My Secret Life as an Evil Insect Overlord

by LordBrony2040


Chapter 1

Disclaimer: My Little Pony and all its characters are the property of Hasbro and are used without permission for this non-profit endeavor.

Chapter 1: I Become A Changeling

It all began on a rainy Tuesday night. The satellite dish was having it’s usual fit whenever the signal was cut off by thunderclouds, was covered in snow, got wet, or had even the tiniest piece of junk touching it. So, more than half my channels were showing complete or partial signal loss (but still giving me that damn error message even with partial) and the day was nowhere near the end of my work week. I had no plans or wish to risk going through the pouring rain to go to a bar and meet up with the type of people that hung out in such locations for a slim chance of a one night hook up that would probably come back to bite me in the ass later.

With nothing better to do, I was looking through the various suggestions on Youtube, most of which relating to MLP or video games…or MLP characters playing video games. Yeah, I’ll admit it, I was going through a brony overload at this point in my life. But you should see what else was on American television.

Another lightning strike illuminated the sky halfway through a video in which Pinkie Pie was making a pie in a parody of another youtube channel, which was soon followed by a boom of thunder that left my windows rattling.

The whole situation made a disgruntled moan escape from lips. With the storm being as close as it was, I didn’t like the idea of a power surge knocking out my computer. I didn’t have enough money to replace either it or the monitor if something should happen. So as the video had apparently drawn to a close, I reluctantly got out of my chair to unplug my surge protector from the wall socket.

“WHICH ONE OF YOU CALLED ME A BITCH?” Rarity’s voice resounded through my ears as I had my hand on the plug.

The line interrupted my action and I looked up to my monitor at the unexpected twist in the video. Honestly, I thought the only thing left were the credits. But it made my stop in mid action and well…die.

Okay, that’s a little on the unelaborated side. Hell, I’m not even sure if I’m really dead. All I can guess is that there really was a power surge while I was holding the surge protector’s plug with my hand above an empty socket. There was a sharp pain and then…nothing.

Darkness.

The empty void.

And then…whispers.

Whispers that grew louder, and Louder, and LOUDER until it sounded like a hundred people at a party all talking into my ear at the same time. I couldn’t stop it or cover my ears, or anything. I couldn’t tune them out, and in my panicked rage of wanting them all to just shut up, I didn’t try to focus on particular words. I just let out a soundless scream, trying to tell them to make it stop!

Then, they did.

When I came to, I opened my eyes and breathed in a panicked breath. At least, I tried to. My mouth was full of a strange liquid with an odd texture. If I had to compare it to something, it would be like that one time as a kid I tried to fill my mouth with pancake syrup. Only this time it wasn’t my mouth, my whole body was covered in some weird greenish goo that seemed to be providing its own illumination. I turned and thrashed around, but I couldn't tell up from down.

Desperate for oxygen, I swam through the substance towards a source of slightly different colored light in front of me (above me? Below me? I couldn‘t really tell) and met a barrier. Undeterred, I pushed forward, pressing against the obstruction that gave like cheap plastic wrap as I clawed my way through.

The first thing I did upon oozing out of my confinement was cough up the gel that had surrounded me. The panic of nearly drowning still had me firmly in its grip as I looked around in confusion, and it only grew worse when I glanced at my surroundings.

It was a large cavern made of molded dark black…I honestly have no idea. Whatever the stuff was, it looked almost organic, like the roof of a person’s mouth. Only it was black, with globes of glowing green stuff that had a likeness to what I had just come out of littered along the walls and ceiling to provide illumination. Off to the side and throughout the cavern above me, I could see dozens upon dozens of other pod-like containers like the one I had just come from filled with blurry shapes that remained motionless. I think there were about fifty of them in all.

Before I go on, I should probably mention the first big movie that caught my attention as a child was Aliens; a movie with architecture very much like that of where I had woken up in. While I had been a bit too young to be creeped out by it in lieu of all the action that happened, it did stick with my subconscious through the years.

So when I came to in what looked like a pretty damn good rendition of an alien hive, I conducted myself in a very dignified manner. Instead of screaming, I started hyperventilating. Instead of running around like a chicken with my head cut off, I back pedaled right into the cocoon goo that leaked out from my birthing chamber. When I felt what I thought were my hands in aforementioned goo, I lifted them to my face to see what kind of gory horror I had touched.

