The Pony Guard (Season 3)

by MXCDarkHorse2020


Episode 10: The Return of Queen Chrysalis Part One

Episode 10:

The Return of Chrysalis Part One

On a nice night in Ponyville, the Cutie Mark Crusaders are out and about wearing safari outfits in another one of their attempts to gain their cutie marks. Not only that they also have the Lion Guard fan club bunch of friends joining them for the experience since they love adventure too who are all donning similar attire too.

On the Pride Landers part, it took some convincing on their part to get their parents into letting them go off of their own along with adding they have Lion and Pony Guard supervision with them the whole way, along with buttoning up their adorable baby eyes to get them to agree.

But knowing with how the kids have always managed steer away from trouble, the parents find they have nothing to worry about…

…or at least they think with a number of pairs of eyes lurking around the kid’s campsite.

“This was a great idea!” Apple Bloom happily shared with her fellow Crusaders just when a possum hanging from a nearby tree sniffs at her in a friendly manner before high-fiving Shakku who’s standing right beside him. “We can get our cutie marks as zoologists!”

“Zoo-what?” Both Scootaloo and Gumba questioned with the latter not understanding the term.

“Don’t you girls mean jungle adventurers?” Shakuu after getting done playing with the possum corrected.

“No. Zoologists!” Apple Bloom asserted while correcting him back.

“Besides…” Sweetie spoke up in agreement while reading a book about animals. “…Fluttershy’s backyard can’t be considered “the jungle.”.

“Well, it sure was nice of her to offer us a place for us to hang out and play together until it’s time to go to bed.” Kambuni said while admiring Angel eating her carrot.

“Hmm…” Sweetie Belle thought while reading an animal guide book.

“What you thinking, Sweetie Belle?” Kwato asked upon taking notice.

“Did you know that the study of ponies is called “Hippology”?” She brought up while she reads said page word for word.

“Huh?” Mtoto questioned clearly confused. “Does that mean we need to be studying Beshte and all of the other hippos to learn more about ponies?”

“Because I don’t think we look like hippos.” Scootaloo didn’t find that accurate

“Well…” Sweetie Belle began while gesturing a nearby hippo wearing Apple Bloom’s pretty pink bow on her forehead.

“Hey!” Apple Bloom exclaimed upon seeing Brunella along with Sweetie Belle, Scootaloo, Shakku, and Gumba all laughing at her expense thanks to Angel tipping her off.

Kwato and Kambuni both had to cover their mouths to avoid being caught snickering by the annoyed filly while Mtoto shakes his head while finding it admittedly funny before everyone moved forward to further explore Fluttershy’s animal sanctuary .

“So what should we do out here to try and earn our cutie marks?” Sweetie Belle asked the other Crusaders while eyeing a green eyed lion. “Lion taming? Oh! We could try being pet psychics!”

“Er…No!” Scootaloo immediately rejected the idea.

“And I highly doubt Kion and his father Simba would be so willing to help you girls out there.” Mtoto added in support. “Besides the only lion that would be willing to is Scar. But we all know he’s too dangerous to get within the same kingdom as him.”

“No kidding.” Kambuni shuddered along with the other kids upon getting a good look at the fire in the lion’s green eyes which happen to be similar to Scar’s. “Ooh that guy is scary.”

“I’ll say.” Scootaloo said before Apple Bloom decided their next course of action.

“Let’s split up!” She proposed. “We’ll take turns working with the different animals! I’m sure by the end of the night we’ll have our cutie marks!”

“Sounds good to me.” Kwato liked the idea.

Just then a bear comes riding on Scootaloo’s scooter while wearing a blue hat with a black striped and pink flower along with a matching colored tutu around his waist.

“What?!” Both Mtoto and Gumba exclaimed before bursting out into laughter at the sight of it.

“What’s so…” Gumba asked before seeing and laughing to the point he can’t stop himself from doing so. “Oh sweet Simba that is hilarious.”

“I don’t know. Hehe…” Kwato giggled before she and Apple Bloom spot a koala in front of them. “…I don’t think I have the necessary koalafications to work with you.”

She laughed at her own joke though the others didn’t follow suit in laughing with her.

“Sorry Kwato, but best you leave the jokes to me and Gumba okay.” Shauku gently said to the zebra shaking her head.

The one time she tries her hoof at puns and this is the reaction she gets out of it.

“Okay, okay…” She relented while smiling feeling pleased that they were kind enough not to harshly chide her for that.

“Hey…” Kambuni spoke up now feeling slightly frightened. “What’s going on here?”

“What do you mean…?” Mtoto asked before seeing what her ostrich friend along with the others are seeing… “…Huh?!”

A large group of animals ganging up on them with hypnotized colored green eyes like they are all their late night snack.

“What’s the group of animals with glowing eyes doing staring at us?” Sweetie Belle wondered while feeling very alarmed when they are suddenly surrounded by them.

“I don’t know…” Shaukku stammered while shaking. “…but from the looks of it, it doesn’t look like they’re here for a friendly visit…”

“NOOO!” Everyone all screamed once they are all attacked and subdued by their attackers.

