• Published 19th Mar 2016
  • 5,160 Views, 109 Comments

The Last Healing Dragon - Gearsmash King



Dragons might be very big, terrifying, and very greedy. But not all of them were like this.

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Chapter 23: Heartless Monsters

"Mmmm!" Starlight groaned, feeling her mind pounding in her skull.

"Well," an eerie voice said, "look who's decided to join us."

Starlight slowly opened her eyes and saw that she was surrounded by darkness, while she was bathed in light.

She had no idea how long she'd been unconscious, but she believed that it must have been for a long time. But, what Starlight did know, was that wherever she was, felt completely opposite to Ponyville. The scents and sounds were alien to her and she could feel several sets of eyes watching her from the darkness.

"Argh!" She groaned again as her head throbbed.

Starlight tried to bring a hoof to her head, but felt her hoof being restrained by something. Looking to see what stopped her, Starlight saw that her hoof had a shackle around it. The shackle had a chain that attached to an ugly metal frame that stood up like an archway. Then she looked around and saw that all of her hooves were shackled and chained to the frame. Her forelegs were above her, pointed in different directions, while her hind legs were shackled together in a single metal piece.

Starlight tried to use her magic to open the shackles, but her head hurt too much, which weakened her abilities.

"If you're trying to escape," the voice mocked, "then you might as well scream for help while you're at it."

"Wh-who are you?" Starlight asked, feeling a small shred of fear, "What do you want?"

At that moment, Starlight watched as a Changeling emerged from the darkness. But this one was taller and more frightening than the ones that she's seen before. Not to mention, this one had shimmering green eyes with slit pupils, web-like hair, and a jagged horn.

"I'm sure that you've heard of me, from Princess Twilight Sparkle." She said, leering at the unicorn.

Starlight stared back as she remembered seeing this face in one of Twilight's journals. Then she remembered reading the name, that was under the sketch that she had seen.

"Y-you're Chrysalis, are- AAAAAHHHH!!!!" Starlight screamed as she felt a shock of electricity surge through her body, making her reel and squirm in pain.

"That's Queen Chrysalis, to you, Starlight Glimmer!" Chrysalis hissed, letting her horn's magic subside and Starlight's torture pass.

Starlight hung her head and breathed heavily as the electricity stopped. Never before, had she ever experienced such pain.

"H-how... do you... know my name?" Starlight panted, lifting her eyes back to the Changeling Queen.

"Let's just say," Chrysalis began, "I have eyes and ears that hide in plain sight."

"What... do you... want?"

"In truth, I want to know what was in that crate that you and your friends hid in the mines."

Starlight's eyes widened. Her heart, whether it was from fear or the electricity, pounded in her chest. At this point, she knew that she had to think fast, which was hard because her head hurt too much and limited her thinking.

"I'll make a deal with you." Chrysalis said, as a twisted grin crossed her face, "I'll give you three chances to tell me. If you lie to me, I'll shock you. And if you fail on your third chance..."

Three Changelings emerged from the darkness and created three green orbs that showed, Lazarus' cave, which was full of bats, a large group of trees with phoenixes in them, and Princess Luna standing on her balcony with a crystal chalice as the moon descended.

"...I'll order my subjects to eliminate every one of them"

Starlight gulped hard and stared at them. Now she was really in trouble. If she lied, she would experience more pain and risk killing innocent lives.

"W-what's in Luna's chalice?" She asked.

"I'm glad you asked." Chrysalis purred, "I had one of my subjects slip a special ingredient into her favorite drink. Which will leave her completely paralysed as it slowly burns her from the inside until all that remains is a lifeless corpse!"

Starlight gulped hard.

"But if you answer my questions correctly, I'll order my subject to stop her from drinking. Do we have a deal?"

Starlight nodded and took a deep breath.

"First question!" Chrysalis hissed, "Are the contents of that crate dangerous?"

"Um..." Starlight stammered, "No."

That was the wrong answer. And Chrysalis knew that.

Bzzzzz!

"AAAAAAAHHHHHHHH!!!!!!!" She screamed as pain shot through her again, "I MEAN, YES!!! YES, THEY'RE VERY DANGEROUS AND POWERFUL!!!"

"Very good." Chrysalis mused, relaxing her magic, "How powerful?"

"I... don't know. I've never... tried... to use them."

Bzzzzz!

"AAAAAAAAHHHHHH!!!!! I'M TELLING THE TRUTH!!!! ALL I KNOW IS THAT TWILIGHT IS AFRAID OF THEM!!!!"

"How interesting."

Then Starlight realized her mistake. All at once, thoughts invaded her mind as she tried to think of a way to divert Chrysalis' interest, but nothing seemed useful.

"My last question." Chrysalis sneered as a devilish smile cracked across her face, sending Starlight chills that felt colder than ice, "Did you really think that I was going to spare their lives?"

"What?!" Starlight exclaimed, before another charge ripped through her body, "AAAAAAHHHH!!!!!"