Then things got really freaky.

Instead of seeing what I should have seen, a regular pair of hands, my eyes fell on a pair of inhuman appendages full of holes that went all the way through, with a flexible chitin covering the forelegs. Lost somewhere between confusion, panic, and revulsion at the strange green stuff that was on the things in front of me, I shook off what looked like a giant glob of snot from the left appendage.

That’s when the revelation it me: the things in front of me, despite their lack of fingers, were my hands.

THAT'S when I finally lost it and screamed.

My mind still in a panic, I looked around at my body. Like my hands, the rest of it was covered in a black coating that seemed to move despite an apparent lack of joints that the outer skeleton I had surrounding me hid quite well. My neck was odd and long, and my hair was so silky I knew it wasn’t made of the same stuff a normal person’s was. An unsettled feeling on my back made me jump forward to hand on whatever had replaced my hands. Then a buzzing made me look on my back to see a pair of wings waving around wildly on reflex, and I felt the muscles on my back twitch every time they moved.

Wings? I opened my mouth and spoke, but my question of ‘what the hell?’ came out, “wrght rck hhheeek?”

The unnatural vibration of my vocal cords made me reach up to try and grab my throat with both of my hand-things, causing me to fall flat on my face. What…what’s going on?

If my eyes had tear ducts, I’m pretty sure I would have cried. Instead, I picked myself out of the muck and called out for help despite the fact my mouth did not move the way I wanted, nor did my vocal cords want to make the right sounds. “hreeek reeek!”

Then, I heard a buzzing from further down the cave, and could only stand there in horror as a pair of creatures flew through the air on their insect wings toward me. When they approached, one screeched at me, and my senses were overcome by a powerful smell before it cried at me again.

But by then my flight or fight instinct had taken over, and I tried to bolt. I got maybe two feet before I tripped over my own legs, and the aliens jumped on my back. I don’t want to die, what all I could think before a sharp pain exploded in my skull.

Then…darkness.

And the voices found me again.


With unconsciousness came the voices. This time they were whispers, words, screams. A dozen, a thousand, a million. All of them, talking over the other. I think I tried to scream, but found myself unable to. My own voice was drowned out by the thousands of others.

The process continued.

Seconds.

Minutes....

Hours...

My eyes snapped open, and I picked myself off the hard ground of the hive. The embryonic fluid of my birthing chamber slowed the process down, having become solidified in the open air. It took me a moment to kick my way free of it. Despite just coming to, I felt as if I’d just run a marathon. My head ached, and the joints of my body protested as I got to my feet. After shaking off the last of the solidified fluid, I looked around again.

Unlike my first awakening, I didn’t find myself as panicked as I was before and had to actually strain to remember why my first moments were filled with such fear. Even then, the reason for such a thing was confusing. Despite its looks, I knew the hive was the safest place for us. All of the hive-mates emerge into the world from here. It is where we stored and harvested the food we captured. Made from our resin, the hive was resistant to most forms of magic and worked as both a fortress and incubator.

I knew other things as well that have removed the confusion from earlier.

I was a changeling.

I was born 7901 of the 3rd hive, and adapted to the monarch class one day after being laid, and quickly grown to maturity.

As soon as enough of us were properly matured, we would take Canterlot and make Equestria our new feeding ground. Once their ruler was properly subdued, we would be able to spread throughout all of the land unopposed.

Wait…WHAT?

The new information in my mind ran into conflicting information and I just stood there on all four of my newly acquired legs.

I knew for a fact that My Little Pony was a cartoon. It was created, or recreated really, by Hasbro as a way to help market some really awful toys. Then someone in the company actually had the brains to hire Lauren Faust to help retool the series. She refused to make some crappy cartoon, and took what was probably the third worst idea of a television show ever and turned it into the second coming of the great Disney musicals. But I knew that it was just that: a cartoon. It was an entertaining story grounded in moral messages with compelling characters that presented an ideal to strive towards, but it wasn’t real.

