Cream and Changelings Rise

by A Pony Farce

Yeah, You Can See It in Their Eyes

Vinyl Scratch and Octavia sat in a small outdoor bistro tucked away in a corner of the castle grounds, surrounded by the ambient chatter of dozens of ponies either having a meal or simply passing by. It was the day of the much-vaunted royal wedding, and the eatery was even more densely packed than castle-side restaurants usually were at lunch hour; increased security had done little to lower the number of interested spectators come for a brief glimpse of the bride and groom, and the more heavily trafficked parts of the castle had become essentially unnavigable, forcing the musicians to take refuge somewhere off the beaten path.

“I don’t know, Scratch,” Octavia said, looking up at the pink sky filtering through the magical barrier surrounding the castle. “This whole thing is just weird.”

“You kiddin’? Trust me, Canterlot’s seen way, way weirder.”

“Weirder than you playing at a royal wedding? How does that even happen?”

The electric blue stripes of Scratch’s mane hung down over her face while she took a swig from her drink and dropped her head towards the table, making the headphones around her neck slip forward a tiny bit. “Cronyism’s a wonderful thing,” she said, sitting back up straight with a grin. “At least, it is when it happens to me.”

“Funny how Spike’s friends always end up involved in these things,” Octavia said with a touch of sarcasm.

“Still bitter about the garden party?”

A small grunt escaped Octavia’s lips and she leaned one foreleg on the table. “I’m just glad there wasn’t another stampede.”

Scratch took another sip of her drink. “So who’s this Cadence girl, anyway?”

“Cadance,” Octavia corrected.


“No, Cadance. With two ‘a’s.”

“That’s dumb.”

“She’s royalty. She can spell it however she wants.”

“So she is a princess, then? I kinda figured they just called her that ‘cause of the wings.”

“Of course not. She’s Celestia’s niece.”

A moment passed while Scratch thought about this. “But wasn’t—”

“Best not to think about it,” Octavia said, preempting the question. “If there’s one thing aristocrats have taught me, it’s that the royal family tree is a conversation killer.”

They sat in silence for several minutes while Scratch finished off the last of her sarsaparilla.

“You know, they probably would have let us into the wedding if you had asked,” Octavia finally said, more bored than cross.

“Probably, but c’mon. You didn’t really wanna watch a couple of ponies you’ve never met, only indirectly care about, and didn’t even know existed until a few weeks ago get hitched, did you?”

“Well, when you put it that way…” Octavia glanced at a nearby clock. “When does the reception start?”

“We’ve got about another hour,” Scratch said, checking the time herself. “We might wanna start heading out now, though. The roads’ll be pretty packed, and just getting the guards to let us in is gonna be a pain and a half if the giant magic bubble is any indication.”

“You have no idea. Trust me, they’re bad enough on a normal day.” Octavia noticed the incessant conversation that was usually inescapable near the castle had died down and, looking around for the source of the disturbance, saw some of the other diners craning their necks towards the sky. Curious, the bassist followed their lead and spotted something strange. “Hey, Scratch. What are those?”

“What are what?” The DJ looked up to see a small group of black dots ramming themselves against the dome. “Oh. Those.”

Octavia dropped her head back down and groaned. “I told you this was a bad idea.”

“Oh, c’mon,” Scratch said, still watching the skies. “It’s probably just a couple of dumb birds who can’t see the bubble.” The creatures assaulting the dome were joined by an army of additional black dots, who also took to attacking the castle’s protective force field. “Or not.”

“You’d think the Elements of Harmony or whatever they’re supposed to be wouldn’t be such bad luck.”

“Don’t be silly. We knew there was supposed to be an attack, remember? That’s why the dome’s there in the first place. Somepony thought they could storm Canterlot, but there’s a shield now so they can’t. Equestria: one, other guys: zero.”

“It’s magic, Scratch. You’re approaching this too logically.”

“Yeah, well, the thing about magic is you can’t worry about it too much. You just gotta chill out and let it happen.” Scratch hopped out of her seat and dropped a couple of bits on the table. “C’mon, quit bein’ a pessimist and let’s get going. We’ll make better time if we move while everypony’s busy staring at the sky.”

Seeing no reason not to oblige, Octavia shrugged and joined the DJ as she took off down the street, weaving around groups of ponies who had stopped in the middle of the road to look up at the sky with frightened gazes. “You know, this is a little creepy,” she muttered.

