. Did #14 really have to kick him in the flank that hard?

“I think we can find Lofty on our own,” #14 said. “Maybe somepony else knows where he is. Maybe one of his friends saw where he went?”

“That could work,” Suncloak said. “Where are his friends, though? Do you even know who they are?” He looked at the colts and fillies playing at the playground again. A pink filly with a pink and white mane and tail who wore a tiara, a blue colt with a black mane and tail with a red stripe in them, a grey filly with a grey mane and tail, wearing blue glasses... No ponies that he recognized. Besides, #145 wasn’t among them, so these probably weren’t his friends.

“Yes, I know who they are,” Cheerilee said. “I don’t know where they are, though. They’re always doing something unpredictable. I think you’re familiar with them.”

Suncloak wasn’t too sure of that. He barely knew what #145 did in Ponyville, and he hadn’t remembered the names of the little changeling’s friends. There weren’t a lot of foals he was familiar with, so who could Cheerilee be talking about? “I have no idea,” Suncloak said. “Who do you mean?”

Before Cheerilee could answer, there was a series of loud crashing noises, followed by a shout of “Watch out!” The voice was familiar to Suncloak, so he turned around to check who it was. Before he could get a good view, however, something barrelled into him, throwing both the changeling and his assailant back, slamming into the schoolhouse.
After a few moments, Suncloak got back to his senses. With all the physical abuse he underwent in Ponyville, it seemed he had developed some kind of immunity to being knocked out. The thing that had collided with him was... a small red cart, attached to a scooter? It gave Suncloak a sense of déjà vu. The cart was overturned, so he couldn’t see what was in it. The scooter’s driver was strangely absent.

Two fillies rose from the cart. A yellow earth pony with orange eyes and a red mane and tail, wearing a blue helmet. Apple Bloom, if Suncloak remembered correctly. “Ah already said going that fast is dangerous, Scoots,” she said with her usual drawl. “Scootaloo?” she said, looking around for her vanished friend.

The other filly, a white unicorn with green eyes, a curly, pink and purple mane and tail, wearing a green helmet, took a moment to get her eyes to stop rolling in their sockets. Right, this was Sweetie Belle. “Ow...” she said. “What’d we even run in to?”

“Me, again,” Suncloak said, trying to get up. Somehow, the scooter had got caught in one of the holes in his hooves, so he shrugged it off. “Haven’t seen you three in a while.” Without the scooter impeding him, it was much easier to sit up. “Wait, where’s the third, Scootaloo?”

“Up here,” came a tiny voice from somewhere above. Suncloak, Apple Bloom and Sweetie Belle looked up to see the third filly, an orange pegasus with purple eyes and a purple mane and tail, wearing a purple helmet with white stripes. She had somehow gotten stuck on the top of the flagpole. She tried to get loose by wiggling around, but she only succeeded in getting herself to swing around a little. “Uh, can anypony help me down?”

Suncloak groaned. Seeing as he was the only one there with usable wings, it meant he’d have to help the filly. He quickly flew up and untangled Scootaloo from the flagpole, setting her down next to her friends afterward. “Seriously, I haven’t seen you three in a while, and the first thing you do is crash into me again?”

The three fillies looked down at the ground and sighed. “Sorry,” they said in unison.

A very shocked Cheerilee, accompanied by #14, who was having a lot of trouble not bursting into laughter, approached the four of them. “Oh goodness, are you okay?” she asked Suncloak. Without waiting for an answer, she turned to the three fillies. “That was very dangerous! I thought you’d learned after the first couple of times?”

Suncloak cricked his neck a few times. “I’ve had worse.” A lot worse. Being harmed was almost like second nature to him now. “What were you three doing, anyway?”

“We were on our way to our next Cutie Mark Crusade!” Scootaloo said. “I wanted to get there fast, but...” she looked at the overturned cart and scooter. “Uh, yeah. That.”

Suncloak rolled his eyes. “Well, never mind. Do you three know a cha— I mean, a colt named Lofty Wings?”