"Now."


The Cradle of the Everfree was quiet as phoenixes were just starting to wake up. The sun peeked over the horizon as morning arrived, bringing a new day.

SQAAAWWW!!!

A phoenix sounded a warning as it saw several Changelings charge into the crater and towards them. Many of the phoenixes, who were awake and alert, swooped down from their perches and bombarded the invaders. While others stayed in their nests to guard their eggs.

Ashes watched as her mate dived and weaved, trying to dodge the magical beams that shot past him.

Bzzzzzz!

SQAAAAAAAWWWWWWW!!!!

Unfortunately, his skills and instincts weren't enough to keep him out of harms way. Then a Changeling approached Ashes' nest and shot at her as well. She dived, just avoiding the beam, and flew up at the Changeling, latching onto his face.

"Get off me!" The Changeling cried as sharp talons sunk into his skin.

Bzzzzzz!

SQAAAAAWWWWWW!!!!

The Changeling's horn lit up and shot the poor bird, point blank. Ashes slid off his face as he proceeded to take aim at the nest, destroying it in a single shot.

Whumf!

Ashes landed on the ground hard and gasped for air as she watched her family be destroyed, blood coating her feathers.


Meanwhile, Lazarus' cave was being assaulted by Changelings.

SQUEE! SQUEE, SQUEE, SQUEE!!!

Bats swarmed frantically as they were exterminated out of their home.

"Hurry up!" A Changeling called, "We don't want to be here when the dragon gets back."

Bzzzz! Bzzzzz! Bzzzzz!

Leather Wing held her daughter close as she waited for an opening. Then, just as she saw one, the bat dropped from the ceiling and flapped her wings as hard as she could.

Bzzzz!

SQUEE!!!

Leather Wing was grazed by a magical burst, causing her to crash and break her wing. Fuzzle rolled from her mother's grasp and under some thick bushes, almost completely unharmed. Quickly, the little bat stood on her wings and feet, turning towards her mother. At that moment the Changelings emerged from the cave, one of them stopping next to Leather Wing.

Fuzzle began to creep out of her hiding place, but stopped when her mother squeaked at her, warning her to stay away.

Squee!

Bzzzz!

The Changeling killed her quickly and took to the air, leaving a lightly smoldered bat body laying at the edge of the forest. Fuzzle emerged after a moment and nudged her mother gently, but received no response.

Quickly, the little bat flapped her wings and darted into the trees.


Luna was enjoying her view as the moon disappeared completely under the horizon, making way for her sister's sun. Her horn glowed as her challis floated gracefully to her.

"I hope Lazarus is enjoying this as much as I am." She said as she brought the drink to her lips.

Sipping gracefully, Luna drained half off the challis, before suddenly feeling very dizzy. Bracing herself against the railing, Luna swayed like a ship in the sea.

Smash!

Her magic faltered, causing the challis to fall to the floor and break, spilling poisoned Midnight Elegance. She staggered to the only Lunar Guard that had been watching her.

"P-please..." she moaned, "H-help...me."

He looked down at her and gave her a hard kick.

"Umph!" she grunted, rolling to her side, paralysed by the poison.

"Queen Chrysalis sends her regards." The guard said quietly, before another entered, causing the first one to change his behavior, "Alert Princess Celestia! Now!"

The second guard quickly ran out of the room, leaving the fake guard and Luna as she closed her eyes.


"AAAAAAAAAAAAHHHHHHHHHH!!!!!!!!!!!!" Starlight screamed loudly as the electricity ran through her.

Finally, after what felt like an eternity, Chrysalis stopped her assault and watched as Starlight twitched, until she became motionless.

"You two, with me." Chrysalis ordered, before singling one of them away from the others, "And I want you to stay here."

"Why, your Majesty?" The Changeling asked, looking back at Starlight's still and quiet body, "I doubt she'll be going anywhere."

"Don't question me, just do as you're told!"

With that, Chrysalis left with her two guards, leaving Starlight and the Changeling alone.

Poor Starlight, she had endured so much pain, in such a short amount of time. Small vertical lines of smoke rose from her body and static charges flickered in her mane. Her mouth hung open as blood seeped from it and her nose, dotting the floor. But her eyes were being covered by her mane, making it hard to see if she was still alive.

Plip, plip.

The Changeling approached the frame and looked up at her, after making sure Chrysalis was gone.

"Now," he said as a grin appeared on his face, "what should I do with you?"

Plip, plip.

"I wonder what you taste like."

Then the Changeling hovered up to her, carried by his insect-like wings. He closed the distance between them and opened his mouth, revealing two very sharp fangs.

Plip, plip.

"Mmmm." The Changeling hummed, using his tongue to catch one of the blood drops, "Interesting. You're somewhat different, than other ponies. I wonder what might happen if I try a bigger amount."

Tilting his head, the Changeling opened his fangs wide and closed in on her neck. But just before his fangs could claim their prize, the Changeling felt his neck tighten and started choking.

