• Member Since 4th Mar, 2012
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Simultaneously able to type 94 wpm and still take five years to finish a story. If you're feeling generous, throw a ko-fi at me.


This story is a sequel to Twilight Sparkle Becomes a Changeling Queen, Book 1

Twilight Sparkle is a changeling queen. She has found herself back at the old hive, with old memories... and new opportunities. She brings a new, more pony perspective to changeling problems; and she's very excited to experiment at finding new solutions with the help of her willing and eager subjects.

But some things do not change. A queen must also defend her subjects from any who would do them harm...

Set after season three.

Chapters (13)
Comments ( 436 )

This gets an auto favorite and like before i even read it because the first one was so good.

Glad to see you continued it so quickly.

ii would think they would set up a hive up in the everfree forest,

And don’t get me started on this concept of a penis. It’s a thick, unwieldy rod of flesh that


I can understand changeling magics process. A queen must be strong both mentally and physically. To defeat a queen means you are better then her and thus can protect the hive better.

Love that journal. Hope we see more of it.

Also love that ending. :rainbowlaugh:

Go chrysalis.

Maybe that was the plan all along.

Beds 1st, Conquering 2nd

And don’t get me started on this concept of a penis. It’s a thick, unwieldy rod of flesh that-


Well, can't complain about this story. Exactly what it says on the tin.

She already went. :V


Yes that is what you do with a penis.

Dat Holy Grail reference.

And So begins another great story arc on this site, It Truly is a special thing to read the beginning and follow along as the journey starts. :moustache:

I for one will be eagerly waiting for more great things from this story! :twilightsmile:

I'm getting an uneasy feeling after reading that journal with Twilight. What kind of changes besides the obvious are going to happen to her? How the heck are they going to harvest love way out there in the Badlands? I can sorta see Twilight falling back on her friends in Ponyville, and there's the Princesses that love Twilight.

It's been so long since I started reading this so I have no idea what kind of harvesting lore this world uses. Can a changeling feed on non-directed love, friendship, or just good will? Does this drain the host the same as [assaulting] taking the love forcefully? Does the host have to be in a pod? Are changelings unable to communicate when not in a pony form with other ponies? Her nightvision is improving but will it extend to seeing into the spectrum not available to ponies? Bees can see into the ultraviolet and flowers have adapted their coloring accordingly for example; and there's going higher into the infrared which is heat-vision. Pheromones is it's own bag of lore and stuff to discover. And what of Twilight's alicorn-level of magic power? Will she start losing that? Will it stay the same making her superior to a "normal" Queen in that running low on love doesn't leave her crippled magically?

And on the subject of magic, what about the Element of Magic? You remember that, right? The most important defense the entire world has? Has the crown abandoned Twilight for a new Bearer or is it still linked to her?

I'm assuming we'll eventually find out what kind of morphilogical changes Twilight is going to get in regards to "unnecessary" holes and appendages. Either by her own experience or asking one of the changelings. :twilightoops:

I have a suspicion that Twilight will probably stay transformed into her old self more often than not because that's what her "residual self-image" remembers. (Yeah yeah, whatever Morphious)

7389174 Ha ha. Now why the f*** did you include that line?

The last story was really good and funny, and I hope that the second will have more of the same. I wander if Chrysalis produced an offspring from Shining seed and that it hasn't been born yet. I would imagine that Twilight could raze the nymph as her own sense it would be of the same blood as her brother. It is a shame that Shining couldn't get the chance to say a heart warm farewell to his little sister. I wander what will the rest of the EoH will do now that Twilight is gone and what will happen to to her castle sense it won't serve as her residence anymore. As a stop gap measure, for when thing will be at their worths, and it will before it gets any better, I could imagine that Twilight take ponies as hostages for shot suck some of their love and use them as bargaining tools in case any Changelings get captured and would make sure that if any of her subject get hurt or killed they can get even with them on that. It would keep a dialogue going between them and the Equestrian in negotiating; it would not be an ideal situation at all, but at least they would stay feed decently even if it destroys all the previous effort in trying to cultivate trust between them and the ponies. I wander if Twilight could ask Celestia in researching on her own end a solution to their love shortage all the while Twilight does her own searcher on her end. I could also imagine that the changeling could be used as Equestria's alternate spy service for other nations and could trade information for love to feed on.

