//------------------------------//
// Chapter 8: Pride 
// Story: The Lion's Roar 
// by I Am The Night 
//------------------------------//

In the span of ten seconds, Lyon already regretted his decision.

Then again, it wasn't every day that he found himself being propelled towards the paved streets of Canterlot after jumping from the gaping, burning hole of what used to be a prison cell. Of course, there was that time in Mareocco...

With whatever strength he had left in him, Lyon buzzed his wings hard enough to give him a momentary bout of flight, long enough to avoid falling into the crowded streets, and retreated into an empty alleyway. As soon as his wings gave out, Lyon hid behind a dumpster a few feet away and slunk against its side, catching his breath and mumbling. The entire time, he held his head in pain, more so the area around his horn.

"Great plan, Lyon," he said sarcastically to himself. "Blowing yourself up with half a horn in a magically suppressed jail cell? Real smart of you! Ow..."

Random sparks continued to protrude from the "tip" of Lyon's horn, but he knew it was fine as long as he used it sparingly. Not that disguising himself in earth pony form would work anymore, even if he had the strength to change. Assuming it didn't potentially kill him...

Right, time for an actual plan, Lyon thought as he occasionally glanced in the direction of the street. Get out of Canterlot, grab what I need from back home, hightail it out of Ponyville, find dear old mother, get rid of her, and try to fix everything! Simple, right?

The brief moment of optimism coursing through him quickly died.

Right... right.

The plan seemed simple... but it... didn't seem right. It wasn't right. Nothing could ever make it right. It would've been fine in his old way of thinking, maybe. 

But these were his friends. And he was talking about leaving them behind. Even if they didn't know who he really was, he still couldn't just abandon them like this. And if he did ever go off to find Chrysalis, and she was able to...

Oh, who was he kidding? Even if he did have the courage to abandon everypony, the plan was far from simple. The mother he saw in that wedding hall wasn't the same mother he knew then. He was lucky he still had his head upon his shoulders.

He shook those thoughts out of his head. He couldn't think about that now. He had at least one part of the mission to focus on—escape Canterlot. And judging from the countless royal guards that were now patrolling the streets just twenty feet away, all equipped with countless spears and bows and even swords...

Yeah, this was gonna be a cakewalk... totally.

"Real smooth, Lyon. Real smooth."





As the Royal Guard began marching their way down the brick roads of Canterlot, Twilight and her friends were busy searching corner to corner of the city in hopes of finding the escaped changeling.

Well, it was more them following Pinkie as she sniffed her way through the city like a lost puppy.

"Found it! Wait, no, that's just a sandwich. Aha! It's over... nope, that's a used tissue... ugggh! Wait, there he— Sorry, that's the same sandwich..."

As much as she loved her antics, Rainbow Dash felt she was seconds away from throttling the pink mare.

"Ugh," she groaned, "this is getting us nowhere! We need to be busting down doors and taking names, not sniffing moldy sandwiches!"

"Well, how do you know they can't actually turn into sandwiches?" Pinkie suggested.

"I... whuh... what?" Rainbow stuttered, watching as Pinkie grabbed the aforementioned sandwich from the alleyway and started to pick through its contents.

"Maybe it's all part of a super secret conspiracy! AttaaaAaack of the moldy hay sandwicheeeEeees!" Pinkie sang in a sinister tone as she flipped open the pieces of moldy bread to mimic a monster's mouth.

Fluttershy recoiled in a mix of disgust and fear. "Um... I might've eaten a hay sandwich this morning."

Pinkie dropped the sandwich back into the trash can and rested a hoof gently upon the timid mare's head. 

"Then it's already begun."

"Can y'all focus here?" Applejack asked in a frustrated tone. "We're supposed to be looking for a changeling. We don't got time to dilly-dally."

"I'm totally focused!" Rainbow exclaimed. "Focused on busting down doors!"

Rarity rolled her eyes at the pegasus. "Darling, we aren't going to find a changeling by breaking into ponies' houses."

"Well, what about after they open the door for us? Then it isn't necessarily breaking and entering!"

"..."

"Ugh, fine." Rainbow turned to the lavender unicorn, now leading the charge. "So, what's the plan, egghead?"

But Twilight didn't answer her friend. Instead, she continued forward, her head moving almost out-of-place with the rest of her body, and her eyes in a daze.

"Twilight?"

Still no answer. Applejack walked up to her friend and briefly tapped on her shoulder. Initially, there was no reaction, but a second, slightly rougher tap brought the unicorn out of her stupor.

"Wha...? Oh... sorry," she apologized, stopping in place.

"Are you alright, sugarcube?" Applejack asked with concern, noting Twilight's slightly distant eyes.

"I'm fine. It's just... I'm just thinking about Lyon. That's all."

"We all are, darling," Rarity remarked. "And we'll find him. Don't you worry. But we should probably look for—"

"The changeling. I know. I'm just..." Twilight stopped and stared at the ground for a moment, deep in thought, before looking back up to her friends. "I'm just trying to think of when he could've been replaced. Maybe that could help us know where to look?"

"Well... you got a point," Applejack said. "72 Hour rule and all, right?"

Twilight nodded.

"Had anything... odd happened at all with Lyon since we got here? Anything unusual or unlike him?"

The mares all shook their heads... only to stop almost at the same time.

"Actually," Applejack spoke, "... now that you mention it, Lyon was jumped on the way to the castle just after we arrived."

"Jumped?"

"That's right! Some ghastly stallion he bumped into," Rarity added. "And over a simple bump, no less!"

"Right... that scar... he was gonna talk about it after the wedding, but..."

"I think that stranger was also screaming about somethang really odd, like... ... like..."

"Traitor," the five mares all said in unison, even unnerving Twilight. They all looked at each other with nervous glances. Rainbow Dash held up her hooves in protest and landed to the ground beside Pinkie.

"Wait... so he was replaced literally ten MINUTES after we got here?" she asked. "How could we not have seen that?!"

Applejack lifted her hoof to stop Rainbow. "Now hold on, Sally. We don't exactly know that."

"Uh, what are the chances that some random schmuck and the changeling queen both happened to call him a traitor? There aren't a lot of Lyon-looking ponies in this city!"

Rather than attempt to explain, Applejack turned to Twilight, hoping that she might be able to shed a bit of her own ideas. But the mare found herself shaking her head in confusion.

"But in that case... that doesn't make sense," Twilight eventually explained. "He wasn't acting any different afterwards. We would've noticed that, at least."

"That's... that's true," Rarity said in realization. "The way your brother explained it, even the most skilled changelings have trouble replicating a pony's personality, do they not?"

Twilight nodded. "But he was acting just like him. All his mannerisms, the way he spoke... the way he spoke... the way he looked at me... That was all Lyon."

The five mares eyed each other with concern.

"Are you... sure, sugarcube?" Applejack asked. Twilight nodded slowly.

"Nopony could mimic any of that so well."

Twilight paused, looking up at the hole on the side of the castle, the fires now extinguished, but the charred texture still prevalent around it.

"At least... I hope not."





"How in the world did I get myself into this mess? ... Again?"

Lyon had to have asked himself that same question a dozen times as he climbed the side of the Canterlot living quarters palace. He had thirty different answers to that question, and only five of them he actually liked. Or was that too strong a word?

Before Chrysalis sparked him back, Lyon wouldn't have thought to come back here, much less sneak his way through alleyways while wearing a series of twisted rags that made him look more like a mummy than a homeless person. But he wasn't willing to start stealing money from ponies.