Once they were all silenced and captured, one of the animals disguised as a lion unveiled his changeling disguise briefly before reporting to his superiors with a small set of stones to set up a communication spell. “We have them!” The changeling’s second-in-command reported.

“Excellent.” Scar responded rather satisfied with their success abduction.

“Well done, Phyrnax!” Chrysalis added in the same tone. “Now, bring them back to our hive!”

“We’re on our way!” Phyrnax obliged before re-adopting his disguise and ending the call so he can carry out his master’s orders.


The next morning, everyone is around and peacefully busy. Aside from some ponies shopping in the town market, Rainbow Dash was sleeping on a cloud just above Ponyville while her pet Tank is flying around town.

Bulk Biceps accidentally dropped a 100 pound weight on a pony’s head. Thankfully, the pony was okay just has his head stuck under the weight with a mare just outside a rose shop laughing at his expense.

Along with a banner calling for Mayor Mare’s upcoming re-election campaign, a green coated mare with a short gold mane, small black and gold lensed glasses, a heart-shaped cutie mark, and tail is seen walking around with hypnotized green eyes.

Ono having flown by and spotted this from up high and saw this a rather unsettling sight for sore eyes. “Huh? That’s strange!” He then flew towards the pony to check up on her. “Hi! Hello!” He tried to greet the blankly staring mare. “Earth to pony?! This is the Guard’s Keenest of Sight speaking!” She still didn’t say anything. “Okay.” He said before deciding to fly away while finding her strangely creepy.

Elsewhere at Sweet Apple Acres, Applejack is up bright and early along with Beshte ready for breakfast followed by another day at the farm together. Just when the cow girl gets the table and food all set up she sees her little sister walk by.

“Hey Buckaroo! How was the critter wrangling? Got your cutie mark yet?” Her big sister asked.

“No.” She blankly replied while not making eye contact with her which left her surprised by her response

“Everything okay?” Beshte asked while surprised by her emotionless tone. “Did it just no go well?”

“No.” She repeated.

“Err…” Applejack then thought. “…well, maybe you can try something else? She proposed. "Twilight and Ono says there’s a fancy comet flying ahead in a few days, we could set up a tent in the orchard. You can try your hooves at astronomy!”

But not even a new idea was enough to get her turning back to acknowledge her not express any emotion while making her way out the door. “…not interested.”

“Well…” Beshte then spoke rather speechless. “…that was surprising. I don’t think I’ve ever seen your little sister turn away an idea to earn her cutie mark.”

“It isn’t.” Applejack agreed while scratching her chin. “I wonder what’s got her so addled?”

Unbeknownst to them yet, Apple Bloom isn’t the only filly acting strange.


At Rarity’s boutique store, where the fashionista herself is at work with Kion swinging by to give her a helping paw, the unicorn’s little sister came passing by with the same blank expression. “Oh! Sweetie Belle! You’re looking… um...,” She briefly tried to say the right words upon getting a glimpse at her along with Kion. “…stoic this morning!”

“Fine. Bye.”

“What?” Kion blinked when the filly just trotted by without even stopping and turning back to him.

“Was I that odd when I was her age?” She wondered to herself. “I don’t think I was…”

“Huh?”

“Oh no, Kion…” Rarity quickly clarified. “…I was just thinking to myself outloud.”

“Clearly.” Kion paid no mind to that. “If you were very invested and passionate in fashion at a young age, I think it would be safe to say no.”

“Oh, thank you Kion, I’m glad I’m not the only one thinking so…” Rarity spoke rather pleased but then suddenly noticed… “…OH! THAT HAT OVER THERE NEEDS MORE FEATHERS STAT!”

“On it!” Kion quickly rushed over to make the necessary adjustments per the indigo maned unicorn’s request even though his concerns about her little sister hasn’t gone unnoticed.


Back outside in the center of town Fuli has just come across Rainbow Dash who had just awakened from her nap. At the same time Scootaloo came walking by with the same expression as the other Crusaders.

Upon seeing her, Rainbow was quick to greet her. “Hey, Scoots! Wanna help me work on that trick I was telling you about? I need someone to hold the stop watch!”

“No.” She said while walking right by the cheetah who was left rather stunned that just happened along with her speedy partner.

“No?” Rainbow spoke rather baffled by what she just said. “Who wouldn’t want to hang out with me? Me? But…I’m awesome…”

“Come on, Scootaloo…” Fuli attempted to intercept her and get through to her. “…this is your big sisters you’re talking too.”

“Not interested.” She stoically asserted while continuing to walk off ahead leaving both the Guard’s Fastest rather taken back by her refusal.

“What just happened?” Rainbow asked her partner.

“I don’t know.” Fuli replied before turning towards the direction of town. “But we’re going to find out because something’s got to be wrong here. Scootaloo would never pass down an opportunity to spend time with her big sisters like that.”