7389114 Hah!:rainbowlaugh:

My plan for world domination:
Step 1: make a plan.
Step 2: raid and steal the comfy beds of the rulers.
Step 3: manipulate the rulers and be an evil lord pulling the strings.
Step 4: $ PROFIT $


I make best plan.:derpytongue2:


The Canterlot Invasion was a changeling cover-up for the true plan.


7389647 He sort of did have s hesrtfell good by, it was just indirect as he was talking to the guard standing next to him while she was well within ear shot.

Also Twilight still lived in Golden Oaks Library she doesn't have a castle as this is before Tirek. Spike now runs the library.

I also don't see Twilight taking hostages to drain them of their love like that or for any reason unless an absolute last resort and I doubt it will ever come to that as Celestia would never abandon Twilight like that nor would her friends (in theory)

As for the EoH no clue I'd imagine she is still a Bearer as I don't think switching species really effects them as she's still the same person.

A lot of those were answered in the first book. Yes they can survive on positive emotions but not for any extended length of time (if i remember right). No the host does not need to be in a pod. And yes they can only speak pony if they assume the form of one. The rest is kinda up in the air. For the element I can't remember if this was before or after Tirek so the elements may not even be accessible, however if they were I would argue that the elements work on values honest, laughter, generosity etc. and if we figure in that Twilight's element was sparked by friendship then arguably so long as she still values her friends then the element should still respond to her. That being said since we really don't know much about them it is also equally possible that the elements may view Twilight as a corrupted individual and thus not work. I also agree that seeing how this is going Twilight may have to take a similar method as Chrysalis in trying to feed her subjects. I mean the ponies already kicked them out of canterlot (not sure if that extends to equestria). Unless she can win the noble's favor (or convince celestia to get off her royal ass and actually use her authority) then she's pretty well stuck in the same position chrysalis was in. Rejected everywhere they go and unable to get food thus leading them to drastic measures.

does this mean tirek can roam free now that twilights banned from equestria?


Just Canterlot, and that's assuming the Element of Magic still accepts Twilight as it's Bearer. We don't know, the author isn't saying, and Equestria hasn't seen any Rainbow-level Emergencies since Tirek got pwned.


Invasion worked out real well for Chrysalis and Twilight knows this. Granted, Twilight is also well versed in written histories of various wars and could probably succeed where others have failed (I think she'd be very good at strategy). But I don't believe Twilight would ever resort to hostile invasion. Oh, it might be an invasion, but a friendly one. If she can find something that would make Changelings valuable to ponies, Equestria would welcome her and the hive with open arms. The trick is finding what that special something is. What would make your average Joe or Jane Pony really like a changeling?

In the meantime, what about trade with the locals? Aren't changelings really good at construction? Entertainment is an easy thing to do since they are natural actors. Put on small shows, heck, re-enact Daring Do books since those are freakishly popular in Equestria.


>Twilight Sparkle becomes a changeling.
>No Main Six tag present
>Ponders if this is another 'oh, let's uproot my entire life because of this incident' story that is meh.

Opinions, blah blah blah, Equestria/Ponyville/Canterlot is home, not a whole 'let's go somewhere else entirely cause, oops, I'm changing! Oh no, le gasp, magical things!'

... perhaps I'm a little bit salty over some of the 'X becomes a Changeling' focused stories.

Good luck, regardless.

7390276 the first book covers why there is no mane 6 tag.

Long story short Twilight kills Chrysalis, changeling magic is now making her the new queen as since she beat chrysalis she will make a better queen, changelings are banned from.Canterlot by law the nobles pass, the Changelings are a deceptive race so living out in the open with ponies (food) is a no and very unnattual for them. So for now the only place they can go is back to the old hive.

She will Stay in touch with everyone but she has a responsibility to the changelings who now see her as their queen and can't function properly without her around to give orders and run the hive.

It's actually well explained why she leaves and she doesn't just leave. She trys tonstay and intagrate tje hive into equestria and basiclu does what sje can to stay. It actually takes her a lot of thought to decide to leave as she doesn't want to but she is now a rule of a people and mist put their wellbeing above what she wants.

I guess if nothing else Twilight is loyal and trying to be altruistic.
Keep going! ;)

Ponies are weird, with all their holes.

Funny having that come from Madame Cheese-Legs, Chrysalis. :derpytongue2:

7390276 7390758

>Twilight Sparkle becomes a changeling.
>No Main Six tag present
>Ponders if this is another 'oh, let's uproot my entire life because of this incident' story that is meh.

