• Published 11th Dec 2013
  • 2,594 Views, 250 Comments

An Unwelcome Change - Night Spark



Equestria is under attack! The changelings have returned and are fueled by something other than love. Ponies prepare for war as the changeling horde sacks small cities. With no elements Equestria needs help...but will they take it from a changeling?

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Out of Darkness

Out of Darkness:

Night Spark sat still as Frost placed a cold hoof on his head.

“Not so cold!”

“Stop whining and remain seated.”

He scowled at her as she grinned.

“So I see you are enjoying this. Just wait until you are hit by one of these ponies. I have two words for you: Shock. Therapy.”

Her laughter filled the small backstreet they sat in.

“You will not have that chance, Spark. I am not foolish enough to be hit by a falling pegasus.”

Falling ponies and violent attitudes were all over the city. In merely one hour since they had left, the castle guards and ponies had been breaking out into conflicts all over the city. Even nice ponies like Ms. Sprinkle were displaying signs of fear and violence. Small riots erupted across the city. While some ponies grouped up, others fought rampantly against one another. Most ponies had remained indoors and attempted to shelter themselves from the chaos. Night Spark grabbed his sister’s hoof and pulled it away. The cool touch bothered him. It made him angry that her hoof was so cold. It made him too angry and that caused him to fear.

“Sister, we should split up. We are just as new to these effects. We have no way of knowing how they will continue to affect us.”

She used her cold hoof to smack him in the spot she had been icing. He hissed in pain.

“Don’t be an imbecile! This is our sister! We must find her quickly and the only logical solution is to work together. We will be fine.”

“What if we are not? Ponies are turning on one another for something as small as an disagreement over tea. They are using magic with no restraint on their own friends and even foals. The very discussion we are having could result in a fight between us.. I can handle a unicorn but you?”

Night Frost found herself wrapped in a hug. She returned the hug and smiled mischievously. Her hoofs were about to freeze over and make contact with his back.

“I don’t want to fight you again, sister.”

The cold hooves returned to normal temperatures and Frost frowned. The injuries she had caused him had not been forgotten. She tightened her hug.

“As I do not wish to fight you, brother. Very well, we shall part ways. I will begin my search in the markets and head towards Ditzy’s home to ensure that she is safe.”

Night Spark pulled away from the hug and looked at her.

“I will be heading to the Arts District first. If she is not there then I will go to the Crystal Caverns where Mother kept Cadence. If we find nothing I suggest heading back to the castle to inform Princess Twilight.”

Frost nodded and turned tohead towards the markets. Night Spark watched her until she was lost in the crowds. Fears of losing his loved ones seeped into his mind. Those fears pressed against his mind more and more as he sat alone. Sounds of distant clashes and ponies screaming did little to alleviate the feeling for him. As he began to walk in the opposite direction his thoughts turned towards the loved ones he cared for. Ditsy, Dinky, Frost and Flash resembled a chance for him to have a true family. A family that knows what he is and loves him regardless. That thought alone held the fear at bay and drove him to search a place as dark as the Crystal Caverns.


“I have to say that not even a good for nothin' varmint like Discord caused this kind of trouble. This is something new, girls, and call me old fashioned-“

Rainbow was first to oblige.

“AJ, you’re old fashioned.”

The farm pony raised a hoof in frustration and wanted to do something but she knew it wasn’t the time. She let her hoof drop and continued.

“I don’t like new. Never did. I liked Canterlot when it was nothing but prissy ponies with too many bits for their own good.”

Rarity watched the chaos grow from the window. They were in a low tower closer to the barracks. The view was a front row seat to the carnage taking place just outside the castle gates. Many buildings in nearly every part of the great city were bellowing out stacks of smoke. The skies were littered with fear consumed pegasi. They fought one another viciously and some would fall from the sky momentarily. Flash of different colors could be seen as far as the city stretched. Stray magic bolts traveled through the air and struck buildings. somewhere towards the middle of the city Twilight hovered in the sky. She had hundreds of magenta colored streams connected her magic to her troops as they tried to restore the peace. The unicorn slammed her hoof down in frustration.

“This is not the Canterlot I dreamed of! Ponies here may be prideful or sure of themselves but, this is absolutely tragic. I dare say I’d prefer Discord’s chaos to this. At least he follows a style and I suppose I could even come to admire his art. This? This is as if the gates of tartarus were opened right here in the heart of the city!”

