• Published 5th Sep 2015
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Equestria’s Changeling Queen and the Abyssal Empress - vren55

After Alternia, changeling queen and former regent for a missing Celestia, is coronated as Equestria’s third ruling princess, she must face her first crisis in the depths of the Eastern Sea. Sequel to Princess Celestia: The Changeling Queen.

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Chapter 27: Hysteria and Serenity, The Conclusion to the Battle of Vanhoofer

Alternia? Simulacris whispered.

Chrysalis shook her head disbelievingly. SISTER? ANSWER ME!

Find Celestia and Luna! Alternia was with them! Only they know what happened! HURRY! ordered Belladonna.

The moment Alternia had been swallowed, Tethys was thinking furiously, even as part of her much vaster consciousness focused on devouring Shi-Nihalar.

Tethys had considered the possibility that Shi-Nihalar might try to dominate one of the queens, if only to seize the valuable Queens Crystal and the connection they had to the other queens. She hadn’t been sure what she would do if that occurred. She hadn’t thought that Shi-Nihalar would have bothered to go after the changeling queens for that.

Now, if she focused on bright clear crystal she held in one of the thousands of tentacles that made up her mane, she could sense the presence of Alternia deep in the bowels of the Primal God.

Already she was fading, being devoured by the vastness of Shi-Nihalar’s consciousness.

However, it was at this moment the Empress realized something. If she could convince the changeling queens of the council all linked to the crystal to lend their wills to bolster Alternia, they might be able to occupy, or at least distract Shi-Nihalar, expediting her devouring of the god. Moreover, thanks to Murmillar, Tethys was aware that minds of queens were rather durable.

There was a problem though. If all the queens were going to try to assist the changeling princess in combating the Old One, her mind would break.

Now Tethys knew she might have a solution, but that also came with certain risks. She had devoured enough of Shi-Nihalar’s power that she could modify the Equestrian queen. With the link provided by the Queens Crystal, the Empress could target the changeling with her magic and give her a biological upgrade that would make her strong enough to take the mental presence of the queens.

The risk was that she had never tried something like this before and she wasn’t very familiar with changeling biology. The Empress had seen the insides of a changeling and understood basically how they worked. But Tethys was very much aware that any attempt would have long term consequences for Alternia. She could very well drive the changeling insane.

Then again, Alternia was definitely going to die if she did nothing, so Tethys thought the changeling would be all for it if she had a choice. And if this succeeded she might be able to do some real damage.

So as part of Tethys’s consciousness continued to occupy itself with wrestling and devouring the frustratingly resistant Shi-Nihalar, another part of her focus was on sorcery.

It took but a moment to find the queen’s body, but once she did, Tethys could sense that her mind wasn’t going to hold on much longer. Priority one was therefore to increase the durability of the princess’s mind, and thus she’d focus on enlarging her antenna, and her brain. That also meant increasing the size of her skull, and thus that of the changeling’s neck.

As Tethys queued the spells, preparing herself to set them onto the changeling, she realized something… potentially problematic.

She’d have to monitor Alternia’s mind, and dip into it. At least for a moment as the spells took hold. If she didn’t, then the chance the queen could be driven insane would only increase.

But was there enough of Alternia left?

Alternia’s mind…

It… It was strapped to a chair, legs bound to her side. All she could see was white walls, white ceiling, the white steel chair she sat on and the canvas cloth that bound her.

She had tried to use her magic, but there was some kind of magic suppressor on her horn. It didn’t have the chill of metal, but it didn’t feel as flimsy as plastic.

For some reason, she hadn’t needed to relieve herself in this… whatever it was. She hadn’t needed to eat either. Not that any sustenance was provided.

But perhaps even the feeling of that would have been welcome because there was nothing she could feel, apart from the coarse material binding her still and the tepid air on her face.

It was… silence…. Maddening, infuriating silence. The only thing she could do was to fill it by humming. Something… something nonsensical. Yet, even then, it was as if any sound she tried to make was simply swallowed up.

So she could tell when she felt something odd. Just… this… presence in her mind… or was it out of it?

She couldn’t tell, it was difficult to figure out whether this was all in her head, or outside of it. It was like she was constantly looking into a mirror for so long, she had seen into herself.

All she know was that this presence had… thoughts? A will. It was… what was it trying to do?

Then came a voice. Stern, imposing, and… frightening, but it seemed to come from a distance.


“Who is Alternia?”

You. Tell me if it hurts.

“Uh… Alright?’

The presence… this… damp feeling crawled up her carapace, filled her mouth with the taste of the sea. It suffused her every limb, and sensation, and a sound… like waves crashing upon shore filled the room.

The world didn’t change around her, but she… she could feel that she was different.

Oddly enough, this dampness wasn’t the only thing she could feel. It was as if… as if there was a different… presence within the scent of the sea.

Something that made the earlier presence push and pull. It seemed different, or was it the same? Alternia found it difficult to tell, but it was the oddest feeling that there was one… thing she could feel, but something else was… with it.

Then as suddenly as the sea had entered, it vanished and she was left alone, staring at the white.

Belladonna didn’t want to think of it, but her very eyes weren't deceiving her.

She had finally, after searching the darkness long and hard, had found the glint of steel armor in the night, flashing just off the light spell she had cast. She had flew toward it, shining a beam of green light toward what she had saw.

But when she got there, she could only find the answer she had feared.

Chrysalis… I found Celestia and Luna.

What about Alternia? Where is she? demanded Simulacris, hovering slowly, still smarting from her wounds.