“Maybe just a bit,” Scratch whispered back. There was no real reason not to speak normally, but the soft cacophony of frightened murmurs around them would have made talking any louder feel awkward. “But that’s pony nature for—“

Her treatise on the psychology of herd animals was cut short by a terrible shattering sound that came from all directions as though a million glasses had been dropped by a million horrified ponies who had momentarily forgotten how to hold things with their hooves. The voices of the entire castle were brought together in a single horrified gasp, forcing both Scratch and Octavia to slowly lift their heads up when they realized that pretending they had heard nothing wouldn’t make it true. They stared into the sky and watched as a sea of black descended towards the castle grounds among the splintered remains of a broken shield.

After a brief moment of terror, adrenaline kicked in and both musicians snapped into action, diving into a nearby alleyway in an attempt to find cover. “Now what?” Scratch said, standing on her hind legs and laying flat against a building.

“Any chance you’ve got a ‘Repel Invaders’ spell tucked away somewhere?” asked Octavia, who had chosen to keep out of sight by simply standing further back instead of sidling up to the wall.

“I wish. My magic’s only good for light shows and lifting small objects.”

“In that case, priority one is to get out of the castle and back to the city. We can try and find somepony to help or… or something. At least tell them what they’re up against.”

“Do we even know?”

“Why don’t you find out?” Octavia suggested half-sarcastically while she inspected the alley for any potential escape routes.

“Alright, alright. Don’t gotta be a jerk about it.” Scratch turned her head towards the street and found Octavia standing against the wall next to her, blocking her view. “Mind getting out of the way, Octs? I’m tryin’ to see here.”

“What are you talking about?”

Scratch looked back at the Octavia behind her, then to the one in front. “Uh." Before she had a chance to consider things any further, the second Octavia grinned and clubbed her over the head.

Scratch fell to the floor an instant before her attacker was pegged by a flying trash can lid that sent her sailing through the air and onto the road, where she vanished in a puff of green flame and was replaced by a black, vaguely insectoid creature sprawled out on the ground. The real Octavia ran over to the felled DJ and kneeled next to her. “Are you hurt?”

“Nah, I’m all right,” Scratch said, pulling herself into a sitting position and rubbing her head. “What the hay was that, though?”

“It looks like our invaders are shapeshifters,” Octavia said, jabbing her head towards the unconscious changeling.

“And their plan was to ram against the wall until it broke? I think our security just got smashed by a bunch of idiots.” When Scratch stood back up on her hooves, a small group of screaming ponies ran down the street, being pursued by a handful of flying changelings firing magic. “Idiots with laser beams, I mean.”

“Laser beams they didn’t even use to attack the dome.”

“And I thought the cotton candy guy was bad,” Scratch muttered.

“Wait, who?”

“Oh, right, you missed that one. Don’t worry about it.” Scratch took another look at the street, then leaned herself against the wall and sighed. “So, got a grand escape plan yet?”

“Not as such, I’m afraid. I thought about taking the rooftops,” Octavia said, indicating a nearby fire escape, “but, well, they can fly.”

“Maybe they’d be too busy going after ponies on the ground to look higher up.”

“Maybe, but we’d be sitting ducks if any of them saw us. Besides, there’s a lot of open space out here— I don’t think we’d even be able to get a clear path away from the castle.”

“So we’re sticking to the ground, then.”

“We’ll just have to try and stay out of sight when we can. The grounds aren’t exactly built for cover, but if we’re careful, we shouldn’t have to be out in the open for long.”

“Right, then,” Scratch said, standing back up. “No sense wasting any more time here.”

They took off through the back of the alley and made their way around a series of buildings, avoiding the roads as much as possible. Before long, though, they reached the end of the block and encountered one of the castle’s wide-open fairways. “Is the coast clear?” Octavia asked, hanging back within the safety of the alley.

“Not exactly,” Scratch said, peering around the corner. Pandemonium had well and truly broken loose, and there were scores of changelings menacing ponies up and down the boulevard. “Maybe we can slip past while they—“

“Help! Help!” came a cry from somewhere down the street. Octavia ran over to the edge of the road, where she slid up against the wall opposite Scratch and joined the DJ in scanning the area for the source of the call. They spotted what looked to be at least a dozen changelings, some on the ground and some in the air, menacing a group of small, very frightened foals.

After just a moment’s hesitation, Scratch turned to Octavia and slipped her headphones over her ears with a practiced flick of her magic. “Are you ready?”

The bassist took in a deep breath and sighed. “Three, two, one… go.”

