• Published 19th Aug 2016
  • 1,550 Views, 33 Comments

The Golden Touch - Darth Link 22



Chrysalis has a brand new weapon that's guaranteed to wipe out Twilight Sparkle, but it may come at the cost of her greatest treasure.

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Chapter 3

Twilight had ended up falling asleep at her desk. Spike had nudged her awake, and she had agreed to go to bed. It was from between those sheets that she was awoken by an emergency messenger. It was for her to report to Canterlot at once. Five words were all that were needed to convey the urgency. Chrysalis has made her move.

So, she woke Starlight and Spike, and the trio loaded into the royal chariot, munching on some breakfast sandwiches Spike had heated up.

Despite the early hour, the three of them were wide awake. Twilight and Spike had seen first hand how dangerous Chrysalis was, and Starlight knew anything that got them this worried was a problem.

For the first twenty minutes of the flight, they told her about what happened at Shining Armor and Cadance’s wedding. This resulted in a lot of questions, surprisingly not about Chrysalis but about how friendships could survive such ordeals. Twilight then split her brain in two, one half dealing with Chrysalis and the other putting together Starlight’s next lesson.

After telling her about the alternate timeline where Chrysalis ruled, Starlight finally spoke up. “Okay, why are you so worried? It sounds like you’ve gotten her plenty of times before.”

“It was always by the skin of our teeth,” Twilight said. “It might seem easy to dismiss them when you’re not a part of their plans.”

“And, you know, for shape-shifters, they don’t seem to use their shape-shifting that much,” Starlight noted. “From everything you’ve told me, the only time they used it to any sort of advantage was during the Wedding, and even that was just the Queen, instead of, you know, sneaking her entire army in.”

“Yeah, Chrysalis isn’t as clever as she likes to think,” Twilight said. “But she is strong, and we need to be careful.”

The palace wasn’t far away, so Starlight had time for one last question. “Why did you bring me along?”

“With Chrysalis making her move, she’s likely going to come after me, and that means attacking my castle. The safest thing for you is to be far away.”

“But then why don’t you have your castle guarded? Surely the Royal Guards can help you fight them off...”

Starlight trailed off as Spike and Twilight fell to the sides of the cart, laughing. Starlight blinked. “But... why are you laughing?”

Twilight managed to stand up straight. “Okay, you did do your research when you were still after me, right? Have you actually checked up on the Guard’s track record?”

“Of course! They fought Nightmare Moon... and lost. They fought Discord... and lost. They fought the Changelings... and lost, despite being prepared. They were on the lookout for me... and I still got into your...” Starlight’s eyes went wide. “Oh my...”

“That’s what happens when centuries worth of peace ends so abruptly. The guards were so used to being ceremonial and acting like a fancy police force that they’re completely unprepared for any serious threats like they were hundreds of years ago. They’ve had to completely overhaul the training process, and even then they’re still pretty bad.”

“Remember when Rarity told us that that old Wonderbolt managed to distract them with cake?” Spike said, between laughs.

Starlight could just blink. “So, the Guards are useless?”

“Well, we were conquered in every timeline you messed with, so yes, yes they are.” Twilight looked at Canterlot closing in. “They’re getting better, though, and we’re hoping to get them in shape before the common pony notices.”

The chariot landed on the balcony of the castle, with Celestia waiting. Twilight and Spike rushed to greet her, but Starlight stood frozen in the chariot. Her last meeting with Celestia hadn’t been the best, especially after standing her up. And while she had chastised Twilight for how she handled things that night, she was far harsher with Starlight, reminding her that trust was something earned, especially a pony in her position, and she should not act like she deserved free reign yet.

Still, after hugging Twilight, Celestia looked at her. “Starlight? Why are you staying there? Come.”

Still nervous, Starlight still approached the Princess, and was swept up in a hug under one wing.

“You’re not still mad?”

“Starlight, the path to being a better pony involves messing up sometimes. Even I make mistakes. Twilight has said you’ve been more loyal in her letters, so I will not hold it against you.”

Starlight smiled. Before she could give her thanks, Celestia spoke again. “No time for any further pleasantries. I think you need to know what we’re up against. The other members of the Friendship Council should be on their way. You need to know what we found out about Chrysalis.”

“What is it? Has Chrysalis gotten a new weapon? Has she devised some evil magic?”

“Yes, it’s one of those.”

...

“Um, Princess, this really isn’t the time to be cryptic...”

“I’m not being cryptic,” Celestia said. “Really, not this time. We don’t know what caused Chrysalis to get her mutation, but somehow she’s able to turn anything she touches into gold.”

“To gold?” Twilight repeated, as if she didn’t believe she heard Celestia correctly.

“Yes. A whole trainful of refugees is on their way from Appleloosa to here as we speak. I received a magically sent message just hours ago. We need to be ready to move as soon as possible.”

“Where in Equestria could she have gotten this from?” Starlight asked.

“I honestly don’t know. I’ve never heard of anything like it. I have my best scholars looking through the records and... Twilight?”

Twilight jumped at the mention of her name. “Oh, I’m sorry, Princess. I didn’t mean to space out. It’s just... I could have sworn I’ve heard about that somewhere before. But I can’t remember where.”

“Well, I hope you remember soon. He took out nearly an entire city.”

“Wait... you said Appleloosa right?” Twilight tensed up in fear. “Then... Braeburn... and all the other Apples in the area. Does that mean that they’re...”

“Braeburn is among the casualties, I’m afraid,” Celestia nodded slowly. “Unless this magic can be reversed. We still have no clue what kind of enchantment it is.”