Desperately, Belladonna opened her mouth to ask Celestia, but the tears in the alicorn’s eyes, lit green by the light from Belladonna’s horn, told her everything. As did Luna’s limp, armor-clad levitated form.

She’s gone. And Luna’s hurt. I’m shining a light, come to me quickly. We need to regroup.

Belladonna’s thoughts came to Chrysalis in such a… matter-of-fact tone that Chrysalis couldn’t believe it. But… as it really began to sink in, all Chrysalis could do was fly through the night.

Only the light in the distance, from Belladonna’s horn, drew her attention and like an automaton, she flew toward it, woodenly.

Shrouded in darkness, the alicorns and changelings met. One by one… Chrysalis first, then several minutes later, a trembling Simulacris. No words were exchanged. Only quiet, horror.

Celestia only had eyes for the sister she held in her magic. Chrysalis’s shoulders were sagging, her head bowed down. Simulacris was shaking her head as tears were beginning to well up. Belladonna… was just still.

That was when they heard something they should not be hearing.

“Changeling Queens of Domus, this is Abyssal Empress Tethys. Listen and take heed. Your world is under attack and those who would stand against this evil are on the brink of annihilation.”

Tethys’s will echoed throughout the mind link and all over the world, Changeling queens listened.

In Griffonia, Sarar froze in horror and ordered all her changelings out of her vaulted throne room with a yell.

In the southern land of Maretonia, Kagura gasped.

In Zebrica, Kleis Patra and Didor froze in their tent in the middle of the desert. They were worried about the Old One, but wanted to figure out a way to deal with him without getting involved and had arranged for a private meeting. This was not expected.

From as far north as Yakyakhistan, to as south as the dragonlands, queens halted in shock at the declaration.

Meanwhile, still trying to find Celestia, and still wrestling with their own grief, Simulacris, Chrysalis, and Belladonna gasped in shock, but couldn’t stop for fear of being smacked out of the sky.

How did you get ahold of a crystal!? Who was foolish enough to reveal and craft a Queens Crystal for you of all beings! roared Sarar.

In Vol Oros, still atop of the spire, Murmillar spat vehemently into her crystal: I made her one by copying my own. I initially was reluctant, but I certainly do not regret it after seeing you all stand around and do nothing after our own sisters by common ancestry requested help!

Kagura fumed, her rare fury seeping into her link. Treason, Murmillar? We suspected as much, but I of all changelings didn’t think you had it in you.

Go to Tartarus, Kagura! Queen Chamelia and your mother Thera must be rolling over in their graves after how you repaid their daughters with inaction! After all Chamelia did for her! retorted Murmillar.

Sarar grimaced. We would have all perished if we committed ourselves.

The vengeance and rage that poured into the link took every queen aback as Chrysalis screamed.

Well, congratulations—my sister Alternia is dead because you wanted to save your own sorry hides. Mark my words, Sarar: the legacy of Chamelia will not forget this Council’s treachery!

There was a cacophony of protests from the almost one hundred changeling queens linked to the crystal, until the Empress roared, One by one damn you all! Lionore, you first.

Look, there’s no way the Empress would reveal herself to us unless it was urgent. After all, she could have had the luxury of just listening into our conversations, said Lionore.

The fact that Murmillar has obviously been mind-controlled to give Tethys a crystal should be all the more reason to doubt Tethys! snapped Shebar.

She’s never used mind-control on anybody before, why would she use it on us? Besides, do you not feel Murmillar’s vengeful feelings, her hatred for our inaction? You cannot fake emotions like that through this link replied Didor.

She doesn’t have to mind-control Murmillar, she could just blackmail her. The point is, we risk everything by trusting her! snarled some other queen.

As you risked everything by doing nothing to help your kin? spat Murmillar.

At least the Empress is here, right now, fighting alongside us! It’s better than this useless council has done for changelingkind! spat Belladonna.

Enough! Let’s listen to what this Empress Tethys says. If only to determine what she wants from us. roared Sarar.

“The Changelings Queens of Equestria, The Equestrian Princesses and I are currently locked in combat with the Primal God known as Shi-Nihalar. One of the few willing to fight, Princess Alternia, has been devoured by the beast. She lives only because it wants to pry into her mind. You are the only ones who can help her.” Tethys declared.

Wait… she’s alive? gasped Chrysalis. She and her sisters were stunned.

So why should we help? What’s in it for us? asked Pythadora curiously in an almost contemplative tone.

Simulacris raged. You dare—

“Survival. Don’t think this being will stop with Equestria. It won’t rest until it’s eradicated all life on the planet. It’s currently trying to absorb one of your own, so there will be no place to hide from it.”

Shebar sneered. Alternia knows nothing about the Changeling Queens. She’s a newcomer and more pony than actual changeling.

“Then wait. The world will succumb to its madness, as every creature, even your own changelings, yield to its control. You are NOTHING without your hives. And even if mind-controlled, I will take great pleasure in eradicating the hives of those who could have made a difference, but didn’t. Eternity is a long time to bear a guilty conscience, so consider it a favor to you.”

It won’t matter if you die to the Old One. Retorted Wutien.

“If” I die. As I’m the only one who can stop it, your best hope is that I do not. However, sit and wait if you want. The secret of the changelings is out. I’m sure you’ll survive the entire world turning against you and hunting you to the last.”

Thanks to Chrysalis… so why should we help them? snorted Shebar.

Chrysalis was about to retort, but Grennel, Belladonna’s daughter, beat her to it.

It doesn’t matter that my aunt revealed our race. We are revealed and Tethys has a Queens Crystal, pointed out Grennel in a matter-of-fact voice.

