Night Witches

by Mystic Mind


Part 5: Infiltrate

Part 5: Infiltrate

Clad in identical, light-blue helmets—modified with decorative mandibles—the two changeling guards stood at their post and stared into the night.
Drones didn’t need to think very much, especially not the guards. If it wasn’t a changeling or accompanied by a changeling, they would kill it. And if what they slew turned out to be one, then it was the victim’s fault for not revealing itself at once.
So, there they stood, still as statues in front of the hive’s lower entrance.
Until an ear-piercing shriek shattered the quiet. Wings a-buzz, they leapt into the air on reflex, snapping round to face the noise’s direction.
Nothing but empty desert.
Another screech from the opposite side, this time followed by a shadowed figure that darted across their vision, faster than they could identify.
Now the noises came from everywhere, the changelings spinning on the spot to keep up. With every twist and turn, the more the mysterious noises and images appeared; their illusive targets always just shy being seen.
By now, other guards took notice. A dozen changelings spread from their posts to reinforce the primary entrance. Something was out there - they just didn’t know what.
The anomalies ended as quickly as they began. With no more threats present, all guards turned away, returning to their posts…
…until an explosion rocked the hive’s western district. The same area that had been bombed earlier that day.
It didn’t matter that this blast was smaller. Every drone reacted immediately, flying at top speed to catch the culprit.
Alas, for the guards at the lower entrance, their foe had already found their true targets.
The second those guards moved, a pair of bright yellow eyes burst open behind them, staring at them with an unearthly glow.
They never got the chance to retaliate.
From above, Phantom and Dusk dropped onto the changelings’ backs, grabbing their heads in their hooves and snapping their necks with one twist.
Once the guards dropped, Winter stepped out of the shadows.
“Successful distraction?” Dusk asked quietly.
“Only from the outside,” Winter replied in kind. “Inside is anypony’s guess. Though most will be defending the breach, I’m sure.”
“Then we’d better get in fast,” Phantom said, stripping the guards of their weapons and armour. “Not much to go around. Think you two can work with spears or daggers until we can loot something better?”
“What are we, Lunar Guards or treasure hunters?” Dusk quipped with a sarcastic smirk. “Really, do you think so little of our combat skills?”
“Oh, how you do so wound my pride!” Phantom snarked back, her voice barely raising above a whisper. “Seriously though, when it comes to duelling changelings, we’d better be sure our weapons are up to snuff.”
“When?” Dusk asked, cocking an eyebrow. “Don’t you mean ‘if’?”
“No, Phantom’s right,” Winter added and picked up a spear. The weapon had to be twice her length, at least. Not suitable in slightest for surprise attacks. So, with a stomp of her hoof, she snapped the pole in two, sliding the top half between the straps of her saddle bags. “We won’t look for trouble, but trouble will find us eventually. Best be prepared to retaliate where necessary.”
“Good point,” Dusk admitted, taking the daggers. “Let’s move.”
The entrance itself was little more than a small opening that led into a tunnel just wide enough to fit a double-rank of changelings. No doors? Phantom wondered. Not even a gate? Suspicious…
Lining up in single file with Phantom at the front, the sisters crept their way through. The light was dim, and its source appeared to be at the far end.
Despite their slow crawl, it didn’t take long to reach the first chamber. What greeted Phantom made it easy to see why the front didn’t have to be closed.
They came upon a hallow shaft; a wide, cylindrical room, covered in labyrinth of tunnels, stairs and narrow pathways criss-crossing in every direction. Any creature foolish enough to try and march into the hive without a plan would find themselves lost in no time. And that was if they could get past the guards.
For the moment, the area seemed abandoned, with not a single changeling in sight. “Well, so far so good,” Phantom said, taking in the full grandiosity of the area.
Flickering green sacks gave a soft illumination to the lowest levels, enough to get a sense of direction without revealing the operations above. In one quick cut, Phantom severed three pods from their stems, shrouding her sisters in a small, comfortable patch of darkness.
“So, what next?” Phantom asked.
“First, we wait for a patrol,” Dusk explained, her grin broad. If the lights hadn’t been cut, her fangs would be glistening. “Our goal is simple; kill all but one, and make the survivor talk by any means necessary. The sooner we get intel on the surviving Wonderbolts, the better.”
“An ambush? How ruthless of you,” Winter mused. “Though we’ll need to darken more than this little spot to ensure they wander into our trap.”
“We don’t have time for that,” Phantom added, gesturing her hoof to the plethora of sacks lining the tunnel entrances. “Yeah, your explosion worked, but changelings aren’t stupid. They’ll be sending scouts to cover the regular patrols any minute now.”
“Which means they need a reason to be here,” Dusk continued. “And I think Phantom’s claws are the key.”
Inspecting her weapons, Phantom rotated them in her hooves, her eyes on the glowing green ooze splattered across them. She looked at the pods again and noticed how they were all connected by a single, vein-like tube, pulsating as the substance flowed through.
Now that Phantom knew what Dusk grinned about, she joined in. Her little squad had all the conditions necessary for the kind of ambush that would make Luna proud.
“Where should I make the cut?” she asked.
Winter pointed a hoof between the fifth and sixth pods away from her.
That was all the instruction Phantom needed.
In one swipe, the tube ruptured, spraying a fountain of luminescent liquid into a puddle below.
Crouching low, wings folded behind their backs, the sisters waited for their foes to take the bait.
Not a second passed between their slip into darkness and the buzzing of changeling wings.