The five of them nodded in agreement and sat silently for sometime.Rainbow Dash was the first to speak up again..

“So what are we going to do about this? Sitting around is lame. Ponies need our help! We are the freaking elements! Ponies look up to us to lead. I can’t even imagine what Scoot’s would say if she saw me stuck here like this.”

No one answered. They knew they answer already. Twilight had deceived them all into thinking that she would plan a counter response to General Midnight with their input. Instead she sealed them in the tower.

“Twi’s really done it this time. I don’t care how concerned she is with our safety. Ain’t like an Apple to sit around like a coward. She is forcing me to be one. She’s forcing me to sit here while my family is out there. I should be with them!”

Rarity thought of her own family and could definitely relate to Apple Jack. Pinkie Pie sat in a corner with her hair laying flat against her face. She silently thought about her family as well as the Cakes. Fluttershy was next to her and could only think of her animals. Each pony felt fearand many other emotions brewing within them. Stacks of smoke were beginning to form in nearly every part of the city. Every district was suffering and turning on itself. Rarity pointed towards the window.

“What would we do though? This not something that we could stop. We are not being attacked. Good ponies are hurting each other because of one single changeling. Forgive me for sounding like somepony who has caved in but, do you realize how long it would take to search this city? Even without this savagery that is spreading around there are tens of thousands of ponies. To find a single changeling among them? Twilight is a mare who can overcome this. I have faith in her and the last thing she needs is to worry about her five closest friends being hurt. Though I do share your feelings Applejack and I intend to literally gnaw Twilight’s damn ears off in such an unlady like display you would expect it only from Rainbow herself!”

“Screw you!”

Rarity smirked but did not laugh. She knew that there was a time and place for such things.


Shining Armor looked down at his daughter. His home town is tearing itself apart while his former teacher leads it towards its destruction. His sister is leading countermeasures and everything is actually happening because of a sister of a good changeling that they know.

Yet his daughter was still the most unbelievable thing he had ever seen. The newborn filly was sleeping peacefully amidst all the chaos.

“You know that’s your daughter right? You can actually hold her and love her.”

Cadence wrapped her hooves around him from behind and planted a kiss on his shoulder. Shining turned to face her.

“Thank you. Cadence, thank you so much. I don’t know what it feels like to be an alicorn but, I doubt it feels as good as this. I feel like the entire world just melts away when I look at her. It’s hard to describe but-“

She kissed him. When their lips parted she kissed Crystal on the head and smiled at Shining.

“That’s a parent’s love for their child. It’s the best kind of love. It’s both selfless and selfish. It can strengthen the bonds of friendship or it can break it. Friendship is powerful but, I don’t think that even the elements of harmony could break that feeling you have now, Shiny.”

He rubbed a hoof gently across Crystal’s head and smiled sadly.

“You better believe it. Cadence, I need you and Crystal to stay here. I have to talk some sense into General Midnight otherwise this situation is going to get worse. Don’t trust anypony not even the guards outside the door.”

She held a hoof out and placed it on his shoulder.

“Why don’t I go? Not to make my husband feel inadequate but… well I am an Alicorn.”

“If the goal was to kill everypony than sure. General Midnight is a good pony he wouldn’t do something like this in his right mind. I am going to try and reason with him. Should things not work then I will be the one to stop him. Twilight has had so much thrown at her so quickly. It’s not fair for her to make decisions like that.”

She bit her lip and then hugged him. He returned the hug and whispered to her.

“Watch our daughter and please be safe. I’ll be back as soon as I can.”

Cadence nodded and then watched as Shining left her. She sighed and turned to look at her sleeping filly. With the room left quiet she started to hear the violence from the city. She sang a soft lullaby while gently stroking Crystal’s mane.


Shining Armor pushed open the massive doors of the castle war room and found his target. General Midnight looked up to see a crisp salute from Shining Armor.

“You are a prince now Shining Armor. You don’t need to salute me.”

The words were simple but he could not help but feel as if calling him a prince was an insult.

“Nonsense, General you trained me. I wouldn’t be the stallion I am today without your guidance.”

The general looked away from the table he was standing behind. Stacks of plans and contingencies against the changeling were laying out in the open.

“You are a talented and powerful unicorn, Shining Armor. You served your country well but now when it needs you the most you have turned your back on it! You and the rest of the royalty! Only an independent military stands a chance at beating this threat.”