Thanks to Murmillar! Our retribution on you will be swift! spat another queen.

As if we could carry that out. We know about the mind-controlled ponies in Equestria and drones have been trying to desert our hives, pointed out Kleis Patra

Furious as I am with Murmillar, the Empress has a point. Shi-Nihalar is a danger that we should have acted against long ago, said Didor.

Anyway, how do you intend to help them, Empress? asked Lionore.

“Princess Alternia is currently under mental assault by the Old God. You and your changelings can support her mentally through your crystals,” stated Tethys.

Empress, there’s a strong possibility that if we try to do that, we might end up breaking Alternia’s mind,” said Belladonna, finally managing to find her voice..

Never mind that! If we commit ourselves, we’ll end up being assimilated too! protested Wutien.

Tethys’s thoughts were nonchalant, matter-of-fact. You will still die eventually. After all, Shi-Nihalar will have possession of Alternia’s Queen Crystal once he finishes digesting her. She paused. On that note, I’ve reinforced Alternia’s mind. She should be able to hold the will of the queens.

Wait… you mean the Primal God will be able to influence us through the Queens Crystal? gasped Shebar.

Can you stop thinking for yourself for one damn moment, Shebar? snarled Simulacris.

Kagura cut in her thoughts with a rather dry tone to them. She raises a good point. If we do not commit ourselves to saving Alternia, we’re doomed. If we do, then at least we have a chance.

Which is what we’ve been trying to tell you since we began this operation! roared Chrysalis.

Enough! We’re embarrassing ourselves. We are going to help Alternia and beat Shi-Nihalar. Now, what do we do, Empress? asked Sarar.

Focus your will onto your crystals. I’m pretty sure you can feel to some extent the pain Alternia is suffering. Then follow it. I will direct you. Meanwhile, Chrysalis, Simulacris, Belladonna, go to my back and land there. You have a role of your own.

Celestia had been extremely confused when the queens had suddenly froze. They were safe where they were hovering, three kilometers away from Shi-Nihalar. For a moment, she was worried Shi-Nihalar must have somehow controlled her allies, but when they didn’t move… she realized that they be communicating with the other queens.

“Alternia’s alive, Celestia,” Chrysalis said suddenly.


“Tethys has a plan. Keep Luna safe,” said Simulacris.

“Got it.” Celestia said, even as the queens flew toward Shi-Nihalar and Tethys. Taking a deep breath, the alicorn yelled, “Good luck!”

The three sisters heard that, and while they appreciated their friend’s support, they couldn’t take much comfort from it.

Especially since they were barreling through the dark toward a mountain sized, tentacled, armored, kelpie sea Empress.

It took nearly ten minutes to get close enough to the Empress before they could finally make out where her back was. She was that far away. It wouldn’t have been safe to be any closer.

Weaving through the kilometer long tentacles of the Empress, they finally landed on Tethys’s back, flanked by her massive wings. One had been bitten in half, but what remained was still so large that the changelings were still fairly well shielded. They also nicely shielded the queens from whatever attacks Shi-Nihalar might attempt. The armor of the kelpie Empress felt solid under their hooves, though it bucked and rolled underneath as she fought the Old One. She was so large, though, that they were able to brace themselves and keep themselves balanced.

“Tethys, what do we do?” Chrysalis asked, as she and her sisters quickly cast sticking spells to glue themselves to Tethys’s back.

All queens should focus their wills into the crystal. Since I’m the closest to her, I’ll direct you all to Alternia.

All around the world, queens closed their eyes and focused onto the link that bound them all.

Sarar, though reluctantly, poured her pride into her stone.

Kagura thought of the fate of their race and imbued her connection with her resolve.

Murmillar thought of Retariusil. She had felt her daughter’s thoughts in the link, and committed her concern and all the love she had for her remaining family.

And on the battlefield, in the rear lines where she had retreated, and backed by members of Alternia’s Mirror Guard, Retariusil thought of what she had learned from the elder queen, and how she had done her best to assist her.

Others were more reluctant to pour so much of their very thoughts and being into their crystals, but they did nonetheless, not wanting to be left out, finally seeing the urgency of the situation.

Good. Alternia will feel the will of the entire council behind her. Her sisters, though, will have a special task, boomed Tethys’s thoughts.

Simulacris frowned. What do you—

The will of the queens will help break Shi-Nihalar’s hold, but Alternia’s will has already been damaged, as has her sanity. You need to speak to her directly, and help her hold onto what she has left.

Vol Oros…

Twilight was biting her lip, pacing back and forth. Several strands of hair had shaken themselves loose, adding to her demented look. The red eyes didn’t help either.

“Twilight—” said Meringue.

“Don’t tell me Alternia is alright! She’s inside of Shi-Nihalar! It’s—”

Applejack spun Twilight around, pushing her down so she sat on her rear.

“Sugarcube. It’s better than being dead.”

Twilight grimaced, but forced herself to exhale, slowly.

Silently the ponies glanced at Murmillar’s stone-still form. Her eyes shut, she was focusing on the glowing crystal she held in her hoof, and barely even breathed. Understandably, the kelpie guards were watching her warily.

“Are we still uhh… locked onto Shi-Nihlar, Twilight?” asked Rarity suddenly.

Twilight frowned in thought. “Yeah… why?”

Pursing her lips, Rarity closed her eyes and her horn began to glow blue, and the flaming white light took on a slight hue similar to that of her magic, though greatly faded.

“Rarity, what are you doing?” Sunset Shimmer asked.

Rarity grimaced. “Sending Shi-Nihalar a present.”