"Do you know what I really hate the most?" Starlight's voice said as the Changeling landed on the ground and collapsed, holding his throat.

The Changeling lifted his gaze and saw Starlight staring down at him, her horn glowing furiously.

"I hate chatty villains!" Starlight snarled as the Changeling's breathing became shallow, "If you're going to do something, do it, don't just stand around and talk about it."

"H-have...m-mercy!" The Changeling begged, gasping as his life slowly slipped out of him.

"Mercy? Sure, I'll grant you the same mercy you gave Princess Luna and those animals!"

Starlight's magic intensified, crushing the Changeling's windpipe completely. She watched until the Changeling stopped breathing, before releasing her grip on him.

Her horn died down as her eyes stayed locked on the lifeless body that laid before her.

"W-what have I done?!" Starlight whispered, shocked that she had killed someone.

Tears formed in her eyes as terrifying thoughts entered her mind. Everything from being judged by her friends to being sent to Tartarus, made Starlight close her eyes and shake her head frantically. When she finally stopped, she felt as if she was a monster that deserved to be chained up.

But after a moment of crying, Starlight had a realization.

"No!" She said, opening her eyes again, "Monsters kill for fun, while warriors kill for what's right. He was no warrior and I'm no monster... But I'm not a warrior either."

Illuminating her horn again, Starlight enveloped one of the shackles. Unfortunately, they were protected by an enchantment that kept them from being tampered with. Rolling the shackle by twisting her hoof around, she saw a green gem that was attached to a clasp. Then Starlight looked back at the Changeling's body and an idea popped into her head.

"I wonder..." She said as her magic wrapped around his body and brought his horn up to the gem.

The horn made contact and the shackle opened, freeing Starlight's hoof. But her magic faltered, causing her to drop the body.

Thu-thump!

"Argh!" She groaned as her head started throbbing again.

Starlight wasn't sure why her magic had returned for a short time. But she knew that without it, she wouldn't be going anywhere. After gingerly messaging her head with her free hoof, Starlight focused again, levitating the body to the other chained foreleg.

"Whoa!" Starlight exclaimed as the shackle opened, allowing gravity to bring her to the ground.

Cl-clink! Whump! Thump!

"Umph!"

Starlight's hind legs were still chained together, causing her to lose her balance as she landed on the ground. The Changeling's body landed face-to-face with her, making Starlight hoist herself up on her forelegs in order to get away. But then she noticed that her magic had been faltered again. But this time, she knew that it had to rest for a moment or two.

"Great." Starlight grumbled, looking up at her horn, before looking at the body.

Reaching and grasping the Changeling's head in her hooves, Starlight dragged him to the shackle that held her hind legs.

"This is the most disturbing thing I've ever done." Starlight said to herself as the shackle opened and quickly scooted away from the body, "Never again, never again, never again!"

After shaking the feeling away, Starlight illuminated her horn and looked around the room. To her surprise, the room was half the size of Twilight's throne room. As she shifted her vision, she saw her saddlebags and a strange door.

Wiping away the blood from her face and using her magic, Starlight brought her saddle bags to her and looked inside. Unfortunately, the four memory gems that she had taken from Korg's cave were gone, leaving the bags empty.

"I've got to get them back." Starlight said, putting the saddle bags on, "I promised Crawl that I'd bring them back and I intend on keeping that promise."

Then she looked over at the door and saw that it had a green gem that was similar to the ones on the shackles. Turning her attention back to the Changeling, Starlight spotted a large knife holster, strapped to his flank. Using her magic, she unbuttoned the holster and took out the knife. The blade was serrated and curved on one side, while the other side was flat and blunt. The hilt was wrapped in a ripped cloth with some of the threads hanging loose, while the end had a sharp spear tip attached to it.

As she rolled the knife in her magic, Starlight looked back at the Changeling.

"Okay!" Starlight whispered, taking a step back and turning her head away as a very odd and very sick idea entered her mind, "It's one thing to kill someone, but cutting them up and using them is something entirely different! I mean, sure, Changelings are the only ones who can use those green gems, but I can't just cut him up."

Her vision slowly rolled back to the Changeling, or more specifically, his horn.

"Maybe, I don't need all of him." She breathed, lowering the knife's edge to the base of the horn, "Just one piece. I hope. Oh, Celestia, forgive me!"

She moved the blade back and forth, sawing through the horn. After a few minutes of cutting, because she had to stop occasionally and rebuild the courage to keep cutting, Starlight finally separated the horn from it's host. She held it and the knife in her magic, both were dripping a yellow liquid that she believed was their blood.

"Okay," She said, levitating the horn over to the gem, "please work."

The horn made contact and the gem pulsed, before the door opened. A small grin appeared on Starlight's face as relief took hold of her. However, the feeling didn't last long as she realized that it might take quite some time to get out of wherever she was.