Both ponies leaped out from their hiding place and dashed for the children, running past a roving band of changelings who were terrorizing a group of university students. “I’ll catch their attention, you grab the foals,” Scratch called. Octavia nodded and Scratch split off, heading towards the other side of the avenue while Octavia continued down the street in an attempt to flank.

Knowing she had to make a proper entrance, the DJ scanned the area for a suitable projectile and, after a tiny bit of consideration, grabbed an abandoned pillow from a nearby café with her magic. It wasn’t an ideal weapon, but she didn’t see anything else she could comfortably fling and it would at least grab their attention. She allowed herself a moment’s preparation, both to aim and to get ready for a run, and launched the cushion at one of the airborne changelings. “Hey, buddy! Catch!”

The group of changelings turned to face her just in time for one of them to catch a load of pillowy softness right in the face. The changeling faltered and dropped down a few feet, then righted itself and flew back up to its original height, now looking very cross.

“C’mon, man! Pay more attention next time!” Scratch called before turning around and running for her life. Five changelings broke off from the rest of their group and took to the air to pursue her, and a moment later Octavia leaped over the remaining antagonists, landing in front of the foals with her body held low and her side between the children and the changelings.

“Don’t worry, you’ll be fine,” she said. “I’ll take care of this.”

The foals looked at each other, laughed, and leaped into an attack on their attempted savior.

A streak of blue blazed down the street on the conveyance of a white unicorn running at full speed, dodging left and right to avoid the blasts of green magic launched by a crowd of changelings.

Two of the pursuers swooped down and flew low to the ground, each pulling up on one of Scratch’s sides in an attempt to cut her off. When they closed in, the DJ slowed down for just a moment and the changelings, still flying at full speed, shot ahead of her. Before they had a chance to react, she grabbed the front legs of the one on the right with her magic and, with a quick jerk of her head, redirected his flight, sending him into a hard left turn. The changeling, unprepared for his sudden change of direction, crashed into his friend, and the momentum carried both of them directly into the side of a building.

Scratch allowed herself a brief moment to admire her handiwork while she ran past. This proved to be a mistake; she only caught the sound of incoming magic over her music at the last possible moment and just barely managed to dive out of the way in time. She felt the main beam of an attack fly past her, nearly singing her fur, but the ensuing explosion once the shot hit the ground picked her up and sent her flying backwards down the street, dislodging her headphones. She replaced them safely around her neck with a quick bit of magic, then positioned herself to hit the ground with her hooves— a feat she immediately regretted when the shock of the impact shot through her legs, sending a wave of pain through her fetlocks.

As she stood in the road, breathing heavily and watching the changelings form up in the sky before her, Scratch realized that between her aching hooves and the exhaustion just now catching up to her, running wouldn’t be an option this time, especially once her assailants were joined by three new changelings who had given up menacing a nearby family in favor of gunning for the DJ.

One of the changelings made the first move with a blast of magic, inciting her allies to follow suit. However, their aim wasn’t much more solid than their legs, and Scratch easily avoided the bursts of energy while they kicked up dirt all around her.

After a couple of moments passed, the changelings stopped their assault, giving Scratch an opportunity to catch her breath while hidden by a cloud of dust. After a few seconds, though, she heard a loud buzzing sound and a changeling burst through the haze in front of her, flying a few inches off the ground. Scratch jumped backwards and the changeling plowed into her gut, taking her with him through the air. Even though she was winded, the DJ pulled her hind legs back, digging into the dirt, and kicked off with them. The changeling flipped over and slammed into the ground, only for Scratch to make his day even worse by landing bodily on top of him. She knocked him out with a kick to the face, adding injury to injury, and then jumped to her hooves to prepare for another assault.

As soon as the dust settled, a beam of magic hit the ground in front of Scratch, giving her a burst of inspiration. She cast out a levitation spell that picked up the dirt clods and bits of stone kicked up by the changeling’s attack and pulled them in front of her to use as projectiles. She targeted one of her airborne foes and shot the debris at them in rapid succession, her horn’s glow growing more intense from the effort. Unfortunately for Scratch, the dull thumping of earth against her exoskeleton had little effect on the changeling, at least until a large chunk of rock struck her on the forehead and she plummeted to the ground unconscious.

Three of the remaining four changelings dropped down to the ground, forming a circle around Scratch to fight her hoof-to-hoof.

“That’s how you wanna play it? Fine by me,” she said, grinning and levitating her headphones back onto her ears. “This is more my speed anyway.”