Sometime later they were able to make it back to town where they met up with Rarity, Kion, Applejack, and Beshte where they all express their concerns about the Cutie Mark Crusaders along with the Lion Guard fan club after their parents have noticed the same strange behavior the trio of fillies expressed this morning.

“…and she just left me!” Rainbow complained to her friends to which had Fuli groaning that she is going over the top here with Rarity glancing an annoyed expression in her direction.

“Oh no. What a nightmare.” Fuli deadpanned.

“Anyways…” Kion quickly said to get their conversation back on track. “I don’t know what’s going on but something seems different here. Just before I came over here I came across our fan club’s parents because they’re all concerned about their children.”

“About what?” Fuli asked.

“Apparently, the children came back to them with no emotion and looking really blank not even acknowledging them.”

“Really?” Applejack commented finding it a coincidence. “Because that’s exactly what the Crusaders have all expressed when we saw them this morning. Those three fillies are sure actin’ funny.”

“Along with everyone here.” Kion said while taking a good at everyone’s eyes which were all the same expressions and looks from what they saw the children just earlier. “Look!”

“Huh?” Beshte voiced rather confused at seeing everyone like this. “That is strange?”

“I know…” Applejack agreed before spotting Twilight walking by taking notice of the ponies looking like they are all in a deep trance. “…There’s Twilight. She’ll have some idea what’s goin’ on.”

Twilight wasted no time in telling everyone from what she’s been seeing. “Everypony is acting so strange today! I’ve been trying to plan a viewing celebration for the Secretariat Comet this week and I can’t get anyone to listen to me at all…”

“What was that?” Rainbow said while checking her hoof for wax acting like she didn’t listen.

“RAINBOW!” She shouted which greatly started the Pegasus before turning back to the Pony Guard leader. “Twilight, my sister and her crew are being peculiar as everypony else…something ain’t right…”

Just then Fluttershy, Ono, Pinkie, Bunga, and Kyoga came over towards the group.

“Have any of you seen Cheerilee?” Ono asked everyone looking very quizzical a their surroundings. “She didn’t show up for class today?”

“It was so strange.” Fluttershy added. “It’s not like her.”

“And the Cakes didn’t open up Sugarcube Corner this morning!” Bunga further added.

But Pinkie treated it as now big deal. “At first I thought maybe they were planning a party because Mr. Cake’s birthday is in 43 days and that’s just be starting in on ordering supplies…but when I asked about it, they just looked at me like I was crazy.”

“Like completely blank and devoid of emotion?” Kyoga asked while taking note of every pony’s expression.

“Yes just like that!” Pinkie answered with the tranced ponies slowly moving towards them.

“Uh…” Fluttershy nervously stammered. “…I think we should move this conversation to somewhere more…private?”

“Why?” Bunga asked not knowing they are advancing on them.

“Because they are ready to KILL US!” Kyoga shouted while quickly spreading a force field around them to force them all back.

Just then Thorax quickly arrives on the scene along with Karabi, Lite, and Kovu to quickly keep them at bay.

“Go! Go! While you still can!” Thorax shouted while reluctantly blasting away his own kind.

“Quick, everyone to the library!” Twilight shouted while leading the way back to Golden Oaks Library.

“That’s your solution to everything?” Rainbow asked rather annoyed before being yanked by the tail by the unicorn. “YEOW!”

“Get going already!” Karabi shouted after them while tackling a changeling about to attack her.

“Now!” Lite added while slapping away another changeling with her paws while using magic to assist Kovu in taking down another one.

“Hevi Kabisa!”

“Hapana!”

“Run for it!”

Kion, Ono, and Fuli all stated before they all quickly retreated and followed after Twilight, Fluttershy, and Rainbow Dash.

“Galloping there might be a good idea!” Pinkie screamed while being dragged away by Applejack and Rarity.

“Quick, everyone, more zombie-like ponies gaining!” Ono alerted everyone when they started advancing on them once more.

“Zombies!” Bunga screamed while quickly high-tailing it inside the library along with Twilight and Rainbow who arrived first.

One by one every quickly got inside the tree-house with Beshte the last one to enter before Twilight quickly placed up a force field to keep everyone out of the library. By then the others were quick to join them inside once they were forced well away from them long enough to buy everyone’s safety.


“What is wrong with everypony?” Pinkie screamed upon seeing the many ponies trying to break the windows while everyone ducks for cover along with catching their breath from having to do a long quick sprint here.

“I don’t know!” Ono exclaimed still catching his breath before realizing something. “And why do I feel like I have seen this before. Every pony acting strange acting like they’ve been replaced?!”

“Because they are not ponies!” Twilight stated seriously while thinking back to the moment she was banished underground by the changeling queen just after being abandoned. “They’re changelings!”

“Of course!” Kion realized. “The Royal Wedding!”

“Where Princess Cadance was replaced by a changeling!” Rarity added while covering her mouth in shock.

“The queen changeling!” Applejack added while mimicking an evil angry face. “…and she went evil on every pony!”

“And nearly conquered Equestria alongside Scar!” Fuli added now knowing of what’s going on.