“What in Chrysalis’ name is going on down there?” A changeling grumbled to its underlings.
“Looks like a burst nutrient pipe, my lord.” The second voice shared the same, gravelly sound of the first, but with a more subservient tone.
“I can see that, you dimwit!” The commander snapped, striking the underling hard enough for the impact to echo. “Hurry up and fix it, before the hive-Emperor holds me responsible!”
“Yes, my lord,” the underling said, voice unshaken.
Whether it was a deliberate display of submission, or a sign of limited mental capacity, the sisters didn’t know. Regardless, the only difference it made was that it’d be killed last. Any form of self-awareness would make understanding fear a guarantee.
Closing her eyes, Phantom clicked her tongue on the roof of her mouth, painting a mental picture of the squad through high-frequency echo location. “Six individuals, a pentagon formation,” she described. “All surrounding their commander, who’s the biggest.”
“Meat shields, no doubt.” Dusk said with a quiet chuckle. “I’ll take first blood. Winter, Phantom, do what you like with the other drones, but leave the commander to me. I’ll deal with it in my own, unique way.”
Her sisters nodded, watching the squad as they passed through the dark threshold.
Stalking their prey took enormous self-control. Every muscle had to remain still, preventing even the smallest twitch that could give their position away.
With breathing minimised, they kept their heartrate in check. To the ears of a lunar Pegasus like Phantom, the rhythmic thump of the changelings’ hearts was as loud as the Royal Canterlot voice.
“Hurry up, stupid drones!” The commander snapped, kicking a drone in the backside.
Big mistake.
In a fraction of a second, Dusk sprang forth, her daggers stabbing right between the eyes of the rear drones simultaneously. Their commander hadn’t turned half way before the dead changelings dropped out of sight.
“What the buck?!” In the span of the last syllable, two more drones were eviscerated at the edges of his vision.
Four drones down, one to go; buzzing along as if nothing had happened.
Phantom watched the commander shiver with fear in silent glee, flicking his head left and right in a vain attempt to find his foe.
He would find it, but not before Phantom had a little fun.
Before he knew it, the commander’s last drone was gone; only this time, he witnessed its decapitation at the hooves of a shadowed figure.
Now he was all alone.
His already fast heartbeat skyrocketed, surpassed only by the speed of his wings, buzzing him around in a blind panic.
Looks like changelings and ponies aren’t so different after all, Phantom thought. Letting a short, sharp screech burst through her lips, she watched as the commander squealed, hopelessly lost in the darkness – a bat pony’s natural hunting ground, with fear as their primary weapon.
Now the time came to give the commander what he dreaded; the killer’s reveal. After a few more seconds flying around aimlessly, he came face to face with Dusk.
After her mad cackle, she sliced through the thin membranes of his insectoid wings.
Of course, she wasn’t going to let him fall without somepony ready and waiting to catch him; that pony being Phantom, cradling him in her arms like a new born foal. He opened his mouth to scream, but Winter stopped him, wrapping her hooves around his mouth from behind.
“Keep your mouth shut, or I’ll cut you to ribbons. Got it?”
The commander gave a tearful nod.
Phantom hovered above the changeling as they descended, listening carefully for heartbeats of any unwelcome guests who would spoil the plan. Once they knew the coast was clear, the sisters landed in the darkest spot they could find.
“Now then,” Dusk announced, a sinister smirk displayed for her victim. “You should know how this process goes. You tell me exactly what I want to know, and I’ll let you go in one piece. Understand?”
The changeling squirmed, trying to wriggle from Phantom’s hold. He should’ve known it’d be futile.
A small nod was all the incentive Winter needed to make him talk.
Placing a hoof on the changeling’s chest, she pressed down, using his muffled screams as a guide for how much pain to inflict.
“Let’s try this again,” said Dusk. “I ask the questions, and you answer them with utmost honesty. Got it?”
The changeling nodded frantically.
“Good. Sister, you may release him.”
The commander gasped for air once Winter shifted her hoof.
“First question,” Dusk continued. “What is your name and purpose in this hive?”
“I-I- m-me is… K-k-kirix,” the changing stuttered, head lowered to obscure his face. “Me worker. Me fix hive. Where hive broken?”
Dusk rolled her eyes. It was such an obvious lie, she had to wonder why this changeling ever thought it’d work. “I guess you’re not such a quick learner,” she sighed, looking up to her sisters. “Looks like I’ll have to finish the job.”
Despite the changeling’s pleas, Dusk showed no mercy.
Leaning into the changeling’s face, she licked her lips. “Frontal lobe, anterior temporal fenestra…” she muttered, reciting the scientific terms in an almost poetic manner. “Cerebral cortex, hippocampus, hypothalamus…”
“Fine! Fine! I’ll tell the truth!” the commander cried, forcing himself to look his captor in the eye, despite the mix of horror and revulsion showing on his face. “Kirix is my real name, but I’m a Drone Commander. I receive the worker’s orders and tell the drones what to do. It’s the lowest rank a changeling can get and keep their mind intact. I’m of no value to you, I swear! Please, for Chrysalis’ sake, don’t eat me!!!”
Dusk maintained the hard stare for a few seconds more, analysing his expression. “Alright, I believe you,” she said at last, much to the commander’s relief. “Phantom, you can release him.”
The old carnivorous pony routine, Phantom thought to herself, trying not to laugh. Works every time. Though she did as she was told, she remained close enough to breathe down the changeling’s neck. Important or not, alerting the higher ranks to their location was not an option.