Despite her blustering, Scratch was running on fumes and she knew it. Years of brawling with easily-angered club-goers had taught her how to handle herself in a fight, but even on a good day she wasn’t made of the sternest stuff, and right now it wouldn’t take much at all to bring her down. So, she fought conservatively, putting her energy into dodging rather than attacking; when one of the changelings swung at her, she ducked under his leg and over to his other side, then avoided his follow-up by stepping backwards towards one of his friends. This surprised the second changeling and he took a blind swing at Scratch, which was easily dodged and left him open to a swift jab in the stomach. Scratch slugged the changeling in the chest with her other hoof while he tried to recover, knocking him over, then hopped to the side, narrowly avoiding a kick from changeling number three. She performed a quick sweep by pivoting on one of her forehooves as soon as she landed, knocking the changeling’s front legs out from under him while his back two were still in the air.

With Scratch busy fighting the ground-bound foes directly in front of her, the last remaining airborne changeling flew over to where the family of ponies still stood, too busy watching the brawl in either awe or terror to notice the new threat.

Out of the corner of her eye, Scratch caught the last changeling making its move and realized its intentions. “Lousy cheater,” she muttered, gritting her teeth. Knowing she had no choice, she threw caution to the wind and made a mad dash for the other ponies, stomping on one of the changelings she had knocked over earlier while he tried to lift himself back up.

Scratch caught up to the last changeling just before it prepared its attack, too late to do anything to stop it. Instead, she threw herself in front of the family, horn glowing, and focused all of her energy into creating a small, translucent pane of protective magic.

On a localized scale, shielding spells are not particularly difficult to cast. They’re relatively simple, and most unicorns can pull them off without much trouble by the time they finish high school. Getting any practical use out of them, however, is another matter; it takes a little bit of magical prowess to create a force field that holds up under fire, and Scratch was no magician. Her shield caught the attack, just as intended, but it absorbed only a small portion of the impact before it disintegrated beneath the blow and shot the rest of the force back at the DJ. Scratch was sent sailing through the air, tumbling head over hooves and slamming into the ground with a loud thud.

Only quick wits, fast hooves, and the desperation of a cornered animal were able to save Octavia, and even then just barely; in the end, though, the bassist stood, only a little worse for the wear, and the three changelings did not. This did little to improve the overall situation, of course, a fact Octavia was very acutely aware of while she glared at the half-dozen changelings still surrounding her from underneath a thoroughly tousled mane, daring them to come at her. She knew intimidation would mean little, but right now it was all she had, and she wasn’t about to give that up.

A grounded changeling broke protocol and shot a beam of magic at Octavia. She stepped out of the way and the volley went on to hit another changeling, who was blown back down the street. Octavia dashed over to the gap created by the downed invader, kicked the two changelings who had been standing immediately on either side of her, and ran for safety.

As she made her escape, Octavia thought about her next move. Her first goal would have to be finding Scratch, of course, hopefully before either of them managed to get seriously hurt. As grim as things looked, working together could only serve to improve their situation. After that… well, they’d have to come up with something. Find some way to give the black creatures the slip, maybe fight them off they had to. She had no idea how she’d expect them to pull that off, of course, so she’d just have to hope it didn’t—

“Hey, watch out!”

Something slammed into Octavia’s side, knocking her off her hooves an instant before a blast struck the ground where she had been running. Both Octavia and her savior— a tan-coated pegasus colt— hit the dirt, narrowly avoiding the explosion.

The pegasus hopped onto his hooves. “Oh, thank Celestia,” he said, panting. After catching his breath for a few seconds, he regained his composure and laughed the kind of manic half-laughter that only comes from narrow escapes. “That was pretty close, huh?”

“Yeah,” Octavia said, picking herself back up and dusting herself off. “Thanks.”

“Don’t mention it. Times like this are when ponies gotta stick together, right? I figure, if you’re not gonna help your fellow equine in times of crisis, you just might be the one who gets smoked by an evil flying bug-monster.”

Octavia looked towards the horizon beyond him, only half-listening; her attention had been occupied by the pair of changelings dropping out of the sky towards them at full speed. “Hold on. When I say jump, I need you to get in the air.”

“Huh? What’re—“

The changelings approached faster than Octavia had anticipated, forcing her hooves. “Never mind,” she said, sticking a leg behind the colt’s neck and shoving him to the ground.