“And the Buffalo?” Twilight asked, all while her mind was racing. How would Applejack take the news?

“They took a hit as well. Some of their old and sick are on the train, and I believe some of their warriors have fallen back to regroup.”

“Maybe I should be going down their to look at the books...”

“If we had more time, I’d say yes. But this is time-sensitive, and you’re too powerful to be held back. As soon as you’ve interviewed the refugees, I want you ready to move. All four princesses, Shining Armor, and the other members of the Friendship Council. Even Starlight, unless you think she’s more useful behind a desk.”

Twilight considered for a moment before turning to her student. “What do you think?”

Starlight nodded. “I want to be in the field.”

“Then let's get moving. Who knows what Chrysalis is up to right now.”


“Let’s see,” she said, moving from statue to statue. “No, too wimpy... no, too big. Ugh, like having a savage corpse on display is anything to brag about... Sweet Goddess, is that one wetting itself? Ugh. Can’t any of these ponies have the decency to die in any good poses?”

The Queen of the Changelings sighed in frustration. So the test run of her new appendage had been a success, it still left her feeling empty with everything.

She thought about another town she could ravage before Celestia came for her. There was another dirt town called Dodge Junction not too far away. It would be fun to terrorize them a bit. Or maybe she could go chase down some more savages.

A growl from her stomach interrupted her. She pressed her normal front hoof to her stomach out of reflex. What was this?

It suddenly occurred to her that she hadn’t eaten all day. She had gotten a bite of love or two from that orphan in her pantry, but that had been it. Had she really gone that long without feeding.

“Beh, I’ll deal with it later,” she muttered, returning to her work. It was after several more failed statues that she finally got bored with the task at hoof.

She pawed the ground. What was taking Celestia and the others so long to respond? She would send Twilight Sparkle after her, and she could finally turn that nuisance into a gold statue. Oh sure, she might send those useless hunks of meat after her first, but that just meant more gold.

She sighed, looking at her prized appendage again. It was looking so shiny and big, a prize worthy of het. It seemed to be getting more luxurious with every passing second.

She stopped and looked. It was changing. It seemed to be slightly bigger, now almost reaching her knee when retracted. And it seemed to be getting bigger around.

“...Cool! The gift that keeps on getting better!”

Euphoria only lasted a few moments, and then she felt bored again. She tried to go back to finding the perfect decorations, but she found she simply couldn’t get into her current task anymore.

She eventually flew off to Dodge Junction. At least she could have a little fun while she waited.


Pupa held up her binoculars, looking down at the city of Manehattan. As she surveyed the area, taking note of the layout, Cocoon spoke.

“Um... excuse me, Your Highness,” he said, trying to sound as polite as possible. “But... I don’t think we have enough in numbers to overwhelm a population this big. No matter how quickly we rush them, they won’t fall.”

Pupa just looked at the commander. “Why do you think we’re just going to rush them? Don’t you know any military strategy at all?”

Cocoon blinked. “What?”

“I’ve already sent in Changelings to capture the mayor, the chief of police, the head of the fire department, and a few other key officials and replace them. We’ll use their authority to trap the entire police force and rescue forces somewhere, put guards around all the hospitals, and royally mess with the public transportation. Then, when the entire city’s in chaos, we swoop in and take over.”

“...Wait... we’re actually using our shapeshifting to invade? You know, intelligently?”

Pupa tilted her head. “...Yes?”

Tears filled the old Changeling’s eyes. He got down on his knees and kissed her little hooves. “You sweet, magnificent child. You gift from the Goddess!”

“...Mom’s really that bad, huh?”

In response, he pointed to a large scar across his side. “Let me put it this way: this isn’t from an enemy combatant.”

Pupa winced. “I’m starting to see why everyling was leaving.”

“You have no idea. I told her during the Secretariat comet that we could take Canterlot during the siege, but I was ignored. During the siege of Canterlot, I told her we should sneak more Changelings in, and I was ignored. I said we should have replaced Twilight Sparkle, and I was ignored. She takes none of my advice, and she hardly ever uses our Goddess-given abilities.”

“Then.. why don’t you just rise up against her?”

“Why haven’t you beaten up all those bullies who beat you up in school?”

“...I see your point.” Pupa returned her gaze to the city below. There was a moment of silence before Cocoon spoke.

“Even if you aren’t planning on rushing in, are you sure it’s a good idea to attack such a major city first? I can understand it after we got some brainwashed pony soldiers, but here?”

“The guards will no doubt be busy with my mother,” Pupa said. “Celestia will likely focus most of her efforts on her. And the rest is weighing risk with reward. We might need to be careful, but if we succeed, we’ll not only have a sizeable army the ponies will be reluctant to attack, but we’ll have a major economic structure.”

“...Are you sure you’re Chrysalis’s daughter? I didn’t think any spawn of hers would be so... intelligent.”

“Yes I am.” Pupa shuddered. “Trust me... I’ve seen the birth video.”


Applejack had to practically be tied down to stop her from running off to Appleloosa and bucking Chrysalis across the face. Braeburn might have lived a good distance away, but an Apple was an Apple, and any attack on the family was dealt with swiftly.

Even now, pressed between Rainbow Dash and Pinkie in an effort to calm her down, she was a struggle. The other looked on, not sure what to say, until Twilight stepped forward.

“Applejack, I know you’re worried, but we need to stay focused. If we’re not careful, we’ll just end turned to gold like them.”