Besides, most of the guards had been off in the downtown areas, leaving the residential quarters practically unguarded. For the moment, at least. But with the front doors still being repaired at the time—it was more than just the doors, he noticed—Lyon had no choice but to take the long way around.

That meant climbing up a series of poles and pipes on the side of a building where a single slip meant falling thousands of feet to his death.

"I better get a Hooflitzer for this," Lyon grunted to himself as he gripped the cold pipes and lifted himself up.

It would've been fine, in his opinion, if he wasn't already severely weakened from the blowout. But juggling around in his mind, it was nowhere near the dumbest thing he had done.

Lyon stepped up against the brick wall, only for his hind hoof to slip against it. He stammered as he adjusted himself and buzzed his wings. Suddenly, he found himself breathing heavier than he was a moment ago.

But it might just beat the record...

After a few tense minutes, Lyon was able to successfully prop himself up back onto the lower ledge connecting the bedroom windows. He gripped his head in pain, but luckily his horn had stopped sparking for the time being. But that didn't mean he was going to try changing form anytime soon. All that mattered right now was getting back into his room.

"Please still be unlocked," he hoped silently, "please still be unlocked..."

Like he did before, Lyon slowly paced himself across the ledge, holding a hoof against the wall to support himself. The wind didn't seem as rough as it was the last time, but he still was careful not to move too fast. As he passed what he believed from memory to be Applejack's window, he stopped, taking a quick peek to check if anyone was inside. As soon as he was sure the coast was clear, he moved on.

Even though he was sure they were out in town trying to track him down, he couldn't risk being careless now, of all times.

Lyon crawled against the wall until he finally was once again standing by his own window. To his surprise and simultaneously glee, the window hadn't yet been fixed, the bolts still sitting beside the pane.

"Yes!"

With both hooves, Lyon pressed against the window and lifted it swiftly, yet gracefully, until he was able to fit through. He peeked his head in first, glancing around the room quickly, while his ears stayed attentive. With not a peep from even the dustiest corner, Lyon practically hopped into the room, fluttering in the air briefly as he gently closed the window again.

"I should really think of adding wings or something," Lyon whispered to himself as he set the window back in place, only to mentally facehoof. "Right... earth pony. Friends. Find. Me. Wouldn't work. Discovered. Ugh... I didn't really plan that whole part out well, did I?"

Lyon shook his head and turned back to the room, which had looked no different from when he last saw it. He was surprised nopony decided to pillage his room for any clues yet—but maybe that was a good thing.

"Now," Lyon began, "where did I leave that pouch...?"

The changeling started rummaging through the dresser drawers and under the bed sheets looking for a decent-sized pouch of bits—just enough to get a quick ticket for the next train out of Canterlot, assuming Shining Armor hadn't locked down the train station too.

Wait... the train... the shield...

Lyon winced.

"You idiot," he grumbled. "The shield's back up. Even if I did have the bits, how could I get back outside without the shield splattering me against the back of the train?"

But he paused.

"But... it didn't crush me before. It just... felt off. Maybe it doesn't affect changelings in a form? Ugh... this is getting complicated."

The sound of metal clinking against the marble floors behind him brought a shiver down his spine. Slowly, Lyon craned his neck a full 180... only to meet himself face to face with Spike, holding a bowl of what seemed to be ice cream, which soon also fell to the floor alongside the now identified spoon.

"... And now it just got more complicated. Great."

Spike stood frozen, staring at Lyon for several seconds, before holding up a claw and pointing at him while slowly backing towards the door he just came in through.

"Y-You... You're..."

But the door having closed behind him it seemed, Spike found himself pressed up against them, fear plastered into his eyes. Lyon held up a careful hoof, trying to find the words to say, but nothing seemed to come up other than simple uh's.

"S-Stay back!" Spike exclaimed while attempting a defensive stance. "Don't come any closer!"

"Spike," Lyon called out, "it's me. It's Lyon."

Inside, the changeling was cursing himself. Really? That's all you could come up with?

"No! You're lying! You're a changeling! You take the form of others to feed from their love!"

"I'm not like that, Spike. I promise. It's okay, I'm not gonna hurt you."

Despite Lyon's claims, Spike was still attempting to reach for the door handle. The young dragon continued to warn Lyon not to approach him, but it wasn't until a small puff of fire escaped his throat that the changeling chose to listen.

"Okay," Lyon said hesitantly. "Okay... I won't come any closer. Okay?"

Spike didn't move straight away, but he took on a sad glare. Lyon looked him back with sad eyes.

"Where is Lyon?" the drake asked. "What did you do to my friend?"

Lyon sighed, knowing he wasn't going to be able to lie his way out of this situation. Besides, he couldn't do that to Spike, being as young as he was. He trusted him too much.

"I am Lyon," he confessed. But Spike shook his head and snorted.

"That's not what you said to Applejack! She told us you didn't know where he was!"

Lyon winced again and sighed, bowing his head.

"I knew that was gonna bite me in the flank," he said loud enough to for Spike to hear. He looked back up. "Look, I... I was just trying to spare her the truth. I swear."

"And how do I know you're telling the truth now?"

The changeling opened his mouth, but stopped when he realized... Spike was right. There wasn't a way to show he was telling the truth apart from a lie-detecting machine, but even those were faulty at times these days. Besides, where was he going to find one at this very moment?

"Hmm..." Lyon hummed. "Okay... ask me something only I... I mean, Lyon... would know. About you, I guess."

Spike's hand lowered away from the door handle, but his postured stayed cautious. He was looking at Lyon with curious eyes, but ultimately played into the game.

"Okay, then... Who do I have a crush on?"

Really? It's that easy?

"Rarity," he answered. "She's been your crush since you came to Ponyville."

"And what race is she?"

"Unicorn."

"Hairstyle?"

"Curvy... I guess you can call it curvy?"

"Cutie mark?"

"Three diamonds in a triangular formation. Checkmate."

Spike relaxed just a bit more, even as Lyon tried his damnedest to hold back a chuckle. Of course everyone in the world at this point knew about Spike's crush, but he was willing to let it slide if it meant getting Spike to trust him.

"Do you believe me now?" Lyon asked.

"Not yet," Spike said. He placed a claw under his chin as he tried thinking of another question to ask. 

"I can wait. If you want, I can just answer random facts that no average pony would know about. Like... how Twilight nearly fell into Froggy Bottom Bog, how Fluttershy once tamed a manticore, how the girls dressed up as Mare-Do-Well to make Rainbow Dash jealous—"

"Who does Lyon have a crush on?"

"... I was afraid you were gonna say that," Lyon said with a sigh.

"And only I know who he actually has a crush on, so don't try lying to me about it."

He was right about that... Lyon hoped. He was the only one he ever really told. He wanted to tell Rarity at one point—since she seemed more the 'experienced' type—but he felt worried she would gossip her heart out accidentally one day, and suddenly everyone knows. It wasn't necessarily a bad thing... but he wanted to be the one to tell her.

Guess he already did that... technically.

With a blush, Lyon reluctantly answered. 

"Twilight Sparkle."

Spike stepped away from the door, but not before locking it. He quickly looked upon Lyon with more of an optimistic gaze, but his eyes remained squinted.

"I still don't 100% trust you... but you do know about that. And I tried my hardest to make sure nopony knows but him and me."