Shining was no Twilight but, he was well educated and very good and maneuvering himself through conversations.

“That’s why I am here, General. You may not need it but you can’t deny that the support of royalty will help ease the transition. Cadence is as concerned with our newborn as I am.. She told me to come down here and speak with you. We want to understand where you are coming from. If she is satisfied with what she hears than you have our support along with the support of the Crystal Ponies. I’m just here to talk, General.”

The older bat pony stared at Shining for some time before agreeing to walk with him. The walk was mainly a silent one as Shining was waiting for the General to speak. No one disturbed the two stallions as they approached the castle gardens. Shining stopped the moment they were out side.

“General…”

“Gardenias are beautiful flowers, Shining. Like little pieces of heaven.”

He gently touched the flowers with his hoof. Shining could see from behind him that his hoof was trembling. The general let the flower be and turned to face Shining.

“My daughter used to play in these gardens many years ago. I used to find her here in this very spot reading or sleeping. These flowers were her favorite. So one winter day I finish up with paperwork and head out here to find her weeping. She turns to me and shows me the dead flower.”

Shining had never seen the general cry before. The old stallion was a legendary warrior. He was supposed to be an unbreakable soldier. What had never occurred to Shining was that the general was also a father. It was hard to see him as one.

“You know what she asked me? Violet asked me ‘daddy why are they dead’? I told her that eventually all flowers had to go in order for new ones to come. She then asked me where the flowers go when they are gone. I told her that I didn’t know. I told her to ask the princess one day but, even Celestia doesn’t know.”

Upon seeing his own tears fall towards the ground he stomped his hoof down.

“Violet was my flower, Shining. She was everything to me. Nothing, not the princesses, nor the city was more important to me and… I let her go…”

When he looked at Shining he looked lost in despair.

“I let her go and die and now I find myself asking the same question. Where do the flowers go when they are gone? If only I knew I would go and hold my daughter one more time. So you want to know why I am doing this and if I have gone insane? I know perfectly well that there is a changeling in this city who is truly causing this chaos. I know that the other two changelings are looking for it. I know it was those same changelings which the royalty shelters from us. I will not rest, I will not relent, and I will not show any mercy to those who would shelter my enemy! My daughter is dead Shining! I am at fault! I am aware of my failure as a father to keep his child safe. If the leaders of this country will not bring justice to my daughters killers than I will overturn this city, break down the guard, and remove royalty from the equation to do so! Am I insane? I take it you love your daughter? Cherish that feeling, Shining. Forget everything that I taught you and value your family above all.”

Shining remembered the feeling when looking at Crystal. She was the reason he lived now and he could hardly imagine what it would feel like to lose her. His family was now the most important thing in his life. Shining shook his head and chuckled as he thought about how lucky he was to have them.

“I understand general. A few years ago I would have tried to stop you but, I can only imagine the pain you must be feeling. I am a father myself now. She’s not even a month old and I feel more attached to her than anything. I am going to say something and please understand that I mean no disrespect. When the Crystal empire fell I took Cadence to the top of the tower. I had to keep her safe as she was carrying our child after all. Several dragon sized changelings broke through the walls and they instantly took out my sister. When I thought I was about to lose everything important in my life a changeling came out of no where and carved the others to pieces. She surrendered right after that. Violet was a brave soldier and her unit would follow her into anything. She was more like you than you realize. Yet she fought alongside the brother of the changeling who saved my family. She looked past what he was and together they were quite formidable.”

“What is your point, Shining? That a few good deeds can outweigh the death of my child? A foal napper and murderer can simply help an old mare across the street and be redeemed? They will see no forgiveness from me. I have had scouts watching them and waiting. I know all about these two changelings and I know that they have allies in the city as well. They will all be brought to justice.”


Shining Armor frowned and turned away from the General.

“General, I don’t know how this will end but, I can’t let you hurt the ponies these changelings have befriended. Their only crime is being able to look past their own fear and accept the differences of others. Right now my sister is leading countermeasures against the guards you have.”

“I had known from the beginning that you would say something like that Shining.You are a good stallion. You are an example of what it means to be a soldier of Canterlot. Even if you did not marry a princess I wager you would have replaced me in time. There is very little separating us. Look at my actions as you will but, remember why I commit to them. You think I haven’t planned for this? Only a fool would openly wage war against alicorns without strategy. Your sister does not worry me. She is not ready to do what must be done. She is not going to make that choice. Even if you kill me my guards will still carry out my plans.”

