Change

by tom117z


49 - All That Remains

Ruins of the Badlands Hive



The night’s cools air seeped in through the hole, a hole burrowing up from the corridor all the way to the surface. Queen Crudelis stood, looking up through it to the stars above, momentarily contemplating the beautiful painting that is the night’s sky.

She had always loved the stars.

Ever since she was a child they had fascinated her. She and her twin sister would spend hours sneaking out of the hive just to gaze up at the distant majestic orbs.

A pained grimace stretched across her face at the mere thought of Avia. But once the thought was there, it wouldn’t go away. She could see her face, not when she was a queen but when they were both mere nymphs. They were inseparable then. They did everything together.

Why shouldn’t have they? They were each other’s only true friend.

Until Avia had betrayed her.

“Sis?” Crudelis reached out, only to have her hoof slapped away.

Crudelis looked away from the sky as she tried to blink away the tears rolling down her cheeks.

She had tried to make her sister see reason! But she wouldn’t listen. She whispered lies into their mother’s ears, forcing her to take action; and then in the centuries following she had pleaded with her sister to return to her. But it was not to be. In the end she had to enlist that foolish dragon to help safeguard the changeling race’s future.

But yet her offspring lived. Perversions of the memories of her sister Crudelis held dear, memories before the rift between them opened, before the betrayal. They themselves were major threats to their race’s survival. She hated Chrysalis and Twilight with a fiery zeal.

They had to go.

“My Queen?”

Knocked from her ruminations, Crudelis looked to the side, seeing one of her changelings standing there. She immediately removed what little tears remained and drew herself to full height, standing regally. If the drone had noticed her moment of weakness, he didn’t show it.

“The southern section of the hive is completely collapsed. We made sure to get our drones clear before the blast, only Chrysalis’ changelings were caught in the destruction.”

“And what of the rest of the hive?” Crudelis enquired.

“Some other sections have also caved in, but nowhere near to the level of the southern reaches of this place.”

“Survivors?”

“Any and all drones to survive us have already left. We are alone here.”

“Keep constant watch, I don’t want any nasty surprises.”

“Of course. But…”

Crudelis raised an eyebrow. “But?”

The drone considered his next words, carefully. “When we went to find Chrysalis’ body we… found nothing. We think some of her changelings may have retrieved her.”

Crudelis sighed, starting to move down the corridor as the drone followed on. “I see.”

The drone tilted his head. “Aren’t you more worried about this? Chrysalis could very well be alive.”

“You didn’t see her wounds. Her survival, even with medical attention, is highly unlikely. Even if she does live, she will be so maimed she will wish she had died.”

“What about Princess Twilight? She killed your dragon servant.”

Crudelis’ eyes narrowed. “I have heard. But I expected no less from the Element of Magic. She will be dealt with in due time.”

“And the regalia?”

“Captain,” she said patiently. “All questions can wait until later. I will explain our next step soon.”

The drone nodded in compliance. “Yes, your highness,” he said, his wings fluttering nervously.

Crudelis glanced over at him. “What’s wrong? You seem concerned about something.”

“It’s nothing, your highness. Truly.”

“Do you take me for a fool, Captain?” She raised an eyebrow at him.

The changeling’s eyes widened. “N-no! Of course not!”

“Then I would rather you not lie to me.”

“I-” the drone started to protest, before catching his tongue. “Are we doing the right thing?”

“What do you mean?” Crudelis’ eyes narrowed further.

“All those changelings, dead. For what?”

“You know what for, survival,” Crudelis said. “Pony culture continues to infect us. Because of it our race has stagnated, thirty queens are now nineteen; and it will continue to drop. Our race was prosperous under a strong empress, we had an empire spreading far and wide. We had no need to hide in the shadows and fear the alicorns. We need to go back to those times, Chrysalis was a great threat to that, one I couldn’t let go on.”

Crudelis stopped, and looked directly down onto the captain. “It is grim work, but it must be done for the good of our race.”

“And what of the other queens?”

Crudelis rolled her eyes. “It’s not like they will be mindless husks. They will have freedoms to oversee their hives, they will just answer to me. And if the stories are correct, then any queen who selfishly puts themselves before what is best for our race can be dealt with… by turning them into the very mindless subservient husks they will fear becoming. The Empress could control the actions of each and every changeling simultaneously without giving them free will, and she did so according to the legend, but it isn’t necessary. I won’t be as cruel as that.”