"And yet I know about it, meaning..."

"... That you're either a spy..."

"... Or...?"

Spike looked up, eyes locking for a moment as he froze in place. A mix of astonishment and confusion ran over his face.

"You're... telling the truth."

Though Lyon nodded faintly, inside he was letting out torrents of relieved breaths. He was nearly compelled to wrap the drake in a firm hug, but it was best to play things slow. He didn't want to risk bringing the Guard down on him.

Spike looked him up and down. Slowly.

"It... It's really you... isn't it?"

"Yeah. It's me."

Spike inspected him again, far slower than before. The air grew still around them, yet everything whirled about.

"So... you're a changeling."

"... Yeah."

The air was tense already, as if it hadn't already been. Spike carefully walked over to the bowl of ice cream he had dropped and picked it up, inspecting it for traces of dirt or specks upon it before reaching for the spoon.

"Have..." Spike froze, looking at Lyon who had still been standing in the same spot. "Have you always... been a...?"

Lyon nodded.

"Even before... this?" Spike asked, waving his spoon around to emphasize their current predicament, earning a second nod from the cautious changeling.

"I know—you've probably got a thousand questions ringing in your head—"

"That's... an understatement."

Lyon laughed weakly, only for the laughter to dissipate as quick as it started. "But I swear I had good intentions. I still do."

Spike took a scoop of ice cream and ate it hesitantly. "That would've been believable... beforehand."

"Yeah. Yeah, it would've."

Spike's eyes then grew, curious abound on them, and the ice cream hung in between his jaws.

"Wait," he began, "if you were a changeling before... then you... you knew about this in advance... You could've—"

His eyes took an investigative glance at Lyon, who couldn't help but scoff nervously and hold up a quick hoof.

"Not exactly."

Spike raised an eyebrow, unconvinced.

"I... may have wiped my memory before coming to Ponyville."

"Memory wipe?" Spike asked, his expression unchanging. "How?"

Lyon tilted his head. "I may have given Zecora a visit beforehoof."

"Wait, you knew Zecora before we did?"

"Kinda...? I mean, the time we all saw her together, I didn't exactly recognize her, 'cause of the... you know..."

"Right. Memory wipe."

"... Yeah."

Lyon cleared his throat in an almost timid manner, though he was more unnerved than timid.

"Look... whether or not you believe it's me, it's a really long story. But I promise you, I'll explain everything. Eventually."

"Or you could just come clean now," Spike suggested, setting the bowl down on the nearest desk. "Twilight and the others are out there looking for you right now. The whole city's on edge."

Lyon blushed again, this time in embarrassment.

"Yeah, I didn't really think the whole 'blowing up a jail cell' part through 100%. I probably could've done better than puking all over myself."

"What?"

"Long story... ish." Lyon moved again for the first time in a few minutes and started rummaging through the nearby desk drawers.

"Uh, what are you doing?"

Lyon shut the drawers with no luck. "I need to get out of here, Spike. I need to get on the next train out of here, get back to Ponyville, and grab some things from my house."

"For...?"

Lyon sighed. "My mother is still out there, and until yesterday, I thought she had died when she... The point is, she's still out there. And it's because of me that this all happened. And now it's my job to do what I should've done all those years ago."

"Which is...?"

Lyon's eyes caught his reflection in a nearby mirror. He had forgotten just how ugly he looked, how the rotted parts of the skin beneath his scales were blacker than black, how the broken horn upon his head mocked him as it always had. A constant reminder.

"Defeat my mother." He turned away from the mirror and ran over to the bed, glancing down under it. "But before I can do any of that, I need to find enough money to buy a train ticket. Do you think you can help me find a small green pouch? With a little red arrow symbol on the front?"

Lyon looked up from under the bed to see Spike standing there indecisively.

"Please, Spike? You're the only person I can trust right now."

Spike looked up curiously. "... Really?"

Lyon nodded.

"Well... okay, then. Green pouch, you said?"

Lyon nodded again, then smiled to the young drake. "Thank you, Spike."

"You're... you're welcome."

Lyon and Spike spent the next few minutes practically tearing the room apart looking for the supposed green pouch. From under the bed, to over it, to inside the cracks of the desks and dressers, but nothing came up. Lyon was completely flabbergasted. How could he have lost it? Where could he have put it?

"Where was the last place you remember putting it?" Spike asked Lyon.

"I—gnngh," Lyon grunted while pulling an ottoman above him. "I thought I put it in one of these drawers. Unless someone took it while I was gone! But nothing else is missing, so that doesn't make much sense."

"Are you sure you didn't drop it at the wedding?"

"No, why would I—"

Lyon paused, only to audibly groan with frustration.

"It's in my satchel. And let me guess: It's still sitting in the prison wing."

"Actually, I'm sure I saw Twilight with it when she ran off."

Lyon laughed in a scoff at the news, burying his face in his hooves. "Well, that's even better."

The changeling sighed in his hooves and tried coming up with an entirely new part of the plan—one that didn't involve resorting to petty theft, and one that preferably didn't involve him going out in broad daylight. He was no thief, not anymore, and he wasn't going to start again anytime soon.

"So, now what?"

Lyon lifted his head as an idea sparked within him.

"Do you happen to have anymore of those gems I gave you?"

Spike recoiled, but nonetheless nodded his head. "Why?"

"Because I might need to bribe the conductor. And maybe the co-conductor. ... Do co-conductors exist?"





A few hours passed in sleepful silence between Lyon and Spike, the latter of which kept guard near the door to warn the former of any approaching company.

Lyon knew Spike was still doubtful of his identity. The subtle glances he exchanged told more than he believed. But he knew Spike was working his way around the whole oddity of it all—even if it still seemed strange.

Knowing it was too risky to go out while the sun was still in the air, Lyon chose to wait until nightfall before going out into the streets. Once the sun had vanished beneath the horizon, Lyon glanced out the side window, hoping to see the streets below. However, the building was angled right enough to keep that from happening.

"Alright," Lyon began, "guess we'll just have to go out and see for ourselves."

"Uh, shouldn't we find something for you to wear?" Spike suggested, pointing to Lyon's default form. "I don't think you'll be able to blend in looking like that. Don't you guys transform?"

"Of course we do. It's just... for me, it's more taxing. I've only got half a horn."

Spike looked up at the broken horn and grew curious. 

"How did that happen?"

"..." Lyon stood silently, sighing off to a distant nothing.

"Chrysalis. Right."

"Most magic for me, even changing form, could... Well, let's just say it won't end well if I did it in too many bursts—even if someone like Twilight could do it without breaking a sweat. If I do it now, I might not have enough energy to run away if I get caught."

"Then we'll need to dress you up." Spike walked over to the door and unlocked it. He opened carefully and slowly to prevent any noise; the young drake peeked his head out the door and looked in both directions, even though the door was at the end of the hall. You can never be too careful.

Spike motioned a claw for Lyon to follow behind him. Though confused, the changeling paced himself carefully behind Spike down the familiar living quarter halls.

"Where are we going?" Lyon whispered.

"Rarity's got a ton of clothes sitting around. I'm sure we can find something for you!"

"Let's just hope it doesn't involve me wearing a maid's outfit."

Even though he couldn't see it, Lyon knew the young drake was already blushing deeply. He bit his lip trying to stifle a giggle.

"W-What makes you think she has something like that?"

"It's Rarity," Lyon stated simply. "I can think of thirty different reasons. And a half."