“Why would they do that?”

“Did you know changelings have venom? I heard about it long ago but had to see it for myself. If extracted it makes for a powerful tool.”

Shining felt the heir on his neck raise.

Extracted?

His eyes grew wide upon realizing the implications.

“General?”

Black Midnight no longer looked like the weeping father. His eyes were calm and yet seething with a sick hatred. With one hoof he motioned to his mouth.

“If you make a small incision directly above their fangs you’ll find it easy to collect so long as you keep it alive. The venom itself is quite powerful. It makes everything unclear and puts a haze in your mind. It induces a fear like you cannot comprehend. You see hallucinations of the worst things that you didn’t even know you were capable of conceiving… and that is just normal changelings. So you can imagine what the daughter of Chrysalis can do. ”

He looked back towards the gardenias and frowned.

“I saw my daughter being tormented right in front of me. She was being beaten and cut senselessly. I couldn’t stop it, Shining. I tried but, I couldn’t stop it. After what felt like an eternity she laid dead in my hooves. Hours later I remembered that my daughter died in the Crystal Empire. I remembered the day that she was buried. The haze lifted from my mind and it was me. I was the one beating and cutting my daughter except it was not my daughter. It pains me to say that it was the guard who accompanied me to retrieve this venom. Oh but I made sure that changeling paid for the pain it caused me. The little cretin suffered as I have. Overtime the venom was slipped to select guards. It made their minds more susceptible to bending how I saw fit.”

“General what have you done?”

“I suppose the point is I know where this changeling is. I have known since it arrived in my city. It didn’t even have the decency to disguise itself. The damn thing just walked through the streets one night. Once I captured it I tried to interrogated it. My efforts failed. This changeling is not mentally stable and it can hardly control it’s own magic. It feeds on fear. Think on how powerful Chrysalis was during your wedding. I’d wager that this changeling has surpassed that strength. The only reason I was never effected was because I have no fears. They were all realized with Violet’s death. ”

Shining took several steps towards his mentor.

“I don’t care how powerful she is! Are you saying that you tortured a helpless creature?! How can you justify that?”

The General pointed a hoof out towards the city.

“How many of your own kind were slaughtered? How many foals died in the Crystal Empire? It is us or them!”

Shining shook his head. His teeth felt like they were going to break under pressure. With an icy glare he gave the general a warning.

“You have lost your morals and what’s worse is that you have the blood of ponies on your hooves now general. Maybe my sister does not have what it takes but, I don’t think Celestia will think twice about banishing you. That is if she even can get her hooves on you. If that changeling you’ve captured is truly the one that Night Spark and Night Frost are searching for then you have already killed yourself. You should take the next few hours of your life to contemplate if this is what Violet would have wanted… and to prepare yourself.”

The two of them stared at one another silently. The general straightened his posture and grinned.

“You know as well as I do that my title is not just for show. I welcome any who think that they can kill me.”

“Farewell, General.”


Derpy covered Dinky’s eyes as she watched what was taking place outside. The house across the street was burning and there were ponies screaming. The terrifying thing is that the fires were start by a group of civilians. They were screaming things about changelings and traitors. Derpy was terrified because she was sure some of those ponies had seen at least one of two changelings who visited her.

“Sis what’s going on?”

She felt Dinky try to squeeze out of her grip but Derpy was not about to let that happen. She tightened her grip.

“Ow! Hey that hurts!”

“Dinky I love you and I’m sorry but I don’t want you to see this. It’s a lot of very bad things that I can’t describe.”

“How bad, sis?”

“Worse than when I left the oven on in Manehattan.”

That took a moment to register with Dinky.

“How much is burning?”

Derpy saw the eyes of the group of ponies turn towards the window. One of them picked up a burning piece of wood and started to move towards her home. Derpy threw Dinky on the couch and closed her shutters.

“Hey, what the buck?”

Derpy’s eyes nearly popped out of her head. She marched over to Dinky who had her horn stuck in a pillow. She smacked the filly upside the head and drove her horn further into the pillow.

“Just because the city is burning doesn’t mean you can say bad words missy!”

“The city is burning! Let me see!”