She was still holding the knife and horn in her magic. But she knew that she couldn't hold them the whole time. Opening one of her saddlebags, Starlight placed the horn inside for later use. She was about to put the knife in it, as well, but stopped when a thought entered her mind.

"Wait a minute." Starlight thought aloud, "I'm sure if I put it in here, then it'll cut through the bag and make a hole."

Then her focus shifted back to the holster that had been strapped to the Changeling.

"At least it's not a body part." She said, before unbuckling the straps and putting it on herself.

After adjusting it to her size, Starlight finally managed to get it to fit properly. She slid the blade into place, while the hilt was left exposed.

"Alright. Now I'm ready to go."

Cautiously, Starlight poked her head out the door and checked to see if it was safe. Thankfully, there wasn't any guards around, so she managed to leave the room without any trouble.

She moved through the halls silently and carefully, occasionally having to duck into another room to avoid being caught. But as she ventured further, Starlight felt more lost than in Twilight's castle. But after what felt like an hour of wandering and hiding, Starlight came to a balcony that overlooked, what she believed, the throne room.

"Why do they need a door that big?" Starlight whispered, looking at a very large door on one side of the room.

Then she heard the sounds of hoof steps enter the throne room and ducked down. The balcony was high enough that if anyone were to look up at it, they wouldn't be able to see her. Provided that she stayed laying down.

"I don't care how you do it!" Starlight heard Chrysalis' voice hiss, "Just get it done! I won't say it again!"

"Yes, your Majesty." Another voice said, before the sound of hoof steps faded away, meaning that someone had just left the room.

Starlight brought her head to the edge of the balcony and looked down into the room. As she suspected, Chrysalis was setting herself down in her throne and was talking to another guard. But Starlight's heart sank when she saw the four memory gems on a table, next to the throne.

"Summon Dragon Lord Stag." Chrysalis ordered, "I want to speak with him."

"Right away, your Majesty." The guard said, before bowing and leaving the room.

Shortly after, the large door opened and Starlight had to put a hoof over her mouth, in order to keep herself quiet. She watched as the dragon's head snaked through the door carried by a long neck. But, a small flicker of joy was felt as Starlight realized that she wasn't far from the outside of whatever this place was.

"I can not be summoned like some domesticated pet!" The dragon growled, "You better have a good reason for calling me."

"Actually, I do." Chrysalis mused, "My subjects have just raided Lazarus' cave and poisoned one of his daughters."

"Daughters? That's impossible, there are no more Healing Dragons for him to mate with!"

"I never said that she was a Healing Dragon."

"Really? Then how is she his daughter? It's nearly impossible for two different species to have children!"

Chrysalis' horn lit up and a green glowing orb appeared. From where Starlight was, she wasn't able to see it, but she could hear the sounds of a conversation coming from the orb.

"I only hope that you believe that I made a good decision by accepting Lazarus as a father figure, rather than a friend." Luna's voice said softly.

"I'll accept your decision." Celestia's voice said, "But only if Lazarus accepts both of us."

"It would be a disgrace, if I didn't." Lazarus' voice replied.

Then the orb vanished and Stag had a sly smile on his snout. Starlight, however, was shocked by what she had just heard. Never, in the entire time that she knew Lazarus and the princesses, had she expected them to become a family of some sort.

"If one of them is already weakened, then we should act now!" Stag rumbled, "I want another shot at killing him!"

"No!" Chrysalis hissed, "If we attack now, then we'll be caught between fighting him and fighting the Royal Guard. I want them to feel the full force of us as we take their capitol city. And we won't stop there. With you at my side, all of Equestria will fall and submit to my rule."

The dragon went silent as he thought.

"If he considers them as daughters," Stag said, after a short time, "I doubt he'll stay away if one of them is in danger."

"He might if he knows what kind of poison I used." Chrysalis smiled.

"His healing magic is very powerful. What makes you think he won't be able to heal her?"

"Because I used cobra flower nectar and nightshade powder to make it. The cobra flower is a slow and painful killer, while the nightshade powder will stop any healing spell. If he wants to save her, then he'll have to find an ice lily. But he'll fail in saving her, because while he's away, that's when we'll strike."

The Changeling Queen and the Dragon Lord smiled at one another as they went over the plan, unaware that they were being watched.

"And when he returns, you will have the honor of killing the last Healing Dragon." Chrysalis said with a twisted smile.

"Heh! I like your style." Stag grinned, "It reminds me of myself when I was ruling the dragons. I must go now, summon me when the time comes."

With that, the dragon's head slid out the door he had entered, leaving Chrysalis to bask in her thoughts.

Starlight knew that she had to warn Lazarus and her friends, but how could she do that. She was stuck in a strange place that was almost literally crawling with Changelings. And the only way that she saw that lead outside was the door the dragon had just used. But her mind was still trying to process the fact that she had just seen the Dragon Lord from Lazarus' past, with her own eyes. What made it more terrifying was the fact that he was allies with the Changelings.

Clop, clop! Clop, clop!