"... Do any of them involve dragons?"

"Let's keep going."

The duo continued down the hallway, which seemed to lack the presence of even the royal guards; that didn't surprise Lyon, considering what he had done earlier, but he was surprised Spike was all by himself.

Speaking of which...

"Why are you here, by the way?" Lyon asked curiously. "I thought you'd be helping Twilight look for me."

"I was," he exclaimed softly, "but she wanted me to come back here so I'd be safe. I told her I could handle myself, but she still treats me like a kid!"

"... You are a kid, Spike." The dragon turned back to glare at him briefly, but Lyon felt unfazed by it. "Don't act like it isn't true."

Spike scoffed, turning back around.

"Even if I am just a kid, I'm still capable of helping! So I decided I'd give your room a bit of good old detective work!"

"That explains why you were in there to begin with... but why with ice cream?"

"I can't exactly solve a missing persons case on an empty stomach, can I?"

"Fair enough."

Not more than a moment later, Spike and Lyon arrived at Rarity's bedroom. Like before, Spike opened the door slowly and peeked his head in. After a few seconds, he opened the doors wide and motioned Lyon to follow him inside. Instantly, the smell of perfume rang through his nostrils. That was the only thing he hated about Rarity's perfumes: the strength of their stench.

"Gods," Lyon said bitterly, "I'm never gonna get used to that."

"It's not that bad."

"You're telling me your nose hairs aren't on fire right now?"

"Nope," Spike admitted, but paused after closing the doors behind Lyon. "Maybe it's a changeling thing?"

"Probably..." Lyon said, realizing there might've been some truth to that, after all. "Let's just get something fancy and concealing and get out of here, alright?"

"Got it."

Breathing through his mouth, Lyon started to unpack all the individual suitcases Rarity had brought along with her. In any other scenario, he would've been barking why she had so many damn suitcases. But once this was all over, he was going to thank her for being overpacking!

If she didn't kill him, that is...

For several minutes, the changeling and dragon found bits of fabric and cloth capable of covering areas that normal shirts and pants would not be able to conceal. In front of the triple mirror that sat by Rarity's bed, Lyon tried on an assortment of different clothes, many of which seemed too obvious. Spike even recalled one of them making him look just like a mummy.

"If I wasn't already the walking definition of a rotting cockroach, I might've been a little offended. Maybe."

Eyeing the various clothing pieces that the unicorn had harbored, Spike's attention suddenly fell upon a trench coat and mask set. Swiftly, he handed them to Lyon.

"Will this work?"

"Let's see," Lyon said, taking the clothing from Spike's grasp and fitting them over his body. The most difficult piece of the uniform to put on was the trench coat itself, as it required him to fold in his wings as to not accidentally crush them inside. 

As soon as they were snug enough, he put on the beach hat that seemed to go along with it, which concealed most of his face, but still left it somewhat visible. However, attached to the trench coat itself seemed to be a fabric mask that could wrap around his face easily. As soon as it was done, there was zero indication a changeling's face could be harbored beneath.

The last thing to add were a set of gloves that covered his hooves, as well as a set of boots that he could fit his hind hooves into. As he looked into the mirror, Lyon saw a hidden figure staring back at him. Mysterious, creepy, but most of all: Canterlot... y.

"How do you feel?" Spike asked.

"I feel like I'm about to die of heatstroke," Lyon admitted, "but it should feel better off once we're outside. But I gotta say: I respect Rarity a whole lot more than I did before putting all this on."

"Welcome to my world," Spike said with a smirk. "Just... lay off the merchandise."

Lyon rolled his eyes with a muffled chuckle, then made one final check in the mirror to be sure he wasn't missing anything. After that, he started his way to the door.

"Let's try to stay away from the crowds as best as possible, alright?" Lyon suggested. "If we do get singled out, I don't wanna be surrounded by hundreds of fear-fueled ponies."

"Got it. Lucky for you, I know Canterlot like the back of my claw."

"Then you're my eyes till we get to the train station, okay?"

"Will do!" Spike answered with a brief salute. Lyon then grabbed Spike and lifted him onto his back. "Whoa... you're a lot stiffer than before."

"Yeah, I got that a lot in the past."

Spike raised an eyebrow. "How often did you have dragons riding on your back?"

"... I'll tell you when you're older. If I get out of here alive."

"Right..."





The streets of Canterlot at night were no less crowded than they were in the day, but it was only a matter of time before ponies were cramming themselves back into their homes. Behind the chilled chirping of crickets, a distant voice screamed from an intercom.

"Attention citizens of Canterlot:" the voice boomed, resembling the very tone of Shining Armor, "A rogue changeling has escaped from the royal palace and is on the loose. If you encounter this changeling, DO NOT try to apprehend it yourself. Locate your nearest Royal Guard and they will help you. Your life is important."

And the message would repeat every couple minutes. By the fourth loop, Lyon and Spike were far from the castle by now, and courting their way through the outer edges of the city.

"So what's it like being a changeling?" Spike asked in hopes of passing the time, though careful not to ask it too loud.

"Uh... It's... something," Lyon said almost reluctantly. "Not much of the good kind of something, either."

"Are there others like you? Ones that aren't exactly... y'know...?"

"Ravenous, lovethirsty serpents of death?"

"Uh... yeah...?"

"I..." Lyon chewed on his lip for a moment before sighing. "I don't know. But there used to be."

"Well, what happened to them?"

Lyon sighed again. "I'd rather not get into that. At least, not right now... okay?"

Spike nodded his head and tried to think of another question that wasn't so similar.

"Is any of the stuff you told us in the past true?" Lyon looked up at the drake as if looking for more details. "I mean, your past life. You used to talk about growing up in Baltimare, then travelling from place to place and dealing with some scandals here and there..."

"Ah, that stuff," Lyon realized. "Yes and no. All that stuff did happen to me one way or another, but it didn't happen in the right order. I hoof-picked specific memories to shape the persona I was going for. So while a lot of it wasn't really fresh from my mouth... I was never lying to you guys."

"Really?"

"Really. I guess I just... wanted to be sure there wouldn't be any holes in the stories without me knowing. Plus, I... I don't really like lying."

"Huh," Spike said with a huff. "Well, why did you decide to wipe your memory?"

Lyon bowed his head, but kept it level enough to see where he was going.

"I've lived a long enough life that I wanted to just... forget. At the time, it sounded like a good idea. But after everything that's happened... that's probably one of the dumbest things I ever did."

"I wouldn't say that."

"Why not?" Lyon looked up.

"You said it yourself, right? You had no idea your mom was alive, so you did what you thought was the right choice."

Lyon shrugged. "And now we're stuck in this mess."

"Well... it could be worse."

Lyon scoffed a laugh.

"Yeah. It could."

As the duo turned the next corner, the familiar sights of the train station platform came into view. So did the countless guards that occupied it.

"And now I remember why that should never be said."

Spike hopped off Lyon's back and observed the station perimeter. Countless guards stood around the platform, more so than when they first arrived, but other than that, it seemed that ponies were still coming and going as they pleased.

"I thought Shining Armor would've locked this down too," Spike said, mentioning his words back in the delegation hall. "They must have some crazy security detail if they're keeping it open."

"Then that means getting in the usual way is out of the question, unless we plan on hijacking the thing."

"We're not... going to, are we...?"

"Wouldn't be the first time, heh...  but no."