“‘Course we do!” Apple Bloom said. “He’s our friend! We asked him if he wanted ta join us on today’s crusade, but he said he had to go do some other stuff at the marketplace.”

Suncloak raised an eyebrow. “The market?” he turned to #14, giving her a questioning look.

#14 shrugged in response. “What kind of stuff would he be doing there?”

The Cutie Mark Crusaders shared brief looks. “I don’t know,” Sweetie Belle said. Her sentiment was quickly parroted by Apple Bloom and Scootaloo.

Suncloak sighed. “Well, it’s better than nothing. Fo— I mean, Nova,” he said, turning to #14, “why don’t you go to the market and look for Lofty? I’m going to stay here for a few minutes, I want to check something out.”

“I’ll come along and help you,” Cheerilee said. “Two ponies are better than one, after all!”

“Oh, you don’t have to do that,” #14 hastily protested.

“Nonsense,” Cheerilee said, turning around and heading for the market. “That’s what friends are for.”

#14 shot a brief, pleading look towards Suncloak, before following after Cheerilee.

After the two were out of sight, Suncloak turned back towards the three fillies. “You said you were friends with Lofty Wings. What’s he like?”

“He’s nice,” Apple Bloom said. “He used to say that a lot of things we did were stupid, but he always asks if he can play with us. He’s kinda weird, too. He skips lunch a lot!”

“He asks really weird questions in class, too. Really easy stuff, like why we say ‘somepony’ and ‘anypony’,” Sweetie Belle said. “But sometimes, he asks a really hard question. He asked how friendship worked this one time, and I couldn’t think of a good answer.”

“Oh yeah, and he acts really weird around Sweetie Belle!” Scootaloo said. “He starts talking all weird and looking away. We think he likes her.”

Sweetie Belle promptly turned red. “N-No he doesn’t! He’s just weird, kinda like Suncloak when we first met him. Except Lofty isn’t a changeling, of course.”

Suncloak snorted, trying to keep down a chuckle. “I doubt that he likes you in that way.” It was more likely that it had something to do with the filly’s coat colour. “But you’re getting along nicely despite all that, am I right?”

The three fillies nodded in unison. “Why’d ya wanna know?” Apple Bloom asked.

Suncloak shrugged. “Just curious.” He weakly waved one hoof in the direction of the cart and scooter. “Now, don’t you three have some crusading to do, or whatever?”

“Oh, right!” Scootaloo said, quickly picking up her scooter, while Apple Bloom and Sweetie Belle turned the cart upright again and hopped in. “Uh, sorry for running you over. Again,” Scootaloo said. The three crusaders gave their most apologetic grins possible.

“Just...” Suncloak groaned. “Just make sure it doesn’t happen yet again, okay?” Though considering his luck, it was only a matter of time before something else crashed into him. Maybe he just attracted painful situations wherever he went.

“Okay!” Scootaloo said before buzzing her tiny wings, taking off at high speed and giving Apple Bloom and Sweetie Belle a hard case of whiplash. As soon as the two recovered, they waved goodbye to Suncloak.

Suncloak waved back before heading for the market himself. He thought he was onto something important, but he had to help #14 out first.


Unsurprisingly, there weren’t many foals at the market. Most ponies there were adults, vending their wares. Stuff like kitchen appliances, food, decorations... they were selling everything. Except the thing Suncloak needed, a young changeling, which was slightly disappointing.

On the other hoof, it was probably for the better. Not only would you not earn any money that way, since noling would want to buy a baby changeling, Suncloak didn’t even have the money to buy one.

This wasn’t a part of Ponyville Suncloak often came to, nor did he particularly care for it. After all, since he didn’t have any bits, he didn’t have anything to do at the market. It was only because he’d agreed to help #14 that he found himself here right now.

Why had he done that, anyway? Sure, he’d grown somewhat fond of the six other changelings, but the fact remained that they were still affiliated with the hive. Suncloak didn’t see any reason to like them, but here he was, helping one of them.