“Second question,” Dusk continued. “Where were the prisoners taken?”
Kirix shrugged. “W-what do you mean? What prisoners?”
Dusk narrowed her eyes. “Winter…”
Winter grabbed the changelings wing, pulling it taught.
“Wait, wait!” Kirix cried. “We replace pony prisoners whenever they die in a pod. A changeling like me is never given the specifics. It’s all I know, I swear it!”
“I see,” Dusk said flatly. She took a moment to dismiss Winter, just to confirm the truth of the changeling’s statement. “Alright then. If you wish to get out of this alive, here’s what’s going to happen…”


The look on Kirix’s face was priceless. Only one with a low status such as his would get so elated over capturing prisoners. Even after the initial excitement wore off, his heartrate still beat only a fraction slower than his wings.
“You’re certain the sap tubes can be cut at any point and have the same effect?” Dusk asked.
“Be quiet, worm!” Kirix snapped, making a show of cracking a stolen whip for the changelings skittering past.
Pathetic, Dusk thought, pretending to flinch. How much of a low-life must this guy be to act so high and mighty?
As annoying as this charade was, Dusk couldn’t tell which of the passing changelings were the drones at a glance. So, she maintained her act until she made it to the dungeons.
Once they were out of earshot, Kirix’s facade of confidence dropped immediately.
“I’m so sorry!” he apologized, bowing his head repeatedly. “You’re not hurt, are you?”
“Of course not,” Dusk sighed and rolled her eyes. This was the fourth time Kirix made a mock attack at her, and the seventh time he’d apologized. She was starting to think she’d be better off with a less paranoid hostage. “Just answer my question.”
“Yes, yes, I swear on the emperor’s life, yes! Drain the sap, and there will be nothing to fuel the shine-pods.”
“Good. And one more thing.”
“Yes, oh great one?” Kirix snivelled shamelessly, just short of hoof-kissing. For that restraint, Dusk was thankful. “What more can I do to serve you?”
Dusk grimaced again. She wondered if all changelings laid honorifics on this thick. “Quit grovelling already. It’s getting on my nerves.”
“Of course, of course! Anything you say! Oh, and we aren’t far from the dungeon, either. You’ll have your prisoners in no time, and I’ll get a big promotion for your capture! Of course, you’ll need to pretend to die by my hooves, but that’s all part of the agreement we discussed before. You won’t be harmed in any real capacity, but don’t forget the other changelings will really be attacking you. I presume you have a plan to feign death, or is this a skill the Moon Guards-”
Lunar Guards,” Phantom corrected, yet again.
By the way Kirix babbled on, he evidently hadn’t noticed the low growl in Phantom’s voice. They’d been walking for ten minutes and already Phantom was giving him death glares. Dusk could only hope he would shut up soon, as the temptation to shut him up grew fast.
Luckily for Kirix, more of his kind arrived to distract his attention.
These changelings were bigger and bulkier than him; equipped with the same light purple armour as the guards slain before.
When they spoke, it wasn’t in common Equestrian. Instead, it was a language unintelligible to Dusk. The bulk of their speech consisted of rhythmic clicks and whistles, lacking basic consonants that would provide a basis for translation.
Their body language, however, was universal. Their expressions ridged as their posture, looking down upon the lesser caste members before them.
Kirix’s posture was almost the exact opposite. His back arched as he looked up to his armoured comrades, face beaming with pride as he gestured over the Lunar Guard.
With wings tied up with severed tubing, the sisters stared blankly at the changeling warriors, swaying side to side in a feigned daze.
Kirix’s expression reminded Dusk of Fire Storm; but more in a punch-worthy smugness sort of fashion than any form of authority. If it weren’t for their disguise, Dusk would’ve been yawning alongside the guards at Kirix’s squeaky spiel.
Soon enough, the guards shooed him away, probably preferring to bash their heads in through combat than suffer another one of Kirix’s speeches.
“I sure showed them good!” he stated proudly, switching back to Common Equestrian once the guards moved along. “Bet you never thought I’d impress them, huh?”
“You didn’t,” Winter said, her left eyebrow cocked. “You were just annoying them.”
Kirix looked visibly stung by that remark. “What do ponies know of changeling politics?” he scoffed. “You should count yourself lucky I didn’t turn you in.”
“And you should count yourself lucky we won’t slice your head open for that remark.” Winter’s matter-of-factness with even the most horrible threats never failed to make Kirix flinch. “Remember your place, that’s a good boy.”
“Yes, ma’am,” he grumbled. “We’re not far from the dungeon anyway. It’s just past the engineering room.”
“Think you can bless us with silence until then?” Dusk asked.
“Wait,” Winter interjected. “What do you mean by ‘engineer’s room’?”
“Isn’t it obvious?” Kirix scoffed. “It’s the room where the engineer stays. Pretty important job, too.”
“Like what?” Winter pressed.
“Why do you care? The engineer’s social status isn’t far above mine.”
“Humour me. If the job is important, then I want to know.”
“Look, you’ll soon see for yourself,” Kirix muttered, turning his nose up and away from Winter. “So why settle for my meagre description? You’ll understand all the same when we get-”
Phantom let out a predatory snarl. “Quit stalling and tell Winter what she wants.”
“Alright, alright!” Kirix relented. He tried to play it cool but couldn’t hide the quiver in his voice. Dusk made a note to regularly remind Kirix that—for as long as they needed him—his life was still on the line.