"Phew," Spike sighed in relief. "So... new plan?"

Lyon didn't respond immediately, instead looking at the individual train cars that made up its overall form. Most of the cars were passenger cars, but the last few cars seemed to be that of storage units. Those typically had doors on both sides.

"Ever snuck into a storage car before, Spike?"

"Not... exactly."

"Neither have I. But hey, first time for everything, right?"

Lifting Spike onto his back once again, Lyon started for the train station, but halfway there, he instead moved off the trail, making his way towards the back end of the train that lay shrouded in the darkness. As he approached the series of storage cars, he was surprised to find that not a single guard stood back here; from experience, these types of cars had a lot of valuable goods, so it seemed careless that they would—wait...

Lyon placed his ear up to the nearest car, only to hear the sound of muffled conversation. Deep, gritty voices with almost a commanded tone to them...

"Damn it," Lyon whispered, "I was afraid they'd be in there."

"Guards?"

"Yeah, and a lot, it sounds like." Lyon let out a snort, circling his way back around the car until the train platform was visible again. Ponies were still making their way up the steps and into the train, occasionally showing off tickets, but in some cases they spouted some bits. No gems or emeralds, though.

Lyon furrowed his brows—though that was difficult to pull off under a mask.

"I guess we really don't have a choice, after all."

"I don't know, Lyon," Spike said with concern. "It seems a bit risky."

""A bit" is laying it on thin. But we don't have any other options. It's only a matter of time before I'm found out. We need to go now."

"Well, do you have a plan?"

"Just... one. And..."

"And...?" Spike waited for the changeling to answer straight away, but he stood in silence for a moment before inevitably sighing. Only the sigh didn't sound like him. It sounded like...

"Just trust me... okay?"

...

"You're not seriously going to pretend to be Twilight dressed like this, are y—okay, yes you are. This is happening. Great."

"Shh," Lyon hushed Spike in Twilight Sparkle's recognizable voice as he walked carefully towards the train platform. Just like changing physical form, Lyon was also able to modify his voice to sound like someone else. But also like changing physical form, he was only going to get one or two shots at this for a good chunk of time. Anymore, and...

"Are you sure about this?"

"Not 100%..."

"Well, that's reassuring..."

"... but it's better than nothing, right?"

Spike didn't answer. Instead, he scanned the platform the closer they got, and was slightly relieved not to see Twilight herself nearby. It would've definitely made things more complicated than they already were.

Standing by one of the open side doors of a passenger cabin was one of many identical guards, of which he overlooked every mare, stallion, and foal that entered the car. Lyon figured out the rest of the short term plan as the line in front of him got shorter. What exactly was he gonna tell the guard?

"Next!"

Really wish I took up that improv class.

Lyon stepped up to the guard, who tilted his head at the overall attire. He seemed a bit suspicious, but perhaps it was more so curiosity, especially for a pony leaving Canterlot.

"What's with the fancy getup?" he asked.

"Uh... it's complicated. You see, I... um..."

LYON. This is not a good time to catch a frog in your throat.

The guard began narrowing his eyes as he inspected Lyon top to bottom. Nothing from the clothing alone could indicate his true form below, but Lyon knew he was going to figure out something if he didn't say something in the next two seconds. Luckily, Spike seemed to be right there to help him along, as he waved for the guard to come in close to whisper into his ear.

"Relax, my guy. It's just Twilight. Celestia wants us undercover while in Ponyville. Can't be too careful, right?"

At first, Lyon wasn't sure if that alone was enough to convince the guard. But as he pulled away, he gave a brief nod.

"My apologies, Lady Sparkle," he said in a quieter tone of voice. "I didn't recognize you beneath all that clothing."

"That's good!" Lyon exclaimed in Twilight's gleeful tone, only to catch himself. "I mean... well, that's fine. Sorry. I didn't want to blow my cover before I got back to Ponyville."

"Understandable. However... I'd recommend something less... er, suspicious."

Lyon giggled. "Of course, sir. But I can't be too careful, can I?"

"Well... I suppose not," the guard agreed with a shrug. "Should we have any guards accompany you during your stay?"

"That won't be necessary," Lyon dismissed with a hoof. "I've got my number one assistant with me in case anything goes wrong. Right, Spike?"

Spike nodded his head firmly with a grin. "Yup!"

The guard nodded back to the both of them. "Well, I won't keep you waiting. Do you have your ticket?"

A moment later, Spike took out what appeared to be a massive sapphire gem from one of the trench coat pockets and planted it firmly in the guard's hoof. Lyon feigned shrinking backward sheepishly.

"Sorry. It was kinda on short notice."

But the guard seemed to be far too enthralled in the sheer size of the gem. The way it shone, how he could see his crystal clear reflection staring him back...

"Not a problem at all, Lady Sparkle. Go on in. And safe travels."

Lyon curtsied. "And to you, sir."

The guard bowed to who he believed was Twilight, and let the two inside. Lyon stepped upon the train car and began navigating his way through the passenger cabin, until he found a clear enough portion where nopony sat. Spike hopped off and took his own spot, and Lyon plopped down next to him, letting out a brief sigh, which turned to a muttered groan as he undid the voice changing spell.

He bowed his head and let out a slightly pained sigh. He also noticed Spike glancing at him every couple seconds.

"... You curtsied."

"Not a peep to anyone, understand?"

"If you can get me another sapphire gem."

"... Deal."

Their conversation ended with the sound of the train horn several cars down blowing out steam and whistling into the evening air. A few moments later, the doors of the passenger cabin were shut tight. But even with the sound of the horns and doors, the voice playing over the city intercom could still be heard to Lyon.

"—Your safety is important."

That bugged Lyon. He didn't know if he had the right to be bugged by it, but he just couldn't help it. He sympathized with everyone, he really did. The way Applejack cried as she ran off thinking he had been abducted, the way Shining Armor screamed at him as he recalled Cadance being tortured right beneath his hooves—he understood their frustrations. But it didn't mean they weren't wrong.

"Hey," Spike said eventually, prompting Lyon to look down. "You okay?"

Lyon sighed.

"I'm not looking forward to when this is all over."

The changeling stared outside the window, not watching anything in particular. He just wanted something to look at without focusing on the details. Spike eyed him with concern for a few moments before looking down at his claws.

"Me neither."





"I'm just saying," Rainbow started, "she was shifting way too much in her seat, that's all!"

"Well, what the hay did you expect?" Applejack exclaimed questionably. "Ya darn near tore her hoof off the way you barged in like that!"

"She ran off too fast! I just had to be sure!"

Rarity deadpanned. "Darling... we were invaded by creatures that round ponies up and replace them in a heartbeat. Did you honestly think she was going to just sit down and talk with us over a cup of tea?"

"I wouldn't have drunk it anyway. And if she did turn out to be one of those creeps, it'd be up to me to mop up the place!"

"And pray for Celestia and Luna if that ever ended up being the case."

Rainbow Dash glowered at the unicorn, only to roll her eyes and groan. "Okay, fine! So we tried my way and it didn't work! We still wasted five hours walking through Canterlot and not finding a single clue!"

The annoyed expression on the pegasus' face quickly turned into slight dismay.

"Look, why don't we just go back to the castle and call it a night? It's obvious we're not gonna find anything tonight."