Before Derpy could protest her sister was already back at the window with the shutters open. Derpy shook her head and then rushed to stop her sister from watching. As she grabbed she saw the stallion with the fiery piece of wood looking directly at her. He tossed the piece of wood at her roof. She wanted to fly out there and stop the fire but she couldn't leave her sister. They were trapped just like their neighbors. A gold blast of magic fired out of the window and hit the stallion in the knee. Derpy turned to see Dinky’s horn smoking and a fierce gaze.

“Dinky! You could have-“

The filly pointed a hoof at the stallion.

“He is burning my house. I’m gonna burn his-“

Before she could finish her eyes went wide with fear. Derpy turned to see what she was looking at and found herself watching as a group of guards senseless killed of every pony in the street. Some ponies were shot dead with magic while most were quite literally cut down from wing blades. Gold armored and blood drenched, the guards approached her home.

“Miss Doo! We have been sent to escort you to the castle for you own safety. Open the door and come with us.”

The tone the guards used and the strange look in their eyes scared her. She remembered Night Frost’s warning about opening the door.

“Miss Doo your home is on fire you must leave it at once.”

She turned towards her sister and whispered to her.

“Dinky these guards arent normal. I want you to go out the back and hide. Hide from every pony unless it’s one of our friends. You hear me?”

Dinky nodded and hugged her sister. She spoke into Derpy’s coat.

“I love you sis…be careful.”

Derpy kissed her on the head and nuzzled her.

“You’re my favorite muffin Dinky. Now go!”

With her sister leaving Derpy turned towards the window. The guards were alarmed when she climbed out. She laughed nervously and scratched her head.

“The front door’s broke I’m kinda of clumsy.”

They surrounded her and began to march towards the castle. Their tight formation forced her to follow them with barely enough room to escape. Derpy looked back and saw her home crumble and collapse. The smoke bellowed into the sky and embers danced their way over to the next house. Her jaw quivered as she saw the eyes of her sister from behind a small plant. She smiled for Dinky.

“We must make haste, Miss Doo. Move along please.”

She was not the brightest pony but she knew the difference between being escorted by guards and being captured by them.


Night Frost walked around the debris in the market. The stalls had either been burnt or collapsed. Blood, ash, and bodies were littered across the ground. Despite what her brother may have thought she was hardly fazed by the events. She looked at the face of every dead pony as she walked. They were so many faces of anger, confusion, and fear. Her hoof ardently stepped in a small pool of blood. The wetness under her hoof stopped her and she looked down at her leg. The pony next to it was the same pony she had bought Dinky’s crown from. She knelt down next to him and closed his eyes with her clean hoof.

“I… I…. am sorry.”

She watched him for a moment longer half expecting him to forgive her. Standing up she prepared to leave but something stopped her. Her eyes grew at the horror surrounding her. The corpses were all changelings. Every dead body was a changeling she knew. The pony below her wheezed and coughed, startling her. As she looked back down she screamed. The charred body of Night Storm lay at her hooves, his wounds still fresh. She instinctively put her hoof to her mouth realizing too late that it had blood on it…changeling blood. She screamed once more and shuffled backwards away from the body of her dead brother. His head turned to face her. As it moved charred pieces of muscle tissue and flesh cracked off. His face was smooth and charred. The natural sharpness of his changeling features were melted away. As he tried to speak charred tissue fell from his mouth.

“F-f-frosht… crhy for meh… crhy… crhy…”

Night Frost turned and galloped as fast she had ever galloped in her life. Her wings wrapped tightly around her as the fear inside grew. Each corpse she past was her brother’s deformed and burned body. Each one of them begged her to cry for them. She ran out of the markets and down the road leading to Dinky.

“Help me… Help me…”

Night Frost stopped to see a pony trapped in a burning home. It looked like Derpy, the only clue giving away otherwise was this was not Derpy’s home.. She cracked open the front door and rushed in the home. A blistering wave of heat slapped her. She charged her horn and put out enough of the fire to make her way up to the Derpy look-alike.. As she climbed the steps the voice got louder..

“Help me… Help…”

Her voice was dry and weak. Night Frost feared the worst and released a wave of magic so powerful the entire ceiling of the home was obliterated. The fresh air was a relief for was lungs and cleared away much of the smoke. Standing across from her on now the roofless top second story was Derpy. Her golden eyes were lifeless as they met Frost’s. That is when Frost felt the fear creep back in.

“Help…”

Derpy’s eyes began to melt out from their sockets, straightening as they dripped from the holes.. The skin on her jaw dripped away as the flames disfigured her. Her coat blackened resembling a changeling. Night Frost could not control her body. All she could do was watch.