“The engineer designs all the weapons a hive could need,” Kirix continued. “It’s a little different to how ponies create stuff at a forge or a fletcher, but the principle is the same. Draw up plans, gather raw materials and command the construction drones to help put it together. Heck, if it wasn’t for engineers, hives like this would be impossible. Really, it’s easier if I show you, since we’re so close. Satisfied now?”
“What do ya say, Winter. Think we can spare his legs for now?” Phantom asked with an exaggerated chuckle.
“Yes, Phantom. His answer was satisfactory. I just want to see it for myself.”
Kirix quietly sighed, relieved. “Well, you’ll get your wish. It’s just through this tunnel to our left.”
True to his word, the leftmost diversion opened to a huge room – a fraction of the central chamber’s side, but still massive by pony standards. One could fit an entire wing of Canterlot Castle inside and still have some to spare. The room was lit by several humongous spotlights, evidently designed to make every inch of it visible.
Including its contents.
Dusk looked on with a mixture of horror and wonder, particularly at the most striking feature; a series of pools scattered about, filled to the brim with a bubbling green goo. Each one was surrounded by a quartet of long, insectoid tendrils growing out from the ground. Each tendril in kind ended in the changeling equivalent of a common medical tool; from razor-sharp scalpels to fine-pointed syringes, this place had it all.
Out of the corner of her eye, Phantom wrenched violently, throwing her hoof over her mouth to prevent full-on vomiting. At first, Dusk was too preoccupied making a mental checklist of tools to see why.
It didn’t last long.
Some tools were clean, but not all; splatters of blood and excised tissue smeared their surface and created minute pools beneath them. Hanging above each cistern was a green cocoon, containing pony remains – each one mutilated beyond recognition.
None of them bore cutie marks, their magic sucked dry by Luna-only-knows what.
Many were missing limbs altogether, removed with surgical precision and stored in neat rows alongside each pit. Though she couldn’t exactly see from this angle, Dusk was certain some of those pony parts floated in the vats. It reminded her of the cutting room floor in a Griffon Kingdom’s butcher shop; only instead of eviscerated livestock, it was ponies.
“Are these the prisoners you’re looking for?” Kirix asked with a mocking grin.
Dusk offered no reply. What is all this? she thought, forcing her mind back to more practical matters. This… is the engineer’s room. What does an engineer do? Designs stuff. Large-scale stuff. Machines, trains, buildings. What does a changeling have need for…? No, it can’t be. Nopony… no changeling would ever use body parts for… oh, dear sweet Luna...
“This…” Winter attempted to describe the scene, but nothing more came out. For the first time since her transformation into a Lunar Pegasus, she was speechless.
“Sorry if they’re a little roughed up,” Kirix continued, ignoring his captors’ discomfort. “But if memory serves me right, your commander should be around here somewhere.”
“What are you doing to them?!” Breaking free from her flimsy restraints, Dusk slammed her hoof into Kirix’s face and knocked him to the ground. “Answer me, damn you! Tell me what this is for, before I bash your bucking skull in!”
Phantom leaped ahead of Dusk, wings flared. “Time out, time out!” she yelled, struggling to hold her sister back.
“Touchy, touchy,” Kirix said, wiping the blood from his mouth. “Well, I guess that means I’ve outlived my usefulness. Time to uphold my end of the bargain.”
Dusk didn’t see what Kirix did next, but she did hear it. With a clap of his hooves, the biggest vat began to bubble violently. The sound it made assaulted Dusk’s sensitive ears, a mixture of a guttural scream and the deepest thunderclap a Pegasus could create.
Then, a creature emerged, its appearance just as terrifying as its roar. Its head and torso were first to be seen, remnants of a pony with a deep-red coat and a wild yellow mane, its face partially obscured.
But as it raised itself higher from the vat, Dusk realized that the creature before her had long ceased to be a pony.
Four… six… eight… twelve limbs in total spread out, its total size more than quadruple the size of the original pony. Six of its limbs were legs, joined in three places and standing on a thick bundle of toes that were half way between a hoof and a claw.
Its forelimbs had been severed at the shoulder, replaced with crab-like appendages that ended in pincers big enough to snap a pony in half. The final two limbs sprouted from stumps on its back, suggesting the creature had once been a Pegasus – though Dusk soon realized the wing replacements weren’t limbs at all.
They were cannons. Long, bony barrels hooked to the wing stumps through a bulging muscle mass, with a viscus, orange ooze dripping from the open ends.
Almost as intimidating was the thing’s tail. Far from the long hairs of a pony’s, this came closer to that of a manticore: a series of spherical segments, ending in a long, scythe-like blade.
As the creature rose to its full height, dozens of bio-tubes hissed, pumping litres of foreign chemicals into its body to rouse it from its dormant state. In so doing, the creature let out an incredible roar, thrashing itself free from the bio-tubes.
Buried somewhere amongst the incomprehensible bellows, a single word caught Dusk’s attention. A word filled with such malice, it may as well have come straight from the mouth of Nightmare Moon.
“Thestrals.”
The realization hammered her left and right.
She had been so focused on the grotesque extensions of the creature, she’d overlooked the more recognisable features. The coat, the mane. It couldn’t be, could it?
The pony’s cutie mark confirmed her suspicions.
A flaming mask.
“Oh my gosh!” Dusk exclaimed in a shocked shrill. “I-it’s the Lieutenant!”