On the other hand, I also knew that without a shadow of a doubt that I was a changeling. I was standing in a hive. If I flapped my wings a certain way an gathered the magic in my body properly, I would be able to fly. If I got really angry and concentrated my negative emotions properly, then I could create destructive magic and blow shit up, or influence people’s minds by channeling the energy through my horn and eyes. With a proper blueprint, I could take on the forms of other creatures, and using their emotions as a catalyst, feed off their innate magical energy.

I knew Celestia was real. I knew the basic layout of Equestria. I knew that within the year, we would be cocooning little ponies inside our new hive to use as a new food source in order to grow and spread. The ponies were going to be our food and- “Whoa hold on time out just a second,” I clicked and screeched in the changeling language, which now made perfect sense to me.

I pushed through the ache in my head and forced down the images of ponies that had already been abducted and placed within chambers meant to keep them sedated as we-the changelings harvested their emotions like some kind of crop. Not only that, but ponies were next to defenseless, kind and trusting. It was almost too easy for a changeling to just snatch one of those ripe, juicy little- AHHH CUT THAT OUT! I told my subconscious.

Once again, I tried to push the changeling in me aside and clear my head of predatory thoughts as I tried to figure out just what the hell was going on here. A dozen questions came to mind, and I was thankful for something else to focus on rather than the changeling knowledge that just shoved itself into my brain upon awakening.

Was I dead? Was this what happened when someone dies? They just wake up in a whole cartoon-ish world and start over? The whole theory of reincarnation seemed to play into that since I did remember I was on a completely different planet yesterday, but…getting killed off and waking up in what should have been a cartoon didn’t really appeal to me as a good way for the universe to work.

The thought that this was Heaven came to mind thanks to watching that one Supernatural episode where everyone in Heaven makes their own paradise. But if that were the case, then I should have awoken in the middle of Ponyville as a badass alicorn that hung out with Rainbow Dash and had a cordial relationship with Luna.

Not that I was ever into the physical attraction to ponies thing, it’s just the whole princess Luna crying on her own holiday really got to me and I just wanted to give her a hug on Nightmare Night and go ‘there there Luna, you’ll always be best princess to me’.

Okay…umm…other explanations, I asked myself. Coma fantasy? It seemed to fit…sort of. Maybe I had just been electrocuted and knocked out, and now I was laying in a hospital bed somewhere. Although I had to wonder why I ended up on the wrong side of the tracks in the Good VS Evil battle and not the alicorn god of awesomeness like what should have happened if this was all in my head.

I wracked my brain for another explanation, but before one was forthcoming, the telltale buzzing of wings informed me that more of my hivema-more changelings were coming. But they weren’t my ‘hive-spawn’ they weren’t a weird stand-in term that changelings used for family. They. Were. Changelings. Period!

They were them, and I was me. I mentally grabbed onto that truth and held it like it was the only thing that kept me from falling into a dark abyss.

When the three changelings approached, I did my best to stay calm. Two of them looked like normal changelings, while the third member of the trio that was leading the group had on some strange armor that looked to be made of the same material as the hive walls. Seeing them wasn’t like watching a bright little cartoon on a screen. No, seeing them in person (in pony? In changeling? In per-ling? Oh screw it!) was just downright freaky.

Changelings are insects that look like ponies. I’m not talking about when they change shape or anything, I’m talking about their base form that was crafted after the hive established itself in Equestria. I already didn’t like bugs, but bugs that have been twisted into a shape that is just so…unnatural sends a thousand shivers down my spine. These things creeped me out.

As soon as he landed, I noticed the one in front was a tiny bit shorter than me. The oddity stuck with me as I knew changelings basically rolled off a genetic assembly line. All of our base forms were the same, yet mine was slightly different. Then the leader barked something at me in the changeling language. “Designation!”

After my body jumped in startlement, it took me a few seconds to calm myself down enough to even understand what the question meant. “7901,” I replied in our mutual bug talk. It was rather disturbing how easily how I was able to form them in my…mandibles?

No, I had a mouth, with teeth and fangs and everything. So, there was that at least…

That realization brought another shudder through my body. With everything going on, I was actually glad for the fact I still had a normal mouth. Okay, it was a mouth with fangs, but that was still better than mandibles! That was the highlight of my existence, a mouth!

“Follow me for food,” the armored changeling told me before flapping his wings some more and taking flight.