“…me….”

The voice was Night Storm’s. As Derpy’s face burned away his was revealed. The body began to slowly reduce in size as it lost much of its moisture. Eventually it toppled over into the same position that all the other Night Storm’s were laying in.

Night Frost heard the home’s support beams groan. The fire was spreading,and still she could not move. Her eyes watched the face of her dead brother. The melted flesh was still falling to the floor. Nothing had terrified her more. Her fear however had not plateaued. It grew and became stronger and stronger. Night Frost closed her eyes and screamed until her throat burned. When she opened them again the house was no longer on fire. The wood no longer creaked. The only thing remaining was the corpse of her brother. Without the danger of the flames Night Frost slumped onto the floor and took several deep breathes. She looked over to his body and stared at it. Something was off about it to her. It took a moment to noticed but the eyes were closed. They had somehow regenerated and seeing them made her stomach churn. A wheezing sound came from the corpse and its head slowly began to lifted off of the floor. The flesh that melted to the floor peeled off and a sickly crunching was audibly emitting from its neck. Night Frost slowly shook her head as she watch. With a sudden snap the head of the corpse was upright at an unnatural angle and it had a wide eyed scowl. The flames were back and they were stronger. The house resumed creaking and began to shake.

“Help me!”

Its voice was that of both Derpy and Night Storm. As soon as it finished speaking its jaw opened much larger than normally possible and a wet groan came from it. Night Frost’s jaw quivered in an attempt to scream. All she could do was shake and watch the horror before her.


Twilight led a massive amount of guards through the city. Her attempts at restoring peace proved to be more difficult than she thought. Her own troops were becoming crazed and a part of the problem. Seeing the transition first hand allowed her to gain insight on how exactly ponies were affected. The magic at work was dark magic and it worked like pheromones. The major difference was how much more efficient the magic was. It not only affects their biology but their minds as well. She figured that it must affect the ponies similar to how some pheromones do to small creatures and plants. Nearly every pony that became affected had an initial instinct to run. As they ran that instinct became to attack whatever it was that was scaring them. After that continued they would become crazed as they never felt the threat was destroyed and their brains kept telling them to run. The magical part of it brought out your deepest fears. Fears you either buried and forgot or fears you didn’t know you had.

All Twilight could do was place several hundred individual wards around her troops. It did not cure the changeling magic in the air but it at least gave her troops a shield. As she floated above she watched Flash Sentry lead the normal guards and soldiers against crazed ones or rampant ponies. Despite how difficult it seemed to make things her troops kept to her orders and killed no one. Earth ponies and pegasi were being bound by magic while the unicorns were rounded up and had magic inhibitors placed on them. She watched as Flash Sentry barked orders at the others. They scrambled to whereever he directed them and Twilight even found herself following his lead. Once the troops had new direction he flew up to meet her.

“Princess thank you for the protection.”

She felt her wings getting heavier and pushed through the soreness.

“It’s nothing… ok well it’s over one thousand individual wards being simultaneously powered. I am not a braggart and am no where near as proud of myself as Rainbow Dash is of herself… but I’m kind of awesome right now. Oh that’s so insensitive of me! I can’t think like that in times like this!”

Flash chuckled but quickly returned to his soldier mode.

“Princess, we have cleared the inner districts but still have reports of all kinds of violence from the outer ones. We need to push hard. We can't allow anypony to weaken the Canterlot walls. With your magic protecting us we can do this by nightfall. Are you able to do that?”

Twilight gulped. Magic was her talent and everyone knew that and yet keeping up that much magic still weighed on her.

“I don’t know if that possible but, I suppose it’s necessary and that’s all that matters. I’ll be with you all the whole time, Flash. We need to end this.”

Flash wouldn’t let her know but he was proud of her determination to be by the troops.

“Thank you again, Princess. Also one other matter. I think General Midnight is planning something. We have reports of a handful of ponies being taken by guards towards the castle. One of which has been confirmed to be Sugar Sprinkle, the owner of the diner my brother likes to go to.”

Twilight scowled. The general was taking the ponies that were in contact with Night Spark and Night Frost. A part of her wanted to teleport to the castle and send him to Saddle Arabia. However she would have to abandon the small ocean of gold plated soldiers beneath her to whatever fate their fears had for them.