It made Suncloak’s head hurt. He was just making good progress in understanding ponies, and now he had to get confused about changelings, of all things! It was downright frustrating how little sense things could make.

Getting further lost in thought, Suncloak walked through the market. Maybe #145 had lied to the Cutie Mark Crusaders, and he had actually gone somewhere else? He was a changeling, deception was in his blood. Though that didn’t make any sense, as the young changeling didn’t seem to have any reason to lie to his friends.

Suncloak grumbled. This would all be much easier if he wasn’t so caught up in thinking in friendship terms. He’d just have to find #14 again, she probably knew #145 better.

In fact, it didn’t take him very long to find #14. She was walking around in a frantic pace, checking every single nook and cranny. She didn’t even seem to notice Suncloak, so he went up to her, cleared his throat and tapped her on the flank.

Before Suncloak could speak, #14 whirled around. “Yes?! Is he...” she paused for a moment as she stared at Suncloak. “Oh, right. Did you do whatever it was you had to do at the schoolhouse?”

“I did,” Suncloak said. “How’s the search going?”

#14 sighed. “Cheerilee and I split up as soon as we got here, but neither of us has found Lofty yet.” She turned back around, continuing on her way. “Are you going to help me or not?”

“Sure, sure.” Suncloak followed after her, but a smug smile soon crossed over his face. “Though isn’t your ‘husband’ helping, too?”

#14 stopped, grumbling. “I knew you were going to mention that.” Frowning, she continued walking, not even sparing Suncloak a glance. “It’s part of my whole secret identity thing, okay?”

Suncloak ducked to check under a cart. No #145 there. “I know that,” Suncloak said while standing up again. “Doesn’t seem like an easy lie to keep up, though.”

“It is,” #14 said with a sigh. After a short moment, she gave a half-hearted shrug. “It’s really annoying to keep up, but hey, it’s necessary.”

Suncloak raised an eyebrow. “Necessary?” he parroted, catching up with #14. “How is a lie that big necessary?”

“As if any pony would be friends with a single mother,” #14 said. “How bad would they think I am? I wouldn’t have any of my friends if I told them the truth about that. I just came up with a husband, and the ponies accepted it, even if they haven’t ever seen him.”

Suncloak stood still for a moment. “And they bought that?” Quickly, he caught up with #14 again. “How’d you manage to do that? You have to be staying somewhere, so they should notice that there is no husband.”

“Oh please.” #14 rolled her eyes. “Me and Lofty are staying at a friend’s house. Caramel’s house, to be exact. I’ll tell you about him some other time. I just told him that my so-called husband is staying somewhere else for the time being.”

“No way that they bought that,” Suncloak said. It’d be impossible. This lie was even flimsier than the ruse he himself used when he was first trying to get around in Ponyville, and the ponies saw through that. Surely, they would catch on to a fake husband.

“They did, but it’s getting harder to keep up the lie,” #14 said. “I wish I could just say there is no husband. It’d make talking to my friends a whole lot easier.”

“Then just tell them the truth,” Suncloak said. “They’re your friends, I’m sure they’ll understand.”

#14 sighed. “I don’t know. What if they don’t understand, and they don’t want to be my friends anymore? Honesty is an important thing for ponies, after all, and I don’t think they’ll like it if I was being really... dishonest.” She briefly checked behind a stall, finding nothing but things that weren’t #145.

Suncloak shrugged and made a dismissive gesture. “Pffft, they accepted the fact that I’m a changeling. I’m sure your friends will accept that you don’t actually have a husband.”

#14 stopped, her eyes widening. “You’re right!” Almost immediately, her expression became sullen, and she stared at the ground. “But... I-I’m not sure. Are you sure they’ll still accept me?”

“Of course!” Suncloak said, stopping alongside her. “Trust me. What do you think I am, a liar?”

#14 gave him a deadpan look. “You’re a changeling. So yes. There is a pretty decent chance of you being a liar.”