“You can fix it, right?” Applejack said. She had stopped crying, but her eyes were still red. “You can turn ‘em back to normal.”

“I don’t know if I can...”

“But yer the Princess of pullin’ random spells out of yer flank!”

“Uh, thanks, I think,” Twilight said. “But I haven’t even had a chance to analyze anypony yet. Right now, we need to focus on defeating Chrysalis. You have other family that needs your help.”

Applejack grit her teeth, but nodded. “Okay, so what’s the plan?”

At that, Shining Armor spoke up. “We’re rallying the guards together to stand guard at the castle. If nothing else, their presence will calm the populace down.”

Celestia stepped forward. “And we’ll be traveling there ourselves. Four alicorns, Rainbow Power, the Captain of the Guard, and a skilled Unicorn apprentice should be more than enough to take Chrysalis down, even with her new power.”

“That is, if we’re careful,” Twilight said. “Don’t just go in and muscle it. You hear me, Rainbow Dash?”

The Pegasus brushed off. “Yeah, yeah, I’ll keep it cool.”

“Good. Strategy in battle is very important.”

Starlight rolled her eyes. “This coming from the mare that just charged me at every time loop?”

“What was that?”

“Nothing!” Starlight said quickly. “Just thinking out loud.”

“Good. Now then, we better get moving.”


Dodge Junction was even easier than Appleloosa. Maybe because this time there were no Buffalo helping the townsponies out, maybe because she actually just attacked, instead of giving them fair warning.

She kept three ponies alive and brainwashed them, mostly to shut up her stomach, which was crying for love. She ate the results quick, then told them to wait in the cherry trees for further instructions. Seriously, did ponies just divide towns up by food?

Seriously, what was taking them so long? Maybe she should have brought Pupa down. At least then she could be making an attempt to turn her into a worthwhile Princess, and it might even shut her noise-hole for a while. However, she quickly shook her head. It’s not like the disappointment could actually do anything worthwhile.


“Here you are, Pupa,” the former mayor of Manehattan said, levitating a glass of crystal water to her. The young princess took it and sat back, her hind hooves propped up on the desk, sipping her prize.

“Thank you, pet. Now, I’m full of love, go stand in the corner and be quiet.”

The brainwashed mayor obeyed, sitting in the corner of what was once his office like he was a naughty foal.

Pupa sipped her water, reaching down and petting her orphan pony. She really should bother to give it a name. Eh, maybe later.

There was a tap on the door. Pupa sighed, setting down her glass. “Who is it?”

“Commander Cocoon, ma’am. May I enter?”

“Yes you may,” she said, not even bothering to get into a more regal position before the official entered.

Cocoon bowed. “Your Highness, we have the last of the ponies rounded up. We are beginning the process on the second batch. We should have the population brainwashed in a matter of hours.”

“I see. Any risk of news of our conquest escaping into the other cities?”

“I’m afraid so, Your Highness. We were careful, but Manehattan is a large city, and there are so many variables that even if we had better numbers we couldn’t possibly account for them all.”

Pupa nodded. “Then I want us ready to go as soon as we have sufficient numbers. How long will it take to convert enough ponies?”

“I’d say about 12 hours, but they’ll need some sufficient time to rest before they’ll be at full strength. If... if I may make a suggestion...”

The nervousness that crossed Cocoon’s features was unmistakable. Pupa guessed her mother had little tolerance for others pointing out when she was being stupid. “Proceed, commander.”

“It would be wise if we waited a full twenty-four hours from now to move on, eighteen at the least. An army won’t do us much good if they collapse after fifty miles.”

Pupa pretended to think, but in reality she had already decided to listen to the one with experience. Her mother never did, and look what happened to her. “Very well commander, but I want us ready to go on the dot.”

“Yes, Your Highness... oh my, is that cognac?”

Pupa looked where Cocoon pointed, at some strange bottles on a stand at the other end of the room. “Is that what it is? I tried some, it was nasty.”

“It’s an acquired taste, Highness,” he said, levitating a bottle up. “And it’s quite right you drink. This is the best victory the Changelings have had in some time.”

“My mother really is that bad, isn’t she?” Pupa asked as Cocoon undid the cap.

“Well, I do not wish to insult Her Majesty... I mean, anymore than I already have, but you’ve shown far more tactical strategy than she ever did.” He tilted his head back, drinking straight from the bottle, much to Pupa’s disgust.

“My mom never even bothered to teach me,” Pupa muttered.

“That’s pretty clear,” Cocoon said.

“All my mother did was ignore me... insult me... steal my bug tarts... kill that dog I found and put its head in my bed because she thought it would be funny... and...”

She grabbed the bottle from Cocoon and began downing it.

“...Should a kid your age be drinking that much?”

“I don’t care right now,” Pupa said, her words already slurred.

Cocoon still wrestled the bottle away. “You really shouldn’t be drinking that anyway...”

“Why you!” Pupa yelled, lighting her horn.

Cocoon flinched... and nothing happened.

“What? It wore off already?” she slurred. She tried wrestling the bottle away again, not realizing the disadvantage she had. “Mine! Mine! Mine!

Cocoon eventually wrestled the bottle away. She pushed Pupa back on the chair. “Your Highness, it would be inappropriate for you to inebriate yourself at this point!”

“You’re drinking!”

“I have a high tolerance. Believe me, when dealing with your mother, sobriety is a curse. You have zero tolerance, so for your own good, I’m stopping you.”

Pupa shrieked and wailed. But she eventually just pouted. Seeing her calm, Cocoon set the bottle down and picked her up, placing her on his back. Pupa, still tipsy from her drink, ended up laying there peacefully.