“What are you babbling about?!” Phantom demanded.
“That chimera. It was… it is lieutenant Fire Storm!”
“You’re kidding, right?” Winter asked with an uncharacteristic quiver in her voice. “Dusk, please tell me you’re not serious!”
“Look at the cutie mark. That… thing over there is the same pony who gave us our mission!”
“Sounds like you three have a history with the Engineer’s newest experiment,” said Kirix nonchalantly. He slowly backed away from the sisters. “Well, you wanted to find the prisoners, so here’s our newest. Thank you for your time, honourable ponies, but it’s time for me to g-”
Kirix was dead before he hit the ground, a spear-tip lodged between the eyes.
“Winter!” Dusk scolded.
“My hoof slipped,” Winter replied, resuming her usual deadpan expression. “We would’ve killed him eventually.”
“Yeah, but not right away!” Phantom retorted. “He was still useful as a hostage.”
“I agree, Phantom, but we’ll discuss the timing later. Right now, we’ve got a bigger problem on our hooves.”
“Thestrals!” The construct’s guttural bellow echoed throughout the room, loud enough to shake the ground. “Hate Thestrals! Kill Thestrals!”
Rearing up onto its hind legs, the chimera slammed into the edge of its confines, crushing the stone pool underneath its massive weight.
Then the beast charged.
With no more time to argue, the sisters leapt into the air, their heightened reflexes narrowly saving them from certain doom. This beast was fast; faster than a thing of its size had any right to be.
The monster didn’t relent. With mechanical precision, its cannons rotated, unleashing a sudden burst of high-pressure fluid.
The trio scattered, making distance between them and the creature before the ceiling caved in.
No crashing rocks came. The ceiling didn’t collapse; it sizzled.
The vicious liquid was acid.
Glancing up at the melted hole, Dusk shuddered at the discovered implications.
She needed a plan, and quickly. “Phantom, Winter, horizontal triangle!”
Moving into formation, the sisters flew circles around the construct, keeping an even distance from each another as they assessed its fighting capabilities.
They didn’t have long to wait, the creature having already worked itself into a frothing rage. It flung its weapons in wild abandon, lashing out at whichever pony was closest, missing by the narrowest of margins. In turn, its frustration grew, pushing itself to quicken each successive attack.
“Hey, Dusk!” Phantom grunted, struggling to maintain formation while avoiding attacks. “Got any last-minute fight plans to share?”
“I’m thinking, I’m thinking!” In truth, Dusk was clueless. She knew of wing-blade combat, but this a creature was a walking arsenal!
Once more the wing-cannons rotated into position, firing another corrosive blast. This time, it wasn’t aiming directly for the ponies.
Dusk could only speculate how the countless hours of brutal surgery on the monstrosity effected its mental capacity. Changeling science remained still relatively unknown. Was this thing just another drone, or something more?
By the time Dusk realized what Fire Storm shot at, it was too late to warn her sisters. Rolling hard to the left, she shoved Winter out of the way.
As the huge, carved rock plummeted from the ceiling, Fire Storm swung out his claws, shattering the rock into thousands of projectile shards.
Using the forward momentum from her sister's shove, Winter grabbed Dusk's front hooves, tucked in her wings and dropped – dodging the shards by a hair.
Phantom was not quite so lucky. Dozens jammed into her legs, blood trickling from the wounds.
Rolling into her landing, Dusk rushed to regroup with Winter in tow. “Phantom!” she cried and dashed past the monster.
“I’m fine,” Phantom said, sweeping the shards away with her hoof. “No vitals hit, thanks to my armour.”
“Can you still fly?” Dusk asked, her voice straddling the line between concern and panic.
“Of course,” Phantom replied. “Now, what about that plan of yours?”
“I’ll tell you once we’re back in the air. Now move!”
Once more the three sisters scattered, barely getting off the ground before being assaulted by another round of shards. With each new angle of attack, Dusk ran mental simulation after simulation of potential outcomes, with each resulting the same.
Whoever designed this monstrosity was a genius. The cannons, the claws, the tail-scythe, it was the perfect counter to close-combat. What magical resistance it had, Dusk could only speculate.
“We could use your plan any time now, Dusk!” Phantom grunted, claws clashing against the tail-scythe.
“Working on it!” Dusk bit her lower lip; she still lied to them about that. There had to be some way of disabling the creature’s weapons. Otherwise, they’d all be fighting a war of attrition, destined to lose.
“Dusk?”
“What?!” Dusk snapped around, stopping short of shoving a dagger in Winter’s face. “Winter, what the heck are you doing? Phantom needs your help!”
“You want to get rid of Fire Storm’s weapons, don’t you?”
“Is Luna a princess?”
“There is another way.”
Dusk looked back at Phantom as she locked blades with Fire Storm.
Then, it all clicked.
“You don’t mean…”
“I do. But we’ve got a little role-playing to do first.”
Dusk looked back at Winter with a playful grimace.
This was going to be fun.


“Well, if you’re so smart, why don’t you come up with something better!”
Shrill bickering momentarily snatched Phantom’s attention away from the construct. Here we go again, she thought, pulling up into a tight, overhead loop to break out from combat.
“As a matter of fact, I will!”
Landing behind the nearest chemical pool, Phantom peered around the side to watch the drama between her sisters play out.
“Besides, how hard can it be to outsmart a dumb old Pegasus like Fire Storm?”
The construct froze, a frustrated scowl locked on its face as it held one claw above its head. Slowly, it turned its head around and looked at Winter.