The sound of hoof steps made Starlight snap out of her thoughts as a Changeling ran into the throne room and bowed.

"What is it?" Chrysalis asked, looking down at her subject.

"I apologize for barging in, your Majesty!" The Changeling panted, "But one of the prisoners has escaped!"

"What?! Who?!"

"The Lunar Guard! He knocked out the two guards that had been watching him and now he's loose in the Hive!"

"Find him! Now!"

"Right away, your Majesty!"

The Changeling bowed again and raced out of the room, while Chrysalis rose from her seat and levitated her sword to her side.

"I want his wings!" She said to herself, before leaving.

Starlight waited until the sound of hoof steps faded away, before standing up again.

Whump!

"Umph!"

But before she was at full stance, Starlight was knocked back down. She quickly turned her head to see who had attacked her, but was surprised when she did.

"What are-" Starlight tried to protest, but stopped when a hoof was pressed against her mouth.

"Shhhh!" The bat pony hushed, "Cry for help and the last thing you'll see is my wing blade as it goes through your neck, Changeling!"

He had Starlight pinned to the floor on her stomach, so she wasn't able to move. But since he had just called her a Changeling, Starlight was thankful that it was the Lunar Guard that the Changeling had alerted Chrysalis about.

"Now, talk!" He whispered harshly, "Where are the other prisoners and where's the exit?"

He removed his hoof from her mouth, allowing her to speak.

"Look," Starlight replied quietly, "I'm not a Changeling. I don't know where everypony else is, but I can tell you that we're not far from an exit."

"Fine. We'll start with the exit. Where is it?"

"Down there. That dragon sized door on the side of the throne room."

The guard looked over the edge and saw the door, but quickly turned his attention back to Starlight.

"I'm having a hard time believing you." He said, applying more weight on her, "Do you honestly think I'm going to walk out the same door a dragon just used? Do I look like I plan on being eaten?"

"I'm telling the truth!" Starlight squeaked under him.

"That's funny, because Changelings are very good at being convincing."

"But I'm not one of them."

"If that's true, prove it."

"How?"

"Use that knife of yours and cut yourself."

Starlight's eyes widened at his request. In her mind, she believed that if she didn't, the guard would do it for her, but in a far less gentle fashion. But if Starlight did as she was told, then she might be hurt from the injury.

"W-why?" She stammered, breathing heavily on the floor.

"I want to see what colour you bleed." He replied, pointing a wing down at her, "But if you don't, then I'll have to find out for myself. Am I clear?"

Starlight nodded and lit up her horn. The guard held the tip of his wing blade directly above her head.

"If you turn that blade on me, mine will go into your head." The guard said, letting her know the situation she was in.

Starlight nodded again as the knife floated through the air, until it hovered in front of her. As it waited to be used, Starlight moved a foreleg under the serrated blade and lowered the knife down to it. She felt the blade's sharp teeth on her skin and applied a little pressure, allowing a single red dot to appear.

"That's good enough." He said sternly, removing his hooves from her back and allowing her to move.

Starlight quickly pulled the knife away from her foreleg, which was barely harmed. Slowly she stood up and looked at the Lunar Guard, who had almost no expression on his face. She wanted to scream at him and throw something, but she kept herself calm and didn't move.

"W-why did you make me do that?" She asked, rolling the knife in her magic.

"I'm sorry." He replied, rubbing the back of his head with a hoof, "But it's the only thing they can't keep hidden. If the blood is yellow, then it's a Changeling. But if it's red, then it's a pony."

"Do you know why?"

"Well, when they invaded the last time, we did some research and discovered that they're more like insects than ponies. I don't know the full details, I was only in charge of helping with injured ponies at the time."

Starlight rolled the words in her mind as she put the knife away. She looked back at the bat pony stallion. He was wearing a gold locket around his neck, but no armor on him and had plenty of fresh battle scars, but nothing like Lazarus. She wasn't too surprised to see that one of them was bleeding red. On his wings were two very sharp blades that outlined and moved with his bat-like wings.

"Anyway, how did you manage to escape?" The guard asked, trying to ease the tension that he knew Starlight had.

Starlight froze. She had almost forgotten about what she had done, but when he asked her, it came rushing back to her like a flood.

"I... uh..." Starlight stammered, kicking at the ground as tears formed in the corners of her eyes, "I did something that might haunt me for the rest of my life."

The stallion understood what she meant by the tone in her voice. It also explained why she had a Changeling's knife. Stepping forward, he placed a hoof on her shoulder as she started to cry.

"Hey." He began, trying to comfort her, "Listen to me. What you did, doesn't change who you are. Now, I'm not saying that what you did was right, but it wasn't wrong either. What you did was survival, and that's usually triggered by your subconscious taking control of your mind and body. And right now, you are in control."

"W-what should I do?" She asked, wiping tears as they appeared.

"When the time comes, you'll have to manage it and control your actions. I can teach you, when we get out of here. For now, just push it out of your mind and keep moving. Alright?"