Cocoon carried her up to the mayor’s bedroom. He placed her on the bed and placed the covers over her.

“Uh... wait... why are you doin’ this?” Pupa slurred.

“Because you need to rest, get the alcohol out of your system.”

“No, no... why are you still helping me? You don’t have to now...”

“You’ve proven your skill,” Cocoon said. “And you're the best bet of getting your mother to see reason. Now please, rest up, Your Highness.”

Pupa looked at Cocoon. Then, something crazy occurred to her. She tried feeding off of him.

She tasted something. Was it love? No... no, it was respect. Respect, not love. And not the respect of an equal, but the respect of a teacher who saw a student with great potential.

It still tasted better than most of the emotions she had tasted before.

She just let her head hit the pillow. She was feeling dizzy, and perhaps Cocoon was right. She just needed to lay down a bit...


Pupa was asleep fairly quickly. Cocoon stood and looked at her for a few moments. Then he walked out.

In the hallway, he stopped to consider his next move. Part of him was still angry with Pupa and the stunt she had pulled. But he wasn’t lying when he said that she was the best bet in getting rid of Chrysalis’s idiocy.

All that was needed was a little molding. That’s all. He needed to be a teacher, and a teacher only.

But he had felt Pupa search for affection. She might have been just curious, but it might be something more serious. He knew how starved the little princess was for real affection. Even if she didn’t want it yet...

He walked to the barracks. He had to worry about that later. Right now, it was best for the Changeling Empire that this invasion go off without a hitch.


Chrysalis sighed as the latest Buffalo turned to gold. It wasn’t any good. These savages were too stupid to fear, and kept dying without begging for mercy. And even if they were weeping and wailing, it was trivial compared to what she was looking forward to.

“Ugh. It figures. Those ponies can never foil my plans fast enough, but now that I need them here, they take their sweet time. But Celestia’s stuffing her muzzle with cake. A flank doesn’t get that big from salad.”

Chrysalis’s ears perked up. She looked around. Did she hear something?


“Sister, keep quiet,” Luna said, clamping her muzzle down. “It doesn’t matter what she thinks, just keep it down.”

Celestia fumed, but nodded.

“...Besides, I told you so...”

Celestia tried cursing through her sister’s grip again.

Twilight monitored Chrysalis through her binoculars. “She won’t stay distracted much longer. Is everypony in place?”

“I think so,” Spike said. “I hope this works...”

“It will. We just need to be careful.”

Twilight looked through her binoculars again. She looked into the sky and saw Rainbow Dash, far in the air, giving the signal.

“Spike, head back.”

“Twilight...”

“No buts, Spike. This is going to be dangerous.”

Spike sighed, but gave Twilight a quick hug before running off.

“Alright, let’s do this.”


Chrysalis kicked another pebble. She was bored, bored, bored, bored, bored. She needed something to do, something fun. Why hadn’t Celestia...

At that point, Chrysalis was struck by a burst of magic. But it wasn’t the kind that Unicorns usually fired. It was the combined magic of four Alicorns, all converged into one beam.

It hurt. A lot.

She screamed in pain as she went sliding across the sand, the grains roughing up her skin. It froze her in shock for a while, long enough for her enemies to move into place.

Before she realized it, there was a shield spell around her. She recognized it as Shining Armor’s. She then realized that the princesses of Equestria were all present, along with Twilight Sparkle’s friends, all powered up in their sickeningly colorful rainbow powers.

She began banging and thrashing against the shield. Shining Armor flinched with every shot, but held firm.

Then the shots came. Celestia, Luna, and Cadance all firing at once. Twilight Sparkle and her friends beaming down on her with Rainbow Power. Some random Unicorn firing shots at her. It all went through the barrier like a hot knife through butter, all while she couldn’t get out.

But she tried. She thrashed and banged against the shield, trying desperately to get out.

In the end, she succeeded. Shining Armor was a strong and very capable pony, but he was still mortal. She was ageless, she had the powers of Terra running through her, and she was in an immense amount of pain.

She burst out. Her attackers were caught off guard and halted their attack for a split second.

It was good luck for her, and bad luck for her enemies, that she stumbled right into Luna, her claw touching her barrel.

Luna let out a scream of pain. This was one that pierced the high heavens. Never before had Chrysalis heard one like it.

Celestia had body checked her almost immediately. She grabbed Luna and shook her.

“Luna! Luna! Fight it!”

But it was no good. The gold was slowly covering her body. Celestia tried casting every counterspell she had ever known, to no avail. Seeing her distracted, Chrysalis tried touching her as well. Twilight Sparkle blasted her.

Luna let out one final cry as her head turned to gold.

“Luna... Luna...” Celestia cried.

“Aw, don’t worry,” Chrysalis snarled as she blocked Twilight’s next attack. “She’ll be perfectly at home as a trophy in my...”


In retrospect, Chrysalis realized it was kind of stupid provoking Celestia then. Terra would correct her, saying incredibly stupid. After all, Celestia was the single most powerful non-holy being on Equestria, and Chrysalis had as good as killed her sister. Her sister she had recently gotten back after a thousand years of exile.

The only other time Celestia had been as angry was when she had realized the Changeling Queen had tricked her into abandoning her student. And that time, she had been careful enough not to hurt anypony else in that wedding hall.

There was no restriction here.

A wall of fire blasted into her. If Chrysalis weren’t immortal, she would have feared for her life. The pain was immense, causing Chrysalis to fly in a blind panic. She managed to escape the flames, only to be struck by a solar beam. And another. And another.