I did my best not to think about what the cantina was going to be serving today and looked to the wings on my back. The new information in my head told me how my wings were going to work, and I spend a few seconds playing with the muscles on my back to make them move. Then I increased the speed of their movements and channeled my magic as I ‘knew’ how to do to enable a body too large to be lifted up by an insect’s wings to leave the ground.

Unfortunately, the joy of flight was easily overshadowed by my location. Although even the epic creepiness of the place didn’t manage to stop me from being in awe of the changeling hive. It was unlike any human structure ever built. I suppose if I was a biologist that specialized in insects, I might have been able to draw comparisons to some earth species like ants or bees. But I wasn’t. My chosen subjects were history, economics, government and psychology of humans, not…whatever the hell changelings were.

As soon as I exited the cavern where I had awoken, all semblance to human architecture disappeared. There was room after room of  an endless chain of tiny spaces. In some of them I saw glowing green moss growing on the wall, providing enough illumination for a changeling's eyes to work just fine. Others held indentations in the ground and walls where water trickling down from the upper floors was collected before the overflow ran down to the next floor. Entry and exits for the rooms were placed every which way, with changelings coming and going through holes in the roofs and floors just as much as through normal doorways.

If not for the knowledge in my head, I would have been completely lost. Even then, it was as if I had read a book about Niagara Falls, and then went to experience the thing in real life. Knowing what I would experience and actually being there in person were two very different things.

We came to the changeling’s version of a cafeteria. Like the incubation chamber, the place where changelings stored their food was a large open cavern that had to be over one hundred feet high, and I knew it was just one of several. Unlike the first chamber, the area was dotted with stalactites and stalagmites, some of which formed pillars that connected the ceiling to the floor thanks to the changeling hive material joining them together. It would have been an impressive sight if the place wasn’t littered with creatures floating in translucent pods of green muck just waiting to be fed upon.

Well, those that didn’t already have a changeling latched onto their pod, sucking them emotionally dry.

“Go. Feed,” the captain commanded.

I hesitated for a moment, looking around the chamber. I saw over a dozen different species. All the pony tribes had at least two representatives, although pegasi numbered as much as the other two tribes combined. There was also a griffon, some buffalo and a minotaur. I even caught sight of a zebra as I buzzed around.

Oh man, this is just wrong, I told myself before looking back to the changeling in armor.

“Feed!” it commanded more forcefully than last time.

I mentally gulped. I knew from the show how changelings fed, but the new knowledge in my head was much more descriptive in how it all worked. It was something akin to an emotional vampire, and the aftereffects of feeding too much on a single creature were more like extreme blood loss than an emotionless daze Shining Armor had during the wedding. That had been the queen's overdose of mind control which turned him into a zombie.

The idea that I had to do that to another being probably would have made me physically ill, if I still had a proper stomach to hold food. As it was, it just made me pretty disgusted and unable to do anything about it.

But then, what were my other options? Not feed and…what? I had no idea what the hive would do to a changeling that didn’t eat; and something told me a bitch like Chrissie would let me last long enough to starve to death. Even if she did, that was my other option. Feed, or starve to death!

It was a little disturbing how fast I made the choice once that realization hit me. But hey, self-preservation and all that.

Well, not much choice I guess, I told myself as I wearily flew up to the pillars that held the cocoons and hovered near frozen that held a frozen pegasus with dark red fur and a simple black mane.

No choice, I told my conscience again as I looked around to try and find someone to eat. Another pony caught my eye. It was a male unicorn with a heart for his cutie mark. Maybe I should put the poor guy out of his misery.

That thought caused another wave of nausea to roll through my consciousness, and I shook my head. Come on, I know it won’t be good if I don’t do what they want.

Even if it meant I would hurt another person…or whatever the hell I was about to feed off of.

Shut up conscience, this is me, not some nameless background pony! I told myself as I looked around the cavern. Still, just sucking another pony dry of the love they radiated from their mystic coma just made me shudder.

So…yeah, eating a pony was out of the question. Even if I didn’t know them, the only pony I could probably ever bring myself to harm was Diamond Tiara, and she probably didn’t have that much love to go around anyway. From what I could remember about Gilda, griffons were douche bags, so they probably didn’t have that much love to feed off of no matter how doped up they were. Which meant I either had to eat a bull-man or a buffalo.

I looked back and forth between the two before settling on one. You know what? Screw the Injun stand-in species, they messed with the Apple family, I told myself before latching onto the buffalo’s pod and doing what came naturally.

Changeling feeding habits are in a word: weird. We don’t eat and digest physical food, but when it comes to the love energy, we do inhale it through the mouth. There’s like a second, psychic mouth that we open to drag in the essence of another creature. There’s also a psychic nose that can smell (for a lack of a better term) emotions, but I didn’t need it at the moment as I knew all the creatures in their pods were being forced to radiate love.

Actually feeding as a changeling was…different. The ‘taste’ was the emotion I consumed. I experienced it as I drank it in. It also made me realize just why changelings needed to feed on love, or at least some sort of positive emotion. If we experienced the emotion as we fed, then an emotion like fear would cause us to recoil instead of continuing on, and I’m not sure what anger or hatred would do. I didn’t want to know.

Still, since I was feeding on the buffalo in its magically induced love coma, a feeling of euphoria washed over me. I stopped caring about the well-being of my meal and inhaled deeply, bringing on an emotional high that probably came close to drug overdose levels of joy.

Something pulled on my foreleg, and I ignored it in favor of my meal.

Another pull came. This one harder and from both arms, or forelegs I guess. But I wanted the food too much to care. I knocked the attempt to get between me and my buffalo burger and continued to eat. Then the captain changeling’s feet connected with my face and sent me to the ground.

When I got back up and looked at where I had been eating, I saw the three changelings hovering where I had been surrounding my meal. Where the buffalo had been what I was guessing a respectability fit member of his species when I first saw him, the creature floating in the pod looked shriveled to the point of emaciation and several years older. He was obviously on the verge of death thanks to the experience.

The sight was a bit disturbing…but I was way too high on love to give a damn.


I’m not too sure about what happened next. After my meal, I could have been smacked in the face all day without giving the slightest care. The bugs just led me through about a dozen more rooms that seemed to serve little purpose other than being places to grow moss and collect water.

The next thing I knew, I was in an empty chamber about the size of your average bedroom, if you lived on the set for Aliens. Unlike the other rooms though, these actually had doors made of the same chitin covering that it looked like the changelings outer shells were constructed from. A few minutes after my love high started to wear off, those doors opened, and in stepped the queen bitch herself.

Chrysalis. Was. Creepy. But in a scary type of way that made you want to cringe in terror and run screaming just to make sure she never touched you with those holy hooves of hers. What stood in front of me was not some cute little pony-bug monster that looked like a black, scraggly version of an alicorn with insect wings. The creature that towered over me radiated a level of menace that you get when finding a wild animal big enough to kill you coming your way for its next meal. While the other bugs gave me a bad vibe, Chrysalis made me pretty sure I would have been crapping myself if I had anything to let go.

“Do not worry my child,” the monster crooned in her vibrating voice as she circled me, examined me, weighed me with her eyes as if she were judging a piece of meat or something. I think I even saw her lick her lips once or twice.

“Do you know why you are here?” she asked after coming back to the point where she started her examination.

Because I died and God has a sick sense of humor, I told myself before gulping. “N-No.” Please don’t say sex. Please don’t say sex. Please don’t say sex.

The bug queen looked me up and down again, then frowned. “Twice I have found my plans for Equestria thwarted by a single pony,” she said before beginning to pace back and forth. “It is not Celestia, Luna, or Princess Cadence that halts victory for the hive, but their newly risen princess.”

Chrysalis turned her attention back to me, and I was on the receiving end of a grin that only intensified the sheer level of bad vibes I was getting from her. “So I have created you for this singular purpose…”

Wait, she’s not actually saying what I think she’s saying…is she?

“You my child, will kill Twilight Sparkle.”

Well fuck…I was afraid of that.

And so began my tale of immersion into the world of MLP, not with friendship and magic, romance and heroics, awesome godlike power and awkward meetings, but a perilous plot to pacify a particular pretty purple pony princess. Considering my shape shifting nature and my target, I figured I needed to brush up on my alliteration skills.