• Published 11th Sep 2019
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Twilight's Nightmare - Nightsclaw



Twilight in her most desperate of moments, issues a cry for help. She was not expecting the Nightmare to be her saviour.

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CH 29.4 Hidden in Ponyville


Elytron the changeling, currently calling herself Emerald Shade, was still in a daze. Twilight was interested in her, she had felt the desire, the lust. She had even given her room number to the Alicorn.

This was turning into the best-case scenario, one that was so unlikely she had not really prepared for it. She let her eyes linger on the purple Alicorn as she walked away. There was very definitely a sexy sway to her motions for the first few strides.

She slowly inhaled, trying to calm herself. The Alicorn’s emotions had hit her like a tidal wave. She knew that Alicorns were more powerful and she could not wait till later, assuming Twilight showed up. A single taste of her desire was almost like a drug. Her entire being craved more.

There had been a hint of something holding Twilight back that tasted like exasperation. By her actions, if she was having second thoughts, she had firmly pushed them aside. A lazy smile drifted onto Elytron’s face. After tonight, assuming there was a tonight, Twilight would be unable to have a single doubt about needing Elytron in her life.

Looking to the rest of the ponies, compared to Twilight, they now all seemed grey and lifeless. The only exception being Twilight’s daughter teleporting around gathering up the walking disasters known as the Crusaders.

Turning back to the pony food in front of her, she ate it with all appearance of enjoyment. She had been in Ponyville since the new Noble Guide made his bargain with the changelings. Too much was going on here and the Queen needed to know everything so she would not make another mistake, like the Canterlot Wedding.

The primary and secondary missions were right out. No changeling could teleport as frequently as Little Star and keep up their disguise, no matter how much love they were feeding on. So there was no way to take her place.

Twilight was another problem, noling could replace her knowledge, let alone her power. If the rumour of a heated exchange between Twilight and Celestia were true, there was no way any changeling could step into that role without knowing far more. With Chrysalis’ restrictions in place since her getting spotted as Cadance, the risk was just too great to be allowed. In a way, she was grateful, she did not want to have to stand up against an enraged Celestia.

Now with her goals not seemingly achievable, Twilight had just fallen right into her hooves. She bit her lip with enough force to feel pain. This was no dream. The question was, how should she take advantage of this.

Well, however it went, at least she would not be going hungry for a while.


A few hours later she was talking to Rarity about dresses, that mare could talk endlessly about the annoying garments. Given Elytron’s elegant appearance, there was almost no way to avoid at least having to model some. So taking advantage of it, she purchased some more… interesting garments for tonight should Twilight visit her.

Rarity’s knowing look promised she would be asking for details at some point in the future. Depending on how things went, Rarity might be getting more than she bargained for. If she could annoy her back or make her blush brightly, the amusement alone would be worth it. She wondered what Rarity would think if she knew whose benefit Elytron was getting her special order for.

Apparently, her friend Fluttershy was feeling lonely. One of her friends missed some sort of weekly tea again. By the sounds of it, she had been mostly staying at home, waiting on his return. If she could find out who it was that would prove an ideal opening for a love collector.

A wave of excitement flooded in from outside. She headed to the window of the boutique to look at what was going on. She noticed a moment later that Rarity had joined her.

Most of the ponies outside were looking to the skies. Twilight and Rainbow Dash were attacking each other with weapons. In a blur of motion, there was an exchange of blows.

“Oh’ my,” Rarity exclaimed with a deep pool of concern and worry rolling off her, twisting Elytron’s insides as if she felt nervous.

Elytron studied the two combatants, shifting her eyes just ever so slightly to magnify what she was seeing. Twilight was circling back, a goofy grin plastered on her face. Instead of wounds, there were faintly glowing red marks on her body. Some sort of training weapons, this sort of thing was yet another out of character action for Twilight. Is there a rival hive out there that has already replaced her? She thought for a moment before shaking her head, there was no way for a changeling to afford to radiate that much emotion for more than a moment.

“I’m sorry, Emerald, I have to get going, right now,” Rarity said as she used her magic to almost instantly close up her shop.