"A-alright."

With that, the stallion took his hoof off her shoulder and grabbed her lightly injured foreleg.

"What's your name?" The stallion asked, inspecting the thin red line on her leg.

"Starlight Glimmer." She replied, feeling more relaxed.

"Pleased to meet you. I'm Shadow Chaser."

"How long have you been here?"

"If I had to guess, two weeks. You?"

"I have no idea. The last thing I remember, is being hit in the head by something and passing out."

Shadow released her foreleg and looked back at her.

"Then that means that no one knows that you're here." He said, looking down into the throne room, "Which means that a Changeling has taken your place. And considering the fact that they have other prisoners, there are more of them impersonating innocent ponies."

"Then, that was you, or at least a Changeling, who was watching Princess Luna drink that poison." Starlight replied.

Shadow's eyes went dark as those words entered his ears. Since he was a guard he was loyal to both princesses, but he was a lunar guard, meaning that he took orders from Luna.

"Is she still alive?" He asked, keeping calm.

"For now." Starlight replied, "But I'm not sure if she'll be like that for long."

"Then we have to move. Now!"

Quickly, Starlight and Shadow made their way through the halls. Looking in several rooms for signs of other ponies. As they went, they saw the shadow of a Changeling approaching and ducked behind two separate pillars on either side of the hall. As soon as the Changeling was in range, Shadow leapt out from his hiding place and knocked the Changeling to the ground.

"Where are you keeping prisoners?" Shadow asked, holding the tips of his wing blades against the Changeling's throat.

"Down...below." The Changeling choked, breathing heavily as Shadow's weight pressed down on him.

"Thank you."

Whack!

After kicking the Changeling and knocking him out, they hurried down to the next level and found several ponies in cells. But they were guarded by ten Changelings. They hid around the corner and watched as the guards went about their business.

"Can you fight?" Shadow asked, looking around the corner.

"A little." Starlight replied, "But I usually use my magic."

"Is your magic strong?"

"Not right now. I took a lot of pain in their interrogation room."

"Then you'll have to use your hooves."

Starlight looked at him in confusion, unsure about what he wanted her to do.

"Look," He said, sensing her words, "I can't take them by myself. I need your help if we're going to get everypony out of here."

Starlight nodded and took off her saddlebags, allowing her to move more freely.

"On three. One... Two... Three!"

The pair of them charged into the cell chamber and began the skirmish.

Shadow used his hooves to beat and pummel several Changelings, while he used his wings to block their weapons. Starlight, however, used whatever limited magic she had to defend herself. But every so often, she would have to use her hooves. A part of her mind told her to use her knife, but Starlight wasn't interested in killing anyone else.

Shortly after, the fight was over and the chamber floor was littered with unconscious Changelings.

Starlight retrieved her saddlebags and took out the Changeling horn. Using it on the cell doors, the prisoners were freed. Most of them were adults, but there were some who were foals. That made Starlight even more angry than she had been before.

"Calm down." Shadow said, knowing what she was feeling, "They're free now, so let's get them home."

Shadow and Starlight lead the way as they made their way to the throne room. It was the only place that showed an exit, but they also knew that danger might be very close.

"The dragon said that he would be back later." Starlight in formed Shadow and the others, "So this is our best chance."

Then her gaze shifted from them to the table that had the four memory gems. She walked over to it and placed the gems in her bags.

"Why do you want those?" Shadow asked as Starlight walked past him and floated out the horn.

"They're not for me." She replied as the horn touched the gem, "I made a promise to a friend that I'd return them. And I intend on keeping that promise."

The door opened and revealed a thick forest, but there was no dragon. To Starlight, nothing looked better. But to Shadow, something didn't feel right.

"This is too easy." He said as they all made their way into the woods.

"What do you mean?" Starlight asked, "Everypony's here, we know Chrysalis' plan, and it's a nice day."

"Yes. But don't you think that we should've encountered more resistance. I mean, think about it, they didn't put up a shield or barrier to keep any of us from escaping. And none of the guards tried to call for help. Plus, I seriously doubt that we took out all of them. That doesn't seem like luck, that sounds more like a trap."

They both looked around, scanning the forest for anything that might seem out of place. But all they saw were trees and bushes. As they journeyed further into the woods, Starlight decided to distract herself with a conversation.

"When you get back home, what are you going to do, Shadow?" Starlight asked, trying to ease his mind.

"Well," he began, "I'll start by dealing with the Changeling who thought it was a good idea to be me. I swear, if he did anything to my wife and children, he'll wish that he'd never been born!"

"You're a father?"

"Yes. A colt and a filly. My son is ten, while my daughter is eight."

"They must be very proud of their father."

"Well, my son always tells me that he wants to join the Lunar Guard. While my daughter wants to be in the Royal Library. It scares me sometimes."

"Why would that scare you? I think you should be proud."

"Oh, that's not what scares me. It's watching them grow up, that's what scares me."

