Changing Ways

by Comma Typer

Give Way

A light turned on inside the seedy, smelly room. It was decorated with various photos of a variety of places from deserts to jungles, from mountains to valleys. A lantern dimly lit up the room, casting a dying yellow glow upon the whole room.

Red Noise sat at the other end of the table, his lips pursed. His speech husky as before: “Are you afraid? You’ve got to be afraid. My client didn’t ask for more ponies on this vehicle!”

Fresh Coat shuddered, holding up a hoof to separate him from herself. “I d-don’t want to hurt you! I don’t kn-know what you’re doing! I’m here just to g-get away!”

“Get away from what?!” Red Noise asked, boiling with rage.

“You!”

Red Noise held his head back. Then, he abandoned his pout and adopted a smile. “I know what you mean. You want to get away from Chrysalis, eh?”

She shuddered more, obviously shaking, her teeth making loud clatters and rattles. “I didn’t know this i-is one of hers...please d-don’t hurt m-m-me!”

Red Noise chuckled a little. “I’m not going to hurt you.”

“You’re just saying—“

Red Noise slammed the table.

Fresh Coat went quiet.

“I used to work for her,” he began. “After several years, I decided it was not worth my time. We escaped and now we’d do any kind of work as long as it pays nicely.”

Fresh Coat backed down, relaxing. “So...you’re not an evil changeling?”

Red Noise chuckled again. “I have to admit, the business we do here...they don’t exactly call it ‘good’, but what do I have to lose? I’m not going to be some actor on the stage, that’s for sure.”

The mare flipped her cap. “What do you do?”

Red Noise raised his shoulders. “Deliver. Kind of like pirates except we don’t pirate. I let others do the pirating for me.”

Fresh Coat nodded, inspecting the pictures on the walls. “Can I get out now?”

Red Noise frowned. “I wish I could let you go, but you’re over a thousand hooves above the ground, and I’m not ready to stop this thing now. I have a schedule to follow and Gearan is not a forgiving guy.”

The mare’s ears drooped. “I’ll have to wait, then.”

“Yeah, you’ll have to wait.”

The two of them became quiet, trying to avoid each other’s glances.

“I’m curious, though, about what brought you here,” Red Noise asked, motioning a hoof to her. “Are you one of those pony fighters?”

Fresh Coat nodded. “I used to be.”

Red Noise rested his head on an angled foreleg. “That doesn’t sound good. What happened? Internal struggles?”

Fresh Coat choked on her words. Then: “I don’t...I don’t see us winning soon. They’re clearing out the Southern Jungles, and then...it’s the desert, then here, then the cloud sea, then the actual sea—“

Red Noise knocked on the table. “I see where you’re getting at. Impossible foe.” He stood up. “Which is why I’ve settled for something I call ‘Plan B’.”

Fresh Coat opened her eyes wide. “What’s Plan B?”

Red Noise chuckled a third time. “Funny you ask.”

He took out a zipper bag, opened it, and took out some maps and papers and flattened them on the table, their diagrams and their text visible under the lantern’s light.

“It’s a resistance from the inside,” the changeling said, growing and sounding more passionate. “When the time’s right, some of us go in and obey her as usual. Then, when we get into the higher ranks, we get a shot at becoming her second-hoof changelings. We get to advise her and tell her our suggestions. “

“Wouldn’t that be a bad thing?” Fresh Coat asked, fear in her tone. “You’re just going to tell her smart things and make her better!”

Red Noise tilted his head a bit, scratched his ear. “Are we?”

Fresh Coat looked confused. “So, you’re not going to tell her smart things?”

Red Noise then scratched his chin, looking arrogant. “Smart...but not right.” He picked up one of the scrolls there. “What you see here is a list of things to make a pony’s life in the empire much more miserable than it needs to be.” He scrolled through the list. “Unnecessary curfews, forcing ponies to become warriors in the raids, burning everything they love and cherish—that sort of thing.”