Alternia’s mind… as the queens opened their eyes, they simply couldn’t tell what was around them. Every step they took seemed to vary in firmness and elevation. Simulacris nearly fell flat on her face, only to find another step that seemed to appear from nowhere. Then there was the annoying sloping.

Chrysalis thought she was sliding off, as Simulacris suddenly ran into a wall of an art gallery, which promptly disappeared in a blink of an eye.

And the air… it seemed too hot, too cold, never normal.

They couldn’t even tell what was going on around them. It wasn’t that what they could see looked messy. It was that what they saw kept… well… it never stayed the same.

“That’s… was that the hive?” asked Belladonna.

“No, that was Canterlot… and a bit of Manehattan?” wondered Chrysalis.

“Okay that’s Zebrica… but Alternia’s never been there,” said Simulacris blinking her eyes.

“Then how… argh. Alternia! Where are you!” yelled Chrysalis.

But there was no response.

It was a new world this time… but still oddly familiar.

It was… the one called Alternia this time. She… she was standing on Canterlot

And Empress Tethys was ripping it apart.

Alternia wanted to move, but she was paralyzed. Ice—unyielding, teeth-chattering ice—had sealed her horn, hooves, and carapace.

She could hear the screams of the ponies below. She could hear their cries of anguish, their calls for their mothers.

This… this is what happens if Empress Tethys gets her way.

And it’ll be all your fault.

Alternia shook her head, bursting into sobs.

Belladonna frowned and stopped. “Hold on… We’re in Alternia’s mind. Why would we see her?”

Simulacris turned to her sister. “Because Princess Luna and Twilight saw Alternia when they looked into her memories.”

Belladonna shook her head. “But that was when her mind was undamaged. Back when I was monitoring Alternia after she was nearly killed by the Equestria First, I also talked to Luna about what she did in order to get a better sense of Alternia’s medical history. The spell the princess used was meant to create an artificial representation of Alternia’s mind so they could better see her memories.”

“But… we’re in her mind right now… That means…” Chrysalis took a deep breath and looked up into the weird… shifting above.

"Alternia! Say something! Anything! We’re here!” cried Chrysalis.

She was only met with silence.

Simulacris bit her lip. “Chrysalis… I’ve… I’ve read books on insanity. It’s entirely possible that Alternia… might not respond to her name any more.”

Chrysalis stared at Simulacris in horror, even as the younger queen swallowed to clear her throat.

“Hello? Whoever you are. If you’re listening, can you just say something?”

Outside, Empress Tethys’s eyes and tentacles searched through the dwindling forest of tentacles that was the Primal God.

She had lost the spear that had initially paralyzed Shi-Nihalar in the melee and within its tentacles. She hadn’t the time or the need to find it, but now, with the god so badly weakened and distracted…

The monster wasn’t making it easy. But Tethys could see the spear. Its shaft buried in the Old One. But the beast wasn’t stupid. It quickly covered it up, throwing tentacles at the head that sighted it.

That was when the night seemed to be burned away by a flash of white light. Tethys blinked as this white bolt of flame fell from the sky, this column of heat that crowned the top of Shi-Nihalar.

The Old One’s tentacles flailed wildly and it lurched backwards and away from Tethys. The pain must have driven the beast mad, and Tethys could see why. Scorch marks from the impact of the simple, but brutal fireball left the cauterized half-tentacles all over its top.

So immediately, the Empress seized the spear lodged in the Old One’s front with her tentacles. She was so big now, all she needed was one kilometer long appendage. A flex of her titanic muscles and the spear, a merely long needle now in proportion to the empress, buried itself into the small hill that was now the Old One.

It… Alternia, blinked.

Anger, hot, rage had coursed into her so briefly she wasn’t sure if it was real. But she also knew these emotions were her own.

What’s more, Canterlot… her surroundings. Everything seemed to freeze and blur. As if they didn’t exist at all. The very floor underneath her hooves seem to vanish and she felt like she was falling from a height, and yet she wasn’t moving.

And she could… she could hear voices.


Then a voice. Quiet… fragile.

“What’s an Alternia?”

Chrysalis’s eyes widened. “Oh by the hive mothers…” Trembling she blinked back rising tears. “Alternia… is someone we l-love very much.”

“What… what can we call you by?” asked Belladonna.

“It doesn’t know.”

“It?” whispered Simulacris, turning to her sisters, horrorstruck.

Chrysalis worked her jaw up and down, but words refused to rise to her mouth. “I… Belladonna, do you—”

“I don’t know…” Belladonna shook her head. “I don’t know. She’s… I’ve never seen anything like this.”

Chrysalis grimaced and exhaled slowly. “Um. Well… It. You’re Alternia.”

There was silence. And for a moment, the queens were hit by a wave of… confusion, despair and frustration. It froze them in place, sent them reeling. So strong were these emotions that they nearly collapsed.

“It doesn’t understand. It… it can’t be Alternia. It can’t!”

“Why not? You remember us don’t you?” asked Simulacris.

The panicky voice that filled their ears sounded nothing like the confident queen they knew.

“No… Yes… but if… I don’t understand.”

And just like that, the voices disappeared, and Alternia moaned as she saw Tethys, and the flattened buildings around her. She could hear the ponies screaming.

It was all her fault. Tethys had made promises, and had never broken them. Just made more demands, each with a higher price than the last. Until she had forgone all formality and just broke all her promises.

Whatever she had seen had just been another… another trick of her existence. Everything had always seemed real, little spots of hope… only to get crushed in front of her.

This was her world, her reality.