“Oh, come on,” Suncloak said, becoming somewhat irritated. “I already told you, I’m learning about that Elements of Harmony stuff, honesty being a part of that. I swear I’m not trying to trick you, and may the queen strike me down if I am!” He paused for a moment, tapping his chin with a hoof. “Though I’m not sure if I should call on the queen for that, since I’m not part of the hive. Am I supposed to refer to a princess or something now?”

#14 rolled her eyes. “I’ll tell them the truth, okay? Now stop talking and continue looking. We’re not finding Lofty by stan—”

A sudden shout of “Watch out!” interrupted her, prompting both Suncloak and #14 to turn around and check who it was this time. From the skies, a yellow-bluish blur was heading straight for Suncloak. He ducked just in time, managing to dodge it. Whatever object it was, it had now crashed into a cart behind the two changelings.

“Aha!” Suncloak shouted as he stood up. “I’m not falling for that nonsense again!” He turned around to check whatever it was that had almost given him a concussion.

He didn’t see the unidentified object, but what he did see, was a cart, loaded with a grand assortment of metal equipment and other heavy things, barreling towards him. “Or not,” Suncloak morosely said right before the cart crashed into him, effortlessly running him over.

Staring at the flattened changeling, #14 opened her mouth to speak. Before she could say anything, a yellow pegasus with cyan eyes and a similarly coloured mane and tail landed in front of her, excitedly skipping up and down. “Nova! Nova Nova Nova!”

#14 blinked a few times. “Raindrops? What’re you doing here?”

“I was flying around the marketplace and I saw Cheerilee and I asked her what was up and she said you lost Lofty Wings so I said I wanted to help and—” Raindrops took a deep breath, “—then she told me you were in the marketplace too so I came looking for you but I was flying a bit fast so I crashed.” She ran in place for a second. “I wanna help. How can I help?”

“Uh...” #14 said, twisting her face in an attempt to process the information that was just dumped upon her. “I think you could step aside first.”

“Huh? Why?” Raindrops said, turning around a few times. Eventually, she looked down to see that she was standing on some kind of crumpled, black heap. Upon closer inspection, it looked more like a really mangled changeling. “Oh, oops!” Raindrops said, stepping aside.

Suncloak let out a pitiful cough as his flattened and trampled limbs slowly unfolded.

Raindrops picked him up and set him on his hooves. “Sorry! I didn’t mean to run you over. Or step on you.” She gave an embarrassed grin. “Multiple times. Are you okay?”

“I... I’ve had...” Suncloak groaned. “Oh, who am I kidding?” He simply gave up on keeping his balance, teetering forward and planting his face firmly on the ground.

“He’ll be fine,” #14 said. “You said something about wanting to help? Somewhere at the end, I think.”

Raindrops nodded vigorously. “Yuh-huh! It sounded like you could use some help, and that’s what friends are for!”

#14’s face slowly lit up. “Oh, thank you! This’ll make the search so much easier!”

“Don’t mention it,” Raindrops said with an embarrassed giggle. “Friends will do anything for friends, am I right?”

“Anything?” #14 parroted, looking from Raindrops to the half-collapsed Suncloak and back again. “Hmm. Well, we know that Lofty told his friends he was at the market, so could you look around?”

Raindrops gave a quick salute. “Aye-aye, ma’am!” She launched herself up in the sky with a beat of her powerful wings. A second later, however, she returned, hovering in front of Suncloak and #14. “Are you sure Lofty’s still here, though?”

#14 shrugged. “I don’t know where else he could’ve gone, and it’s not like we have a kid detector, either.”

Suncloak raised his head. “A kid detector?” No way that’d exist. Besides, something like a changeling detector would be way more useful.

“I have an idea!” Suncloak exclaimed, standing tall. “It’s not a kid detector, it’s even better!”

#14 took a few steps back. “Uh, Suncloak? Are you feeling alright?”

“Sure am,” Suncloak said. Although maybe that was just because he couldn’t feel several parts of his body anymore. “Nova, you come with me.”