“Yep! They’re back...” Thorax gasped.

“And they are all after Ponyville this time…” Karabi added.

“Yep.” Twilight said while quickly pulling aside a book from a top bookshelf. “And in case anyone doesn’t remember I kept a full journal of what happened!” She spoke with slight agitation when her scar emitted some smoke which had her rubbing her eye in pain which had her pony friends nervously gulping upon seeing that the wounds are still fresh inside. “According to my extensive note-taking, the changelings are back…and this time, they must be after Ponyville!”

“Well, we need to warn Princess Celestia and King Simba right away!” Rainbow voiced with what must be done. “They’ll get rid of them real quick!”

“Right!” Twilight declared before turning to her number one assistant. “Spike!” Take a letter!”

“Right!”

It amusingly took three rewrites and spell check to get it done right, but it was finally and properly done.

“Perfect! Send it to Celestia, Spike!”

“No problem!”

Spike sent the letter it’s way…

…before suddenly belching out a letter.

“Now that’s what I call service!” Pinkie commented.

“No kidding!” Bunga added when Twilight picks up the letter to see what her response is.

But the contents were not what she wanted nor expected.

“Dear correspondent,

I am unavailable due to a royal emergency.

Please try sending your letter again at a later time.”

“Are you kidding me?!” Twilight groaned while slamming the letter down onto the ground.

“Of course!” Kyoga threw up her paws in annoyance. “That’s real perfect timing!”

“Well that was helpful.” Lite remarked in the same tone as Kyoga.

“Now what do we do?” Kovu fearfully asked the others. “How are we going to save Ponyville with Scar and Chrysalis back in town?”

“Well Kovu, it looks like we are on our own for this.” Rainbow stated while pounding her fists together.

“Yeah, it’s clobbering time courtesy of the Lion and Pony Guard.” Bunga excitably added ready for action.

“Are you sure?” Ono asked.

“Because I wouldn’t mind waiting until the princess and king are available.” Fluttershy added not wanting to hedge her bets against them.

“Me neither.” Kovu added in agreement.

Applejack however snorted with fiery determination not about to wait for help to come, especially when her little sister’s life is on the line. “My sister is missin’ and if those things are responsible, we need to find out what is going on!”

“We can’t just go out there!” Twilight brought up directing her attention to the changelings gathered face first in the windows.

“Just outside the library is crawling with changelings ready to cocoon us!” Karabi added.

“And to think we would be one of them if it weren’t for Thorax quickly seeing what was going on and getting us out of there when the changeling’s replacements for the young Pride Landers tried to capture us.” Lite voiced with relief.

“Twilight and the other’s right!” Kion agreed. “We need a plan!”

“Idea! Idea! We have an idea!”

“Oh! Oh! Pick us! Pick us! We have an idea!”

Both Pinkie and Bunga pleaded while raising their hooves and paws up.

Kion turned to Twilight if they should even bother listening who returned a “Why not?” shrug. He then sighed before relenting “Yes, Pinkie, Bunga?”

With both Pinkie and Bunga taking charge, everyone lines up ready to hear they have to offer.

“Okay, girls and boys…,” Pinkie began but then quickly added “…and dragon…We are going to blend in. We are going to sneak behind enemy lines.”

Bunga then continued. “First, I want to clear your mind…” He demonstrated with a blank and emotionless expression. “…then I want you to walk like a zombie!” Pinkie followed suit. “…Then I want you to …to…um…smile?” He demonstrated befor immediately dropping it. “…No…wait. Don’t smile.”

“Let’s do this!” Pinkie properly demonstrated while mindlessly walking and drooling which had both Rarity and Fuli face-palming while Spike and Kyoga look on uninterested. Both Twilight and Kion look on deadpan while shifting eyes towards each other and towards Karabi and Lite all silently agreeing that it is ridiculous. But since they decided to give it a try, they will let play out their idea.


The group then made their way through town moving and moaning like zombies (well at least Pinkie, Bunga, Spike, Applejack, Beshte are getting full into the act while Rarity and Rainbow are reluctantly putting some effort into it.) and so far the others are buying it.

“Yes!”

“I think it’s working!”

Both Bunga and Pinkie expressed happily at the height of their success while Fluttershy prefers to tiptoe her way across town while the others like Kion, Twilight, Fuli, Ono, Kyoga just prefer to walk and sneak their way across town.

“Shh! Blank! No smiling!”

“We’re supposed to be blending in remember!”

Both Rarity and Ono hushed and reminded them.

“Uh…everypony…?”

“Look…!“

Both leaders of the Guard directed their attention up ahead to one of ponies Derpy just getting captured and trapped in green goo with one of the changelings took the pleasure in helping himself to the muffins she was carrying before cocooning her.

Then another changeling by his side quickly transforms to Derpy’s appearance. The first changeling then seeing that the Derpy replacement is straight eyed bonked him on the head to get him look a little more lopsided in eyesight.

“Hapana!” Ono gasped. “They’ve captured that pony in a Chrysalis and taken her place!”