Eyes turned to Twilight, who was already beginning to look frantic with wear, her frazzled mane getting in her eyes and her magic becoming strained as she struggled to hold a map of Canterlot in front of her, labeled with a variety of locations the changeling could've run to. Anyplace that was easy to blend in—nightclubs and local taverns—seemed like a good bet as any.

"Twilight?" Rarity called out, earning a confused glance from the mare. "Do you want me to hold that for you, dear? Save your strength?"

Save your strength.

Twilight recoiled, then shook her head to collect her thoughts.

"Sorry. Yeah... yeah, here you go," Twilight replied, levitating the map over to Rarity, who picked it up without hesitation. Twilight immediately felt like a weight had been lifted off her shoulders, but the strain overall still lingered.

All of them noticed how distant her eyes had become in such a short time. She seemed like she was constantly gazing at the streets and the ponies that inhabited it, but nothing from the neck down. She was looking at their faces and their hair and tails, the color of them. They could've guessed three different reasons why she did, but it didn't matter.

"Darling," Rarity spoke up again, "I think we should consider Rainbow Dash's option and just go back. It is fairly late."

"Rarity's right, Twi," Applejack said. "Besides, I think you could use the rest more than any of us."

Twilight turned to her friends with concern in her eyes, but it was clouded by exhaustion. "But—But the changeling—!"

"Ain't going nowhere. Your brother'll make sure of that, no doubt. And I don't think any of us will be able to take on even a single changeling if we can't even keep our eyes open, don't ya think?"

Twilight wanted to protest against it, to run out deeper into Canterlot and be more thorough with her search. A part of her wanted even to follow Rainbow Dash's example, and to tartarus with the consequences!

But no matter how tired she was, she'd never really do it. That was a line she'd never cross.

"You're right," Twilight confessed with a sigh. "Sleep deprivation isn't going to help us."

Then the mare looked off into the distance again, watching as the remaining ponies wandering the streets started huddling indoors.

Twilight's voice grew quiet. "I just hope Lyon is okay... wherever he is."

She flinched when she felt something touch her shoulder, only to relax when she saw Applejack looking back at her.

"Lyon is one of the strongest ponies I know. As strong as you and me put together. I know he'll be okay. And even if he..." Applejack hesitated and let out an unsteady breath. "... even if he ain't... okay... those changelings would be dumb enough to do anything more than give him a couple punches."

Something about the way she said that scared Twilight. She knew it was in good faith, but the idea of Chrysalis or any of the changelings taking Lyon and... killing... it made her blood boil and run cold all at the same time. Regardless, Applejack was right. Even someone like Chrysalis should know better than to kill any potential hostage if it meant her very life.

"Hey," Applejack spoke to Twilight in a softer tone, cupping her chin in her hoof. "Lyon will be okay. Do you understand? We'll find him. And we'll knock down any of those varmints if they try otherwise."

Twilight could feel the tears forming in her eyes, and Applejack could feel the poor mare's form shiver slightly. Before she could ask, Twilight pulled away and wiped her eyes out of sight of the others—even though they knew, they said nothing.

"Alright. Let's go back. We'll rest up, and first thing in the morning, we'll continue where we left off."

"Sounds like a plan, darling," Rarity said with a faint smile.

The six mares immediately started towards the castle, glowing faintly on the other side of Canterlot. They had spent the entire day exploring a chunk of the downtown area, and beyond some promising clues, there was nothing of value for them that could help their search for the changeling. They tried scouring the immediate area where it might have fallen, but by the time they got there, it was gone. However, Twilight was able to find distinct traces of magical residue scattered in one of the alleyways by the palace, indicating it was weakened or at least heavily fatigued.

But being several hours since then, who knows where it could be or how well it's recovered? For all she knew, any one of the ponies around her could be the changeling!

However, Twilight found herself glancing at the suppression field machines the guards had been setting up around the city. These machines, as complex as they were, could render a creature's magic entirely inoperable as long as they were in its vicinity. They had enough changeling residue apparently to fine tune it to single out any stragglers.

She recognized them fairly quick, as she had seen similar machines installed during the Balefire War back when she was a filly. But given that the war only lasted an hour, these would likely be up for as long as Celestia needed them to.

Hopefully not forever.

After a few minutes of twists and turns, the six girls eventually passed the train station, still operating normally despite the heavy influx of royal guards perched on the platform.

"Yeesh," Rainbow expressed, "I'd hate to be the changeling that gets pegged by those guys."

Rarity rolled her eyes. "Did you really have to use that—"

"HALT!"

A loud 'eep!' escaped Rarity's throat as the girls were suddenly surrounded by countless royal guards, all of them pointing either spears or arrows at them.

"Word...?" she squeaked. 

"What is the meaning of this?" Twilight asked in a demanding tone, stepping forward to the supposed leader of the group. Rather than answer her question, the guard raised his spear at her.

"Silence!" he shouted at her, then turned to two distant guards standing by one of the suppression machines. The two guards nodded, and he returned his cold gaze to the unicorn before him. "Who are you?"

Rainbow eyed the guard in disbelief.

"Uh... you're kidding, right? Twilight Sparkle? Princess Celestia's pu—"

"Lady Sparkle and the dragon just left Canterlot on a train no more than ten minutes ago," he declared, earning the shocked gaze of all six mares.

"WHAT?!" they screamed simultaneously.

"Dragon?!" Twilight shouted.

"Spikey-Wikey!" Rarity screeched, choking in a sob before fainting just a moment later, Fluttershy and Applejack barely catching her in time.

"Why didn't you stop her? I mean it! I mean..." Twilight stomped her hoof. "Urggh! I'm the real Twilight!"

"Then you don't mind if we run a quick test on you, do you?"

"Test? But I—"

"Fire!"

Pressing an assortment of buttons on the machine, a small magically-charged laser struck Twilight, engulfing her in its influence and trapping her in place. The others attempted to help her, but were kept back by the guards.

Twilight tried to hold back her screams as the machine's magic coursed through her veins, inspecting every inch of her body, from her hooves to her horn. She grunted and moaned in pain as it practically dug through her.

Maybe this was why she was so afraid of them growing up?

Finally, in a matter of seconds, the beam released Twilight from its grip and dissolved into little sparks that twinkled in the air. Twilight fell to the ground and was left panting heavily, struggling to get back on all fours. Rainbow Dash and Pinkie Pie ran to her aid and helped her up.

"You okay, Twilight?" Rainbow asked in a worried tone, carefully inspecting the mare's body for any physical damage.

"I... I'm f-fine..." she answered with her head on her hoof and trying to hold back any potential vomit. The guard watched her with confusion.

"Lady Sparkle? But... that means..."

His eyes widened in realization, and he whipped his head around to face the platform.

"Stop that train!"





On the train, Spike watched through the port side window with sadness as the towering buildings of Canterlot got smaller. He didn't exactly regret leaving Twilight without her knowledge, but he wasn't going to just sit in a room all day and do nothing, even if he didn't bump into Lyon.

Lyon continued to gaze out the starboard side window, with nothing but the distant town of Ponyville to catch his sight. Even at night, he could see it shimmer and shine. Even now, he was still wondering if they already knew of the situation. He didn't have any kind of plan for such a predicament if that turned out to be the case. He wasn't necessarily a 'make-it-up-as-it-goes' kind of person, but he didn't like rushing into something unless he knew what he was getting into.

All he knew is that he'd have to be ready for anything the moment the doors opened. Anything could be waiting on the other side.

Lyon stepped away from the window and walked over to Spike, who acknowledged him for just a second before looking back to the window. A moment later, Spike returned the gaze.

