Chrysalis: Rise of the Changeling Queen

by Mystic Mind


Chapter 4

From that point on, faelings slowly began to disappear from public life. Many were reluctant to take on pony disguises, but they soon enough relented. After all, beggars couldn’t be choosers when their entire race was on the verge of starvation. As the months went by, with winter’s fury unabated, the ponies continued to fight.

Though the pony tribes had no love for each other, their ego was as strong as ever, ballooned by competition over superiority. Like Arista, most faelings found this love to be vastly different to their normal diet. It had a bitter taste, and it was much less filling than the love for one’s friends, family, or significant others. But it was better than nothing.

Chrysalis did her best to hide this from Thorax. For a while, she placated his feeble attempts at peace negotiations. All it took was a few token phrases: an ‘I believe in you’ here, and ‘you will always be loved’ there. His love kept her going, but she knew it couldn’t last forever. What a fool he was, preaching about peace to deaf ears and closed minds. He would sooner break himself than give up on this wild goose chase.

So, on the one-year anniversary of the Discord pact, Chrysalis decided it was time to push her dearly beloved in the right direction. Thorax was always strict with his schedules, leaving to commence talks, then returning at the exact same times each day. With this knowledge, Chrysalis could set the perfect trap.

The route Thorax took was a deliberate choice. He always passed by the battlefield located around three hundred meters from the hive. Why he did this, Chrysalis didn’t know, though it made little difference. What she was after lay scattered about it, amongst the mutilated corpses of the ponies who fought and died for their selfish cause. It didn’t take long for her to find her prize. Claiming a pair of daggers from a dead Pegasus mare, Chrysalis quickly took the pony’s identity as her own. Now all she needed to do was wait in the shadows for Thorax’s return.

To add to her disguise, she made sure to mimic the pony’s clothes as well. It was a simple outfit, consisting of a black tunic and matching face-scarf, granting more protection from the weather than enemy weapons. Like most combatants, the pony had not been a trained soldier. No, she was one of the many peasants, drafted into a war of her own kind’s creation. Chrysalis didn’t know nor care why the mare fought. The dead unicorns lying close to her were answer enough.

Upon returning to the hive, Chrysalis chose her spot carefully. It had to be somewhere that Thorax wouldn’t see right away, but also a place he thought was safe. It didn’t take her long to find the perfect place. Just beyond the doors to the royal chambers, there was lightless ground on the pathway above, where a bioluminescent lamp had burst. Such failures were not uncommon, so Chrysalis was certain he wouldn’t give it a second thought.

Like clockwork, Thorax returned, his head hung low as he approached the royal chamber. From the darkness, Chrysalis watched. The moment Thorax opened the doors to their full swing, she dropped, landing behind him in perfect synchronicity with his own hoof steps.

Then, at the last possible moment, she lunged and yelled, “Glory to Cloudsdale!”

She thrust the dagger forth, but her angle was off, too shallow to penetrate. Thorax spun around, reflexively smacking his forehoof into Chrysalis, knocking her halfway across the throne room. Her disguise faded before she even hit the ground.

“Chrysalis?!” Thorax exclaimed, rushing over to his lover’s side. “W-what are you doing? I don’t understand… Why did you attack me, as a pony no less?!”

Thorax offered her a hoof up, but she just smacked it aside, crawling back to her throne while hissing like a feral beast. “Stay away from me, you coward!”

“Chrysalis I—” he choked, fighting back tears. “What’s gotten into you? You’ve been acting so reclusive lately, and… it’s eating me up inside! Have you been feeling alright? Your body’s looking ill, you’ve lost so much of your natural shine! Is this what Discord’s magic has done to you? Oh, my goodness, this must be the result of his curse.”

Chrysalis looked down at her forelegs. Indeed, her chitin’s colour had been fading lately. It was the same for all her kin – or, at least, the ones who’d been feeding through deception. Where once shined bright purples and greens, now there was just a flat, greyish black tone.