Raindrops arched an eyebrow. “What do you want me to do?”

“Keep checking around here,” Suncloak said. “See if you can find Lofty, or someling who saw him. The two of us will use a different method.” He immediately ran off, eager to put his idea to good use.

#14 watched him leave for a second before turning to Raindrops. “I don’t think he’s usually like this. Will you be okay?”

“Of course, silly!” Raindrops wrapped a hoof around her friend, giving her a quick hug. “We’ll find Lofty. Now you go after what’s-his-face. It seemed like he had a pretty good idea!” She flew up, but not before saying a quick “See you later!”

#14 smiled. She turned around and ran after Suncloak, catching up with him after a few seconds. “Hey, where are you going?”

Suncloak smirked. “To my house, that’s where!”


Not much later, the two changelings were once again walking through Ponyville, coloured a soft orange by the setting sun. This time, however, they were following Suncloak’s pet moth, Emerald.

“I still think this is stupid,” #14 said. “How can you be so sure that moth can find Lofty?”

Suncloak rolled his eyes. “Remember how she prefers changelings over ponies? We can find the kid regardless of his disguise, I think.”

“‘You think’?” #14 replied indignantly. “So you’re just guessing she can smell Lofty out?”

“Okay, so it’s a bad idea.” Suncloak grumbled. “At least it’s a better idea than randomly looking around for him.”

#14 sighed. “You know what? I don’t care how we find him. I just want to make sure Lofty’s alright.”

“Then we just follow Emerald,” Suncloak said. “So step on it!” he shouted at the moth flying just ahead of him.

Emerald promptly dropped to the ground, probably annoyed that she could not, in fact, ‘step on it’, thus causing both Suncloak and #14 to stop as well.

Suncloak groaned. “Okay, okay, sorry for yelling at you.” He leaned in closer to the moth and whispered, “Don’t tell this to #14, but I might be getting a little bit worried myself, too. Can you please try to find #145?”

Emerald contemplated this for a second before once again taking to the air, continuing on her way.

“I see your relationship with your pet has improved,” #14 said with no small hint of sarcasm.

Suncloak continued following after Emerald. “Less snarking, more following the moth.”

#14 quickly followed the two of them, grumbling something about things being ridiculous and “look who’s talking”.

After a short walk, they surprisingly found themselves at the Ponyville schoolhouse once again. It was silent; there were no classes and no foals playing around anymore. The only thing there was a little colt, sitting morosely on the steps in front of the building. It was the same blue pegasus with the black and red mane that was there before, but the friends that he had been playing with were nowhere to be found.

Emerald made a beeline for the little colt, perching on his forehead. The colt stared at her cross-eyed for a second before swatting a hoof in her direction. This only succeeded in getting Emerald to leave his face for about a second before perching on it yet again.

Suncloak and #14 went up to the colt, sharing a few very confused looks. “Lofty?” #14 asked hesitantly.

The colt looked up, his face lighting up the instant he saw #14. “Nova!” As he looked at Suncloak, however, his look shifted to one of confusion. “Suncloak? What are you doing here?”

“Helping #14 look for you, kid,” Suncloak said. “We, I mean, she was really worried about you.” He briefly held out his hoof towards Emerald, urging her to climb on it. After she did, Suncloak held his hoof close to his horn. Emerald gladly decided to perch on the changeling’s crooked horn.

“‘Worried’ is an understatement!” #14 shouted. “Why did you change your disguise? Where were you the whole afternoon?!”

#145 cowered. “I was here, playing with friends! I changed my disguise because I wanted to try getting some more friends.”

“To get more friends, huh?” #14 raised an eyebrow. “That sounds like a good idea, actually.”

“It wasn’t!” #145 said, crossing his forehooves and pouting. “I tried being friends with two bullies by acting differently, but it wasn’t fun at all. They weren’t even real friends!”

Suncloak couldn’t help but smile. “Sounds like you’ve learned something pretty important.”