“What the— ow!” he said, crying out when Octavia hopped onto his back and leaped off of him, landing on top of an incoming changeling. The bassist’s weight was far too much for the flying shapeshifter, making him rapidly lose altitude until his passenger knocked him out with a hoof to the back of the head and he dropped like a ripe apple.

The changeling smacked into the ground, giving Octavia a solid footing, and she swung around for a kick, catching his friend with her back legs. The second changeling joined the first in the dirt and Octavia walked back over to her new companion. “Are you okay?” she asked, helping him back onto his hooves.

“Yeah,” he said, flapping his wings to try and shake off the pain. “A little more warning would’ve been nice, though.”

“Sorry. I guess I got caught up in the heat of the moment.”

“It’s fine. I mean, I did slam into you. Fair’s fair.” He stood up straight and returned his wings to his side. “Personally, I’m just glad to know you can still count on strangers to beat you up a bit if they have to.”

“That’s being a prey animal for you,” Octavia said, walking past him and looking down the street. “We only survive by learning to watch each other’s backs.”

The pegasus laughed dryly. “Well, I try not to think of it like that.”

As Octavia scanned the road for any sign of Scratch, a thought occurred to her. “Hey, do you think you could help me with something?” she asked, walking back towards the colt. “There’s somepony I need to find.”

“Well, uh… yeah, I guess I can. I was kind of looking for somepony myself, but… ah, he couldn’t have gotten far. Hay, maybe we’ll run into him while we’re looking for your friend. What do they look like?”

“She’s a unicorn, sort of a creamy off-white color, bright blue mane, probably wearing headphones… Oh, and her cutie mark’s a pair of backwards eighth notes.”

“Right. Eighth notes,” the pegasus said, holding a hoof to his head in a futile attempt to dislodge some information. “Those’re, uh…”

“They’re the ones with a single bar. Don’t worry about it— just look for the mane. It’s spiky and covered in gel. You can’t miss it.”

“So… white unicorn, big blue mane. Got it. But, uh, question: what do we do if more of those things show up?”

Octavia shrugged. She had already asked herself that, and she knew better than to dwell on the answer. “We run, if we can. If we can’t… well, I guess we’ll just have to hope there aren’t too many.”

“I thought it’d be something like that.” The pegasus sighed. “I liked it better when the bad guys just had a weird sense of humor.”


“You know, last fall? The guy with the— Ah, whatever. I try not to think about it.”

“Uh-huh.” Octavia decided not to push the issue. “Anyway, if I stick to the main road, that should open you up to check out some of the side paths from above. We can cover more ground that way, and you can keep an eye out for your friend, too.”

“Sounds like a plan. He’s a pegasus like me and he’s got kind of an orange-y coat with a red mane, so if you see him, let him know I’m around, okay?”


“Thanks. It means a lot, really.” They went their separate ways, the colt taking off into the sky while Octavia started down the street, and began their search.

“Hey. Hey! You’re not dead, are you, miss?”

“Dewdrops! Cut that out, honey. Just leave her alone for now.”

“Oh, fine.”

Scratch felt herself begin to rise out of the morass of unconsciousness and reluctantly dragged herself back to the land of the living. There was a dull pain spread across her entire cranium, centered around her horn, and even lying on the ground she could tell that it would become infinitely worse if she so much as thought about moving her head around too much. She groaned and slowly began to sit up, careful not to aggravate her headache.

“Dad! Dad! She’s getting up!”

“Okay, okay! Please, just calm down.”

Scratch pulled herself upright and dropped her head into her hooves, not wanting to do too much too fast.

“Are you all right, ma’am?”

“Yeah, I’m fine.” The DJ carefully opened one eye and took a look at her surroundings. She was still on the street, so that much hadn’t changed, but now there was a small, cyan-coated earth pony staring at her with curious eyes. Behind the filly, a gray-maned unicorn stood with his back turned to them, his focus devoted to maintaining a large force field that was deflecting the occasional changeling magic sent in their direction. “How long was I out for?”

“Just a couple of minutes. To be honest, I’m amazed you’re up already. That looked like a real nasty tumble.”

“Yeah, well. Mom always did say I had a thick skull.” Scratch took a moment to watch the unicorn’s force field, which was holding up remarkably well despite the changelings’ best efforts. “You got a pretty good shield going there.”

He chuckled appreciatively. “Why, thank you. I’m no Shining Armor, but I could sling a spell or two back in the day. It’s been a while, but you never really forget.”