“No!” she spat, slamming her hoof on the arm of her throne. “Discord would never betray me. We had a deal! We’ve been starved for so long, it’s no wonder we look unwell. While you’ve wasted time with pointless talks, our kin have been dying, and it was through my actions alone that we have been saved from the brink of extinction! If we had your way, we would all be dead already.”

“No! This… this isn’t right,” Thorax yelled through gritted teeth, yet he couldn’t make eye contact. “I know what you’ve been doing, Chrysalis. You’ve been teaching our kin to deceive, to steal, to play with ponies’ emotions. You’re treating them like cattle to be milked! I know times are hard, but I feel I’m making real progress with my negotiations. If I could just convince them to research windigo magic together—”

Chrysalis scoffed, then chuckled, then burst into full-on laughter. “You actually believe the ponies would cooperate over, what, an old mare’s tale? A myth from an age before the understanding of weather magic? Thorax, my dear, you are even dumber than I thought!”

Thorax recoiled. “There’s nothing mythical about it! I’ve seen them, they’re just as the legends describe. Besides, you thought Discord was just a legend until recently, right? If you let me share my memory, I’ll prove Windigo's existence to you.”

Chrysalis shook her head and sighed. “I tried to do this the easy way. If you would just abandon your foolish, stubborn trust in the pony race, I would’ve been proud to call you my prince—no, my king!

Thorax felt a cold sweat trickle down the side of his face. “What do you mean?”

Chrysalis rose to her hooves, standing tall as she walked towards him. “You see, my dear, we cannot remain static in our approach to survival. For us to live these troubled times, we must evolve, adapt… We must change. No longer can we rest on our laurels and expect the universe to bend to our will. From this day forward, we must embrace our power to change and become Changelings."

Thorax didn’t reply. What could he say to that? His expression told Chrysalis everything she needed to know. His hung open mouth, the fear in his eyes, he thought she’d gone mad. Well, perhaps she had? But if madness were what it took to protect her kin, then forever mad she would be!

“I…” Thorax began, struggling for words. “I can’t let you do this. Exploiting ponies, stealing love… the faeling kind will not stand for this! They will know what you’re doing, and—” 

A bolt of searing green magic finished his sentence. Chrysalis’ shot had pierced his heart, leaving a searing hole where the organ once was. With a strangled gasp, he slumped to the ground.

Chrysalis panted heavily. “No, Thorax!” she cried. “Why— what have I done? I didn’t mean…” She cringed, her horn throbbing with pain like she’d never felt before. Part of her still wanted to save Thorax, but it was obvious he was already dead. She had to rest.

Leaving the throne room, she stumbled toward her bedchambers. Once there, she patted down her horn to check for any injuries, expecting just a small magic burn. What she felt was more than that. Her horn was crooked, re-shaped into a sharp zigzag that looked, to her eyes, like a lightning bolt.

And yet, Chrysalis smiled. She had just impulsively slain her mate, yet she felt neither guilt nor remorse. She recalled what she’d said about Frenulum, “One falls, so others may rise.” That was exactly what she’d done. She’d removed the final obstacle between her and rightful destiny. She was the saviour of the Changeling kind, not Thorax. If nothing else, this situation justified one more round of bellowing, maniacal laughter.

 


Over the next year, Chrysalis worked tirelessly to establish her new Changeling matriarchy. All those who refused to follow her way were banished, cast out into the frozen wasteland with a simple choice; conform or die. Out of those who survived, it was no surprise they came crawling back to the hive, begging their queen for a second chance.

Like her, the bright colours of Chrysalis’ kin were now little more than a faded memory. But she didn’t care. By all outward appearances, they were in good health. If all she had to worry about was a bit of discolouration, then the future of her race was looking bright. At the end of another long day, Chrysalis was reviewing some of her written plans, deciding which pony settlement to invade next.