#145 nodded. “Yeah. I don’t have to pretend to be someling else to get friends, because if I do, they’re not really friends.” With a quick whirl of green flames, he changed back into his normal disguise, a red colt with a white mane and tail, both having a yellow streak.

“But why didn’t you tell me?” #14 asked. “I was worried sick! I was so panicked, I even asked Suncloak for help!”

“Yeah, no need to thank me at all for the help,” Suncloak mumbled, looking cross-eyed at Emerald. It was his idea to use the moth as an impromptu changeling detector, after all. If it wasn’t for him, #14 would still be running all over Ponyville!

“I’m sorry,” #145 said. “I didn’t think you’d understand and let me take a different disguise. I didn’t think you’d be so worried, too.”

“Of course I’d understand, you silly little caterpillar!” #14 said, smiling. “We’re here to try out this whole friendship thing, so if you wanted to try a different look and personality, I wouldn’t have stopped you.”

“Really?” #145 giggled. “I guess I didn’t need to lie. Maybe I should be honest more often!” After a second, he shivered. “Guh, that felt weird to say.”

Suncloak snickered. “You’ll get used to that after a while.” He looked at the sun, which was creeping closer and closer to the horizon. “It’s almost dark. We should go home.”

“But I’m not...” #145 said, trailing off before letting out a big yawn. “I’m not tired.”

Suncloak rolled his eyes. Typical kid response, that. “We’ve been running around Ponyville all day looking for you. I don’t care if you’re tired, but I sure am.”

“Oh, okay,” #145 said as he hopped off the schoolhouse’s front steps. He let out a small yawn again, turning to #14. “Maybe I’m a little bit tired. Can I ride on your back?”

#14 smirked. “There’s a magic pony word for that, remember?”

#145 groaned. “Please?” he said, with no small degree of annoyance.

“That’s better,” #14 said, bending down a little to allow #145 to hop on her back. With the young changeling in tow, Suncloak and #14 headed back to their homes.

Predictably, it didn’t take very long for #145 to fall asleep, sprawled out over #14’s back and softly snoring. Seeing as a sleeping kid was one of the best kinds of kids, just under kids that weren’t near Suncloak, this was a good thing.

#14 let out a sigh of relief. “So he was at school the whole time. I’m so glad we found him.”

“It would’ve been a whole lot easier if he told you something.” Suncloak grumbled. This whole chase seemed like a complete waste of time. A little bit of communication would’ve fixed it all, and more importantly, wouldn’t have annoyed Suncloak to this degree.

“I guess he doesn’t trust me all that much yet,” #14 said. She quickly looked at the sleeping colt on her back. “Though it isn’t very changeling-like to trust each other, of course.”

“But you trust me,” Suncloak said. “Or else you wouldn’t have come to me instead of going to your friends for help.”

#14 shrugged, though she kept her motions small to avoid letting #145 fall on the ground. “I don’t know. I panicked, that’s all I can say.” She smiled. “Though I guess asking you for help worked out just fine, huh?”

“Yeah, it did,” Suncloak said. “Though it’s not like I had anything better to do today.”

“Oh, as if!” #14 laughed. “I know you do almost nothing all day. I bet you were aching for something to do.”

“What? No! I had tons of things to do today, like...” Suncloak thought of what he would do on a normal day. He could’ve spent time with his friends, or... Well, that was pretty much it. He really needed to find a different hobby than friendship sometime soon. That is, if you could even classify friendship as a hobby. “I could’ve done a lot of things!” he concluded.

#14 giggled. “And yet you helped me find Lofty.”

Suncloak shrugged. “What else was I supposed to do, say no?”

“Well, yes,” #14 said. “That’s what every normal changeling would do.”

“I guess I’m not a normal changeling, then!” Suncloak stuck out his tongue at #14.

#14 giggled. “Yeah, you are pretty weird. And crazy. And cheesy.”

Suncloak snickered. “Hey, I’m not cheesy.” His snickering quickly developed into laughing, joined by #14.