“But why would you do that?” Fresh Coat said. “That’s going to make everypony mad and they’ll keep on fighting and then the other changelings might think they’re better at handling the hive than Chrysalis and—wait, I see what you’re trying to do.”

Red Noise nodded. “You like the idea?”

Fresh Coat rubbed her hooves, trying to imitate a villain. “It sounds...unconventional, but it makes sense.” A pause. “Making everyone mad so they’ll turn on the leader? But they might target you, too.”

Red Noise smiled. “Which is why...”

He glowed, changed his eye color from blue to slightly green, his fangs now a little longer.

“...I make sure they target someone else.”

Fresh Coat shivered. “OK, I know you’re trying to be good—“

“I’m not,” corrected the changeling.

“—but...what will you do if you take over. Will you be bad and will you steal love from us?”

Red Noise shrugged. “Maybe, maybe not. None of us have found a way to live without taking love from others...not yet, at least. Even if we don’t, we’ll just ask politely. In fact, I’m already getting love from you right now.”

Fresh Coat stood up, surprised, face flustered. “What?! When?!”

Red Noise brushed it off with a hoof. “Don’t worry. I don’t take too much, and it’s so little, you can barely feel it. Haven’t you heard of passive love? That’s what every creature emanates and if I took the place of a mare’s husband, it’d be more than enough for me. But, there’s so many of us….”

He trailed off, looking off to the ceiling.

Got up of his chair, hovering over it. “Anyway, I think you’ve heard enough, so, sit back, wait it out, and disembark when we land. Nothing more, nothing less. Alright?”

Fresh Coat nodded. “Alright.”

Red Noise flew his way to the door and opened it, showing a stuffy and fetid hallway of broken doors and missing floorboards. “Let me introduce you to our passengers. One of them’s a unicorn with a broken horn.”

Fresh Coat stood up, impressed by such a thought. “Really?”

---

Fresh Coat was eating her share of dinner with the to-be circus performers in chains. All of them looked suspiciously at Fresh Coat who gobbled up half of her food in half a minute.

Red Noise, from his place at the head of the table, looked upon the hungry mare in awe. “I...didn’t know she had the appetite, but we’ll roll with it. While I’m gone, you make her comfy. She just wants to have a normal life.”

The yak stomped the table, causing all to turn to him instead. “Why changeling not give yak normal life?!”

“Because we changelings want bits,” Red Noise said, making a sign with his two forehooves of gathering a hoard of coins for himself. “We need bits to survive, make it big out there. Besides, you’ll love being in the circus. They’ll pay you for being you, especially you.”

The yak growled at him. Changeling guards came to hold the chains keeping him down.

Red Noise sighed. “I’m sorry for making you mad. Be behaved; otherwise, you’ll crash all of us.”

The yak turned away, embittered but resigning to his canned soup.

Red Noise turned to Gregory. “As for you and Thermal, you better behave, too.”

The griffon and the dragon nodded, then continued with their respective breakfasts.

Red Noise glared at Tempest.

Tempest glared back at him.

“Don’t make any fires here. Don’t burn this airship. Keep yourself in check.”

Tempest did not nod. She only blinked, sustaining that sober face.

“I’ll take that as a ‘yes’,” Red Noise said. “If you burn this, everyone will know it’s you.”

Tempest nodded.

“Now, what were we talking about?” Red Noise asked. “Right—so, Tempest, how did you lose your—“

Boom!

The whole room lurched sideways, causing everyone to fall off their places and to collide with the wall, food and drinks splashing on to them, everyone disoriented.

“We’re being attacked!” yelled a fallen guard as he flew out of the dining room with his comrades.

Red Noise groaned. “Already?! They don’t do it this early! Who could it be?!”

Tempest and the yak moaned as they got up, then noticed they could move their hooves about. The unicorn looked at her hooves—the chains were broken.

Another changeling rushed down into the hall. “Pirates! Celaeno’s crew!”

“Celaeno?!” Red Noise shrilled. “What do they have to do with circus folk?!

Boom!

Another lurch, rolling everyone back to the wall as the ship tilted to the left.