“Derpy!” Kovu cried upon recognizing her. “Not her!”

Unfortunately for him, they heard the faint voices of the egret and lion cub before quickly getting in the Guard’s faces who quickly adopted wide eyed and blank looks in order to convince them that they are changelings too.

After a moment of looking at them straight in the eyes, they both shrugged to each other before flying away.

“Whew!” Applejack sighed along with Fluttershy who sweated once they were gone.

“Thank goodness my big beak didn’t give us away.” Ono added in relief while nearly passing out in terror with Spike blowing a raspberry in their direction.

Bunga tried to do the same albeit louder only for Fuli to quickly place a paw over his mouth. “Seriously?! Do you not know when to quit?!” She berated before they all focused their attention on the trapped pony before them.

“Where are they keeping all these? This is the only one we’ve seen so far…” Rarity asked while expressing her open disgust at seeing these cocoons along with Ono who quickly held a wing to his mouth.

“I don’t know, but I do know what’s coming out in just a second…” Ono expressed before suddenly darting to the nearby tree to let it all out.

While Ono was having a little eruption, Spike gasped upon seeing something straight ahead. “Uh…do you think where they would be is big and pulsing and has an eerie glow?”

“Well, yes, but that would be a little…” Twilight began before seeing it for herself along with the others.”…obvious.”

From all of the slack-jawed reactions from the gang, Rarity, Rainbow, Ono, and Bunga had the biggest jaw drops at the green glaring sight up ahead at City Hall.

“Very obvious!”

“Sure is!”

Kyoga’s siblings shared just when Ono regroups with them.

“Phew that’s a relief…” Ono began before seeing the neon green glowing building. “…oh, no!” He quickly darts behind the tree. “BLAAGH!”

“Let’s get this rodeo started!” Applejack declared while dragging her hooves on the ground ready for battle.

“Let’s!” Fuli stated ready for a charge along with Kyoga having magic infused in her sharp claws.

“Give me back my sister, you ruffians!” Rarity angrily shouted while Pinkie gets her cannon ready and Twilight and Kion are both ready to lead the charge.

Rainbow had her wings flapping ready for the charge too. “It’s flank whooping…time?” He suddenly faltered when changelings suddenly appeared before them and hissed in their direction.

“Hapana!” Ono gulped just after recovering and regrouping before retreating behind the likeless fear filled Pegasus.

But Twilight knew what to do when she took charge. “Okay, girls and boys! We’ve fought them before! We can handle this!”

“Yeah! Let’s do this!” Bunga seriously stated “…Huh?”

Suddenly, the changelings have all taken their forms with multiple copies of themselves appearing before them.

“Watch out!” Kion alerted. “They’re taking our form to confuse us!”

“Well this is…” Rarity started.

“…nightmarish!”

“Creepy!”

“Unsettling!”

“Confusing!”

Applejack, Fuli, Kyoga, and Ono all voiced their thoughts.

Pinkie however had a face filled with happy tears. “Oh! This would be the best party ever if we weren’t all about to be turned into pod ponies!”

Bunga adopted the same expression. “I know right!”

“Pinkie! Bunga!” Twilight angrily snorted with her horn flaring and scar emitting smoke.

“Get serious!” Kyoga added while releasing fiery magic from her palms ready to fight the changelings before the two quickly release magic to zap some of the changelings charging at them and came narrowly close to harming the pink mare.

Pinkie gasped upon seeing the dangerously close call she just faced with one of the changelings transformed in her appearance kicks her blue Pegasus friend away.

Beshte quickly charged at one of the changelings and rammed him backwards followed by Applejack bucking it away from the nearby pods. “Twende Kiboko!”

“Careful!” The farm pony quickly warned everyone. “Don’t hit the pods! We may hurt whoever is inside!”

“Got it!” Fuli responded before quickly charging up at said changeling and returning a powerful pounce and stronger kick back. “Huwezi!”

Rainbow after recovering from the attack followed it up with an uppercut to the chin to send flying away.

Fluttershy who’s been avoiding the action throughout all of this felt it was too much. “Rainbow! Fuli! Be nice!” She reminded. “That’s kinda…” Then she spots who she thinks is Pinkie. “…Pinkie, you’re hitting…in a way…”

Rainbow and Fuli had to quickly and urgently remind her of the situation.

“Fluttershy! When are you going to learn that you’re nice until it’s time not to be nice!” The former asked with the latter along with Kovu quickly coming to Spike’s rescue when one changeling has him on the run for blasting him with fire in an attempt to fight him.

“Okay…” Fluttershy reluctantly spoke just when her friend suddenly received an upper cut to the jaw and that sparked her inner fire inside. “How dare you hit my friends!” She shouted while immediately getting in her attacker’s face. “You…you…meanie! You and your friends should go home right now!” The changeling immediately obliged before fleeing in a panic which left Rainbow stunned and Fuli impressed. “If that’s all right with you…” She then said while doing a 180 back into her happy self.

“Perfectly fine by me.” Fuli didn’t complain before continuing to get into the action by kicking and knocking every Pinkie and Bunga changeling away.

Elsewhere said changelings disguised as Pinkie along with Bunga have cornered their real counterparts along with Rarity and Ono.

“How are we supposed to tell me apart from me?!”

“Yeah, me too!”

Both Pinkie and Bunga asked their friends standing by their side.

“Hmm…” Rarity thought alongside the Guard’s Keenest of Sight before sharing a nod together. “…do you mind if we do something we’ve been dying to try?” Both the fashionista and egret pulled some quick stretches, yanks, and tugs, on their hair, before fashioning it into the former’s hairstyle. “There, now you look different and fabulous!”

“Eww!”

“I look like a girly girl getting ready for a lady-like pampering!”

The two expressed their disgust before quickly focusing on the battle ahead of them and with the changelings increasing the intensity of their attacks it is was time for the heroes to do the same.

“Rarity!”

“Kyoga!”

“Blast it!”

Both Rainbow and Kion shouted towards them.

“Pretend it’s last year’s fashion or something!”

“Pretend your siblings are in danger!”

That really sparked their inner fire when they got hot with their magic and wiped them all out in a flash together.

“Eep! Leg warmers and stirrup pants?!

“How dare you all!”

“…not in my spring line!”

“…not in your life!”

“Well said…” Karabi and Lite both nodded before quickly following up their attacks with really heated magic to keep them at bay.

At the same time, both Applejack and Beshte were both starting to have trouble with the swarming crowd of changelings ganging up on them.

“Uh…Twilight?”

“Kion?”

“A little help?”

Both Twilight and Kion quickly came to their rescue with the former increasing the intensity of her magic along with Kion using his precise version of the Roar to force them all away.

“We need to try something else! We need to take them all down at once!” Twilight shouted.

“Kion! Use the Roar!” Bunga called out to his best friend.

Kion immediately rejected the idea. “I can’t unless I want to send every trapped pony flying too!”

“Quick!” Applejack called for the others. “Someone get Rarity mad again! Shoulder pads! Parachute pants!”

There Pinkie was quickly hopping up and down again. “Idea! Idea! Oh! Oh! Pick me! I have an idea!”

“What?!” Fuli questioned.

“Everyone get behind me quick!” Pinkie told everyone who all immediately do so.

“Hey! That’s Kion’s line.” Bunga remarked when Pinkie pulls the trigger on her cannon…

…and out comes a huge dose of sticky cake batter and icing to stop all of the changelings dead in their tracks.

“Poa!”

“Well…that escalated quickly…then ended abruptly.”

Both Beshte and Rarity commented.

Both leaders of the Guard were very impressed with what her cannon just did.

“No question.” Kovu remarked while catching his breath once more. “And that really saved us.”

“Wow Pinkie!”

“How did you know that cake batter would get all of the changelings to stop dead in their tracks?”

Pinkie responded like it’s shouldn’t be any surprise to them. “Because it’s the batter for my super-sticky double-bubble-bubble-gum for gummy cake…duh!”

“Well…” Kion returned in his defense. “…considering I haven’t spent enough time in the bakery, I never would have known that.”

“That’s okay, Kion.” Pinkie acknowledged in a friendly manner.

Kion thankful for that then focused on their next important matter of business. “Anyways…now that that’s all settled, let’s start letting everyone out of these pods and find the Cutie Mark Crusaders and our fan club.”


One by one every member of the Guard opened up the pods containing the trapped residents of Ponyville and they were all relieved and happy when they were freed from their prisons. But the Guard’s mission was not yet finished because throughout all of that cocoon busting they did not find the Cutie Mark Crusaders or any of the members of the Lion Guard fan club.

“No…” Kion spoke in desperation upon coming up empty-pawed with who they wanted to find. “It can’t be! They’re not here!”

“I’m sorry, Kion.” Twilight said with a comforting hoof on his shoulder. “But we checked every single pod in Ponyville.”

“There’s no sign of Sweetie Belle, Apple Bloom, Scootaloo, or any of the young Pride Landers anywhere!” Rarity regretfully added.

Applejack now greatly worried is dreading the worst is happening to her little sister. “Where…where could they possibly be? Why aren’t they here?”

“Probably because whatever Scar and Chrysalis are planning counts on them not being here.” Twilight brought up. “Otherwise we would have already won.”

“Yeah…” Kyoga said in agreement. “…that was way too easy. They both must have some kind of angle they actually want us to do in their favor.”

“But what?” Beshte asked wondering what their actual plan is.

While the others ponder hard on what their game is, Spike finds his coughing turning to struggling to breathe and get some churning up in his stomach.

“Let me help you there, Spike!” Rainbow quickly rushed to his aid by giving him a hard smack on the back which had him hurk up a loud belch releasing a green crystal sphere.

Spike was now able to breath with that out of his system. “Thanks.” He thanked before turning his attention back to the sphere. “Huh…? I don’t remember eating that.”

“Me neither.” Bunga shared. “And that’s not counting half of the grubs I eat?”