Tethys was using her hydromancy to freeze a patch of Shi-Nihalar, turn it so cold that the blood itself popped holes through the skin of the tentacles, and blackened it, turning it into this leathery texture.

Which was when one of the changelings spoke.

Empress. We could feel Alternia’s distress waver for a second a few moments ago. You seem to have done something to waver this monster’s control briefly. Try that again. yelled Kleis Patra.

It took a moment for the Empress to recount her previous actions, before she realized what had happened and raised the spear again with the tentacle that held it.

The spear. The magic it was imbued with must have disrupted the Old One’s concentration, at least for a moment. However, she could also sense the enchantments had been weakened by the last two times it had stabbed the Old One with.

No matter. Tethys raised the spear and plunged it into her opponent, taking great pleasure as its tentacles, now much smaller, only half the length of hers, squirmed, and tried to push away from her.

What Alternia saw was blurred yet again. The colors fading as if they suddenly bled out. Canterlot in ruins vanished from her sight, as did the screams of the dying.

And the voices… the voices were coming back.

Chrysalis yelled, “Alternia! Alternia! Say something!”

“Not like that Chryssy! Lead her in,” cut in Belladonna with a harsh whisper.

Chrysalis nodded, forcing her worries to the back of her mind. “What do you not understand? Please Alternia?”

“It’s… you seem so real... You seem different, more real… but every other time seemed as real and every time… every time.” Alternia’s voice hitched, and harsh, croaking sobs filled the ears of the queens.

“It dies… or it’s hurt horribly. It’s died again… again… it can’t describe the pain, what it has suffered.”

Chrysalis wanted to stop her sister. Just stop her and tell her that she was going to be alright. But she pushed her lips together, grinding her jaw in an attempt to not say anything and just listen.

“You’re lying! Just like those other times!”

“Alternia, I know it is… difficult for you to believe, but we’re not lying. Why would we lie?” Belladonna asked.

“Because no matter what you say, you’re going to die. It’s going to die again. This… this is all I’ve ever known. What’s the point? Why won’t the pain stop?” murmured the voice.

Simulacris wiped her eyes, unable to hold back her tears any longer. “But we are real, Alternia. We are your sisters!”

“That’s what they said before. It’s always like this. Just leave me alone.”

“Please, Alternia, we are real. We’ve gathered the strength of all the queens and even now they channel their will to strengthen yours. Can you not feel it?” Simulacris asked.

“It…” It did feel… different. Ever since that watery presence in one of her lives. She couldn’t figure out what though.

“But then… there is a Shi-Nihalar?” whispered Alternia.

“Yes,” said Chrysalis eagerly.

“This… everything that happened… that was all fake?” Alternia asked.

There was a tremulous quiver in Alternia’s voice that crushed the hope that Chrysalis had, and she felt her shoulders stiffen, though she wasn’t sure why. Shouldn’t Alternia be glad it wasn’t real.

“What… then why did this happen to it? To me?”

Chrysalis frowned, and tried to think of a response. But why was her sister concerned about Shi-Nihalar’s motives? He was an evil god and was concerned for his own life. Surely Alternia wasn’t being sympathetic to it.

Simulacris was similarly hesitant to say something. There was an obvious answer, but she could tell that wasn’t the answer Alternia was looking for.

As for Belladonna, she had a sudden realization. “Why is knowing this important to you, Alternia?” she asked.

"Why? You ask why?” moaned Alternia.

Then it was as if a switch had been flipped… because the queens shuddered as what could only be described as terrible, grating sorrow slammed into their senses. Along with it was the dark, bitter tang of self-loathing.

“Because it does not understand why is this happened! I watched you all die, tortured to death, so many times. I watched you torture me! I watched myself torture you. I… I….”

“I tortured you. I enjoyed ripping you all apart, limb by limb, tooth by tooth, carving pieces of your carapace little by little, and then when I finally was killed, I woke up… and realized what I did. Do you have any idea how this feels like? Do you?

Horror. Shock. Disgust.

For a moment, Chrysalis faltered. Belladonna felt fear, and Simulacris found bile welling up in her throat with disgust.

It was but a moment, but they could feel the sorrow that spread through Alternia’s mind like a flash.

Simulacris looked up into the shifting sky? Ceiling? She couldn’t tell. “Alternia, we know that’s not you. It was just Shi-Nihalar manipulating you. Deluding you.”

“Simulacris… if that’s really you… well… one of the nicer yous... you don’t… you still don’t get it. There has to be a reason it is experiencing this. This awful reality that it can’t escape.”

There was a snort, a sad, bitter half-laugh that pierced the hearts of the queens even before the damning words.

“Why am I even bothering. You’re just all going to die anyway. Real or not real.”

Belladonna steeled herself. “It’s not real though, Alternia. You can feel the will of the queens. Why would you feel different otherwise? And maybe we’ll never know if you’ll ever know why this happened, but we’re here with you. You need to resist him. You need to fight him.”

“I can’t….”

“Alternia?” yelled Chrysalis. “Alternia!”

She was back and this time… it was worse.

“Can’t stomach it, your highness?” said Ebb mockingly as she drew a tentacle slowly along Twilight flank. Well… what remained of it.

Twilight… had this dead look in her one remaining eye. Bite-sized chunks of flesh were missing from parts of her body, and her blood pooled onto the floor. Yet, she was somehow alive, moaning softly.

Alternia couldn’t help it, she threw up. Overpowering bile rising from her stomach, through her throat and onto the floor. Since she was still immobilized by the ice, she nearly choked on her own vomit. To be honest, she wanted to.