Spacecowboy, I know being a story approver means you’d likely be very busy; however, if you read the previous story (which Scorch215 has kindly summarised), you wouldn’t need to be sardonic in the first place. :moustache:

7389061 It’s only fitting that we hear Takei say it as well:

7389784 What Ponyville needs is a ponyfied Keep Beach City Weird.

Aaaand we're off and running! I can't wait to see where this goes... :rainbowlaugh:

u 'avin a wot m8

a sequel?


Day three. I am beginning to see why Mi Amore Cadenza fell for this fool. He is indeed as simple as I had expected, but he is full of love and honor and goodness. Gag me, right?

Like, with a spoon.

“She did steal this from the castle! What a jerk!”

Castle are like hotels, it's already factored into their prices.

Looking forward to this story.
Twilight seems to be taking leaving behind everything she's ever known pretty well.:rainbowderp:

7390124 well the element shouldnt be racist as that goes against harmony and what if the threat stays in canterlot or something?

Give her time, right now there are many things to study and an endangered species to guide. She'll crack at some point, the Lings need a lesson 0 :)

7390124 The invasion worked well for Chrysalis thanks to the ponies being uniformly buried by idiot balls and her being handed super-powers thanks to the love of one unicorn. Let's not forget, without her convenient power-up, SOMETHING SHE DIDN'T EVEN ANTICIPATE, Celestia would have vaporized her and it would be game over.

She won by PURE PLOT CONTRIVANCE which didn't even bother constructing an internal continuity on any level.

I don't see how the hive will be able to feed from where they are. That this place is barren and inhospitable helps the hive hide, but travel across the dangerous and hot wasteland is a waste of energy and love. Maybe if they were at full strength it would be a minor issue, but as-is they're already in a crisis.

And Twilight's idea for integration wasn't a bad one. It was just... premature. So soon after Canterlot, barely anypony will have a positive attitude towards changelings, let alone be willing to love one. And deception is so much of a tradition for changelings that they're uncomfortable without it (although considering that Honesty is part of the foundation of the most powerful force in the world, they'd probably be stronger if they didn't rely on it in their dealing with ponies).

Also, ew. A slimy Chrysalis stalker shrine devoted to your brother is probably the most disgusting thing to ever come across. I do find it adorable that such an awful, terrible person keeps a diary and hides it under the bed. That's just precious.

And changelings have no right to talk about anypony having too many holes.


You have to come to terms with the fact that every cartoon confrontation ends in the villain's favor until the friendship lesson is applied, no matter how incompetent or weak that requires the heroes to suddenly be.

7392296 Except Sombra. He barely made it into the Empire and then Spike and Cadance blew him up.

Making him, of course, the most pathetic villain of the series!

Celestia, "I mean, sure I knew he'd be too feeble to put up too much of a fight... but, damn, SPIKE and CADANCE took him out? Damn... now how am I supposed to test Twilight's readiness? Eh, I guess I'll throw some BS together with a spell she's sure to mess up." :trollestia:


That was after Twilight learned the friendship lesson, though: Ignore stupid rules preventing you from beating the villain. Shining Armor was useless against him.

I am a bit surprised that Twi moved them back to the Badlands hive. In her place, I probably would've moved into the Castle of the Two Sisters; it would make 'friendly-infiltrating' a lot easier. :rainbowlaugh:

Just binged through the previous story, and it's nice to see a theme of Changeling Twilight without being evil/corrupt. You also hit the nail on the head for me with changeling nature. They're sneaky sneakers and really don't want to be anything else.

It'll be interesting to see what ideas Twilight brings to her new people.

Wait, what? No more chapter? Damn!! I just got addicted!
Excellent story, very interesting, well written and the jokes made me smile :)

I don't think Twilight's eye color should change at all.

Hey; it's not stealing, it's borrowing without permission. Plenty of people I know do it.

I'm hooked. Can't wait for more.

This one is spicy. Story one was great but this thing is even better. I just wonder if it will get enought updates to work...

Would think eye and mane color would stay the same. But changling magic at some point so she's got that going for her

She’d already tried having changelings stay with her friends in Ponyville, but only one changeling had stayed.

I am highly critical of this part. Yes I know it is very common is other changeling stories but Twilight only looked at one tiny little portion of one general solution. It also wasn't integration, it was adoption. Friends don't live at other friends' houses, they visit and interact; sometimes not even on a daily basis.

Due to the shortsightedness of Twilight's study and having an outlook of one certain solution or nothing, I feel Twilight is not in character. This is worrying since the rest of the Mane 6 and the other princesses don't seem to confront it.

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