Has it forgotten about me already? Phantom hoped to Luna that it had. She made a mental note to thank Winter for the timely save, should she get out alive.
“Thestrals…” the construct groaned.
“Oh, give it a rest, Winter! Even a filly wouldn’t fall for a plan like yours.”
“A filly, maybe. But an old deadbeat like Fire Storm? Far outclassed by the likes of us.”
Phantom took the clacking of Fire Storm’s pincers as a sign to stay out of its way. Though she wouldn’t admit it out loud, she urgently needed to take a breather and tend to her wounds.
For now, it was safer to let her sisters do their thing.
“Thestrals!” With an immense roar, the construct charged.
Dusk flew out of the way, but Winter didn’t. Instead, she just hovered in place; wings beating just enough to keep her aloft.
Phantom knew exactly what was coming next. There could be no margin for error.
Just before it snapped its claws shut, Winter dropped, pitched forward and tumbled between its legs. Then, she grabbed her spear and stabbed at its belly in one smooth motion.
The construct roared in pain, scuttling left and right in a frenzied attempt at squashing the bat pony beneath.
Winter simply rolled with it, striking with her spear again and again until the ground was covered in blood.
Phantom studied the monster’s movements. Despite Fire Storm’s focus on Winter, she knew better than to rush in right away. One wrong move, and they’d all be dead.
Her heart pounded in her chest. Trust Dusk’s plan, she thought. The trouble was, she had no verbal conformation of such plan. All she had to go on was the classic set up for a bait and switch, lacking any further details.
If she attacked at too soon, she could get in Dusk’s way, or worse: get caught by Fire Storm. But on the other hoof, leaving it too late could risk her sisters becoming overwhelmed. Dammit! She punched her hoof into the stone pool. I’ve gotta do something!
The construct’s roars were getting louder. By now, it had to be losing gallons of blood, yet it still showed no sign of slowing down. Whatever Winter’s gambit was, it wasn’t working.
For the sake of her sister, she had to act now.
Pulling off her weapons, Phantom unclipped the latch on her saddle bag and pulled out a small tube of paste. First-aid cream: an essential part of any soldier’s survival kit. Squeezing the contents over her cuts, she winced as the chemicals stung. Still,it did its job, covering the wounds and accelerating their regeneration.
She tossed the empty tube aside, clicked her claws back into place and silently began creeping toward the monster. Holding herself low to the ground, Phantom felt her muscles ache from the tension. She had to thank her training and experience obtained from her service in Princess Luna’s regiments; without them, the monster would have spotted her with ease.
The closer she got, the longer she held her breath, daring not to risk a stray exhalation. Inch by inch, she pressed herself on, stopping just a hair’s breadth away from the tail.
Then, just as Fire Storm stomped its legs, she pounced.
Shooting up and over the tail, Phantom landed on its back, digging her claws into the monster’s shoulders. “Dusk, now!”
Daggers out, Dusk swooped in from above, slipping through Fire Storm’s grasp and stabbing him in the throat.
Dusk had punctured an artery, but despite the blood’s flow into its throat, it didn’t falter.
Phantom knew it was up to her to deliver the deathblow.
Straddling its back with her rear hooves, Phantom pushed herself upright and leant backwards, slicing her claws straight through the base of Fire Storm’s tail scythe. Catching the severed weapon as it fell, she snapped herself forward and plunged the weapon into the back of the monster’s head.
Every muscle burning from exhaustion, she forced herself back into the air, joining her sisters as they flew away from the dying creature.
Yet there was no time to relax. Phantom had to be certain Fire Storm was dead. Only when she reached a safe distance did she face her foe again, preparing for the worst. She raised her shaking hooves once more.
Fire Storm’s cannons aimed for the sisters, but nothing came out.
With a broken curse on its lips, Fire Storm collapsed.
So, too, did Phantom.


“Easy there, sis. I’ve got you.” Catching Phantom, Winter fluttered to the ground.
“I’m… fine,” Phantom said between heavy breaths. “Just… need a moment.”
“We might not have a moment,” Dusk said as she landed, maintaining her battle stance.
“Dusk, the thing’s not moving,” Phantom said with an exhausted groan. “We’ve won. Save your strength.”
Silence fell between the Lunar Guard, all eyes on Fire Storm’s remains.
Several tense seconds passed, but nothing happened.
“C’mon, Dusk!” Phantom croaked and cautiously got up. “I told you already, the thing is-”
Before Phantom could finish, a tremendous shock-wave ripped through the air, a blaring noise that knocked the sisters off their hooves.
The sound turned into a constant thrum, causing vibrations so powerful that it permeated through the sisters’ bodies.
Dusk tried to resist, tried to move against the pressure. But she could not. The simple act of standing up made her muscles feel like they were bathed in molten lava.
Still, Dusk refused to surrender. Using every last ounce of strength she could muster, Dusk turned her head and looked back at Fire Storm.
The construct didn’t move. This didn't make sense. If Fire Storm wasn't making the sound, what was?
Just as quickly as it had arrived, the vibrations stopped…
…replaced instead by the nonsensical whining of an unseen creature. “WHAT HAVE YOU DONE?!” the voice cried with all the resonant harmony of sandpaper against a chalk board. “Do you ponies have any idea how much work I put into my creation?!”
Dusk tried to reply, but all that came out was an incoherent string of babbles.
“No other engineer could ever come close to my complex perimeters!” the voice continued.