But Ebb firmly, but gently held her jaw open, and brushed the last flecks of vomit out of her mouth.

“To think that you would let me so near your dear student. Let us so near Equestria. You were such a fool, Alternia, in believing in us. Heck, you should have allied with the Old One instead.”

And for a moment, Alternia wondered. I should have… I… I still can right?

No. NO!

Something rebelled inside Alternia, something… not quite her, but it was as if a thousand voices screamed inside her head. Roaring at her to resist, to reject this offer.

But did she have any choice in the first place?

Tethys was now so much taller than the Primal God, it was as if the positions had been reversed. He was still the size of a small hill, but now Tethys was the mountain, her seven heads attacking from several different directions to bite off Shi-Nihalar’s much smaller tentacles.

Given this, Tethys was sure that the spear that barely could make a mark on Shi-Nihalar before would now inflict a grievous wound. After all, the god’s regeneration capabilities were decreasing. It was bleeding greatly from its wounds, its black blood soaking the icy waters and turning it viscous.

It had helped that ever since the queens had joined in to support Alternia, the resistance of Shi-Nihalar had lessened. It still fended her tentacles off, throwing up walls of water, even shooting summoning more lightning to sever her appendages. But every time it did that, two more tentacles would take its place, and Tethys would sever another limb from Shi-Nihalar.

She had to time her strike, though. The spear’s magic was nearly spent. One more stab and it would be completely gone. The problem was...

Alternia’s still caught in indecision, Queen Chrysalis. The queens are slowing the process, but she won’t last for much longer, said Tethys.

In the Empress’s mind, Chrysalis and the others grimaced.

We’re trying, but this monster’s tortured her for what she thinks is years.

Well, I’m giving you one last opportunity!

The Empress raised the spear for one final time and thrust it into Shi-Nihalar. The monster seized the shaft as it plunged toward it, but nothing could stop the Empress. The spear crushed the flesh more than cut through it, piercing the god’s hide and burying itself so deep into the monster it disappeared.

Alternia suddenly couldn’t feel the tears on her cheeks and Twilight’s broken body blinked in and out, vanishing and reappearing. Time itself seemed to halt.

The voices were going to return… Her sisters, but could she truly trust them? Or did that even matter?

“Alternia! Sister! Don’t give up! We will save you!” yelled Belladonna desperately. It was all she could do.

As if she was coming out of a deep sleep, Alternia heard her sister, but everything, especially her head, hurt.

“What’s the point?” she moaned.

Chrysalis screamed, “What is the point? This life, this world! If you give up, you won’t see Harlequin, us, Celestia, Luna, the sun, everything you hold dear will be gone! You know this Alternia!”

“But even if we come out of this alive. I don’t know what I am anymore!”

“What do you mean?” asked Simulacris slowly.

Alternia sighed. “I’ve lived so many lifetimes. Am I a monster who enjoys killing her sister? A pony? Changeling? Female? Or male?”

“Alternia, just hold on. We’re going to get you out of here.” Belladonna spluttered.

“Then why do I just keep dying, hurting, again, and again, and again! Why can I only remember that?” screamed the changeling. Her anguish, her sheer despair deafening the queens in her mind. The volatility, the intensity of the self-hatred, and the frustration actually sending lances of pain that shook the sisters.

Simulacris couldn’t bear it any longer she whimpered, tears in her eyes. Chrysalis was close after with Belladonna cracking as well with a moan.

Which is when the agony stopped. Blissful silence, apart from the desperate pants of the queens and Alternia’s heaving sobs, and her remorse.

“Sorry. I’m… It’s so sorry. I…” A quiet sniffle. “I just want this all to stop.”

Once again, Chrysalis didn’t know what to say. How could she answer any of Alternia’s questions? And even if they rescued Alternia…how would they help her deal with this?

The words… after what seemed like an endless period of silence, finally, and slowly, sprang to her lips, and tumbled out of them as if she hadn’t intended to say them.

“Alternia is my sister that I found again. The sister whom I love.”

Even as her sisters glanced at her, Chrysalis’s found her voice rising in confidence, in conviction.

“She’s modest, maybe a bit indecisive and hesitant, but that’s because she’s considerate.”

“She’s not a good warrior, but she is brave.” Belladonna declared.

“She makes mistakes, but she always tries her best to balance what is right, and what can be done,” Simulacris said.

“She is a queen, and princess, a leader and politician. The mother to her country,” said Chrysalis. “She’s my sister. And you are her, Alternia.”

Quiet dread was what the sisters could feel, but there was also another emotion beside it, contradicting it. It was so faint that they weren’t sure

“I’m afraid. I don’t want to hurt any more.”

Belladonna chuckled weakly. “And it’s alright to be afraid. To hurt. We’re… we’re scared too. But you can do this Alternia. You can resist Shi-Nihalar.”

“And no matter what happens, we love you, Alternia. No matter what happens,” said Simulacris.

“Simulacris… I…” but before Alternia could say more, she could see again. Twilight’s torn body, the catastrophe of Canterlot.

“NO! No! Take me back! I don’t want this! TAKE ME BACK!” she screamed.

“Alternia. DON’T GIVE UP! DON’T GIVE—”

And Chrysalis’s voices faded as the sound of Twilight’s screaming took its place.

Tears streaming down her face, she shut her eyes, vainly trying to ignore her student’s screaming.

I… this hasn’t happened yet though. I just need to ally with Shi-Nihalar. He can fix this!

A thought fired back through her mind, backed by what seemed like a hammer-like slam of a million wills.