Elytron reached out and placed a hoof on Rarity’s shoulder. “No need. See those red glows? Those are marks from training weapons. The only way they could hurt themselves with them if they tried to eat one and choked on it.”

“How can you be sure?” Rarity asked with dubious acceptance. Concern wafting from her held in check by her more rational mind.

Elytron smiled, casting a pane of magic into the air and enhancing it to magnify what was viewed through it. “Just look at Twilight, she is grinning, unless she is Nightmare Moon she would not be grinning about cutting into her friend with wingblades, right?”

A pulse of alarmed panic erupted from the white mare. “Just look at what the poor dear has done to her mane,” Rarity said as she rushed off, leaving the medical supplies behind and grabbing tools much more suited for a fashion emergency.

Elytron shook her head and started packing her purchases and new dress into her saddlebags, leaving the agreed-upon price on the counter.


Elytron made her way back on to the streets of Ponyville. The small town was abuzz with chatter. Someponies were going on about the battle between the two mares and what it could possibly mean. The dome they had been fighting in was now completely opaque, allowing nopony the chance to look inside. That did not stop all sorts of crazy rumours though, form one killing the other to them being romantic partners.

The Pink Terror bounced happily by, getting party supplies. That likely meant she at least thought whatever was happening was a good thing. Elytron shuddered, she remembered her welcome to Ponyville party. The pink mare was more than a little overbearing. Her sugar-fueled high-intensity happiness was something that took time to become accustomed to.

The leader of the town, which for some reason that made no sense, was a common earthpony and not Twilight. No matter how much she learnt about ponies, it made no sense why they’d have one of their worker class in a leadership role. Yes, they were a little low on leader class ponies, only having four and a still-developing spare.

Walking past a pegasus stallion, she could feel a particular brand of anticipation. She felt greed and pleasure that she had taken to mean a reporter just had a scoop, and there would be an interesting headline in the morning. The attention focusing on the town could be … problematic. She considered just killing or having a drone replace the pony. No, that would prove unwise, as nice as it would be to have a pony they could afford to drain dry.

Elytron thought about how wonderful it would feel to drain the Purple Princess to a husk. She felt her mouth water and the endless hollow within her quake with need. That was something she would never be allowed more than a fleeting taste of. Twilight’s energy would be the Queen’s to consume in the end, and not a lowly infiltrator. No matter how good she was.

Resolving that she would enjoy whatever morsel of emotions she could get from Twilight, she considered how best to get the mare to feel stronger about her.

The store in front of her had a new sign informing passersby that it would be closed for a day next week by royal decree. Looking around, it seemed like every store that Mayor Mare visited was putting up a similar sign.

Moving a little closer to see the small print revealed nothing more only that it was all happening due to Twilight’s orders.

Up ahead the Mayor was dragging some construction ponies with her, pointing her hoof at some areas and gesturing wildly.

To one side, an azure showmare was threatening loudly to turn anypony that tired to move her wagon with being turned into a teacup. If the Princess wanted her home moved, she could come and ask her herself.

At this rate, half the town would be doing stuff under orders from Twilight. What was she planning?

The taste of the emotions from the town shifted to a mix between excitement and worry, the blend being different from pony to pony. She passed a store, from within she felt a mild imitation of her hunger. It was likely one of their money-grabbing ponies. The closest thing to a predator that existed in their weak species.

At least she managed to go about relatively unnoticed. She took advantage of it to do a little bit of spying. A glance at paperwork here, a stolen item there. Twilight’s distraction allowing her to achieve over half of her objectives of opportunity.

As she moved on, she overheard a conversation between two random ponies, they were so bland compared to Twilight; they were almost part of the background.

“I can't believe Twilight is throwing her weight around like this!” The first said.

“It is about time she had been a princess for years,” The second answered.

“She can't just do this!”

“She can, and are you seriously going to say no to her bits?”

Elytron shook her head and hurried back to the inn. After what felt like a very long day trying to blend in and seem interested in all this madness, she finally got to retreat to her room. A polite wave to the receptionist and she was at last alone. No matter how long she spent with ponies, they still did not make sense.