Dusk didn't know whether the voice grew scratchier, or if it was just the headache such whining induced. “I was about to seal my position as high-engineer in chief amongst all changeling kind, but no! You had to come along and destroy my life’s purpose!”
Dusk didn’t answer, trying instead to stand up and find the source.
Winter spoke on her behalf instead. “Your ‘design’ was a living pony!” she yelled back between laboured breaths. “We ended its misery. Go and scuttle back to whatever hole you spawned from, or we’ll come for you next!”
The changeling Engineer let out a dry, hacking noise, which Dusk guessed was laughter. “You think I’m so easily intimidated by ponies- No, thestrals, I recall the red pony called you. You have no idea who has the upper hoof in this situation!”
Once more, the horrendous static blared.
Dusk screamed in agony, the sound tearing through her body greater than anything she'd felt before.
Were it not for her sensitive hearing, Dusk would have missed the stomach-wrenching gurgles of biotech gears among the din.
She directed her unfocused gaze upwards, she barely made out the skinny silhouette of a new figure emerging from the ceiling – lowered by a quartet of thick, leg-like appendages – identical to those attached to Fire Storm.
The new arrival looked roughly changeling shaped; as tall as Queen Chrysalis, sporting a long, jagged horn on its forehead and a pair of huge mandibles that arched out from its jaws. It landed on all four legs with grace unfit for its bulk, the additional limbs disconnected from the ceiling with a hiss.
At first, its movements were slow and stiff, plodding forward one limb after the other. All too soon its motions smoothed out, revealing more of its over-sized girth the closer it got.
With each breath harder to take, to wrap her hoof around a dagger’s hilt was a herculean effort. Grunting heavily, she fought back the protests of her nervous system and pointed her dagger at the mechanical aberration.
“Oh? What’s this?”
It took a moment for Dusk to recognize the changeling's voice. It was the engineer, wearing the huge changeling body like a suit of armour.
“The little pony wants to fight? Well, in that case, little pony had better watch her step!”
He slammed his hoof onto Dusk’s foreleg, her scream drowned out amongst the flood of noise.
“Or, rather, you’d better watch mine!” the engineer cackled at his own bad joke.
Dusk refused to let go of her dagger, trying to wriggle her leg free.
This only made the engineer press harder, tutting at Dusk through a toothy grin. “Ah-ah-ah, there’s no point struggling, little thestral. It’ll only prolong your suffering!”
Time was running out. If Dusk didn’t act soon, losing her leg would be the least of her worries.
Then, just as she felt her humerus beginning to crack, a tiny spark caught her eye.
It was faint, barely visible in the room’s harsh light. But to Dusk, it was a beacon of hope. As the engineer’s claws slowly descended over her, Dusk focused on the intermittent flickering from the bio-mech’s ankle, measuring the time between each spark.
Just as the claws almost closed over her shoulders, Dusk yanked her elbow back, shoved her dagger into the engineer’s leg and twisted the blade as much as her wrists allowed.
The engineer jerked back, a shower of sparks and fluid spewing from the wound as the bio-mech staggered across the room.
“What the ... how … you do?!” the engineer's frantic screams kept cutting out amongst the exoskeleton's static discharging. “I’ll get you for-” Before he could finish the threat, the bio-mech’s leg gave out.
Losing its balance, it lurched far to the left, slamming into the wall with a mighty crack, revealing one last surprise for Dusk and her squad.
A giant speaker, looking like something straight out of a DJ-Pon3 concert, rumbling to a stop.
And with it came a significant reduction in the paralysing noise.
All the opportunity Dusk needed.
Pulling a bomb from her saddle-bags, she took to the air and lobbed it at the engineer as hard as she could.
Just before the munition hit, the engineer ejected.
The walls shook from the blast, the engineer sent scampering off through the hole he came from. In his wake, the bio-mech laid still, reduced to a smouldering wreck.
Without it, the remaining speakers fell silent.
Dusk was the first to speak up. “Don’t think you can run forever, changeling!” she yelled. “Tell your masters this: The Night Witches are on the hunt!”
“That’s enough, Dusk.”
The gentle voice of Winter replaced the horrible static. “That’s enough,” she repeated, still cradling her unconscious sister in her arms.
Dusk didn’t reply right away, taking a moment to comprehend the aftermath.
She took a couple of deep breaths. There would be time for revenge later. For now, finding a way out was top priority.
On a hunch, Dusk flew over to investigate the smashed speaker. “Aha!” she said, gesturing past the bio-mech’s flaming wreckage. “There’s an access tunnel behind this wall. We can recover in there before we resume the hunt.”
“Lucky us,” Winter replied with a dry tone.
“Look, I’m sorry, okay?” Dusk sighed, avoiding eye contact and nursing her bruised hoof. “I screwed up with the whole hostage plan. But we’re still alive. We can still finish the mission, so long as we don’t fall into any more obvious traps.”
Winter placed a hoof on her shoulder. “It’s okay, I’m not mad at you,” her tone softened. “I’m just frustrated at all the unseen variables making the mission tougher, you know?”
Dusk nodded and smiled a little at her sister’s use of technical language.
“Let’s just get out of here. We’ll figure our next move once Phantom’s awake.”
“Once again, you’re reading my thoughts!” Dusk chuckled, pulling Phantom onto Winter’s back. “Right this way, m’lady.”
“Oh my,” Winter replied with an exaggerated southern drawl. “I never knew you were such a gentlemare!”