He’s tricking you! He’s only mind-controlled your subjects, maimed your friends, done nothing to help you.

Tethys will destroy your world.

Tethys may or may not, but she’s a better option than Shi-Nihalar.


Alternia trembled, shaking her head, trying to banish the thoughts. The doubts. The loathing.

You’ve had to tolerate her, compromise with her, argue with her, convince her sometimes, but yield to her most of the times. What’s to stop her from making more demands?

She’s not an idiot. She has motives, and goals. Goals that do not directly harm Equestria. I know her better… better than Shi-Nihalar!

So you know just as well that Equestria and Aquestria will always be trapped in a see-saw relationship. Forced to cooperate with one another for the sake of peace. With one mistake, with one screwup, the world will fall into war and blood will soak the land and sea.

Why not unite them both? Deny Tethys the satisfaction. Save your ponies.

By joining Shi-Nihalar? But that’s… that’ll destroy my ponies for certain!

And if I don’t join him, I’ll continue to suffer. The pain will never end.

Yes… I’ll never be the same again. Not after this. I’ll do my best to suppress these memories, but they will come one and I will suffer.

Either way, if I surrender, at least it will be quick. I don’t even know what I am any longer, so why should I resist?

Alternia groaned. Yes… it would be quick.

She’s fading! snapped Murmillar.

Borte swore. How the hell is she fading? Every queen in the world is focusing their will into her! She can’t be fading after all of this!

Then pour your magic! Put more in! I can tell some of you thick-shelled idiots are holding back! spat Retariusil.

Sarar grimaced. She’s right. It may endanger us if Alternia goes, but we’ll still be in danger if she doesn’t. Taking a deep breath, Sarar sent her will back into the connection. Stand fast, queens of the world. We won’t bow to this monster. Not now, not ever! And with that, the elderly queen poured her will, her pride and her very fabric and being into the connection, her horn and crystal glowing so brightly they bathed her throne room in light.

Meanwhile, in Alternia’s mind, the changeling sisters could feel the environment shift. A deep fatalism seemed to suffuse the emotions they sensed, which were slowly sliding toward… peace.

Simulacris froze. “Shit. She’s giving up.”

“What to do? What to do?” stammered Belladonna.

“Well, this is her mind right?” asked Chrysalis. She closed her eyes and her horn shone. Green light bathed the changelings, and suffused into their… indeterminate surroundings, vanishing into it.

Simulacris turned to Chrysalis taken aback as she felt love, pure, and yet tinged with Chrysalis’s own emotions. Her pride for Alternia, a bit of bitter guilt and shame, and a strong resolve, almost bordering on faith.

“Good idea, Chryssy,” said Belladonna. She shut her eyes and Simulacris could sense… what could only be joy… and relief. Undoubtedly from Belladonna finally finding her elder sister. Unlike Chrysalis’s love, which was actually somewhat like a soft command, Belladonna’s was more like a battle cry, loud and brash, yelling for Alternia to fight on.

Quickly, after a moment of thought, Simulacris did the same.

And her love, like a hoof on one’s back, filled with quiet determination, sounded like a plea through the chaos.

I don’t have any choice do I? wondered Alternia. I…

No… I don’t. It is Shi-Nihalar or Tethys and both can destroy you. One perhaps more so than the other, but it doesn’t matter. I’m insane now. I should just give up… I’ve had a good life. I might as well just end it.

Alternia sighed, her head bowed, her shoulders loosened and she took one more breath.


Silence and then a thought echoed through her head. No?


But why not?

Alternia didn’t know why. She just felt… as if it would be wrong. It hurt to think that way, but something inside of her… just begged her to say no. A feeling… or a set of feelings. Paradoxically, it was as if something innate, in her very being, rebelled against what she wanted, an end to her suffering.

I can’t. It’s just not me.

Tethys could tell that Shi-Nihalar was feeling the pressure. He was weakly fending off Tethys’s tentacles, but nothing was stopping her assault, her tentacles now wrapped around Shi-Nihalar, squeezing the fading Old God close, cutting off his escape. He was so weak now, the now mountain sized kelpie, eight hundred stories tall, higher than the tallest mountain on Vanhoofer Island, and standing so high above the sea it looked like a puddle.

More importantly, Tethys could sense Alternia. She could feel the changeling’s weak presence in the monster. Just hanging on.

The Empress didn’t know if the changeling could hear her, but she sent her thoughts through the crystal regardless.

Alternia, hold still.

Tethys began by tightening her hold onto the Equestrian spear, and using several of her appendages to push against the Primal God’s body, she ripped the spear out.

One head, shot forward, diving down at Shi-Nihalar like this monstrously large spearpoint with teeth. The almost arrow-like profile of Tethys’s head had its jaw slightly agape, eyes leering as it plunged toward the Old God.

The sheer momentum that the massive head hit the now much smaller Old God with actually knocked Shi-Nihalar into the ocean, sinking him deeper into the sea and washing waves into the shore. A furious as the assault was, Tethys had planned it to a minute detail.

Because the entire crown of the much smaller Old God was now seized by her jaws, which closed. Jagged teeth tens of meters long cut through tentacles, eyes, mouths and flesh. Blood spurted from the Old One, gushing in floods as Tethys’s jaws cut through Shi-Nihalar and closed, isolating Alternia in the cavernous bite the Empress had taken.

In Alternia’s mind, the illusion promptly and catastrophically collapsed. Twilight vanished, the destroyed Canterlot faded, and Tethys just disappeared. Her head wracked with pain, Alternia could feel the nauseously warm flesh that pinned her body still. She could hardly breathe, and all she could smell was the iron of blood.