Putting a shield up managed to make it hold, but it still resulted in her being pushed back. The strikes kept coming, again and again, the shield trembling more and more. She needed to touch Celestia, but unfortunately for her the Sun Princess had enough sense even in her rage to keep her distance.

She needed a new tactic. Fortunately, she had one. After another blow hit the shield, she summoned another spell, allowed the barrier to drop, and then let loose.

She was struck, but the spell had worked. A green mist radiated from around her, blanketing the battlefield in green mist.

She immediately moved, ignoring her fatigue. She sailed through the mist, hearing Celestia fire blind shots. She also heard Twilight yell instructions to spread out and find her.

They couldn’t see her. But she could see them. The mist meant nothing to her.

Chrysalis found herself right under Twilight Sparkle. She thought about striking, but for once her common sense outweighed her thirst for revenge. Celestia was the biggest threat, and killing Twilight would only anger her further.

Besides, killing Celestia first would make her suffer.

She moved quickly, eventually finding herself next to Celestia.

In her rage, the Princess of the Sun never saw it coming. The gold touched her stomach, causing her to begin turning.

Chrysalis laughed, and got a solar beam to the face for her troubles, knocking her to the ground. Celestia was refusing to go down without a fight. Luckily for Chrysalis, that one shot was the only good one Celestia got on as her body turned to gold.

Chrysalis tried to get up, but unlike the last time, the other ponies did not stay silent in shock. She found herself pinned, Twilight Sparkle’s magic keeping her down. She struggled against her bonds, trying to escape. When she saw the hated one come forward, she tried firing at her.

This turned out to be a mistake. She realized that while Twilight was the one holding her down, she was also acting as a distraction.

Shining Armor came down on her, his sword digging into her foreleg, the same one that held her beloved golden claw. Being a direct product of Terra, it was harder to cut into her than Shining Armor expected. Still, the Unicorn kept hacking away. Chrysalis was powerful, but even she had her limits.

It influenced Chrysalis’s decision to try something most desperate.

She unleashed all her magic in a radius wide blast.

The Queen of the Changelings had some immunity to Changeling magic, but feeling the wave still hurt. Still, it did its job. Twilight had either gotten hit or was forced to focus her magic on a shield, but either way Chrysalis was free. Shining Armor had to have been blown back, likely not dead, given that he had a rather impressive magic reserve, even if it paled in comparison to his sisters, but likely badly hurt.

She thought about trying to attach Twilight, but knew it would end badly. It was time to retreat.

She turned and flew.

At first, Chrysalis thought this had backfired, as Twilight’s friends were in this direction, still powered up in that sickeningly sweet rainbow form. Seriously, who in Tartarus thought that looked good? It was so gaudy.

Then she saw Cadance was in her path.

She moved fast, faster than she had moved in a long time, her speed made all the faster by the fact that the others were making a move to attack her. She flew right at the pink Alicorn, and before she could get out of the way, the golden claw struck her.

She didn’t wait to enjoy it this time. She ran. She ran, and ran, and ran.

Eventually, she dared looked back.

Twilight was coming. Her eyes were burning with anger. Chrysalis had always hated Twilight Sparkle, but this was the first time she feared her.

She gather all her strength and teleported.


Twilight looked around, scanning the horizon. Where was she? Where was she?

She exploded with rage, her magic going everywhere. There was no way to track her.

Eventually she turned and flew back toward the group. She had to get there quickly.

“Cadance! Cadance!” she cried, flying toward her sister in law. “Cadance, you have to fight it, you have to...”

Twilight grinded to a halt. Cadance was fine.

“She touched my torc,” Cadance said. She was shaking, still shook up by her brush with death, but she was fine. “She didn’t touch me.”

Indeed, her torc had a dent in it. Already golden, it had no other changes.

Twilight breathed a sigh of relief. Then she tensed up. “Shining Armor, Luna... Celestia!”

The youngest princess turned and ran toward where she had seen her brother fall.

As it turned out, Shining Armor had gotten his shield up in time, so he wasn’t burned. He had been rattled around, and was moaning on the ground.

“Shiny! Are you okay?” Cadance cried.

“Uh... I think something’s broken,” he moaned. He tried to sit up, only to wince in pain. “Yes, yes, something’s definitely broken.”

Twilight carefully lifted him up, but Cadance took him soon after. His body was level by the time the others caught up, all powering down from their Rainbow forms.

“This... this is a disaster,” Starlight said. “Princess Celestia and Princess Luna... they’re gold!”

“Don’t worry,” Rainbow Dash said. “Before you became Twilight’s student, a pony named Sombra turned them to stone, and they were turned back just fine. They can recover from this... can’t they? They can, right Twilight?”

“I... I don’t know. Princess Celestia was casting spells even I had never heard of, and Princess Luna still transformed.”

“Then what do we do?” Applejack asked.

“We need to go after Chrysalis...” Cadance started to say.

“No,” Twilight said. “You need to go back to Canterlot. Once it’s discovered that Celestia and Luna are statues, there will be a panic. You need to be acting High Princess.”

“I... you’re right,” she said. “I lost my head for a moment.”

“Starlight,” Twilight said, causing her student to snap to attention. “I want you to help Princess Cadance carry Shining Armor home. Afterward, I have a special task for you.”

“Anything. What is it?”

“I want you to try and find two ponies named Sombra and Hope. Like Rainbow Dash said, they turned the Princesses into stone before. Maybe they can reverse this.”