Looking at each other, the two sisters tried to maintain a straight face, but soon burst into a fit of laughter.
“Y-You sure do make a good Applejack impression!” Dusk tried to stop giggling. “Anyway, you go on ahead. I’ve got trophies to claim.”
First, Dusk flew over to Fire Storm’s corpse and tore off the medals from the remains of his uniform. Next came the surgical tools above his spawning pool. With some effort, she snapped off a curved surgical knife and a bone-saw from their stands, sheathing them under her wings.
Finally, Dusk pulled out the last of her bombs from her saddle-bags, carefully hiding them underneath a pile of rubble at the room's entrance.
A little surprise for any changeling who would dare to pursue.
Dusk returned to her sisters and gave a quick buck to the inside wall, causing a small rockslide to cover her escape. She had no idea where the passage behind would lead, but as long as it wasn’t here, she'd be satisfied.


Through the winding service tunnels, Gitrix flew directly for the imperial chamber at the top of the hive spire.
He had news the changeling Emperor wasn’t going to like. He replayed the events over in his mind and muttered to himself, trying to find some way of putting a spin on his disastrous failure.
The title of “Emperor” wasn’t just a self-proclaimed matter of grandiosity. Gitrix knew his master could be the only one befitting of such a powerful position, unifying all changelings who remained true to the cause.
Many a ruler before had tried to overthrow the Equestrian autocracy. Despite her propensity towards over-stating her power, Gitrix knew Queen Chrysalis had never lacked the force to back it up.
But the Emperor? He was on a whole different level. The only reason he hadn’t toppled Canterlot already was because, unlike Chrysalis, he knew how to play the long game without dramatically revealing his plans minutes before their execution.
He was a changeling who taught Gitrix the principles behind bio-engineering. The science of moulding weapons and armour from living tissue was a central pillar of his rule. Through this, he had proven changelings could thrive – free from petty pony principles like ‘friendship’ and mongrel alliances.
As he ascended, the magic-carrying arteries of the hive gradually merged into one, culminating into a huge siphon of emotion. No matter where he went in the hive, he could always find his way back to the throne room by following these power lines.
“GITRIX!”
The engineer cringed at the echoing bellow. “Y-yes, Lord!” Gitrix called back, racing to confront his master. “I’m at your assistance, Lord!”
Flying through an open access hatch, the engineer dropped before the throne. He dared not look at his master’s face, knowing by the magic’s colour that he was in trouble.
“I was told you had the invading ponies under control,” the Emperor said in an ominously deep voice. “Now I learn you failed to kill them and allowed them to destroy your lab. Is that correct?”
“I-it’s not quite that simple, Lord,” Gitrix replied, tensing his leg muscles to stop them shaking. “But essentially, yes.”
“Stand up, you fool,” the Emperor scolded. Gitrix obeyed. “Well? Explain yourself. Tell me why you failed to kill the intruders.”
Gitrix took a deep breath and blurted out his answer; “There were technical malfunctions with-”
“Technical malfunctions, you say?” The Emperor leaned on one hoof, rhythmically tapping the other on the arm of his throne. Despite his even tone, he still spoke with a great volume; no doubt wanting every changeling within the upper halls to hear the justification. “Technical malfunctions…” he repeated. “Well, I suppose even the best systems are prone to little imperfections.”
“Precisely, my Lord-”
“Quiet!”
Gitrix fell silent.
“You will speak when I tell you to speak.”
Gitrix said nothing.
“Good.” Leaning back into his throne, the Emperor gestured to another changeling behind Gitrix. “Sethictus, where are the ponies now?”
Another engineer stepped forward. She was identical to Gitrix in all but one respect; her large eyes hid behind bio-tech goggles, attached to the back of her head by vein-like wires. Her jagged horn lighting up, Sethictus projected a complex grid matrix of the engineering room. “As you can see, my Lord, the location monitors have been damaged, so we don’t have specifics. However, they all went dark in sequential order, starting here.”
Sethictus’ magic highlighted a voided area on the map, magnifying the projection as her goggles rotated. “We have guard drones stationed a few sectors away, ready to be deployed at your command.”
The Emperor didn’t reply immediately. “No,” he said. “Just ensure all guards above hive level two are accompanied by enforcers. The threat level is too high for unsupervised drones – or less skilled combatants.”
Gitrix knew that last part was directed at him.
“Now, Gitrix,” the Emperor said. “Based on your performance thus far, I think it’s time you received a little upgrade, don’t you?”
“No, please!” Gitrix screamed and bolted for the door. Sethictus caught him in her magic.
“Thank you, Sethictus,” the Emperor gave her a light nod.
“It’s my pleasure to serve you, Lord,” Sethictus replied, the edges of her mouth raising slightly as she bowed.
“Lord, please, reconsider!” Gitrix kept crying. “I can do better! I have more tools I can use against the thestrals! Please, I beg you, don’t turn me into a drone!”
“Oh, don’t be so dramatic,” the Emperor waved a hoof in dismissal. “You’re too useful to be a drone…”
Gitrix breathed a premature sigh of relief, not realizing that his Emperor hadn’t finished speaking.
“Your legs, however, are expendable. Sethictus, ensure that this engineer is fit for service by the time you return.”
“At your service, my Lord.” Taking a bow, Sethictus looked up at the changeling she held in her magic. Pulling him into the shadows, she rubbed her hooves together and grinned. “I won’t lie to you, Gitrix. This is going to hurt. A lot.”