The drone nodded. “I can only imagine her ruling style is what caused that queen to rebel in the first place. She must have been something special to overcome all the Empress’ control and defeat her.”

“Indeed. The Empress only did what she did for her own power and that was her downfall.”

“While we do what we must for the survival of our race, no matter what others may perceive it to be,” the drone noted.

“I’m glad we are on the same page, Captain. Sometimes an iron hoof is necessary, especially when it comes to culling back our enemies.”

“I apologise my queen. I apologise for having doubts.”

“It is only natural. Now leave me until I call for you all, I have things to do.”

The drone saluted. “Yes, my Queen!”

Crudelis watched the drone march off, and only once he was gone did she allow a look of unease to cross her face.

‘Am I doing the right thing?’ She thought to herself. ‘No! Don’t get cold hooves now. I can be harsh, I know, but I do what I must…’

Crudelis’ thoughts drifted back to the stars.

‘Oh Avi… I wish you were here. Why did you have to betray me so?’


Refugee Camp



Twilight’s muscles began to cooperate again as she found herself able to open her eyes. The world started off as all one singular colour, but over time things began to come into focus.

“Princess, glad to see you wake,” the pony doctor attending her said with a welcoming smile.

“W-where am I?”

“Do you remember what happened?”

“Yes. Crudelis attacked us, I got mother out of there and-"

Twilight suddenly sat bolt upright. “Mother! Where is she?! Is she alright?”

“Calm yourself, Princess.” The doctor placed a gentle hoof on her shoulder. “She is still being operated on. She is in the best possible hooves she can be in right now.”

“Still being operated on?” Twilight blinked in surprise. “Just how long was I out?”

“Only a couple of hours. You were exhausted, you should really get some rest,” he suggested.

“No time. With my mother unavailable my changelings will need a leader to look to!” Twilight moved to rise from her bed while looking around for the first time; she could see that she was in a sparse but spacious tent with a zipped up entrance. She could also feel the magical wards protecting it, and her.

“Princess, must I utter the words ‘doctor’s orders’?”

Twilight chuckled lightly. “All due respect, I’m changeling royalty, not Equestrian.”

“You are my patient. It matters little who or what you are.”

Twilight offered him a grateful smile. “Thank you, doctor. But I really need to go, you must understand after everything my subjects have been through they need me.”

The doctor considered for a moment, before sighing in defeat. “Very well. Just take it easy.”

“I appreciate it,” Twilight thanked him, getting up and moving towards the exit.

Unzipping the tent she poked her head outside, seeing two of her guards stationed outside.

“Twilight,” Carduus addressed as he saw her exit the tent. “It is good to see you’re awake. How do you feel?”

“I’ll live. Barely.”

Despite everything, Carduus gave a good natured laugh. “I know the feeling,” he said, before turning to the other guard. “I can take it from here, go get some rest.”

The other guard have a grateful nod to the captain and a bow to Princess Twilight before tiredly sauntering off.

“You must admire their dedication,” Carduus said. “Our remaining forces have been working tirelessly alongside both the EUP and Draco’s changelings to secure this place.”

“You included,” Twilight noted. “I thought you would be with you family.”

“They are helping distribute aid. We like to do our part.”

Twilight smiled. “I know you do.”

Twilight looked at her surroundings. There were makeshift shelters for miles around; Twilight’s heart ached as she saw changeling families crammed into small spaces as medics tended to a great many of them. EUP ponies and changeling guards, some wearing red and some blue, patrolled through the camp helping where needed. The tent where Chrysalis was being treated was just across from her own.

“So much suffering… The hive mind is so quiet, we lost so many…”

Carduus only looked at the Princess sadly.

Twilight looked around again. “Hey, where is Spike?”

“Waiting for the princesses to arrive, they should be here soon.”

“Princess Celestia and Luna?” Twilight perked up slightly.

“And Mi Amore Cadenza. Along with Prince Shining Armor and Captains Vladimir and Broad Sword I believe.”

Twilight held a small smile on her face. “I suppose I shouldn’t have expected anything less. When my friends find out they will likely come running too.”