“After that, I told my friends we had found Lofty, and then we went home. The next day, I gathered all my friends and told them the truth,” #14 said. “Well, about the husband thing, not about me being a changeling.”

The seven changelings were once again gathered in their hideout in the Everfree Forest. They had all dropped their disguises, and were sitting in a rough circle on the cold floor of the cave. Everyling, except Suncloak and #14, had already shared what they had learned this week.

“My friends were really accepting,” #14 continued. “They told me everything was fine, and that it wouldn’t make their opinion of me worse. They even said they were really proud that I was brave enough to admit having lied to them!”

“See? Told you so,” Suncloak said. Of course he was right. He was the resident expert on friendship, after all.

“I doubt every pony is like that,” #21 said. “They can’t possibly all be that trusting.”

“I don’t know,” #14 said. “Sure, if you tell some random pony a lie and then tell him the truth, they might not like it. But it’s different when you’re friends with them, I think.”

#21 shook his head. “I don’t think my friends would accept it if I told them I’ve been lying to them for a few months.” He shrugged. “Not that I’ve told them any big lies, aside from me being a changeling, of course. Only tiny ones.”

“To each his own,” Suncloak said. There were many different ponies, so there were bound to be some that were a bit less accepting than others. Though Suncloak was pretty sure that the better friends you are with them, the more open they are.

#14 nodded. “What I learned from it is that being honest is not a bad idea. Actually, it felt pretty rewarding, too! I was really happy that my friends weren’t bothered about being lied to.” A smirk crept across her face. “That, and I got to waste Suncloak’s afternoon, that was pretty funny too.”

“Actually, no,” Suncloak said, drawing confused looks from the others. “I learned something from that afternoon. Not about friendship, but about you guys.”

“About us?” #14 said. “That doesn’t make any sense.”

“It does!” Suncloak said. “You didn’t let me finish.” He cleared his throat and continued. “What I learned is perhaps a bit silly, and probably insensitive. When the six of you first came to me, I didn’t know what to think. I thought you were only barely worth my time, because you were still members of the hive.

“But I was wrong. During our search through Ponyville, I realized that #14 had her own friends and her own problems, just like me. And #145 was the same.” He briefly gestured towards the mentioned child. “I thought being banished from the hive and leading a different way of life made me different from you all. But actually, we’re a lot alike in that you are all as unique as me.”

Suncloak paused for a few seconds as the others gave him even more confused stares. “Uh, if that makes any sense. My point is, I may have been a bit unfair. I hadn’t been paying much attention to your stories, because I thought I was too different.”

“Wow,” #21 said. “Jerk.”

“Okay, I deserved that,” Suncloak admitted. “I’m sorry, okay? I’ll pay more attention in the future.”

#21 rolled his eyes. “Not much more of a future, considering we have to go back to the hive next week.”

Oh, right. That. The mere reminder made Suncloak’s face droop. “You sure you can’t stay longer?”

“Orders are orders,” #21 said. “Can’t ignore what Queen Chrysalis tells us to do. Besides, I kinda miss the hive.”

#14 sighed. “I like it here. I wish we could stay a little longer.” The others quickly agreed to this. “I mean, I’m just now starting to really get the hang of this whole friendship thing. It’d be a waste to stop now.”

“Yeah. I’ve learned a lot already, but I’ve got the feeling that I’ve only just started,” #45 said. The feeling was understandable. Suncloak hadn’t pegged him for a botanist, initially. And here he was, being friends with a few flower ponies in Ponyville, and taking care of the flowers in the cave. Though that last bit was more or less required, considering the abundance of Poison Joke in the hideout.

#2, #7 and #18 nodded in agreement. “I’m surprised noling thought of this way of life before, though,” #2 said. It wasn’t that weird for an accountant from the hive to think of that. After all, Suncloak hadn’t even thought of it, and he didn’t spend his time accounting... What, rocks? He couldn’t think of other things in the hive that could possibly need accounting for. Changeling accountants must be really bored all the time.