Elytron was laying in bed, it was late, but she could not sleep. Just the thought that Twilight might be arriving had her buzzing. If it were not for her disguised form’s lack of wings, it would have been very literal.

She was dressed in the white lace of her special purchase and had her eyes closed, resting as best as she could. The long socks were surprisingly comfortable and would feel nice used on a soft-skinned pony.

She suddenly sensed Twilight being inside her room, even though she had no idea how she got there. Opening her eyes, she looked up to see the Alicron’s hungry eyes devouring her body. The mare’s body was screaming her need, her lust. The fact that Twilight had picked her was almost unbelievable.

“Do you agree that you will not inform a soul of anything that happens between us? That anything you gain from me, or from knowing me, is your’s and your’s alone, you will never sell or give it away?” Twilight intoned.

“Of course.” The response came easily to Elytron. She would promise anything for the feast she was about to receive. It was not as if she would have to keep it anyway.

The burst of happiness coming from Twilight when she heard those words might have been suspicious if not for what happened next.

It was a long night, and not much sleep was had.


They were lying there, Twilight was calm, relieved and relaxed in the bed, absently trailing her feather tips along Elytron’s flanks.

She was no longer a bundle of repressed need and desire. Instead, a wave of quiet peace and contentment blanketed Elytron’s emotional perceptions. Even this peaceful moment was a feast too Elytron. It seemed Twilight screamed even her most gentle of emotions.

“You know, it is so tiring pretending to be something you are not. The urge to let one’s mane down and just revel in what you were made for.” Twilight let out a long sigh, “but no, if their Princess of Friendship was seen acting like that, there would be talk. The nobles would take action, and the rest of the Elements would be all judgemental. It would be so nice to be able to show my true colours, but alas the time for such things are lost to history.”

If she only had words to go on, Elytron would not have been able to work out if Twilight had a secret side to her or if this was just some abstract way of letting her know that she was screwed.

With the sense of wistful longing coming from Twilight, there was no way she was not being honest. “Why are you telling me all this?” Elytron asked.

“Because I know I can trust you not to tell anypony.” Twilight smiled softly. “Not being able to just be myself has been more stressful than I expected it to be.”

“Then, who are you?”

Twilight laughed. “I know who I was. Who I am .. is more problematic.”

“I understand, even if I can't exactly empathize. Going from a unicorn librarian to an Alicorn Princess. About the only things that did not change was your gender and colouration.” Elytron said, making sure to sound genuine.

“Quite.” Twilight's short responses did not display the slight annoyance she felt at Elytron’s answer. That did not stop it from being obvious to the Changeling’s emotional sense.

Rather than say anything else, Twilight used her magic to somehow acquire a bottle of wine and two glasses. There was no arcane vibration indicating a teleport or dimensional pocket being used.

Twilight poured wine for both of them, adding a small portion of silver liquid form a vile to her own.

At Elytron’s obvious interest, Twilight smiled with a teasing look. “I could let you try some, but you would lose the next week.”

“What is it?”

“A spirit infused with moonlight. A little trick I learnt from Luna. You may very well be the first mortal to see any in more than a thousand years.” Twilight said with a fond smile on her face, all hints of annoyance gone from Twilight’s emotional glow. “You still want to try some, don't you?” She asked, her smile taking on an amused cast.

“Is it safe?”

“Yes, the hangover is best described as the most vivid of dreams. The magic-infused within ensure you have no chance of dying of thirst or hunger until you awaken.”

What the hive’s alchemists could do with a sample of such a potent spirit. There was no way she could refuse this opportunity. Even if it proved an odd experience, at least she knew changelings could not be poisoned. Her mind made up, she answered. “Please.”

Twilight gave Elytron a long look before levitating a single drop of her own mixed drink and adding it to Elytron’s glass.

“That should see you able to walk tomorrow with few side effects. Other than what the wine causes.” Twilight cautioned.

A single sip was a far as she got before the world started to faded into stars and deepest night.

“Like the view?” A seductive purr came for a wickedly fanged face as slitted eyes seemed to pierce her soul.