“My queen, my queen!” a young Changeling suddenly burst into her throne room, dragging behind him a heavy sack. It was Thorax II, Chrysalis’ first new offspring since renaming her kind. “Look what I’ve got!”

Chrysalis looked up from her papers. “Oh? What have you found, youngling?”

“I now present you…” he grinned. Pulling the sack’s string loose, he overturned it and revealed a young foal: an earth pony, light brown in colour, who’s hooves were bound together with rope. “…Our first love captive!”

Chrysalis’ eyes went wide in shock, the loose papers falling from her magic.

“Let me go!” the filly squirmed against her restraints, glaring daggers at Thorax. “I swear, when I get my hooves on you, I’m gonna knock your bucking teeth out!”

Despite the foul language she used, Chrysalis immediately recognised the voice. Since the last time they met, she had grown and found her cutie mark — a crossed pair of
sickles — but there was no mistaking it. This was Pumpkin Spice, the orphaned daughter of Pepper Spice, the last pony to ever show love to the Changeling queen.

“You…” Chrysalis began. Her right eye twitched, and her lips curled back into a snarl, but Thorax didn’t seem to notice.

“I did good, my Queen, yes?” he puffed out his chest. “No need to sneak if ponies remain captured here. My plan is clever!”

“You fool!” Chrysalis snapped, making both Thorax and Pumpkin cower in fear. “You’re supposed to tell me of plans before you enact them! When the ponies find out a foal has been kidnapped, they’ll be out for blood. In case you haven’t noticed, they’ve been at each other’s throats for years now. What do you think they’ll do to us, once they find out it was us who took their precious child?!”

“I… but… my queen…” Thorax stammered, tripping over his words.

“SILENCE!” Chrysalis’ booming voice echoed throughout the chamber, her face twisted in a rage that was new, even to her. Shooting to her hooves, she fired a beam of magic into Thorax’s horn, her enchantment searing through his mind like a red-hot branding iron. A moment later, he collapsed, grasping his head in his hooves as he rolled on the ground, writhing in agony. Pumpkin could do little except stare, the colour draining from her face as she watched the horror before her unfold.

Chrysalis panted heavily. She’d expended a fair bit of magic with that spell, and now she had a potential witch-hunt on her hooves. To make matters worse, her head was once more throbbing like no tomorrow, her vision going blurry as the room appeared to spin around her.

Just as she was about to collapse, a pair of Changeling guards burst through the door. “My Queen!” they exclaimed together, discarding their spears, and rushing to the matron’s side.

When Chrysalis’ vision cleared, she noticed Pumpkin Spice narrowing her eyes at her. “You!” she gasped. “I remember you! You’re Chrysalis, Princess of the Faelings! What… what’s happened to you? What’s going on?”

“Be quiet!” Chrysalis growled, her guards lowering her back onto her throne. “The faelings you knew are no more, dead by the hooves of pony kind.”

“B-but, you can’t be Chrysalis! Your colours, your horn—”

“Enough of this!” She instantly regretted raising her voice, her headache doubling in force. “Guards! Cocoon these two and throw them in the dungeon. I will decide what to do with them later.”

The guards saluted, grabbing both Thorax and Pumpkin by the hooves and dragging them out of the room.

“Wait, Princess!” Pumpkin screamed, trying in vain to wriggle free of her bindings. “This isn’t like you, you’re better than this. Listen to me, please, Princess!”

“Wait!” at Chrysalis’ command, the guards halted.

“My queen?” One guard tilted their head.

Chrysalis limped toward Pumpkin and knelt before her, sliding her hoof under her chin. “I told you before,” she said in a soft, condescending voice. “The Princess you know is dead, as are the faelings. As for those of us who remain? We are the Changelings, and I am their queen. Remember this, and listen well: no matter how much you disgusting creatures come to fear us, we will always be around, ready and waiting to consume the love we rightfully deserve. For now, enjoy your nap, little one!”