Suncloak shrugged. “Probably because everyling at the hive thinks ponies are nothing more than dumb prey.”

“But they’re not dumb!” #145 said. “They’re just, uh...” He took a few moments to think. “Weird! Ponies are pretty weird.”

“They probably think us changelings are just as weird,” #7 said. Suncloak couldn’t even remember what the guy’s job was. Cleaning, or something? Suncloak hadn’t paid attention to any of his past stories, either. A bit too late to change that, sadly.

#18 groaned. “Maybe we could go back to the hive, deliver our report, and ask if we can continue learning about friendship?” That actually sounded like a good suggestion, coming from a changeling who... Well, Suncloak didn’t remember that one as well. Sheesh, now he was starting to feel really bad about this.

#21 snorted. “I doubt it. You go back to the hive and deliver that report, you’ll instantly be assigned to something else. The queen doesn’t do requests.”
“I think we have too much left to learn,” #14 said. “I just wish we had a bit more time.” She let out a deep sigh, mirrored by all the others except #21.

“How about this?” Suncloak said in an attempt to brighten the mood. “Next week, we recap everything we’ve learned, so we can be sure you have a complete report, okay?”

#145 laid down on the ground. “I dunno. I don’t wanna leave my friends.”

Suncloak shrugged. “Can’t do anything about that, kid.” It’s not like he could take his friends with him, or anything. That’d probably be really inconvenient in the hive.

“Maybe...” #14 started to say, but she trailed off quickly. “Nah, forget it. Silly idea.”

Suncloak stood up. “Well, we’ve all shared what we learned this week. I think I’ll go home, I’m feeling a bit tired.” Without waiting for an answer he headed for the cave’s exit.

#21 shrugged. “Suit yourself, boss.”

“Stop calling me that!” Suncloak shouted at him from halfway through the cave. Seriously, what was wrong with using his name?

Suncloak hurried to the cave’s exit and squeezed through the bushes just outside. He paused, standing in the darkness of the Everfree Forest at night. It didn’t feel good to be with the other changelings when he hadn’t even bothered to learn all that much about them. In fact, it felt pretty bad. Luckily, it was pretty easy to just say he was tired. A little white lie, but it was necessary, as Suncloak just didn’t want to spend more time with the others.

“Wait, Suncloak!” a voice shouted from behind him. As Suncloak turned around, he could see #14 crawling out of the bushes. “Oh, good, you’re not gone yet,” she said as she stood up.

Suncloak raised an eyebrow. “What is it?”

“I wanted to thank you,” #14 said. “For helping me out this week.” With an odd spring in her step, she went up to Suncloak. “You didn’t have to do that.”

“No problem,” Suncloak said. “The more time I spend around ponies, the more I think helping others is a good idea.” He stuck out his tongue in mock disgust. “Gross, isn’t it?”

“Worse than white,” #14 said, giggling. She gave Suncloak a playful prod to the side. “Hey, you’re leaving awfully soon.”

Suncloak shrugged. “I told you, I’m feeling pretty tired.”

#14 snorted. “Oh, come on. We both know you’re a terrible liar.”

“Your point?” Suncloak snorted. Why did they always have to see through his lies? It’s as if he wasn’t even a changeling. Then again, he had always been pretty bad at lying.

“Why not come back to the cave?” #14 asked. “Just to talk with all of us. Get to know each other a bit better, since you’ve been slacking when it comes to that.”

“Nah,” Suncloak said. “Next week is the last time I’ll see you guys. It’d be a waste.”

#14 sighed and walked around Suncloak. “Who cares? It’s not too late to just have a good time!” Without warning, she started pushing Suncloak toward the cave with her head. “C’mon, because it’s our second-to-last week.”

“Okay, fine!” Suncloak stepped forward, causing #14 to almost lose her balance. He crawled underneath the bushes, entering the cave again.

With a big smile, #14 followed after him.

Author's Note:

Remember when Suncloak was a huge jerk, about a hundred thousand words ago? Geez that's a long time ago.