“Hm.” Scratch brought a hoof to her neck and pawed at it for a moment before realizing her headphones were missing. “Hey, did anypony see my—” She swung her head around too fast and felt her brain explode in pain. “Augh!”

“Hey, take it easy! Don’t push yourself too hard, okay? Just save your energy and we’ll try to get you to a hospital or—“

“I’m fine! I’m fine. It’s just a headache,” Scratch said, holding a hoof up to her temples. “It’ll pass.” Another brief flash of pain shot through her horn, making her wince and start rubbing her forehead. “Don’t think I’ll be using magic for a while, though.”

“Miss?” The little filly tapped on Scratch’s shoulder. “These are yours, right?” she said, producing a pair of headphones.

“Hey, there they are! Thanks, kid,” Scratch said, picking them up with her hooves and hanging them back around her neck. For most ponies, putting a pair of speakers on their ears would only exacerbate a headache, but it had always had the opposite effect on Scratch. Even though she wasn’t wearing them yet, just having her headphones back was already starting to make her feel a little better.

Some distance above them, a dark blue pegasus flew up to a changeling and punched him out with a few quick jabs. “I think that’s the last of them!” she called down to the unicorn.

“Great work, sweetie!” he shouted back, dispelling his force field.

The mare dove down and landed next to her husband. “Our brave friend is up already, huh?” she said, looking at Scratch with a smile.

“Yeah, how about that? Guess I’m just stubborn.” The DJ’s head had cleared enough that she felt comfortable dragging herself back onto her hooves. “Hey, thanks for not letting those things kill me and stuff.”

“You’re welcome!” said Dewdrops, jumping into the air excitedly.

The pegasus chuckled and gave the filly an affectionate pat on the head. “Don’t be ridiculous. We weren’t just going to leave you. What kind of example would that set for our daughter?”

“Come on,” said the unicorn, gesturing down the street. “Let’s get out of the castle and find some help. Get a doctor or something to take a look at you. I can cover us if any more monsters show up.”

“Sorry, but I’m gonna have to pass,” Scratch said, shaking her head. “There’s somepony I gotta find first.”

“That’s fine, too,” said the pegasus. “We can help you find your friend, and then we’ll all leave together. You don’t have to go out all alone.”

“It’s okay, really. I’m not gonna ask you to foalsit two ponies.”

“Now you’re just being silly,” said the unicorn. “We saw you out there! If anything, you’d be foalsitting us.”

“Ah, c’mon. A coupla bruisers like you two? The only thing I could contribute is poor decision-making skills. Besides,” she added with a shrug, “we don’t wanna make this too easy, right? Wouldn’t be very sporting.”

For a moment, the pegasus just looked at Scratch. Finally, she sighed and shook her head, a small smile on her lips. “All right. I think I understand. If you want to do it yourself, we can’t stop you. But be careful, okay? I’d hate it if we saved you just so you could walk off and get yourself killed.”

“Don’t worry, I’m no ingrate. The last thing I wanna do is go down to a bunch of overgrown bugs.” Scratch turned away from them and started down the street.

“Hey, miss!” the filly called. “You’re gonna go beat up some more monsters, right? That part was my favorite.”

Scratch stopped and looked back with a grin. “You bet, kid. I can definitely spring that.” She slipped her headphones on and walked down the road alone.

When the changelings appeared in the sky before her, Octavia had no choice but to break into a run, taking care to watch for any magic headed her way. There was nothing she could do about them from a distance, so she had to keep them busy until her companion could come to her aid— or, perhaps, until she found a way to coax them into dropping down to her level.

For some reason, though, the changelings refrained from attacking. They followed her, making sure she knew they were there, but that was all; there was no magic, no overt show of force. They were up to something, of course, but until they decided to show their hand, Octavia could only keep her guard up and hope—

There was a loud crack and a mighty rumbling to Octavia’s left. While the changelings directly in front of her were making sure she kept pace, another group a short distance down the street had taken up demolitions, and now one of Canterlot’s great domed towers hurtled towards the ground where the bassist was running.

The changelings had timed their attack well; Octavia was already under the tower’s shadow, and there was no way she could change her course— if she tried to turn around, she would be flattened for sure. This was no time for thinking, so she allowed her instincts to have their way and followed in the footsteps of frightened equines throughout history: she ran as fast as her legs would carry her, her every thought focused on simply covering as much distance as the laws of physics and her own body would allow.

It was a close call, but Octavia just barely managed to clear the falling structure, diving out from beneath it and sliding into the dirt. The tower hit the ground with a thunderous crash that drowned out all other noise, creating a shockwave that picked up the bassist and sent her tumbling several feet down the road.