If Pumpkin Spice said more, Chrysalis didn’t hear. She was going to enjoy feeding off the fiery little munchkin’s love, but for now, she was also in need of a nap.


Sleep did not come easy to Chrysalis. It hadn’t since she claimed sole rulership over the Changeling kind. She put this down to a combination of stress and additional workload, but that didn’t explain tonight’s restlessness. No matter how much she tossed and turned, she couldn’t find a comfortable position to relax in.

By all accounts, tonight she would be denied even the smallest amount of microsleep – the barest minimum she needed to feel rested. Kicking off the covers, she summoned a small amount of magic to light her bedside candle. If her body refused to switch off, then she’d make productive use of her time. That was until her eyes adjusted to the flame’s dim light. Looking down at her legs, she let out an ear-piercing scream of horror.

There were holes in her legs. Not wounds, for there was no blood spilled on her sheets or the floor. It was like an animal had bitten her, taking large chunks of her flesh away with it.

How did this happen?! Chrysalis wondered. She hadn’t been in any fights recently, aside from killing Thorax – but that just affected her horn. Checking the sheets, she found no evidence of maggot infestation, though this also seemed improbable. If insects were gnawing away at her flesh, she’d have noticed at least some form of irritation by now.

She spread her wings to get a better look, noticing that they, too, looked tattered. Turning back to her bedside table, she fumbled for her crown – but it was nowhere to be seen. It was then she remembered how woozy she’d been in the throne room. In her exhausted state, she had forgotten to remove it. Dropping the candle, she slowly patted her hooves over her head, confirming that her crown was indeed still there. Somehow, it had fused to her head, held in place by a rough layer of chitin. At this point, there could be no more doubts over who was responsible.

 “Discord!” she bellowed. “Show yourself, you’ve got some explaining to do, monster!”

From the smouldering candlewax, a wisp of smoke rose toward the Changeling queen, morphing into the silhouetted outline of the familiar Draconequs. As if to mock her, he appeared to be wearing some form of nightcap.

“Will you keep it down, up there?” Discord yawned. “Some of us are trying to get their beauty rest.”

“What have you done to me?!” Chrysalis snapped. She swiped at the outline, as if to smack the chaos god, but her hoof just went straight through. “What curse have you put upon me, on my crown?! Speak, or I’ll—”

“You’ll what, Princess?”

She couldn’t be certain, but Chrysalis swore she saw a smug grin on Discord’s lips.

“You’ll sacrifice another disposable minion, just so you can beat me up? Admit it, you’re powerless against a god of chaos. The thought must drive you mad!”

Chrysalis snarled and gritted her teeth. She didn’t want to admit it, but she really couldn’t hurt him – not directly, at least. “You got what you wanted. Every day, you are given offerings from my kin. I held up my end of the deal! Now, you will tell me of the curse beset upon me, or I will personally smash every shrine, every idol, and slay every creature who would dare to utter your name! Without our deal, you are nothing!”

“Now that’s what I call a threat!” Discord laughed, clicking away his nightcap and tapping his fingers together. “However, there is one, tiny little problem with your logic. I’ll give you a hint: it could be a big problem going forward.”

“Enough of your riddles!” Chrysalis yelled. “Tell me what you did and tell me straight!”

“Aww, you’re no fun,” Discord summoned a handkerchief and blew his nose, feigning tears. “Well, if you insist, Princess—”

Queen Chrysalis!”

“Alright, alright, Queen Chrysalis. The reason for your affliction has nothing to do with me, or the crown I gave you. All I did was give your magic a tiny little buff, and let you do the rest.”

Chrysalis’ jaw dropped. Even if her appearance had changed, her magic hadn’t. How could her own magic be causing such a dramatic degeneration? “Liar! If the crown made my magic stronger, then why did this affliction not take hold immediately? Your words are as good as poison, spit from your deceiver’s tongue.”