“Flash, go down there and tell the troops I need them to give everything they have got and more. If I am right General Midnight is not going to invite those ponies over for tea. We have to suppress this threat as soon as possible.”

He saluted her and swooped down to the troop delivering her order. She looked back at the castle and sighed. The sun was setting behind it and the orange sky was littered with stacks of smoke.

“Celestia please hurry…”


“Night Spark you… you’re a monster!”

He chased after her. When his legs were no longer fast enough he flew. Navigating through the arts district at high speeds would have normally proven difficult for him but Derpy was running from him. He needed to catch her and make her see that he was good.

“Miss Doo! Ditzy stop! Tell me what is troubling you! I do not know what I have done to you but please allow me to make amends!”


She flew with more agility than Rainbow Dash and more control too. Under normal circumstances he would have noticed but fear had seeped into his mind. Losing her was not an option. The two of them flew past sculptures and flower arrangements. A single error and they could injure themselves severely. Night Spark channeled energy to his horn and bit his lip in reservation. It did not sit well with him that he had to resort to magic. Derpy found herself encased in a magical grip. He stop flying and walked up to her out of breathe. With great care he sat her down and walked in front of her.

“Please Ditzy tell me what is wrong? Have I done something to you?”

She had tears in her eyes. She had tears in her perfectly straight eyes. Night Spark furrowed his brows in confusion. A twisted smile formed on her face as she wrapped her two front hooves around him.

“What’s wrong? I’ll tell you, Night Spark. You are wrong. From those little holes in your legs to the crookedness of you horn. You mane and coat is wrong. Your existence is wrong. You are a monster like the rest of your kind!”

The words burned through his chest and cut away at his sanity. Derpy continued.

“What because I had crooked eyes you thought we were meant to be together? Wrong! You assume too much bug! You think you understand how the world works? You do not! Even the lowliest scum in pony society would never think twice about you! You are a murderer! You are a deceiver! You are a monster!”

He took a step away from her but, she pulled on him tighter.

“Miss D-Doo…”

Her laughter was not sweet or kind. It was throaty, and was getting lower as she spoke. The tone had a reverberation that only one being could have.

“Miss Doo? Ha! Such a ridiculous and foolish gesture. Pity that is has been a waste this entire time. Like a foal that just won’t learn his lesson…”

Derpy’s eyes became green and fangs crept out of her mouth. Night Spark shook his way free and stumbled backwards. He knew those eyes. The gray coat became black and had a sheen on it. The golden mane became long and green as the feather fell from her wings to reveal none of than Chrysalis.

“All of it has been a lie, Night Spark. Every conversation, every second glance, and thought has been wasted. For you there is no such thing as genuine smiles. They are all planned. Every part of each day of your existence has been orchestrated. Everything you love…”

As she spoke she was engulfed in green fire. Her body cycled through every pony that Night Spark had ever known. Each of them bore the sinister fanged grin of his mother. The fear was still in his but anger was seeping in more than any other emotion. He screamed as lightning shot out from his horn in every direction. The statues and art near him were destroyed and the building near him set ablaze. He opened his eyes and saw the destruction. Walls had been blasted in and roofs were scorched. The road ahead of him where his mother was standing was blackened. There was no sign of his mother.

The realization that it was all a hallucination angered him even more. If this sibling of his was not going to surrender he was going to ensure that he hurt them.

“I will show you what a monster is capable of…

He flew towards the face of the mountain that held up the city. There were not many buildings close to the mountain which is something he found strange but he did not have time to ponder why. When he landed it was as if the city stopped and the mountain began. The normally white stone or soft dirt of Canterlot was now the cold hard gray stone. Night Spark walked along a familiar path. The crystal caves had more than one entrance and this was the one he had used to invade canterlot. The path lead him towards a large hole. At first it was pitch black but the faint green glow of the crystals inside reassured him that this was the entrance he had made. He entered the cave and could literally feel his body try to ignore him. His movements were made sluggish and now he was at war with his desires and his instincts.

This has to be it… the source of it all… the place of all fears…

Author's Note:

This arc is going to wrap up next chapter. I won't spoil anything but the next chapter is going to be called: Frost Bite.

This chapter has a lot going on in it and the next one is going to have even more. I hope that this is not to much at once. If it seems all of a sudden I apologize but that is going to be the nature of a certain characters power.

I would love any feed back from you and thanks for reading! :twilightsmile: