Starlight Glimmer sat in a chair in the living room of the Castle of Friendship. She let out a relaxed sigh, grateful for just a moment of downtime. Being Headmare of the School as well as Stewardess of this Castle could be a lot of work. But at least for today, she could relax a little and spend time with her own friends. Sunburst and Trixie sat in the room with her. There was also Discord and Fluttershy, as well as the leader of the changelings, Thorax, and his mate, Criclinas.
“Feels good to have a little time to relax, huh?” Starlight asked her guests.
“Yes, thanks for inviting me, Starlight,” Thorax said. “It’s been so long since we’ve all gotten together.”
“Yes, the old heroes who changed the changelings!” Discord said, raising a glass of wine. “And we’ve all settled down and found true love! Well, all except a certain sad blue pony!”
Trixie narrowed her eyes at that remark. “The Great and Powerful Trixie is better off on her own! Trixie has all she could ever dream of and doesn't need a stallion… or a foal!”
Starlight smiled. "You don't know what you’re missing."
"You mean aside from sleepless nights and stinking diapers? I watched you handle that with Luster!"
“There is a lot of work that goes into parenthood. Joy cannot be attained without working hard,” Cricilinas said. “Thorax and I have five little changelings, and they mean the world to us! Right Thorax?”
“Of course,” Thorax agreed.
“Yes, being a parent is hard work,” Sunburst said. “After Luster was born, we had our hooves full. But it's also rewarding.”
“I agree," Fluttershy said. "Sometimes, I feel sad that Discord and I could never have a foal. Though, I’m not sure I would be brave enough to go through the birthing pains.”
Discord looked at his wife. “It could do more than just hurt. My chaos magic might be very harmful inside you. I don’t wish to put my wife through any pain.”
“Well, I have my animals. I’m content with that… and you, my chaotic sweetheart.”
She flew up slightly and kissed the draconequus on the cheek. He grinned sheepishly.
Starlight turned to Thorax, feeling it was time to address the other reason she had asked him to come. “So, did you have anything that might help with the Chrysalis problem?”
The leader of the changelings nodded. “It so happens that we have developed a way for us to see through our own transformations.”
He walked away for a moment.
“I wish Chrysalis had accepted your offer of friendship back when you showed us how to share love,” Cricilinis said. “I always looked up to her back before the hive changed. I was wrong to of course!”
Starlight nodded. “Many of us have done a lot of things we wish we didn’t.”
Looking around she saw Trixie and Discord nod. They had both had some villainous things in their pasts. “But we’ve all changed and seen the error of our ways. Unfortunately, not every creature can be redeemed.”
Thorax returned, he levitated a small chest in front of Starlight. Opening it, he revealed a black amulet with an emerald in the center.
“Here we go, this amulet will allow the wearer to see through changeling transformations. Just put it on, go ahead.”
Starlight took the amulet with her magic and slid it’s chain over her neck. It gave a faint glow, and Thorax transformed into Sunburst. When Starlight looked at him, she could see the transformation, but it was almost like a ghost, appearing non solid. She could see his true form beneath it.
She grinned. “Chrysalis better stay away if she knows what’s good for her! If you’ll excuse me, I want to take a walk around Ponyville.”
Starlight got up from her seat.
Cricilinis looked up at her. “You’re not expecting to find Chrysalis, are you?”
Starlight giggled slightly. “Of course not. Though I would like to be sure.”
Sunburst looked at his wife. “If you see her, don’t take any unnecessary chances!”
Trixie sniggered. “I’m sure Starlight can handle Chrysalis, go get her if she’s out there!”
Starlight nodded. “Thanks for the vote of confidence, Trix.”
She walked outside.
***
Chrysalis walked with Tirek and Cozy Glow toward Ponyville through the forest. Cozy in her altered grown up state and Tirek in his pony form. Chrysalis remained in her ordinary changeling appearance.
“Here’s the plan," Chrysalis said. "We get to Ponyville, buy or rent a house… and when the time is right… we shall grab Luster Dawn.”
“Uh!" Tired said. "I vote we simply attack the Castle of Friendship and take her. Or we could go after that shy Pegasus. I don’t think Discord would give us the Bewitching Bell for Luster Dawn.””
“Grogar said he would.”
“You only agreed to it because it gives you a shot at revenge against Starlight Glimmer!” Tirek roared.
“Discord was ruined by friendship!” Chrysalis spat. “It's been twenty years since he pretended to be Grogar... no doubt he’s become even weaker by now. The fact that he uses his chaos magic to transport animals for Fluttershy is proof enough. What do they even do in his chaos realm?”
“Well," Cozy spoke. "We need to work together if we are to defeat Twilight and her friends this time! So, you two better learn to get along. Listening to you is like listening to an old married couple!”
“What?” they both exclaimed, looking at the young Pegasus. “We are not like an old married couple!”
The pegasus growled. “You’re both really old, and you bicker a lot!”
“Let us focus on the mission," Tirek said. "Get the daughter of Starlight Glimmer and trade her for the bewitching bell."
“Oh, I won’t be trading her daughter back!” Chrysalis stated. “You really think I would? There are so many possibilities I could do to that Luster Dawn when I get my hooves on her!”
“Oooh, I vote for complete destruction!” Cozy Glow said with a psychotic grin "Just imagine the look on Starlight’s face if you were to destroy her daughter in front of her!”
“Careful you don’t do something to make Starlight too angry with you!” Tirek said. “Twilight knocked out one of my teeth in our last fight! You’re lucky she didn’t go after either of you! Guess I’m the one she hates most for destroying her library.”
“Ha! You think that was a blow? I made her think that she had lost her brother forever!” Chrysalis said with a laugh. “She nearly tried to murder her old foalsitter when I sent her down to the caves beneath Canterlot.”
“Ha, then why didn’t she go after you?” Tirek asked.
“Maybe she just thought you were the biggest threat!” Cozy said.“I betrayed her trust! I spilled her secrets from the school! I was her friendship assistant for a little while. She even called me her right hoof pony! You should have seen her face when I told her friendship is power!”
Chrysalis looked at Cozy. “Wait… what did you say?”
“That she called me her right hoof pony!” Cozy repeated.
“No, about power,” Chrysalis said.
“That friendship is power! I was gonna make myself the Empress of Friendship!” Cozy said.
“Power,” Chrysalis said."That's something I love."
The three villains broke into a song.
Chrysalis:
Power is such a beautiful thing,
So desirable.
Oh, the power I held when I was Queen!
The hive would bow to me,
Fulfill my every wish.
They would swarm across a city to conquer
In my name.
Tirek:
It tastes so good to eat.
And feel it make your muscles grow.
There’s nothing quite like it, as you
Become stronger and stronger
Cozy:
To have a horn was so much fun.
That blasted my enemies with magic.
Oh, how I wish it could have lasted
Chrysalis:
Rest assured, little one, we all want power.
We have all lost it at some point.
Our Power
Those ponies
Took it.
But we shall make them pay.
Our Power will return
And when it does, we shall use it.
Those little ponies will tremble before us.
Tirek:
We shall crush them under hoof!
Cozy:
Blast them away!
Chrysalis:
Our power shall light the way!
We will fight friendship
And destroy it!
All:
With our power completely and utterly!
They all grinned evilly.
“I like this little evil band we’ve put together,” Cozy Glow said. “Maybe we could do this every once and a while after we are done conquering Equestria.”
“If we can do it,” Tirek said.
“Don’t you ever doubt yourself!” Chrysalis said.
“Easy to say after being defeated so many times,” Tirek said. “Something tells me that if we mess up again, there won’t be another time. You remember how Celestia and Luna were after we climbed out of that cupcake?”
Chrysalis shuddered. Even though she was the one that most refused to give up, she had still felt the fear in the moments when Celestia had said there wasn’t a punishment worthy of all they had done. Of course, they had ended up putting the trio into suspended animation where they were completely unaware of all that happened.
“Don’t be a coward!” Chrysalis snapped. “Sure, we have lost countless times. But a loss is a way for us to learn from past mistakes.”
“So, what have you learned?” Cozy Glow asked.
Chrysalis hesitated. “That… the Magic of Friendship is a formidable force to face off against. You said it yourself, it is power, and Discord said we would use their own strategy to defeat them.”
“What are you suggesting?” Tirek asked.
“We tried to take away friendship last time. That didn’t work for long. But maybe instead of taking it away, we could use it for ourselves,” Chrysalis said.
“But you said you thought it was a disease,” Cozy reminded her.
Chrysalis nodded. “Yes. But it is powerful. I can’t deny that, and as much as I hate to admit it… I’ve been infected with it ever since we scaled Mt. Everhoof. To acquire power, one must do distasteful things at times. We don’t need to become good friends. But if it makes us more powerful, then that would be a small price to pay if we can defeat our enemies.”
“Agreed,” Lord Tirek said. “It feels good working with you two... sometimes.”
“Well, here is to friendship and power! Perhaps we should call our friendship, fiendship! That adds an evil ring to it!” Cozy Glow said with a chuckle.
They finally came out of the forest and saw Ponyville before them. Chrysalis turned into her regular pony disguise, the green unicorn photographer Crackle Cosette. Now, with all of them looking like Ponies they could pass for a family traveling together.
Cozy looked at her. “Uh… hasn’t Starlight and Twilight’s other friends seen that disguise before?”
“Yes, what of it?” Chrysalis asked.
“Well, it’s been twenty years,” Cozy Glow reminded her. “You need to make her look older!”
“Where did you get that alias anyway?” Lord Tirek asked. “Did you make it up?”
Chrysalis shook her head. “No! The real one exists, or existed, I should say. I disposed of her shortly before I took her place. I heard a rumor she would be taking a photo of Twilight and her friends and found out it was true. She was a unicorn that had green magic, so she was a perfect cover for me."
Tirek cocked his head. "A perfect cover? What do you mean?"
"I can’t change the color of my magic like the rest of my body, so that can be a giveaway. Though I can also create entirely new ponies like I did when we infiltrated Canterlot. Well, I suppose just to be safe I can add a slightly older look.”
With another flash, Crackle Cosette turned slightly older with eye bags and a gray strand.
“I do hope this doesn’t look too old!” Chrysalis said. “I prefer looking young.”
“You look very nice, your Highness!” Cozy Glow said. “Go on, Tirek, say something nice about her!”
“Kind of… um… attractive,” Tirek said.
Chrysalis blushed slightly. “Thank you… Lord Tirek.”
“Well, let these fiends get on the way!” Cozy said, flapping her larger white wings as the disguised villains walked into town.
They saw mostly ponies, but there were several other creatures in the streets.
“We need to find a place to stay,” Cozy said. “A house would be nice.”
“But to have or even rent a house we would require bits,” Tirek noted. “We do not exactly have jobs.”
“Nor do we need them!” Chrysalis said. “When I was on the run, I spent all my time working for my revenge! There would be no point in getting a job. That would only be a distraction.”
“You want to blend in with the other ponies, right?” Cozy asked. “Well, that would be easier if we had jobs! We don’t know how long this operation might last. We need to find Luster Dawn and-"
Tirek put a hoof over Cozy’s mouth as a pair of ponies wandered close to them. They waited until they were not within hearing range.
“Look,” Cozy resumed. “We could find Luster Dawn today or tomorrow, but we don’t know where she lives right now. She could be in that castle up there.”
She pointed to the enormous Crystal Castle that belonged to Starlight.
“Or she could be somewhere else. Ponies her age usually move out. We’ll have to find out where she is right now. Plus, she has a group of four friends.”
“We can probably take care of her little friends,” Tirek said. “But I still say we should take that Fluttershy as well if the opportunity presents itself. That would give us extra leeway to make sure Discord hands over the Bewitching Bell.”
Chrysalis sighed. “Well, what do you have in mind for jobs?”
Cozy put a hoof to her chin. “Well, I’m a Pegasus, so I could fly up to Cloudsdale and check stuff out there.”
“Lord Tirek?” Chrysalis asked.
“Hmm… not sure. I’ll see what I can find. There might be something I can use for just a little while,” Tirek said.
Chrysalis shrugged. “Well, it's best to be prepared. You two go and look for some jobs. I’ll ask around town and see if I can find out anything about Luster Dawn and her friends. We’ll meet back here.”
They nodded and split ways. Cozy Glow flew into the sky toward Cloudsdale while Chrysalis and Tirek walked to different parts of town. But as soon as Chrysalis turned a corner, she saw her! Starlight Glimmer stood there in the streets of Ponyville. She looked directly at Chrysalis with her eyes wide open, as though she could see the Queen's real form. Chrysalis flinched in fear. For a moment she thought Starlight could see through her disguise somehow! But that was impossible. There’s no way that could be the case, right?
Then, Starlight turned away and walked another direction. Chrysalis let out a breath of relief. It appeared she hadn’t seen through her disguise.
“Ha! What am I thinking? There’s no way Starlight could see through my brilliant new disguise!” she cackled to herself.
Then, Starlight suddenly turned around and fired a blue beam at Chrysalis, catching the changeling in the chest and knocked her to the ground. She returned to her regular form and looked up in astonishment.
Starlight smirked at her. She was reminded of their previous battle in the caverns beneath Canterlot where Chrysalis had knocked her down in a similar manner.
“What goes around comes around, Chrysalis!”
“But... how?” Chrysalis asked, getting back up. “How are you able to see through my disguise!?”
Starlight gestured to an amulet around her neck.
“Thorax gave this to me, it allows me to see through Changeling disguises.”
Chrysalis growled. She remembered ordering a device be made to allow her to see through the transformations of other changelings just in case they might end up attacking their own kind that were transformed by accident. Now Thorax had given Starlight that device which had been completed. That traitor!
Ponies in the streets screamed and began running away in fright. The two enemies faced each other with narrowed eyes. Starlight leaped at Chrysalis like she had when the changeling had attacked the school, trying to teleport them both to a far-off place where no pony would get hurt in their battle. But Chrysalis wasn’t going to fall for that a second time. She flew up into the air and dodged Starlight’s grapple attempt.
“You can’t win this time, Chrysalis!” Starlight told her as she began to fly.
“I defeated you once, I’ll do it again!” Chrysalis taunted.
“Ha! You only beat me last time cause you caught me off guard!” Starlight reminded her.
“And you kept teleporting away, you were afraid to face me head-on!”
“I knew I couldn’t beat you head-on when you had that power up! But you don’t have it this time!” Starlight retorted. “And I have gained twenty years of experience since last time!”
The unicorn flew up at Chrysalis. She fired another beam at her, the former Queen countered as she always did, with her own green magic. Blue and green collided in the air, with Chrysalis’ green pushing back Starlight’s blue. The changeling grinned, hoping this would be a sign of victory. But the unicorn broke the spell lock before it could get back to her. She flew out of the path of Chrysalis' beam which soared through the air harmlessly.
“Ha!” Chrysalis taunted. “Even without my power up I’m still stronger than you!”
“You may have more powerful magic, but power alone is not enough! It takes skill to be a good caster!”
Starlight surrounded herself in a magical shield. Chrysalis shot her green magic at it, only to have it ricochet back at her. The changeling barely managed to fly out of the way.
“How do you like my reflecting shield?” Starlight asked. “Sometimes you can reflect an opponent's magic back at them if you time a shield correctly, but creating a spell that will always do that? Sunburst and I were so impressed with ourselves! And we were even more impressed when we found a way to continue it while being able to cast other spells.”
She began to send blue beams at Chrysalis while still keeping her shield up. The changeling countered one spell, but was soon beset by a barrage of them. Yelping, she flew off in one direction.
“Come back here, Chrysalis!” Starlight shouted. “You’re not getting away!”
She flew after the changeling in a fury. Chrysalis clenched her teeth as she dodged more beams. She had to make sure she was not caught. As long as she remained free, there was always another chance. Starlight might be too powerful right now, but next time would be a different story. Chrysalis certainly hadn’t planned on fighting her nemesis today. She needed to escape, and come up with a different plan. At least she knew Starlight’s trump card right now. Glancing behind her, she saw Starlight was gaining! Any moment now, she would be close enough to fire a spell at point-blank range. That would surely bring Chrysalis down! Starlight’s horn lit up as she prepared to do that.
Closing her eyes, Chrysalis transformed again.
***
Starlight fired the beam she was sure would win this. But as she did so, Chrysalis was surrounded in a green aura. Starlight heard a small buzz as Chrysalis came in super close, but Starlight felt no impact. Then she vanished.
“Huh? Where’d you go?” Starlight asked, looking around. “Come back here!”
Had Chrysalis teleported away? She had never displayed that kind of magical skill, but who knew just how much she knew about magic? She hadn’t disguised herself. Starlight would have seen through that thanks to her amulet. Was she invisible? Starlight couldn’t tell. She lowered her shield and headed back to the ground.
As she landed, several ponies approached her.
“Are you alright, Headmare Glimmer?” Honey Cake asked.
“Yes, I’m fine,” Starlight said. “Is everypony here alright?”
“Everypony is fine,” Pumpkin Cake said. “We heard you were battling Queen Chrysalis in the sky. Did you get her?”
Starlight shook her head. “She got away. But be on the lookout from now on. Anypony with a green magic aura could be Chrysalis!”
“Okay, hey you got a fly on your head!” Pumpkin said.
Looking up, Starlight was unable to see the fly, but she shook her head. The fly got off and Starlight looked at it… seeing Chrysalis! Then Starlight heard something, a familiar hum of magic.
And just like in the snow battle, Starlight (along with Honey and Pumpkin) were knocked off their hooves as the fly grew.
The changeling approached her, and with her magic, pulled the amulet off, eyeing it. Starlight opened her eyes.
“No!” she exclaimed, but it was too late. The former Queen shot the amulet with her magic, and it melted away.
“You won’t be able to see through my disguise next time, Starlight Glimmer! I will have my revenge on you if it is the last thing I do!”
Chrysalis turned back into a fly, vanishing from sight instantly as she shrunk and flew away.
***
Back in the Castle, Starlight met with Thorax, Sunburst, and Trixie.
“So, Chrysalis was there?” Thorax asked.
“Yes.”
“Did she mention anything about Luster?” Sunburst asked.
Starlight shook her head. “I didn’t really ask her anything. She just said she’d have her revenge, you know her.”
“Well, I hope that means she doesn’t know,” Trixie said.
Starlight sighed. “I just wish I’d been able to keep the amulet.”
“We still have the blueprints for that one,” Thorax said. “Maybe we can make more.”
“Could you do that, please?” Starlight asked desperately.
Thorax nodded. “I can try. I should have come with you. Maybe I could have gotten through to Chrysalis.”
Starlight shook her head. “No pony or changeling could probably ever get through to her. She’s just too hungry for power and revenge.”
***
Chrysalis's teammates returned at sunset.
“Well, I got a job in the weather factory!” Cozy said with a grin.
“And I’m going to be doing some heavy lifting for a rich pony named Diamond Tiara!” Tirek said, flexing his muscular pony form. “How did things go for you Chrysalis?”
“Terrible!” the former Queen said. “Starlight Glimmer chased me around Ponyville!”
“What?!” Tirek exclaimed.
“She had an old amulet I had designed from my hive to allow changelings to see through each other’s disguise! That traitor Thorax gave it to her!” Chrysalis cursed. “Well, I destroyed it. But no telling whether she has more of them!”
“Guess you better lay low for a while,” Cozy Glow said. “If she has something to see through your changeling disguise, it won’t be easy.”
“We’ll get her daughter! One way or another, and then we shall get Grogar’s bell back! And we will have our revenge!” Chrysalis stated with an evil grin. “We work as a team! And now… as friends. As friends we shall be more powerful than ever!”
The three of them laughed evilly. But little did they know, Grogar was watching them within his Crystal Ball.
“Yes, friendship can make you more powerful." Grogar said. "It certainly has made your enemies powerful. But it still won’t make you strong enough to conquer me! When you three are of no further use to me, I shall crush you.”