“They would probably barge their way to Crudelis and deal with her for us.” He hummed for a second. “Maybe have Pinkie Pie build that dungeon?” Carduus suggested.

Twilight laughed behind a hoof. “OK, now that I would pay to see.”

“We all would. Just strap her to a chair and make her listen to the Pony Pokey for all of eternity,” Carduus shuddered. “I know that would do me in.”

Twilight went to say something else, but noticed a slight commotion out the corner of her eye.

“What’s going on?” Twilight asked.

A short distance away, Queen Draco and her escort landed by a large build-up of various supplies the EUP were providing. The helicopters that had escorted her in hovered above; as they did so Draco couldn’t help but examine them. They were crude designs to say the least, and she doubted those blades would have enough power to keep it in the air if it wasn’t for the magical crystals within the rotor helping keep it aloft. Draco could hear the crystals giving off a low hum, barely detectable to most ears beneath the chopping of the blades.

Satisfied of her intentions, the vehicles moved off to patrol the surrounding area as they had before her arrival.

“Queen Draco!” a familiar voice called out in surprise.

Draco turned her gaze from the sky to see Princess Twilight galloping up with Captain Carduus staying a little behind.

“Twilight! Are you well?”

“I… no. I’m not. Our home is-"

“Hey, it’s going to be alright,” Draco assured, offering Twilight a small smile. “I’m not going anywhere while my friends are out in the cold.”

“Thank you...” Twilight sighed. “If your drones hadn’t arrived when they did, a great many more of mine would have died.”

“When I saw Crudelis leave the council after you, I knew something was going to happen. I’m glad I acted as I had, though I regret not leaving with the first group and helping you directly.”

“You don’t need to apologise, really. I’m just glad you’re here now,” Twilight said honestly.

Draco nodded, looking up over the crowd to the guarded tent. She quickly deduced that is where Chrysalis was.

“How is she?” Draco asked with worry.

“I don’t know, she is still being operated on apparently.”

Draco looked back from the tent over to then young princess. “Then go to her. Be by her side in this time of need.”

Twilight looked unsure. “I want to, but I’m needed out here!”

Draco shook her head. “Anything you could do, I can also. I’ll make sure things run smoothly, you go to Chrysalis.”

“I couldn’t possibly ask you to-”

“Twilight,” Draco sternly addressed.

Twilight stopped mid-sentence, before sighing. She followed that up with a grateful smile towards Draco. “Thank you.”

“You’ve thanked me enough, just go.”

Twilight nodded, before spinning on the spot and cantering over towards the tent where Chrysalis lay.

Carduus watched Twilight go, turning to Draco afterwards. “So, what would you have me do?”

Draco looked down on the smaller changeling. “Go and wait for the Equestrian Princesses, and come tell me when they do finally arrive. I would very much like to go and make their acquaintance.”

Twilight approached the tent, the two guards standing to attention as they saw her. She spared them a simple nod as she opened up the tent and walked inside, the magical wards scanning her as she entered.

Blood.

It was everywhere. The floor, walls, on the many doctors and various discarded bandages around the place. However, it was in the process of being cleared up by one unicorn as another packed away their medical apparatus.

“Princess,” the latter doctor greeted as she saw Twilight.

As the unicorn’s spell wiped away the remainder of the blood, Twilight’s gaze rested on Chrysalis’ shallowly breathing form lying on the bed, a stump where her right foreleg should have been and bandages covering over her many wounds.

“How is she?”

“Alive, for now.”

“For now?” Twilight gawped.

The doctor sighed. “She took a battering, Princess. I’m not going to sugar-coat it. We have done all we can, now we just have to wait and see.”

The pony and changeling doctors all began to pile out of the tent until only Twilight as left along in the now pristine room.

She turned back towards her mother, took a few steps forwards and sat gently down beside the bed.


Princess Celestia looked around the camp, her companions at her side, having all just arrived.

“By Faust. Look at all of this,” Vladimir muttered in a shocked awe at the sight. “This isn’t good.”

“They are going to need a home,” Luna noted.

“There are plenty of areas within Equestria that could serve as a hive,” Celestia spoke. “We just have to figure out which would be best.