The forest was silent as they continued traveling, but all the while, Shadow Chaser kept his head on a swivel.

Snap! Crack!

Everypony froze when they heard the sound of branches breaking. This made Shadow take a battle stance and waited for whatever made the sound to come out of hiding.

Rustle!

Chirp, chirp!

Thankfully, the only one to greet them was a little bird that emerged from a bush. Shadow relaxed as Starlight walked up to him.

"Aw! He's cute." She said, smiling at the bird.

"Perhaps." Shadow said looking around, "But something just occurred to me."

"What?"

"How come he's the only other creature we've seen? Shouldn't there be more?"

This made Starlight look around as well. She also noticed that there were no other birds around. In fact, the only sound that she could hear was from the wind blowing through the trees.

"You're right." She confirmed, looking back at him, "What do you think it means?"

"I think we're being watched." Shadow replied, "Come on, let's keep moving. And...you better hope that if we are being watched, they're orders are to only observe, not attack."

Cautiously, the group continued. But now Starlight and Shadow were on their guard. The others were too tired and too scared to be aware of any danger. It was almost amazing how any of them even had the strength to keep moving.

Snap!

The group stopped again as another sound invaded their ears.

"Stay here." Shadow whispered as he approached a nearby bush.

Rustle!

"YAAAHHH!!!"

Before Shadow could react, a Changeling burst out of the bushes and tackled the Lunar Guard. Everpony began to panic as more emerged from the forest. Starlight's magic was now strong enough to create a barrier that kept the Changelings from reaching the other ponies. However, Shadow Chaser was outside of the barrier and managed to fight of his attacker, only to have eight more rush him.

"Shadow, hold on!" Starlight called, stepping towards him.

"No!" He called back, bucking a Changeling and knocking it to the ground, "Get everypony out of here! I'll keep these idiots busy!"

"But I can't do it by myself!"

"Don't worry, I'll catch up! Just keep going!"

Starlight nodded when Shadow glanced over at her, before leading everypony away from the fight. She kept her barrier up as the sounds of punches and kicks faded into the distance. The foals had to ride on the adults backs as they ran. Occasionally, Starlight would have to blast a ray of magic at some Changelings in order to put some distance between them.

Finally, after what felt like an eternity, the group came to a clearing with a large pile of black charcoals and twisted metal. Making sure that it was safe, Starlight checked their surroundings, before dropping the barrier that was protecting them.

"Alright, everypony." Starlight said, "We're taking a ten minute break. With luck, Shadow Chaser will be rejoining us shortly."

The ponies murmured quietly as they rested.

Starlight looked around at the clearing until her gaze fell on the blackened pile. There was something familiar about the pile. Stepping closer, she could see twisted and warped blades and spear tips. She walked around the pile as more of the objects became more familiar. Turning her head away from the pile, Starlight saw a very large patch of dirt that was a light shade of red. Then, all at once, she remembered exactly where they were.

Once their ten minute break was over, Starlight pointed the way to Ponyville.

"Just keep heading that way." She said, lowering her hoof.

"What about you?" A filly asked, looking up at her with concern.

"I'm going to stay here and wait for Shadow Chaser."

The filly nodded and gave her a hug, before leaving with the rest of the ponies. Starlight watched as they disappeared into the forest, then she looked up and felt a pinch of hope as her eyes spotted a single crow.

"Watch over them, please." Starlight said, even though she wasn't able to understand animals.

The crow nodded and flew through trees, in the same direction as the ponies.

Now Starlight was alone in the clearing, but part of her feared that Shadow had been captured or worse. However, she didn't have to wait long until she heard someone approaching. Acting quickly, she jumped into a thick bush and waited.

"Come on!" A Changeling hissed, shoving Shadow Chaser into the clearing.

"Umph!" The bat pony grunted as he hit the ground.

Starlight wanted to jump out of her hiding spot and charge to the rescue. But she stopped herself when a very threatening and familiar form appeared, along with ten other Changelings.

"How unfortunate." Chrysalis mused, approaching the injured Lunar Guard, "Your fellow escapees have abandoned you."

"At least... they're... safe." Shadow coughed, glaring back at her.

"Are they? Do you really believe they'll survive out here?"

"Starlight... will protect... them."

"Yes, let's talk about Starlight. I'll bet you didn't know that she enslaved a whole village. All because her little coltfriend got his cutie mark before her and went off to magic school, leaving the poor filly behind. It's a very interesting story, really."

"That doesn't... sound like... my friend."

"Friend? Ha! Surely you're kidding."

There was a pause as Shadow remained laying on the ground and looking up at her. But Starlight was shocked by what Chrysalis just said. She managed to push her past out of her mind as Chrysalis continued.

"Here's another interesting thing about your friend." She said, smiling down at Shadow, "She managed to travel through time once and altered the present. She even altered it to a present where I was ruling and you ponies were driven into the forest. That one is actually my personal favorite. But the most interesting one was the present that showed nothing, just pure wasteland as far as the eyes could see. There were no ponies, no Changelings, not even a single living tree. Just a dead nation."