"So what exactly are we going back to Ponyville for again?" Spike asked Lyon.

"The whole time I was living in Ponyville, I kept having some freaky Deja Vu at home—like I'd been there before," Lyon explained. "Turns out I already had. In my closet, there's a secret box I stashed away beforehoof one night, and I swore I'd never open it until the time was right."

"And, you know, getting your memory back?"

"... That too," Lyon admitted with a chuckle.

The changeling shifted in his seat, adjusting the mask on his face to better breathe through it. If the cabin wasn't occupied, he would've just taken it off until then. Even with the goggles covering Lyon's eyes, Spike could still notice him looking back. 

"I know you kinda came with me on short notice, but... thank you, Spike."

"For what?"

Lyon tilted the upper half of his body slightly. "For sticking with me. I know you're still hesitant on this whole thing, and with me being... y'know... but I'm glad you didn't just turn me in."

"Well, I wanted to help," Spike claimed. "And besides... if it turned out you weren't the real Lyon after all, I'd still be getting the truth... one way or another."

That statement had a thousand implications, and very few of them were in any way comforting to Lyon. But maybe that was Spike's point.

"I'd never lie to you guys... changeling or not."

"Good," Spike finished and once more turned to the window.

Only to tense up just a second later.

"Uh... Lyon?"

"What? What is it?"

Lyon clamored beside the young drake and looked out the window with him. Immediately, Lyon felt dread wash over him as Canterlot stood red, many of its fore-lights turning a bright crimson—signaling an alarm. It was just seconds later that he could see the shapely silhouettes of a dozen pegasi flying towards the train at high speeds.

All of them wore the armor of the royal guard.

"Oh no," Lyon spoke softly.

"They found us!" Spike exclaimed, turning to the figure beside him. "What do we do?"

Lyon scrunched the lips beneath his mask as he searched the room around him. Beyond the benches and the ponies that sat upon it, there was no place to hide in this cabin, and given how many cars stood in front, many of them would be the same.

"Quick, on my back!"

Without much hesitation, Spike climbed onto Lyon's back. With a push of his hooves, he stood on all fours and quickly dashed his way through the cabin. Instantly, everypony around him turned to watch him sprint to the front of the car. With a quick flip of the lever, Lyon successfully opened the door and proceeded to the next car in front—a kitchen, it seemed!

Lyon apologized his way through the cabin as he ran past the few chefs and bakers that were cooking presumably dinner at that moment. Near the end of the cabin, he felt his hooves move under him as he almost slipped on a puddle, but was able to just catch himself by grabbing hold of what he assumed was table cloth. It wasn't until recovering himself that he realized it was the cloth of a chef's uniform, belonging to the very chef that now sat in a puddle of spilled tomato sauce.

"Uh... sorry?"

Lyon didn't need to know much Prench to know the chef cussed him out as he fled into the next cabin, this time a dining car. Ponies sat at individual tables, segregated by their social classes. Lyon didn't see a single pairing of royal and rural folks.

Then again, you see less than usual when you're hopping on top of tables and trying to escape an army of highly trained soldiers.

As Lyon hopped off the last table at the end of the car, he made a dead sprint towards the door, glancing back to make sure Spike was still holding on tightly. Sure enough, he was, muttering to himself not to let go.

Before he could reach for the door handle, two silhouettes appeared in the window pane, freezing Lyon in his tracks. He started to back up to the tables, stopping only when he heard the sound of the door at the other end sliding open to reveal four various pegasi guards.

"Stop, changeling!" one of the guards yelled. Instantly, the onlookers throughout the cabin backed away from Lyon and fled towards the back end, muttering nervous gibberish.

Lyon stood in the center of the cabin, with four guards and several scared passengers on one end, and two guards entering from the other, no doubt with the rest of their fleet standing behind them.

"A new plan would be nice right about now!" Spike exclaimed nervously.

"You!" another guard shouted, pointing to Lyon. "Release the dragon! This is your only warning! You have twenty seconds!"

Lyon looked at his surroundings again. Both exits were completely covered, and even if he could fly over them—had his wings not been crushed under a trench coat—they would just as easily tackle him before he could flee.

Which left the side windows. Preferably the ones not observing the mountainside.

"Okay..." Lyon whispered to Spike. "New plan."

"Yeah?"

"You go with them."

"What?!" Spike nearly exclaimed. Lyon tried to make eye contact with the young dragon, but at this angle, it was difficult.

"We both know it's me they're after. And I can't have them running after me knowing you're with me too. Even if everything slips, Twilight would never forgive me if something happened to you on my watch."

"Ten seconds!" the guard shouted.

"I'm not just gonna leave you here!" Spike whisper-shouted.

"You don't have a choice! I'm not letting you get hurt!"

"I'm not gonna let them kill you!"

"Five—!"

"Stop! Wait!" Lyon yelled, holding up his hooves defensively. "Wait... I..."

Despite the feeling of Spike's frustrated glare staring him down, Lyon was willing to pass it by.

"Okay. You can have the kid."

Lyon picked up Spike from his back and placed him on the floor slowly. The drake turned to watch him, chewing on his cheek in annoyance. But it was a facade, clouding the fear bubbling inside of him. But Lyon wasn't afraid.

"Go," he whispered. "I'll be alright. I promise."

Reluctantly, Spike slipped away from Lyon after a few seconds, walking cautiously towards the two guards at the front end of the car. They grabbed and placed him behind their bodies while staying still. 

The entire time, Spike never took his eyes off him.

"Changeling, you are under arrest by direct order of Princess Celestia of Canterlot!" the first guard exclaimed, stepping forward a couple steps. "You will return with us and answer to the highest authority present! If you refuse these terms, we have clearance to use lethal force against you, should it be necessary!"

Lyon could feel the heat run through his body as the weight of the clothing finally started to take its toll. But it was because of this feeling that he had another idea.

"Do you mind if I take my clothes off first?"

The lead guard raised an eyebrow. 

"Excuse me?" he asked.

"It's a little hot under these clothes. Can I at least take them off first?"

The guard glanced at the others beside him, then looked to those standing at the front end. None of them were entirely sure what to make of it.

"You can take your clothes off when we get back to Canterlot," he said to Lyon.

"Yeah, sure... if you want to take them off a corpse," Lyon quipped. "Changelings can't handle high temperatures like this for too long. I was planning to ditch these until you kinda... well, ruined that."

Most of that was a lie, of course. But they didn't know that. Lyon supposed that was the only benefit of his race for the time being.

"Sir," one of the side-guards whispered, loud enough for Lyon to hear. "The princess wants the creature alive. He seems to know something about Lady Sparkle's missing friend."

The lead guard turned back to Lyon with a faint glare, realizing he didn't have much of a choice.

"Very well, changeling," the leader allowed. "Strip here and then come with us."

With a gentle nod, Lyon started to undo his clothing. The first to go were the mask and hat, revealing his face to the entire cabin. Everyone gasped and murmured in horror, uttering foul obscenities.

Lyon had heard it all. He was ever rarely self-conscious... at least, he used to be.

"Faster, changeling!" The guards stepped closer to Lyon threateningly as he slowly started to take off the jacket.

"Hey, you try taking off fifty layers of fancy clothing when you're sweating like a steam engine!"

As Lyon took off the trench coat, he turned to the nearest duo of guards. Spike stood by the door, curious.