Starlight nodded. “What about you? Where are you going to go?”

“We’re going to stop Chrysalis,” Twilight said.

“Aw, yeah,” Rainbow Dash said.

“Twilight, Darling, do you think that’s such a good idea?” Rarity asked. “Chrysalis beat us all last time...”

“Yes, but she’s weak now,” Twilight said. “She escaped, but she took a beating. That teleportation couldn’t have taken her far, and I doubt she can reach Changeling Territory in her condition. She’ll be lying low somewhere, licking her wounds. We need to find her before she gets back to full strength.”

“Then what are we waiting for?” Rainbow Dash asked. “Every second is another chance for Chrysalis to get more powerful!”


Chrysalis crawled her way through the desert. She had to get to a safe spot. Those ponies were right behind her. She needed to rest up. She could afford it. Three princesses down, one to go. The only one that mattered.

Twilight Sparkle... it was her fault she was like this. Why couldn’t she just roll over and die like any good stock? Why couldn’t anything ever go her way? Why couldn’t...

Then, much to her shock, something landed in front of her. She jumped, ready to fire, but stopped.

It was a Changeling. A Changeling wearing royal armor, so it couldn’t be a traitor. Who...

“Your Majesty, fret not. A litter is on the way.”

The Changeling Queen blinked. “What? But... how is that... how did you know I’d be here?”

“Your daughter ordered us to keep an eye on your battle and to help you out if anything went wrong.”

“What? That little brat thinks I can’t fight my own battles?”

“...You lost...”

“That’s not the point! Well, I guess it did work out,” she said, seeing the litter coming. “So you’ll take me back to the capital?”

“Her Highness ordered us to bring you to Fillydelphia.”

Chrysalis blinked. “Whay? Why?”

“It is the second major city to fall to her Highness’s campaign.”

Chrysalis looked like her soldier had just declared his undying love to Cerberus. “Wha? Bah? Wha?”

“Your Majesty, you stopped using real words.”

“...Pupa... actually conquered something?”

“Yes, that’s right. She had led a glorious campaign that...”

“Alright, this isn’t funny.”

The soldier blinked. “Come again?”

“This is a trick. Did Celestia send you? Luna? Or is this Twilight Sparkle? Because getting my hopes up is a cruel trick.”

“...Your Majesty, it’s no trick. Your daughter is a great leader.”

“This is a war crime, I’m pretty sure torturing is a war crime!”

“Your Majesty, you committed genocide...”

“But it’s cute when I do it!”

The litter landed. “Your Majesty, please. You need help, and the ponies aren’t far behind...”

Chrysalis considered. “Oh, why not? I’m in a cell either way.”


Pupa walked down the rows of captured ponies. The second invasion was a success, Fillydelphia had fallen. The conquest of Equestria was inevitable.

She loved the feel of carpet under her hooves as she marched into the mayor’s office, Commander Cocoon at her side and the orphan and the Mayor of Manehattan right behind her.

The Mayor of Fillydelphia was pinned by two Changelings, a third working her mind control magic on him. The Pegasus bucked and struggled, refusing to give in.

“Why isn’t he brainwashed yet?” Pupa demanded.

“He has an unusually high tolerance and a strong will, Your Highness,” the Changeling casting the spell said, momentarily pausing her work.

“Your Highness?” the Mayor said, looking amused despite his position. “This little runt is Chrysalis’s spawn?”

“I’m not a runt,” Pupa said.

“Could have fooled me. Hard to believe a little nothing like you came out of an immortal...”

“Stop,” she demanded, though it sounded pathetically shrill.

“I mean, seriously, I used to beat up twerps as small as you for lunch money.”

“Stop it,” Pupa cried, her voice raising a few octaves to her usual annoying shrill cries.

“Yeah, the best thing to use was the McNightMare Special!”

“”St... wait, that’s called the McChryssy Special!”

“No it’s not.”

“Yes it is! Momma invented it! She uses it all the time!”

“Do you expect me to believe the same Queen with a shapeshifting army that she uses just for rushing her enemies can honestly be clever enough to think that up?”

“N... actually, that’s a good point. But it’s the truth!”

“Sure it is. Though I guess it’s no surprise you’re trying to talk up your mother, given that it would be impossible to talk you up.”

“Hey! That’s mean! Stop it!”

“Well then, it won’t matter. Your mother was stopped, you’ll fall just as easily. No, you’ll fall even easier. A stiff breeze could do it.”

One of the Changelings holding him down kicked him in the stomach. “Don’t talk that way to your ruler.”

“No, I won’t,” Pupa yelled, apparently not having heard her soldier’s defense of her.

“Face it, if that mother of yours couldn’t defeat Equestria, you have no chance...”

“Stop it!”

“Twilight Sparkle will defeat you too, and you’ll be right in Tartarus with Tirek, Grogar, and eventually your mother...”

“Stop it!” Tears were in Pupa’s eyes.

“You little runt, you’ll amount to nothing, just like...”

I... said... STOP IT!

Pupa grabbed the first thing that looked serviceable with her magic, in this case, a paperweight on the desk, and smashed it into the side of the Mayor’s head. The pony, not expecting an attack from the small creature that was so painful, fell to the ground.

Pupa didn’t stop. She hit the Maror again, and again, and again. Blood was coating the paperweight by the time Cocoon stepped in, stopping the attack with his magic.

Pupa glared at the commander, but his level gaze prevented her from going any further. Instead, she turned back to the other soldiers. “Take him to get medical care.”

The soldiers saluted, a little shaken up by the princess’s actions, and carried the injured pony off.