“Oh, how you wound me, dear Chrysalis,” Discord conjured a fainting couch to collapse on, his talon held up against his brow. “You speak of poison, as if your own actions are any less insidious. Killing ponies in cold blood, only to steal their visage and exploit their loved ones? Kidnapping innocent fillies? These are hardly the actions of a hero, my Queen.”

As if to emphasise his point, Discord conjured a large tome, flicking open to a page that contained a single word: Villain. “To any rational creature, your actions are the textbook definition of evil.”

“I… I…” Chrysalis stammered, stumbling back. Her, a villain? What was this, an elaborate stage play? “No! I’m not a villain, I cannot be! Everything I do, everything I’ve ever done, was for the sake of my kin. I-if anything, the fault lies within the pony savages, warring upon themselves!”

“Oh, if only you knew the nature of their conundrum,” Discord shook his head and shrugged. “And what about killing your mate, the one faeling who literally gave his life for peace?”

To that, Chrysalis had no response. Could Thorax have really brought about peace? No… He was hooked on a fantasy! She and she alone had seen the true nature of ponies, no matter what virtues of friendship they claimed to adhere.

“It seems the mighty queen has been rendered speechless!” Discord taunted. “But worry yourself not. If you uphold your end of the bargain, mine shall be upheld in kind. Just as your magic destroys you from the inside out, so too will it restore you in equal measure.”

“What?!” she fumed. “I told you to speak clearly! No more riddles, Discord! You are mine to obey!”

Discord cocked an eyebrow. “And so, at long last, the mask slips. Remember our deal, Queen Chrysalis. For the good of all Changeling kind, never forsake it!”

Chrysalis lunged for Discord, but it did no good. He had vanished in a puff of smoke. So, this is it, she thought. This is my fate… Looking at the smouldering remains of the candlewax, a smile gradually crept across her face.

“If that’s the way it must be, then I gladly accept! Let the ponies fear our Changeling kind, for we will stop at nothing to consume the love, and to conquer the land that is rightfully mine!”

Without the slightest care or worry for who overheard, Chrysalis once again burst into a mad, cackling fit of laughter. She now knew why she couldn’t sleep. She had been starving herself, letting the lesser Changelings feast without limits. Now it was her turn to feast, and she had one pony in mind to provide the finest delicacy.


Pumpkin Spice awoke with a start and sat bolt upright, finding herself alone in her bedroom. What had happened to her? Did she just wake up from a nightmare? Her head hurt enormously, as if she’d ran face-first into a brick wall.

She pushed the covers away and climbed up to her windowsill. Outside, her town was still covered with snow, but it was such a different scene compared to recent events. Ponies were frolicking about, laughing, and playing, like it was any other winter’s day. But what, exactly, was this experience she’d lost? She tried to remember, but it just made her headache worse. It was all so fuzzy, all except for the pair of friendly faelings who’d taken her to the doctor.

Maybe that was the problem? Maybe she did hit her head on something, becoming bedridden for an undetermined time? Still, she thought she’d remember what she’d hit, at least. She rubbed her free hoof across her head, feeling for a lump or bump to indicate a head-strike.

Before she could finish, Pumpkin’s attention was snatched by a knock on her bedroom door. “Who’s there?” she asked, feeling her muscles tense. Slowly, the handle pressed down, the door gently swinging inward to reveal…

 Her mother.

“Oh my goodness!” Pepper Spice dropped her bowl of hot porridge, rushing to her daughter’s side to hug her.

“Mom!” Pumpkin wrapped her hooves around her mother tight, her heart swelling with emotion. “You’re alive! I thought I’d never see you again.”

“Took the words right outta my mouth, sugar cube,” Pepper said, kissing her daughter on the forehead as her eyes welled up with tears. “Ever since you took that blow to yer head, you’ve been out like a hibernatin’ bear. I was so scared you’d never wake up.”

“H-how long was I out for? And what about… what about the fa… the fal—” Pumpkin cringed, her headache suddenly doubling in intensity. She knew there was something missing, something that she needed to remember, but she just couldn’t describe what.