“I don’t wanna die!” yelped Fresh Coat lying down on an old painting.

Gregory threw her off to the table with his claws. “It’s either we go or not!”

“What do you mean?” Thermal asked shyly.

“All of you stay down!” a guard ordered, holding a spear close to the dragon’s throat.

Thermal held his hands up and gulped.

“Everyone has to stay down!” yelled another guard. “Nobody move, nobody panic!”

Another changeling came down the hall, screaming, “They took out captain Red Noise!”

Fresh Coat gulped.

The griffon opened his wings. “I’ll handle those pirates myself!”

Several changelings restrained him with their hooves. “You better keep yourself down!” the same changeling commanded. “They have swords and cannons—“

Boom!

Lurched again to the wall with screams and shouting.

“Please take me with you!” Fresh Coat cried as the mare attempted to jump out of the room.

Only to be stopped by yet another guard in mid-air.

Hard footfalls marching down the steps.

“They’re coming!” shrieked still another changeling guard, then turning back to the only way in.

Shadows growing at that end of the dining hall.

Then, a tall white parrot garbed in typical pirate fashion: tricorne hat, golden earring, stump for a missing leg. She brandished her sword, letting the blade shine under the hanging lanterns.

“Where’s the treasure room?!” Celaeno shouted, holding her sword out, directing it at the changeling before her.

“We have no treasure room!” the changeling yelled and plunged the spear at her.

She dodged, grabbed the spear, whacked the changeling out cold with it.

The dining hall became a mess as buzzing changelings brawled with not only the parrot captain but also with Tempest dishing out uncontrollable blasts of her horn, electrocuting the changelings with her lightning-like magic outbursts. The yak trotted around, stomping the floor and slightly shaking the airship with it, causing more changelings to stumble.

Gregory helped Thermal up from his tumble. “You’re a fire-breathing dragon! Why don’t you go breathe fire and burn them?”

“I’m scared!” yelled Thermal, doubtful in his accent. “Don’t you know how many changelings are still around?”

“We’re going to fix that!" He pointed his claw at the changelings still fighting, scuffling with parrot and unicorn. “Do your thing!”

Thermal sighed. “Here goes nothing!”

He seized a huge gasp of air.

Was then bumped by Tempest, galloping her way out of there. He fell onto the griffon, made him stumble and fall back to the floor with him.

Meanwhile, Fresh Coat was recovering from the bruise on her foreleg. He felt the sore, the ache there, but she trotted on, hopping out of the table and closer to the swashbuckling pirate.

“Please, miss!” she yelled at Celaeno busy holding off the changelings with slashes of her sword. “They took me prisoner! Please save me!”

Celaeno stopped for a second to glance at her.

She grabbed the pony from the floor and threw her outside the food hall.

“Get on deck!” the captain shouted, not looking at her. “This ship’s falling apart and we need you to get on ours now!”

Fresh Coat ran up the stairs and on to the deck.

She felt the cold and chilly gust of the air zooming past her; she could hear the shouts of more parrot pirates fighting off the changeling guards who were there, battling on the spacious, empty deck. At the right edge of it was a plank to another airship flying beside it.

She galloped towards the plank, jumping over corpses and unconscious bodies.

“Hey, there’s someone loose!” yelled out a voice.

“Where are you going?!” another shouted.

“Are you crazy?! Don’t jump!”

And she jumped, flying through the air.

She landed on the other side, breathing heavily. Pain on all four legs and her head, but she could not hide a smile, maybe even a little laughter. “Free! I’m free! I’m free at last! I don’t have to hide anymore! We’re going to be survivors!”

She stood up, confident and beaming, then turned around to see the battle continue on Red Noise’s airship.

There were holes in the hull but not enough to send it hurtling to the ground. She could still see the pirates there defeating the changelings and holding them at swordpoint.

Then, Fresh Coat looked down.

Saw nothing but dark gray clouds.

She screamed and fainted on the spot, her body limp on the pirate airship flying above a massive and vast gray sea of clouds.