For a few moments afterward, she laid in the street, too exhausted to pick herself up, covered in dust and surrounded by debris, but still alive— for the time being, at least. The black creatures had scattered once the tower fell, but they would come back before long, and once they did… Well, the situation was grim, to say the least.

She heard somepony walking down the street towards her and immediately assumed it was another monster, probably coming to gloat a bit before finishing her off, the smug son of a stinkbug. Eventually, the steps stopped in front of her and she forced herself to look up, expecting to see a black leg covered in holes ready to smash her face in, but instead finding a familiar blue-maned unicorn with eighth notes on her flank. “Scratch…?” the bassist asked cautiously, remembering the changeling who had stolen her form back in the alleyway.

“Better believe it.” Octavia felt a surge of relief when her friend offered her a leg up. “You look like you could use a hoof, pal.”

Octavia cautiously accepted the unicorn’s help, just in case this Scratch was a changeling trying to fake her out. Once she was back on her hooves and no attack seemed to be forthcoming, she finally let her guard drop a bit. “Thanks, Scratch. You have no idea how glad I am you found me.”

“Don’t worry about it. That’s what friends are for.”

“Hey!” Octavia’s pegasus friend dropped out of the sky and landed on the ground next to her. “Are you okay? For a second, I almost thought—“

“Don’t worry, I’m fine,” Octavia said, cutting him off.

“Thank goodness.” He glanced towards the other mare, who was eyeing him uncertainly. “She’s the pony you were looking for?”

“Yeah, that’s her. Thanks for the help.”

“Hey, uh… Who’s this?” asked the unicorn, casting a suspicious eye over the newcomer.

“Oh, right,” Octavia said. “This is, uh… You know, I never did get your name,” she said, looking to the pegasus.

“Thunderbeak.” He offered the bassist one of his forelegs.

“I’m Octavia,” she said, shaking his hoof. Next, she turned to her friend and gestured. “This is Vinyl Scratch.”

“Pleased to meet you, Vinyl,” Thunderbeak said, offering to shake hooves with the unicorn.

“Uh-huh. Hey, can we talk?” she said, ignoring the gesture and looking at Octavia.

“Of course.”

The blue-maned pony pulled Octavia off to the side. “Hey, listen… You sure about this guy?”

“What do you mean?”

“I’m just saying you can’t always trust everypony you meet these days. They may not be who they say they are, you know?”

“You think he’s one of those things.”

“Could be.”

Octavia shook her head. “He saved my life earlier, Scratch.”

“Maybe he was just trying to get on your good side,” the unicorn said with a shrug. “Or maybe they got him while he was off… wherever he was just now. How would you know?”

“Come on. You can’t just accuse somepony like that without evidence.”

The white pony raised a hoof defensively. “Hey, I’m not accusing anypony of anything. I’m just saying you can’t be too careful.”

“Well…” Octavia looked at her friend for a moment and sighed. “I guess you’re right. What can we do about it, though?”

“I say we ditch him. Maybe he’s a fake, maybe not, but either way, no harm, no foul. It can be just you and me again. Vinyl and Octavia versus the world.”

“Fine, then. If that’s what you think is best.”

“All I’m doing is playing it safe, buddy.”

“Sure. Oh, and by the way, Scratch? Your cutie mark is on the right way.”

“What’s that supposed to—"

Octavia’s hoof sent the changeling flying before she could finish her sentence.

Scratch waved when she saw Octavia in the distance and the two ponies ran to meet each other. “Hey! Looks like I found you,” Scratch said.

“Yeah, looks like.”


“So, uh… let’s… keep doing what we were doing?” Octavia suggested, sounding unsure.

“Um, yeah! Totally! Just what I was going to suggest.”

“How about I go this way, and you go that way?”

“Sounds good.”

Both ponies kept walking forward, and once they were past each other, immediately swung around, preparing to attack. They looked at each other, confused, then realized what had happened and broke into laughter.

“Funny how that works out, huh?” said the changeling disguised as Octavia, wiping a tear from his eye.

“Yeah,” said the Scratch impersonator, coming down from her laughing fit. “Alright, then, guess we keep looking?”

“Sounds like a— “

Both impostors hit the ground as the real Scratch and Octavia bashed their dopplegangers over the head.

“Morons,” Scratch muttered. She looked up at Octavia with a smile and pulled her headphones off. “Hey.”