You fool! You have no idea what the Empress—

And Alternia could hear no more, as she blinked her eyes, only able to see strange… alien-like tar-colored flesh, before completely blacking out.

Queens, take care of her. I have her in my mouth.

Chrysalis, opening her eyes, needed no other encouragement. She shot out from between Tethys’s wings, flapping toward the head that raised up, far out of Shi-Nihalar’s reach, and spun to face her.

It took several minutes for Chrysalis to just get close enough to the head. In the meantime, Tethys’s many appendages blocked off any of Shi-Nihalar’s attacks.


Yes. said Belladonna, her magic ready.

With that, Tethys opened her cavernous mouth, comfortably large enough to swallow an entire battleship, maybe two side by side, allowing the queens a terrifying view of the teeth that lined her mouth, and of the second jaw deeper within that extended to push the bite of Shi-Nihalar’s black flesh out a bit.

Their horns glowing, eyes bright, the queens flew into Tethys’s mouth, searching for their sister. They peeled away the bloody black flesh of the Old God, trying to ignore the dominatingly salty smell of the Empress’s mouth.

Finally, Simulacris spotted a faint green-glow, the reflection of her magic, off of a steel-clad hoof that poked out from underneath a flap of black flesh.

“Alternia! Hold on!” she screamed. Hovering to the hoof, Simulacris seized it in her magic, extending it over the changeling’s entire body. If she just pulled the hoof, she could easily hurt Alternia.

Belladonna quickly joined her, adding her magic as was Chrysalis. Together they gently pulled Alternia out and flew towards the exit.

Once out in the star-lit night, Chrysalis quickly yelled to Tethys, “We’re out! It’s all yours!”

Out of the corner of their eyes, the queens could see Tethys’s massive head slowly tilt backwards. Her throat flexing, rippling like waves, Tethys swallowed the flesh it had bitten.


Far, far, far above, situated on a cloud, Celestia had the most comprehensive, and stunning view of the battle.

She hadn’t seen the queens extricate Alternia from the flesh in Tethys’s mouth. The darkness of the night meant she could only see the rough outline of Tethys’s form, and not the queens flitting amongst her.

It didn’t help that she had had to keep Luna alive. While the wound had been cauterized in the amputation, shock, exacerbated by magical exhaustion, had set in, and it was all Celestia could do to keep her sister’s body from shutting down. She’d had to constantly monitor Luna’s condition.

She could only trust that the changelings had a plan.

What the alicorn bore witness to, as the queens flew away, simply awed her.

The Empress was now so tall that Celestia was sure that if the Empress lay against Canterlot mountain, with the tip of her tail touching the floor, she would stretch up past the city and her head would reach the peak of the mountain itself. By simply standing here, she could be seen farther than one could see Cloudsdale.

Gargantuan… just couldn’t describe the kelpie empress any more. She was now in a class of her own and in comparison, the Old God, the once mighty Shi-Nihalar, looked like a footrest.

Then she spread her wing-fins.

From this distance, it opened like storm clouds moving in. Slow, deliberate, but forceful, as they cast Shi-Nihalar in darkness, blocking him out from the cold light of the moon and stars. It didn’t matter that one was half as long as the other.

Then, from where Tethys’s legs were, more tentacles began to sprout. It looked like a forest of tentacles. Writhing, they poured down around the legs, engulfing it, pushing into the sea.

Even more tentacles swarmed up her wings, which also seemed to morph, splitting into more tentacles. Each kilometers long. Each turning Tethys into something, less kelpie and more…something else.

In Celestia’s eyes, what was in front of her… was unrecognizable as Tethys. With its spear-shaped seven heads, the tentacles that took the place of her limbs, and the sheer size, what was in front of the alicorn was no longer a ruthless kelpie empress.

It was a near-indescribable mass of fleshy chaos. This… cathedral. Crafted and built to inflict maximum insanity by this construction… this impossible, horrifying, matrix of flesh and bone.

It was this indescribable monster that glided forward, closer to Shi-Nihalar, its seven heads, with their long necks, one in the centre, the other six fanning out around it, looking down on the remnants of the Old God. Celestia couldn’t understand how she was doing it at first, but then she realized that like her wings, the former Empress had split her legs into tentacles.

Which was when she made her final morph. Her carapace, plated like steel armor, seemed to start to separate at the chest. Not along the seams of the plates, but vertically. Celestia couldn’t believe her eyes, but far down below, she could glimpse the bony white of long teeth of a mouth, curved and spaced like her ribs, sprang from her chest, opening like this bony cage. This sideways mouth opened wider and wider, even as Tethys’s whole being slid forward to the Old One.

Shi-Nihalar tried to escape. It really did. The frantic splashing of the its remaining tentacles sent plumes of water splashing into her face, but the seven radially placed heads swooped down, and bit onto Shi-Nihalar. He flailed, and Celestia felt just a little pity for the god as she saw his tentacled form writhe, despite Tethys’s bite.

But it did nothing to stop her chest, with its new mouth, slamming down towards Shi-Nihalar, the riblike teeth opening up to wrap completely around the defeated beast.

A roar of rage, unintelligible, a last act of defiance, filled the night as the teeth shoveled Shi-Nihalar whole into the maw of the monster. The ribs closing upon the former Old God like the door to a prison, the much smaller tentacles that tried to seize them sliding off as the armored, bony mouth closed.

And just like that, it was over and Shi-Nihalar was gone.

Author's Note:

Holy crap that was a massive chapter.

Edit: Also, whoops i numbered the chapter 28.. :P

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