“What?” Fuli and Ono questioned with mixed reactions of perplexed confusion.

“Just don’t!”

“We don’t want to know!”

Kyoga’s siblings quickly shook their heads in disgust while Kovu stuck out his tongue nearly letting out his lunch just from hearing that.

“What…what is it? An egg?” Fluttershy wondered.

“No and I don’t think it’s a gem.” Ono voiced while trying to get a good feel for what they seeing shining around them.

“Is it from the princess?”

“And my dad?”

The leaders of the Guard hoped.

“Princess?” Chrysalis’s voice spoke from it. “No. But a queen? Yessssssssss!”

“And not only that…” Scar’s voice added when his and the changeling queen’s faces appeared before them with the latter cackling madly. “…your future king!”

Their sudden appearance’s had the Guard give mixed reactions of sudden shock and angered glares upon seeing them again.

“Well, well, well, if it isn’t Scar and Chrysalis themselves.” Twilight commented with dull surprise that they are behind all of this.

“That’s right, Twilight, the young leader of the Pony Guard.” Scar returned sounding polite and admirable towards her. “And I will have to say you sure are a clever girl being able to see through all of the changelings in disguise.”

“And I’m sure you and your friends are all clever enough to see who’s missing from your little village.” Chrysalis added while sneering.

“Where are the Pride Lander kids?!” Kion demanded.

“And my sister you…” Applejack added.

Rarity chimed in and traded with the cowgirl. “…Ill-groomed…”

…Swiss cheese…”

“…mules!”

“Hey!” Said mule nearby took offense to that insult.

“Where the hay did he come from?!” Ono asked because apparently they along with other animals just happen to be around whenever they use the terms as insults to their enemies.

“I don’t know!” Fuli shrugged before focusing on what really matters.

“My, my, my, such strong words. Didn’t your parents ever tell you shouldn’t resort to name-calling?” Scar returned scornfully and mockingly.

“And to watch your temper, ladies?” Chrysalis added. “Tsk, tsk, tsk.” She then showed them a visual image of said kids that are at their mercy. “I believe this is what you’re looking for?”

“How do we know that that’s them? The real them?” Rarity demanded proof.

“Prove it!” Bunga demanded when Scar and Chrysalis shares them of what their prisoners are thinking and sharing out loud.

“Maybe this will help us get our cutie marks?”

“In what? Being fillynapped?”

“No, I’m thinking more in terms of being rescued…”

“…along with bouncing around in our egg sacks.”

Apple Bloom, Scootaloo, Gumba, and Shakku all shared while Sweetie Belle sighs in annoyance while Mtoto and the others share worried looks of whether they’ll be able to get out of this one.

“That’s them.”

“Eeyep.”

Both Applejack and Ono shared with equally deadpan expressions knowing them all right.

“They sure are.” Scar replied to them before explaining. “Here in the heart of the changeling kingdom.”

“And you may want to come and collect them quickly…” Chrysalis added when the girls continue rambling their minds up.

“What would a cutie mark in being fillynapped look like?”

“Like us?”

“I don’t know if you want a picture of you on my flank for the rest of my life.”

“I don’t know.” Shakku voiced to disagree there. “Because it not seem like a bad idea.”

“Yeah!” Gumba supported. “It’ll go to show of how you were meant to be friends for life!”

“…because I don’t know how long I can put up with this.” Chrysalis added now getting irritated by their incessant chattering.

“Hey!” Scootaloo voiced in the mastermind’s direction. “They’re about to start monologuing! I bet they’ll reveal their entire twisted plan!”

“Ooh, listen hard and listen good!” Gumba added ready to listen until Chrysalis canceled their visual audio and appearance clearly having enough hearing their mouths.

“Ugh. Goodbye.”

“Anyways…” Scar spoke up moving forward with their terms. “…the deadline to rescue them is in three days because by then something unfortunate will happen to them. Something very unfortunate. So think wisely if you care to save them and here’s a map so you all know where to find us.” He then evilly laughed before ending the transmission with a puff of smoke leaving behind the crystal ball showing a map of Equestria which shows of where exactly the changeling kingdom is in Spike’s hands.

After both Scar and Chrysalis were gone, Fluttershy and Ono trembling and Rainbow, Kion, Fuli, and Kyoga suspicious of their motives.

“Eep.” Fluttershy squeaked at the same time Ono quickly hightails it to a nearby tree to vomit again.

Kovu nearly did the same before being patted on the back by Twilight. “It’s okay.” She assured. “They’re gone.”

“Phew.” Kovu sighed like he is going to faint with the lavender unicorn placing a hoof on his back to keep him from falling over when he nearly stumbled.

“Well this is obviously a trap.”

“No kidding.”

Knowing Scar, Kion agreed too while Twilight scratches her chin deep in thought. “Unquestionably, but why three days?”

Twilight suddenly gasped. “I know! The Secretariat Comet! In three days the Secretariat Comet is passing through the horse head Nebula…” She quickly breathes before continuing. “…and it’s all passing over Equestria. It’s the single biggest conjunction in Celestial events in over 3,000 years!”

“You got what in your what now?”

“Yeah, yeah, what she said?”

Both Pinkie and Bunga inquired and lost by her quick explanation.

Twilight wasted no time in further explaining it to them more. “It’s a magical phenomenon, every magical creature is going to feel the effects. It must be why Princess Celestia and King Simba are unavailable. They’re both probably protecting Canterlot and the Pride Lands!”

“Oooh…” Bunga voiced now understanding. “…that would definitely make sense.”

“But…if Celestia is busy, who will help us against Scar and Queen Chrysalis?” Fluttershy brought up having a bad feeling in her bones. “We can’t go to the changeling kingdom alone!”

“Yes, perhaps some of the royal guard can accompany us?” Rarity proposed while starting to daydream their handsome looks. “Maybe someone with broad shoulders… a nice coiffure…an accent…”

“Rarity!” Ono snapped. “There aren’t any royal guards nearby and we have no time to gush and ogle at royalty!”

“Still no one with me that is a trap?” Rainbow reminded everyone.

“We know it’s a trap, Rainbow…” Applejack answered. “..But I can’t wait around for help from the royals. I’ve got to save my sister!”

Rarity was quick to join her. “Sweetie Belle needs my help. I’m going with Applejack.”

Before the two could run off together, Twilight quickly stopped them with her magic. “Be we should wait…” She insisted. “…we need to do some investigation into what they are up to! How is she going to use that magical surge? Why do we need to be there?! We should try and write to the princess and king again.”

“And risk the young lives of children to both Scar and Chrysalis?!” Kion crossly questioned. “No! We can’t do that!”

“Write all the letters you want, but there’s no time to wait. Rarity, Kion, and I are leaving now.” Applejack firmed cemented they are going over there while leaving Twilight giving her, Rarity, and Kion the brief stink eye for their half-listening response.

Both Rainbow Dash and Bunga are both pounding their fists together ready to accompany them while Kyoga had more calculating thoughts in her mind.

She correctly knows that both Scar and Chrysalis will be counting on them to come to their rescue but also knows it’s also a trap. To herself she is left thinking of how this can all play out without them coming out on top.

Fluttershy and Ono finding this a very dangerous trek, in fact to dangerous out of their comfort zones were quick to voice their reluctance on wanting to go.

“I’ll…um… I don’t know about this…I’ve got a lot of animals to feed. Things to do… a bonsai to water…”

“…along with figuring out our next patrol route for animals that really need rescuing…”

“Well, of course I’m coming.” Pinkie spoke up vouching for herself while holding up her pet gator with hearts in her bright blue eyes. “And don’t worry, Fluttershy, we can leave Gummy in charge of your plant!”

Seeing they have little to no choice in backing out of this one they both voiced their support still hesitant on the danger awaiting them.

“Okay.”

“Fine.”

Thorax having been there before was quick to declare his support without fear. “If you’re all going to the changeling kingdom, then I better come with you so you all know the way.”

“Us, too!”

“Count me in.”

The others vouched their support.

“Very well…” Twilight spoke deciding that the Guard has to come to their rescue before turning to the baby dragon. “…I’m leaving you in charge of the captured changelings.” She gestured to said changelings tied up and being laughed at by every pony. “When you get a hold of the princess and king, they’ll take care of them.”

Spike nodded while hugging her mother-like figure goodbye before she led the way towards the changeling kingdom alongside the leader of the Lion Guard.

“All right everypony and everyone…” Twilight began to everyone in the Guard while levitating their map “…this is showing us the way. It’s going to take us almost the whole three days to get there…so we need to get moving.”

“So let’s go!” Kion declared.

Even so both Rainbow and Bunga were ready for what awaits them there. “I feel like Daring Do! A pony of adventure! We’re off on a quest!”

“I know! A very wonderful quest! In fact…” Bunga inhaled deeply before singing…

“We’re off to see the…”

Kyoga suddenly covered his mouth with her paw. “No, no, no, no, no, no.” She quickly and rapidly asserted. “No.” She whispered one more time before letting go of her.

“Thank Simba, for that.” Fuli expressed while irritated by the childlike nature of the honey badger and party pony in the face of danger with lives and a kingdom on the line.

“Well that was random.” Rainbow remarked while the others are giving them weird looks with Fluttershy and Ono both still fearing for their lives.

“I know!” Pinkie chimed in. “…maybe if we’re lucky we’ll see a ninja…or some monkeys…or monkey ninjas!”

“Pinkie!” Everyone shouted rather annoyed at her.

“Oh you’re right! If that monkey ninja was worth his bananas, we wouldn’t see him!” Pinkie giggled while the others groan once more knowing they have a long journey ahead of them while they all walk off into the sunset together…

…all while being watched by Scar and Chrysalis themselves to see that everything is going according to plan.

“It won’t be long now!” Scar said to the changeling beside him.

“Excellent!” Chrysalis sneered once more upon seeing this band of heroes doing exactly what they want them to do.