“Hey.” The bassist made a quick salute towards a pair of pegasi in the sky, who saluted back and flew off.

“What was that about?”

“Just letting some friends know we’re okay.”

“Hm. Okay, I guess. What happened to the foals?”

“Huh? Oh, right. Decoys.”

“Wait, you mean…?”


Scratch groaned. “We’re idiots.”

“Uh-huh,” Octavia said, punctuating the syllables with a single nod.

“So it’s back to the great escape then, huh?” Scratch sighed and sat on the ground. “I’m beat.”

Octavia took a seat next to her. “Tell me about it.”

There were no changelings in sight, even after Scratch spent several moments looking up and down the street for any sign of them. “Wanna just stay here for a while?”

“It would strike me as a bit unwise.”

“So that’s a no?”

“I never said that.”

“Good,” Scratch said, laying down on her back. “Truth be told, I don’t think I got too much more life-or-death struggling in me.”

“So even you have your limits, hm?”

“Guess so.” After a few moments, Scratch decided to pull her headphones on and tuck her forearms behind her head. “Lemme know when we gotta start running again.”

Octavia made a vaguely affirmative noise and stared off into space for a while. She wasn’t normally big on sitting around and doing nothing, but for the moment, there really wasn’t anything else she’d rather do.

A few minutes later, the bassist heard a noise off in the distance and turned to look for its source. She stared at it for a moment, then gave Scratch a few quick taps on the shoulder, almost as an afterthought. The DJ groaned and pulled herself up as slowly as she thought would be safe. “Oh, Celestia. What now?” Octavia responded by jabbing her hoof towards the rapidly approaching wall of pink magic.

Scratch dropped back onto the ground. “Okay, forget it. I’m done.”

Before long, things had more or less returned to normal around the castle. Ponies had to take the occasional detour around a particularly large bit of debris or rubble, but that didn’t stop them from getting back to their business with remarkable alacrity; if there was one thing the populace of Canterlot had learned over the years, it was how to bounce back after a bizarre and unprecedented disaster. Scratch and Octavia found themselves back at another outdoor café, taking some time to wind down and wait to hear about the wedding.

“I know it’d be trite to say ‘I told you so,’ but...”

“You never mentioned anything about an alien invasion,” Scratch said over a largely untouched hay sandwich.

“Okay, that part was a surprise.” Octavia took a sip of her alfalfa smoothie. “Still, I was right in spirit. These things are always a disaster waiting to happen.”

“Oh, c’mon. It’s not like we’re great at staying out of trouble on a normal day.”

“No, but at least when you drag us into something, it usually doesn’t involve bug-monsters or wild animals or terrible da— well, okay, sometimes there’s terrible dancing, but other than that…”

“That might be true, but let’s not kid ourselves. We woulda been out here as soon as the dome broke anyway.”

“Speak for yourself. I’m not the one with a death wish.”

“Yeah, you say that, but when push comes to shove…” Scratch shrugged. “You’re more of a thrill-seeker than you give yourself credit for.”

“I think you’re just a bad influence.”

A boyish voice came from off in the distance. “Scratch! Octavia!” Spike ran up the street and met the two musicians at their table. “Hey, guys.”

Both ponies greeted the baby dragon. “So what happened to the wedding?” Scratch asked.

“Well, okay, so at first Twilight thought Cadance was evil, but we all said she was just jealous, but then it turned out she was right, except not really since— “

“Is this going to be a story?” Octavia interrupted. “No offense, but I’d rather just skip to the point.”

“Oh, uh, right. Sorry. The important part is that the wedding got pushed back a couple hours. You’re still good for the reception, right, Scratch?”


“Awesome! Okay, I gotta get back and help with the preparations— again— but I’ll see you then, okay?” Spike said, turning to leave.

“Sure thing,” Scratch called after the baby dragon while he left the café. Once he was gone, the DJ yawned and stretched her forelegs over her head. “Man, I’m tired.” She took a few moments to finish her sandwich. “I think I’m just gonna go get set up and crash under my turntables or something until the reception starts. A nap should get me through the night, at least. You still coming?” she asked Octavia.

The bassist gave her a flat look.

“Yeah, thought you might say that.” Scratch stood up and stretched her legs. “All right, then. I’ll be in the gardens once you change your mind,” she said, paying for her food and leaving the café.

Eventually, Octavia finished her smoothie and set off towards the main castle building. The disaster had already passed, after all, and it seemed like a waste not to see things through to the end.