"I don't... believe you!" Shadow remarked, breathing heavily.

"I would show you, but I have far more important things to attend to."

Then Chrysalis drew her sword and aimed the tip of the blade at his chest.

"So, you're just going... to kill me and... walk away?" Shadow coughed, glaring up at her.

"Considering the fact that I don't need you anymore, yes." Chrysalis grinned, before lifting her gaze and looking around, "Starlight! If your listening, I thought that I would let you know that your friend here, won't be returning home!"

Shinkt!

The blade came down and Starlight had to cover her mouth to stop herself from screaming. She watched as Chrysalis pulled the blade free from Shadow's chest, before signaling to her bodyguards to leave. But she stayed for an extra few seconds, before following them and disappearing into the dense woods.

Starlight waited a moment, making sure that it was safe, before bursting out of the bush and towards her fallen friend. The stallion didn't move as she got closer, making Starlight's heart pound with fear.

"Oh, no, no, no!" Starlight pleaded, tears rolling down her face and holding his head in her hooves, "Wake up, Shadow! Come on! P-please, wake up!"

Slowly, Shadow opened his eyes and looked up at her.

"Now... that's the pony... I know." Shadow smiled, "Even though... I've only known you... for only a couple of hours."

"Shhh." Starlight hushed, looking at the pool of blood that formed around him, "Try not to talk. Save your energy."

"Starlight, look at me. I'm in... no condition to... travel. My wings... are broken and... my strength is seeping away."

"Don't say that. Think about your family. What'll happen if you're not there if your foals become parents one day? And what about your wife?"

"As long as... they're safe... that's all that... matters to... me."

Then Shadow Chaser grabbed his locket with his hoof and pulled it off of his neck.

"H-here." He wheezed, holding it up to her, "Bring this... to them."

"I... I-I can't." Starlight stammered, tears flowing down her cheeks, "I-I don't even know what I would say."

"Please! As a... final request!"

With that, Starlight hesitantly took the locket in her magic and held it. But she suddenly felt Shadow pull her head down to where his mouth was very close to her ear.

"Now, listen... to me." He whispered weakly, "Even the sweetest... being in the world... has monsters lurking... in their minds. But... it's our choice... if we let them... take control. You've got to... find it in... your heart... and fight... if you don't want... them to win. Always... be... true... to... yourself..."

Then Starlight felt his heart stop and his body go limp in her hooves. The only sound that could be heard came from Starlight as she cried at the loss of her latest friend. She lifted her head and looked at his face. His eyes were closed and a thin red line seeped from his mouth. It was a heartbreaking image to look at and Starlight wanted to bring his body back for a proper burial. But Starlight knew that she couldn't, at least, not right now.

Her vision slowly moved from Shadow to his locket. She was hesitant at first, not wanting to be disrespectful, but after a moment, she opened it and found a family photo inside. While on the inside of the cover, was an engraved message that read; Never forget the most important thing in your life.

"I'll keep them safe, I promise." Starlight wept as she packed the locket, "That monster won't get anywhere near them."

Then she turned to leave, but stopped when an idea entered her mind. Focusing her magic, Starlight grabbed as many broken and twisted blades from the burn pile as she could. They all floated over to Shadow Chaser's body and began wrapping around him, encasing him in a metal cocoon. Then she levitated him to a thick group of bushes and gently placed him on the ground, hidden by the bushes.

Then she started walking away in a slightly different direction than Ponyville.

"I'm going to need some help." She said to herself, "And I know just who to ask."

Author's Note:

Hey, everyone.

Okay, I'd like to point out a few things here.

1. Yes, I know Changelings aren't vampires. But I wanted to make some practical use out of their fangs. Seriously, when I hear about a creature that has fangs like a vampire, then I'm going to have them slightly behave like one. If you don't like it, that's fine, just don't complain about it please. And before any of you ask, yes, I've read the IDW comic about Chrysalis. But I only saw how she fed on others, not her subjects. Or maybe I wasn't paying attention. Either way, it's there and it's too much to correct. So just roll with it.

2. The attacks on the animals and Luna. Now, in truth, I had been planning to do that for a while. Although, I was originally planning on just poisoning Luna. But I thought I'd take it a little further.

3. Starlight's torture. That was something that I had already warned you guys about. At least, everyone who played FarCry 4, knew what I was talking about. Anyway, I don't really know what went through my mind, but it's there. And, surprisingly, it kind of works.

4. The introduction and death of Shadow Chaser. Now, to explain his presence, I figured that since Changelings turn into another pony, they needed to put the originals somewhere. So, I put them all in the Hive. And since he's a Lunar Guard, it only made sense that he would make an escape. But, he was labeled as more dangerous than Starlight, that's why he had 2 guards, while she had one.

I hope your still enjoying this story.