“Within Equestria?” Luna said questioningly.

Celestia narrowed her eyes as she looked directly forward at the refugee camp. “I’d prefer to keep my daughter close after this.”

“I’m sure she would appreciate the sentiment,” Luna nodded. “I’m sure something can be worked out.”

“What of the kids back at Canterlot?” Broad Sword asked. “What is going to happen to them now?”

“I’ve already sent for them and Scarlet,” Celestia said. “Things are clear and the danger had passed, so they should arrive in a few hours.”

“What? Why now when all this is going on?”

“I don’t intend to keep the changelings here long, Captain. I will speak with Chrysalis about resettlement and then do just that. I will not leave them out in the cold any longer than necessary.”

“Well you’re certainly a mare with a plan. This won’t be easy though,” Cadance joined in the conversation. “I’m sure the Empire could cough up some spare reserves of love energy from the heart if it would help.”

“I’m sure they will be thankful for any contribution,” Luna was the one to respond.

“Princess, shouldn’t we look for Twily?” Shining finally spoke, itching to find his sister amidst the chaos of the camp.”

“She’s with Queen Chrysalis right now,” Carduus said as he approached the group with Spike at his side. “The Queen was hurt, badly. Twilight wants to be with her until she recovers.”

“I see,” Celestia said with slight worry as she turned to meet the arrivals. “Spike and Carduus. It has been too long.”

“Hiya Princess!” Spike grinned.

“Is Twilight alright?” Shining blurted as he moved forwards.

“She is fine, Shining.” Carduus assured. “We only had to fight off an army and take down a centuries old dragon. No big deal.”

Shining’s eye twitched. Everypony else’s eyes widened slightly.

“A dragon?” Cadance muttered.

“Yeah. The Princess and Spike did most the work,” Carduus admitted.

“A fully grown dragon, huh? Not bad,” Vladimir commented, punching Spike on the shoulder.

“Um, Carduus? Wasn’t there something else?”

“Ah, yes. Princesses, Queen Draco wished to speak with you.”

“Queen Draco?” Celestia didn’t recognise the name. “Is she another Changeling Queen?”

“Yes. She’s a personal friend of Queen Chrysalis, and she saved a lot of lives during the battle. She has essentially taken charge around here while the Queen and Princess Twilight are unavailable.” Carduus explained.

“I see. Well then, before taking us to her I would very much like to hear exactly what happened at the hive.”

All the others nodded in agreement.

Carduus slowly nodded, slightly reluctant to retell the event. “Right. Well, it started just after we returned from the council…”


Twilight had stayed sitting beside her mother for what had seemed to be months, or even years. Just sitting at her side and hoping for the best.

One particularly sharp intake of breath caught her attention, and looked towards her mother’s face. Chrysalis’ two eye lids opened weakly, just a crack. She groaned in pain as she spotted Twilight sitting beside her bed.

“How bad is it?” Chrysalis asked quietly.

Twilight gave her a small smile. “You look like shit.”

Chrysalis went to laugh, but it came out as more of a weak cough than anything. “It is good to see you smile.”

“You’re going to be seeing a lot more of it when you’re better. We have a lot of work to do.”

“A whole new hive,” Chrysalis hummed. “A lot of work indeed.”

There was silence between them a moment.

“You know something, Twilight?” Chrysalis slightly raised an eyebrow.

“What?”

“I could really use that holiday around about now…”

Now it was Twilight’s turn to laugh. “Told you so.”

Chrysalis smiled at Twilight, and despite the latter moving to protest Chrysalis managed to budge herself over to one side of the bed, motioning Twilight to hop up into the free space.

Relenting, Twilight did just that and curled up into her mother’s chest, Chrysalis placing a slightly battered wing protectively over her daughter.

“I’m proud of you. So, so proud. You know that, right?” Chrysalis asked shakily.

Twilight nuzzled her mother gently. “I know. I love you.”

“And I you. Always.”

Twilight smiled at Chrysalis. “Come on, get some rest. I will be staying right here.”

Chrysalis simply nodded, placing her head down onto the pillow and letting sleep take her.

Twilight did the same, only sleep did not take her. Instead she was just content to be in her mother’s company, feeling each and every single breath she took.

Breaths which were more shallow than ever.