As soon as the door closed, Pupa turned to Cocoon and screamed. “Why did you stop me? That pony disrespected me!”

“Well first off, the paperweight. That's all wrong. It is way too small. Not intimidating enough. When you beat a prisoner, use something that makes you look the part. A crowbar or iron bat works well. You need something that will break bone, not leave a gash.”

“...What about a sword?”

“That could work, but you need to be careful. You cut them in the wrong place, they die too quickly. Ponies, especially of the dirt variety, can survive more blunt trauma, especially with medical care.”

Pupa pulled out a small little commonplace book and took notes.

“And you disrespect yourself by allowing him to get to you,” Cocoon said simply.

Pupa looked up from her writing, shocked. She opened her mouth, but before she could yell again Cocoon picked her up and placed her on the office chair.

“Was I just supposed to let him?”

“Yes,” Cocoon said simply. “It doesn’t matter what any pony thinks of you, let alone one that’s already your slave. He would soon be another one of your pets, that would have been enough to show how empty his words are. By reacting to it, you’re only proving him right.”

Pupa glared. She tried to think of a way to argue with him, but came up blank. She settled for crossing her forelegs and pouting, while using her magic to write down what Cocoon said.

Cocoon sighed and placed a hoof on his princess’s head, ruffling her mane. “You have great potential, Your Highness. The only thing wrong is that your mother failed to nurture these talents properly. That leaves it up to me.”

Pupa stopped writing. “My mother... do you think she’ll be pleased?”

“Of course.”

“...do you think she’ll be pleased with me?”

At that, Cocoon was hesitant. “Yes... but not likely in the way you’re hoping.”

Pupa was no longer angry. She looked at the desk, still filled with the ex-mayor’s things. She saw a picture of the Pegasus with a smaller pony.

“The mayor was a father,” Pupa said.

“Indeed,” Cocoon said.

There was a silence. Then, Pupa suddenly jumped. “Ah... I’m feeling... I’m feeling...”

“Kind of bad for beating him?”

“Yes!” She grabbed the picture with her magic and put it in the garbage. “We have to be careful. We might see them as more than cattle.”

“See, this is why we advise the civilians to stay far away from other species. We can’t have them getting feelings for our prizes.”

Pupa nodded, tossing in a few more photos. She stopped at one, looking at it. "Aww, his daughter in an ice skater.”

Cocoon shuffled. “Princess, you need to stop looking at that...”

“She won the Regional Ice Skating Championship."

“Yes, well...

"Break her legs."

Cocoon blinked. “What?”

“Well, you’re right. I need to regain some face after losing it by beating the Mayor. So I figure if I ruin his daughter’s life, that’ll show him.”

Cocoon grinned. “That’s some good thinking, but it’s still a bit childish, especially since you’ll be wasting good cattle. If I may make a suggestion?”

“Yes, you may.”

“Why not brainwash his daughter, then threaten to make her walk off a building unless he becomes your slave, completely mind-control-free? You’ll break him in spirit and still have a usable slave out of the deal.”

Pupa smiled. “You’re brilliant!”

“I try,” Cocoon said. “Especially when I have such a lovely little princess to serve.”

Pupa flushed as Cocoon tussled her mane. “Aww.” Then, she got serious. “I don’t suppose you can have the troops ready to march again in another twenty-four hours? We need to move on to Baltimare. Hopefully we can conquer the entire eastern seaboard before the ponies actually give us any real resistance.”

“I think two full days will be needed. We’re already running the troops thin, and we don’t know how much longer your mother can keep the Princesses occupied. We need to get entrenched.”

Pupa groaned, but nodded. “Fine. Let’s just hope...”

Suddenly, there was a knock at the door. Cocoon turned. “State your business.”

“Messenger with urgent news.”

Cocoon looked at Pupa for confirmation. The young princess was confused as to why he would, but she nodded.

“Come in,” Cocoon ordered.

The messenger came in. “Your Highness, the battle between your mother and the princesses is over. We have sent a litter to get her, as she was weakened.”

Suddenly Pupa felt nervous. “Momm... Mom’s coming here?”

“Yes ma’am,” the messenger answered.

Suddenly Pupa was having trouble breathing. She felt her lungs heave. All her doubts and insecurities were popping back up. It was like she was about to take a test she hadn’t studied for.

A hoof on her back steadied her. Cocoon was at her side, calmly stroking her back. He turned to the messenger. “Were any of the princesses turned?”

“Celestia and Luna were turned, and Shining Armor was badly damaged. Her Majesty almost got Cadance, but she hit her torc instead of her skin.”

He nodded. “Very well, you’re dismissed.”

The messenger bowed and walked out.

There was a moment of silence before Cocoon turned back to Pupa. “You know, you really can’t allow yourself to go to pieces like that. You need to earn your subjects’ respect.”

Pupa didn’t respond. She was drawing her hoof across the desk, feeling nervous. “She’s coming here. Do you think she’ll be impressed?”

Cocoon hesitated only a moment. “Well, yes. But I wouldn’t expect any gratitude or praise. She’ll likely just order you to get back to work.”

Cocoon waited for a response. An objection, a denial, or just a breakdown.

“I wish you had asked for an ETA on her arrival.”

There was an uncomfortable silence. Pupa gathered up the remaining family photos and tossed them out the window.

“The best advice I can give you is to stand tall and with pride. This was your victory, even if your mother won’t praise it. Remember, you’ve proven your worth, at least to me, and I hope yourself.”