“Hush now, little one,” Pepper lowered Pumpkin back into bed, petting her as she did so. “Don’t push yourself too hard now, y’hear?”

“But, mom,” Pumpkin pressed, fighting to remain conscious in the face of extreme pain. “I need to know. How long was I out cold?”

“Well, if ya really insist, you were out for am fwy o wybodaeth, ailddarllenwch…”

Pumpkin blinked. If her mother had said something, she couldn’t understand it. The words just came out garbled. Now she knew something was amiss. She had to get to the bottom of this. “Sorry, what? Say again?”

Os ydych chi'n deall hyn, does gennych chi ddim bywyd.”

Still unintelligible. Pumpkin would have pressed the matter further, but when she tried to sit up, her room began to twist and blur. Now she remembered: her mother was dead. She’d watch her die, her head severed by a unicorn’s blade. She was unable to look away, seeing the horror in her mother’s eyes, wide-open even after death.

Most of all, she remembered the Changelings. Had they done this? If they could shapeshift, could they have taken the form of ponies, or even the faelings, as evil doppelgangers? Were there ever really faelings to begin with?

Each of these questions echoed in her mind, the pressure increasing with each rotation. Her head felt ready to burst. As the colours of her world streaked away, fading to black, the last thing she heard was a formal, yet sinister voice.

“She’s clever, this one. She will be of use to us yet.”


When Pumpkin Spice regained consciousness, she was lying face-up on the cold, hard ground, covered with a mysterious green goop. At first, all she could see were three, dark, equine-looking figures standing above her. Only when her vision focused did she recognise what they were. It was Queen Chrysalis, flanked by a pair of changelings, one of whom she knew was named Thorax.

Pumpkin tried to stand, but the slime was too slippery, her limbs splaying out from under her. It took Chrysalis to levitate her out of the puddle.

“Let me go!” Pumpkin squirmed, trying to free herself. Much to her surprise, Chrysalis abided.

“That’s exactly what I plan on doing, little pony,” she said with a fang-toothed grin. “You are free to go home whenever you wish – under one condition, however.”

Pumpkin narrowed her eyes at her. “What condition?”

“It’s quite simple, really. Tell them about us. Tell everypony in your tribe, then spread the word to others. The Changelings are here to stay, and whether willing or otherwise, we will come for you. Better to submit now while you still have the chance. For those of you who do so? A better life awaits.”

Pumpkin glanced between Chrysalis and the other changelings. They were licking their lips with demonic-looking forked tongues. But the true horror lay behind them. Ponies, hundreds of them, all fast asleep and floating inside slime-filled cocoons. She didn’t know what the Changelings were doing to them, but if it were anything like her experience, she could barely fathom the kind of delusions they were under. Just the thought of it chilled her to the bone, making her shiver.

And yet, she had been offered the chance to leave. Why? Did none of the other ponies have a place to go back to? Friends, family, their own tribe? They could easily be just like her, missing the warmth of a familial touch, taken away all too soon.

Then again, she had to consider what was truly back home. She had no immediate family—none that she knew of, at least—so would she be placed in an orphanage? Would foster care be enough to fill her heart’s void, created by her mother’s death? It was a decision she doubted any seven-year-old was supposed to consider. Yet, here she was, presented with a choice that many adults would find hard to make.

“Alright,” she said. “I’ll tell them, but they’re not gonna like it.”

To that, Chrysalis laughed. “Oh, my sweet little child. I don’t expect them to like it. I just expect them to comply!

To that, Pumpkin Spice had no answer. So, head hung low, she trotted away, soon breaking into a canter, then a full-on gallop out from the hive—away from the thousand tiny eyes watching her every move—and into the freezing snow. Whether she’d survive the journey home without any protective clothing, she didn’t know. But one thing was for sure. She still preferred the cold, harsh reality to the pleasant fantasy.