"No, seriously! Try it yourself!"

With a quick wind up, Lyon suddenly threw the heavy coat at the guard duo, striking them successfully and temporarily blinding them. Spike flinched, but otherwise watched as the guards struggled to remove the coat from their heads.

The changeling whipped his way around and pointed his horn towards one of the side windows. Magic flowed through his body, and he felt pressure build up inside him. His horn glowed a bright yellow, forming a small ball that flickered rapidly; his eyes glowed a similar shade.

"Stop! Now!" one guard shrieked as he made a sprint towards Lyon. However, before he could reach him, Lyon fired the burst of magic fire into the closest window. 

The glass pane shattered on contact, exploding outward and causing pieces of glass and potential shrapnel to fly in all directions. While most of it was sucked out the window, the rest flew about the cabin. However, Lyon was able to shield it before it could cause any harm to the passengers.

While everypony was in a daze, Lyon took the opportunity. Rearing up his legs, he sprinted as fast as he could in such a small space, and with a great kick of his legs, he leapt out the window, the contrast of warm/cold and bright/dark more than blatant.

Exposed to the open air of the valley that stood below Canterlot, Lyon wasn't afraid of crashing into anything. Just falling too fast.

"C'mon wings," he exclaimed with a shortness of breath, "don't fail me now!"

Mid-air, Lyon adjusted his body position so his stomach lay flat, aiming to the ground, and his wings stood equally outward. While they didn't unfurl like the wings of an average pegasus, they were still able to buzz with the power of the most majestic of cicadas. 

In a matter of seconds, Lyon was no longer falling to what would've been his death. Instead, he soared the sky like an eagle.

He couldn't remember how long he laughed for. All he knew is that he laughed all the way to the ground. And he didn't care who heard.


*-*-*-*-*-*-*-*-*-*


Twilight was no longer on the verge of passing out. As long as Spike was out there, she wasn't going to get a wink of sleep until he was back.

She and the others sat in the engine car of the repair train. On most occasions, it was only used in the events of a train breaking down near Canterlot, but Celestia insisted for the exception. 

All of them sat in their seats, antsy and worried. Out of all of them, the only runner-up to Twilight was Rarity. Twilight sometimes saw Rarity's past worries for Spike as not exactly pretentious, but not entirely serious.

However, pretense was nowhere to be seen in the unicorn's eyes, or anywhere on her face. Her body was shaking, and her gaze was distant even from just looking at the floor in front of her. They weren't empty, either. Just nervous.

"Rarity?" Twilight called out, leaning forward to get her attention. "Are you okay?"

Even though it was clear she didn't seem it, Rarity nodded.

"I'm fine, darling. I'm just worried about—"

"I know. Me too."

The fashionista sighed and lowered her head. "I knew it was a mistake to let him go alone. It's my fault he got foalnapped, isn't it?"

"No," Twilight insisted, "it's my fault. I'm the one that let him go in the first place. If there's anyone you should be upset with, it's me."

Rarity glanced at Twilight with sorrowful eyes, yet she smiled briefly.

"Twilight... I could never be mad at you." Then suddenly, Rarity shrunk back with a blush of embarrassment. "Well... unless you count the rehearsal as an exception...?"

Twilight shrunk back too, but couldn't help but giggle. "It's fine. I promise. None of us knew."

The mare held Rarity's hoof firmly in her own, her smile greater.

"But now that we're on our hooves, we're gonna stick together from now on. No matter what happens, we stay together. Right, girls?"

Twilight turned to the other four mares, all of whom gave nods and voices of approval at her words.

"We'll get Spike back, we'll find Lyon, and we defeat Queen Chrysalis together. Right?"

"Right!" they shouted in unison. Twilight grinned and sighed with satisfaction.

A moment later, the train began to slow down, signaling their approach. Twilight looked out the side window to see the most recent train sitting in the distance, stopped just inside a tunnel with its lights still on. 

Once the repair train stopped in its tracks, Twilight and the others immediately got out and walked their way to the passenger train. As they got close, they noticed the countless ponies that stood outside, talking in individual conversations as royal guardsponies asked them a series of questions, from what they were doing at the time of the mentioned "incident" to what the creature looked like. 

One of the guards noticed Twilight approaching the scene and met up with her.

"Lady Sparkle," he greeted her with a bow. Twilight greeted him back with a quick curtsey.

"Is everyone alright? Did anyone get hurt?" she asked him. To her relief, he shook his head.

"Everyone is safe. A bit shaken up, but otherwise safe."

"And Spike...?"

Before the guard could answer, Spike emerged from the crowd of ponies.

"Twilight!" he yelled.

"Spike!" she exclaimed, and the two ran to embrace each other in the middle in a tight hug. "Spike, I'm so sorry! I shouldn't have let you go alone! Are you alright? It didn't hurt you, did it?"

The drake's brief smile turned to confusion. Or was it a bit of hurt she saw instead? Regardless of what it was, it caused Twilight's expression to change as well.

"Oh. IT. No. No, I'm okay."

Twilight looked up to the guards, the question already bubbling in her throat.

"We've already tested him, miss," one of them said. "He's not one of them."

With a sigh of relief, Twilight hugged Spike once again, but the confusion never left her face. Why did he seem hurt when she asked? Did it threaten him?! Them?!

She wanted to ask, but Rarity's joining into the hug made it difficult to do just that. But she couldn't blame her, and instead let it be for now—against her own wishes.

"Lady Sparkle!" shouted a distant guard as he approached Twilight from afar. By the time he reached her, he was out of breath, taking a few moments to catch it up. "I'm afraid we've lost sight of the changeling. It jumped from the window mid-ride. By the time we stopped the train, it was gone."

"Any idea where it might've gone?" Applejack questioned. The guard wanted to shake his head, but he stopped himself.

"The Everfree Forest is not far from here, just a mile or two south. If not there, then it's likely en route to Ponyville."

"What?!" Rarity exclaimed at the mention of Ponyville. "My sister is in Ponyville!"

"And the animals!" Fluttershy added.

"And Apple Bloom!" Applejack shouted, turning to Twilight. "We gotta stop it before it hurts anypony!"

Rainbow Dash reared her fore hooves. "Yeah! Let's pummel that freak!"

"Wait!"

Everyone turned to the source of the voice. Spike pushed himself from Twilight and Rarity, and stood with his hands raised in the air. Some of the train's passengers murmured in confusion.

"He doesn't want to hurt anypony!"

"Huh?" many of the ponies replied in unison. The murmurs grew louder, becoming a mix of disbelief and suspicion. Some of it seemed on the verge of outrage. Even one pony claimed the changeling had already 'corrupted the poor boy's mind.' The guards were able to calm down the ramblings until they were nothing but whispers.

Twilight glanced at the resf of her friends with bewilderment before turning to the lone drake. 

"Spike, did that changeling knock you upside the head or somggagh!" Rainbow Dash tried to ask, but was cut off by a quick elbow to the gut by Applejack. Twilight glared slightly at Rainbow before turning back to Spike.

"Spike," Twilight asked curiously, "what are you saying?"

"I... I..."

Spike felt the stare of everypony around him. From the passengers on the train and the royal guards, to his closest friends, all of them already eager to know what he was thinking. He felt the pressure bearing down on him, as if afraid to say the wrong thing and be persecuted for it. 

But he was willing to swallow his pride if it meant getting what he wanted.

"I think he's telling the truth."