There was another silence. Cocoon thought about excusing himself to oversee his troops, but he pushed that thought down. His soldiers could conduct themselves in his absence, and he didn’t want to leave the princess’s side.

Finally, the door was practically kicked open, and Chrysalis limped in.

“H-hello, momma.”

Chrysalis stopped and narrowed her eyes at her daughter. “You did all this?”

Pupa nodded slowly.

“Huh. So you are good for something after all.” With her magic, she plucked Pupa from the seat and sat her on the ground while she took the Mayor’s seat for herself. “Who’d have thought all those nerd smarts would have been good for something?”

Pupa winced. Cocoon bit his tongue.

“How’d you even take control of the army anyway?”

Pupa gulped. “Well, I used a pain potion on Cocoon and forced him to lead the army.”

Chrysalis widened her eyes in surprise. He looked at Cocoon. “Is this true?”

The commander, feeling a little embarrassed that a hatchling outwitted him, flushed. “Um, yes, Your Majesty.”

Chrysalis blinked. Then she hit the floor laughing. “You... you got tricked... by a hatchling! Ha! Ha! Ha! Ha! Ha!”

Cocoon fumed, and before his self preservation could kick in, he spoke up. “A hatchling that has accomplished more to conquer Equestria than you ever have!”

Chrysalis stopped and turned to her commander, glaring daggers.

Cocoon, figuring he had nothing to lose, went on. “It’s true, your little hatchling has a better understanding of military strategy than you, and you have a millennium’s head start. What do you have to say about that?”

Chrysalis paused, then shrugged. “Meh, I guess weaklings need to compensate somehow.”

Pupa felt tears prick her eyes, but she forced them back. Cocoon looked indignant, but before he could speak up Chrysalis pushed on.

“Well, this is some good news either way. We have two cities and there’s nothing the ponies can do about it. Twilight’s going to be running around like a chicken with her head cut off trying to soothe the population now that she’s the last princess left.”

“Your Majesty, Princess Cadance is still active.”

Chrysalis arched an eyebrow. “No, I got Cadance...”

“Your Majesty, you got her torc. She still lives. Our spies confirm it.”

Chrysalis looked at Cocoon, clearly hoping to get some confirmation that he was wrong. When he just shook his head, she panicked. “What? But... well, no matter. I still got the biggest two. Cadance doesn’t do much but sit there and look pretty.”

“Didn’t she cast you out in Canterlot?” Pupa asked.

“No, she powered up Shining Armor’s shield spell and hit me in the face with it.” She huffed. “On her own, she’s useless. Shining Armor got roughed up enough that she shouldn’t be a problem. But there’s Twilight... she’ll undoubtedly come after me. If only I had gotten one of her friends, she couldn’t do that stupid rainbow thing...”

Cocoon nudged Pupa. Swallowing, the princess spoke up. “Um... maybe we can send a squad to kidnap one of them?”

“Oh really? Who? That entire squad is filled with ponies that can take out dozens of Changelings at once. Except maybe Fluttershy, but she’s good at hiding.”

“Well... maybe we go after Spike.”

Chrysalis blinked. “The dragon? And here I thought you were smart. He has no abilities that can harm us...”

“What about the fact that he’s Twilight’s adopted son?” Pupa asked, feeling some bravery entering her words. “Twilight will do anything to see him unharmed. We can demand she turn herself in.”

“Aww, that’s a clever plan.. Except I’ve already done it once before, and I doubt Twilight would be dumb enough to fall for the same. Seriously, think things through.”

Pupa winced at the comment, but she pressed on. “Well... can a Changeling morph into a baby dragon? Maybe we can replace him...”

Chrysalis actually seemed to consider this, but shook her head. “That might have been a good idea a few days ago, but now they’re going to be on high alert. Even not considering they’d catch on when he couldn’t breath fire, they’re bound to be doing Changeling checks left and right.”

“Well, maybe...”

“You’re annoying me. I just need to rest up before I try again. Meanwhile, you can take care of all the technical stuff.”

Pupa sighed. “Yes, Mommy.”

“Don’t call me ‘Mom’.”

Pupa flinched.

“...Why are you two just standing around? Get to work!”

Pupa turned and walked out as quickly as she could without running. She didn’t check to see if Cocoon was following. She just went.

She walked until she found a soldier. “Do you have a room ready for me?”

The soldier just nodded. He followed the unspoken command and lead Pupa to the room.

Once she got there, she ran onto the bed and began sobbing. She cried harder than she ever had before.

A hoof pressed on her back. Cocoon had followed her. Without a word, she held Pupa in his forelegs and let her cry herself out.

When she had quieted, he spoke. “I hope you understand now. Your mother’s only love is for herself.”

“But.. but I thought... I did everything right.”

“Yes, but it’s never enough. I have served her loyally for the last fifteen years, and I’m still an expendable pawn to her.”

“But... everything I’ve done.”

“She’ll reap the rewards, but she’ll never love you.” He wiped the tears from her face. “You don’t need her, though. Look at what you’ve accomplished. Chrysalis can take credit for it, in fact I know she will. And she’ll even believe it’s true. But you know what? She can’t take the knowledge from you that you did all this.”

Pupa smiled. She actually smiled.

“Now, I know what will cheer you up. I know where the mayor’s daughter is being held. Why don’t we go get her under that brainwashing, then use to to break her father?”

Pupa’s eyes lit up. “Really?”

“Really.”

Pupa hugged Cocoon. The commander rose and levitated the little princess on her back. Then the pair walked down the hall, eager to get back to work.