Elytron shifted, her addled mind just managed to wave a single red flag. The sensation of her carapace pressing against something warm. The carapace she was meant to keep hidden at all times. She managed to just drag her eyes open to survey the spinning room she was in. Monsters and colours danced inside the walls, and the ceiling was wanting to eat her, but that was not important.

Closing her eyes and focusing on her emotional sense, Twilight was calm, at peace and sleeping. Elytron let out a relieved sigh, slowly shifting her form, keeping the flames of her change from contacting Twilight as best as she could.

Twilight’s wing pulled her close, the still sleeping Alicorn nuzzled her and began gently nipping at her with surprisingly sharp teeth.

The weight of something huge pushed down on her senses and sleep claimed her once more.


A shock to two of Elytron’s senses ripped through the veil of sleep. Her horn reported the pulse of a powerful teleport arriving. Her emotional senses noting a bright sense of joy and worry, with the worry winning by a large margin.

“Mummy, Mummy the moon is late, the moon is late.” A young fillies voice shattered the last hope of continuing her peaceful sleep.

Something stirred in the bed behind her, it was Twilight, her idle embrace still pining Elytron like a soft vice.

“My Little Star.” Twilight’s loving voice spoke. She was completely unabashed, the scent and appearance that would give away their activities didn’t even register to Twilight’s concern.

“The moon is late, is Mummy Luna going to be alright?”

Cold anger and determination filled the room from Twilight’s emotions. A moment later it seemed another pony was in the room, confusion and then, a huge burst of fear, protective love and hate suddenly shot through Twilight. To Elytron’s senses, it was like a double shot of coffee and being thrown into a winter’s lake.

Burning rage jumped in, drowning every over emotion in the room. Elytron wanted to hiss and growl as it started to resonate in her.

Searing pain snapped her mind clear as flames erupted from Twilight’s mane, charring the bed. She screamed as the flames started to burn into her coat. Twilight turned rapidly to Elytron, the flames dying in an instant as the second two sets of emotions disappeared almost as quick. She carefully released her hold, sparing a moment to inspect her wounds.

The young filly’s horn glowed, and the pain instantly vanished, a cooling sensation rolling over the wound. Elytron let her eyes fall closed as her body relaxed.

“Thank you, My Little Star. Go back and guard the castle,” Twilight commanded in a firm tone. “Emerald, I am sorry for hurting you, come to the castle later, and I will make things right.”

Twilight got up gracefully and stood. A single feather traced tenderly over her, avoiding the burns.

Elytron cracked open her eyes, Twilight was now standing, wearing blood-red armour and wingblades. Little Star was standing on the bed.

“Solar magic on the moon…” Twilight’s eyes narrowed dangerously as her horn lit. The Princess disappeared in a huge burst of magic.

Elytron recoiled and almost fell off the bed. The emotions, the magic it was all just too much for her senses. When the numbing and cooling spells wore off, she knew she could add intense pain to the mix too.

“Bye, Mummy’s friend,” Little Star said, teleporting away herself, thankfully with barely a ripple compared to Twilight's departure.

Elytron lay back down in the bed. Last night, the pulse of emotion was making her feel dizzy, the little bit of the love she absorbed was lovely, the rest though, made her feel ill. “Alicorns are a difficult and dangerous meal.”

She let her eyes close and reached out with her mind to the hive.

Speak. The mental voice of her mother the Queen answered the connection.

Two forces warred within her, the queen’s instruction and something else, something new. Elytron tried to answer, tried to inform her Queen about everything that happened. Not a single word formed, no images were sent. If felt like a weight had settled upon her neck, the more she tried to let her Queen know her report, the more she found that she couldn’t say anything, the more she tried, the more her mind shut down.

Useless Drone. Pain lanced through Elytron’s body as the physical rebuck caused her to convulse, the mental connection was violently closed, adding a migraine to her woes.

“What the buck is wrong with me?” Elytron said with dawning horror, “What did she do to me?”


Author's Note:

Definition of Elytron.
An elytron is the hard casing protecting the wings of most beetles.

Thank you very much for reading and all your comments.

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