• 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 32.5 Elytron's Day


Elytron felt like she was almost staggering along the streets of Ponyville. She was full of too much love, too much emotion. That at least some of it had been directed at her just made things worse. Little Star’s concern and affection for anypony that her mother liked were utterly heartfelt like most children’s. Ever since she was woken by the Queen's command, she had no choice but to move.

Only long practice and hash training kept other ponies from noticing anything was wrong with her. Well, other than Twilight’s new guard, apparently she had worked something out. However, fortunately, she seemed to think Emerald was one of the traitors and not still true and loyal to the hive.

A little bit of her social manipulation training came to her. She considered all the damage she could do to Twilight’s reputation by letting the public know exactly what she was using a changeling for. It could never work. Twilight’s magic held her tongue too tightly.

Elytron smiled and waved at the ponies around her, careful to keep her expression in character. They could not be allowed to see how debilitated a changeling could get if they were given too much emotion to feed on.

The Queen’s command still compelled her. Step after step, she headed too what she thought might be her doom. Shew was holding that much love and the Queen wanted it, That would be a problem, but whatever Twilight had done her gave her no protection from a command to go somewhere.

A part of her mind was rapidly coming to its senses now the sources of the intense emotions were more distant. That part decided it wanted to panic. There was going to be no way she would be able to explain, and if the Princess’s words still bound her, there would be no way could give over the love as she was meant to.

The feeling of being slammed into the wall by Rainbow Dash came to mind. If she had been in her true form, she would have now been definitely trying to heal cracks in her carapace. As pony’s healing magic was all focused on healing their soft body, she might have been in trouble trying to get the cracks repaired.

If they found out what she was and what she was here for, cracks in her natural armour would be the least of her concerns.

She looked around she spotted the two changelings she knew were following her. Apparently, the Queen was taking no chances. She was carrying enough love to feed the whole hive for a month at least.

Are they there just to guard me, or does the Queen doubt me already? Elytron thought. This curse inflicted upon her by Twilight was truly going to be her undoing here.


She slipped unnoticed by the normal ponies between two buildings and into a side door. With the Princess of Friendship being one of the most powerful mages in existence, nearly all of the changeling’s normal tricks in hiding could not be safely used. This was simple concealment, simple coloured fabric blocked the view from above and boxes and barrels granted cover from the street.

The door quickly led to stairs going down into a basement. With each step, she could feel the eager minds of the changelings below getting nearer.

A larger earthpony was apparently working to organize supplies down here. Elyton knew that he just moved the same boxes back and forth all day every day, only appearing to be achieving anything.

The disguised guard looked at her for a long moment, almost drooling. No doubt he could feel the amount of love that she was carrying. She remembered being a young changeling in training and how much of an occasion a love collector returning with even a quarter of this load was.

In all her two long years of life, she never expected to be so successful. If it was not for what Twilight did to her, she might have been blessed with an almost endless life for her service instead of each month being purely at the Queen’s whims.

She knew back in the main hive there were at least a dozen eggs ready to be force grown into a replacement for her in a matter of weeks. She liked to think they would not be as good as she was, that she had enough value to be allowed to keep living. If she was a pony, she might have cried. As she was not, she was desperately trying to figure out something, anything she could do to get out of this alive.

The ponies, like most prey species, did not know how easy they had it with their sheltered lives.

Unbidden, the thought of being cut open so the love could drip out, crossed her mind. Oh, how she hoped that how it would be done. If the Queen used her magic to rip the love from her, it would be far, far worse. She could still remember the screams of the infiltrator she had replaced.

She wanted to turn back and flee, but that was still not an option. Her traitorous legs kept her moving on. In the far corner, the trap door leading to her fate waited.

Something pushed it open from below. An undisguised changeling head greeted her. Unlike her own more elegant lines, this changeling looked heavier set and almost overweight. She had been created as a love hauler, a new type of changeling the Queen had created now that they were being successfully hunted. The ability to rapidly pick up and move large stores of love were essential. Prince Shining Armor had been leading a one pony crusade to hunt down any and all unreformed changelings.

Those that were caught were never heard of again. Whoever said Equestria was a land of nothing but love and tolerance had not seen how they put their foes to the sword.

Depositing love was never a pleasant thing to do, it always felt like you were giving up something precious, something you needed to stay alive. All that was true, but it was her duty to the hive. The small trickle she managed to produce was pathetic. Compared to what she was carrying, the little that Twilight’s rules allowed her to give up was not even a few days supply for the hive.

The hauler was glaring at her, her eyes judging. Here Elytron was, an unwilling traitor to her hive, any moment now the hauler would contract the Queen and then that dreadful pressure would reach in and crush her mind.

The hauler latched onto her, and using her power, tried to ‘encourage’ the love to start flowing. It was useless, not mere hauler could pull from an infiltrator, or even a collector unless it was allowed.

When the Queen’s attention focused on her, Elytron nearly collapsed under the weight of its annoyance. Even without a single word being said, Elytron felt broken, useless and like a waste of the love needed to spawn her. Infiltrator, relinquish your love at once. The Queen’s multi-toned voice hammered into her mind.

She could not obey, she had to obey. Pain clouded her thoughts, and she collapsed to the ground.

Useless worm of an infiltrator. What is wrong with you? Do as I command you. Her Queen’s demand seared in her mind.

Groaning on the floor Elyton responded, My Queen, I can’t.

You can’t, you can’t?! The Queen’s mental voice roared. It felt like it was going to shake Elytron’s soul apart.

I’m sorry... The weak answer was almost a whimper. She was not some weak pony how had Twilight, with her words alone, caused so much. She started banging her head on the cellar floor, hoping beyond hope that somehow the impacts would clear her mind from whatever compulsion bound her.

Uselsses! That one word from the Queen pronounced Elytron’s death sentence, she felt it. There was no saving her now, the love would be ripped from her for her treachery.

The heavy hoofsteps of the guard disguised as the earthpony moved towards her. Each step was her execution drawing nearer.

Twilight may have enslaved her, but after accidentally harming her, she had healed her. She had invited her into her home and allowed her to feed on the emotions, fully knowing what she was. She knew her thoughts would mark her as a defective changeling, a traitor to the hive. Though her non-compliance marked her as such already, but she did not want to die.

“Why?” The hauler asked, her voice full of sad disappointment.

“I can’t tell you,” Elytron said, looking up in the judging eyes of the hauler.

“All you have to do is give up the love, that’s all.” The hauler’s voice was as tender as any honest changeling’s could get. It felt like ‘please do this, so I don't have to waste the effort to kill you’.

If the Queen was still watching, she would be disappointed with the hauler for even hinting at mercy. Or was it not wanting to go thought the effort? In that case, it might be defensible s being pragmatic even if it causes the appearance of weakness.

“If I could have, I would have,” she yelled.

“That makes no sense,” The hauler said.

“I know,” Elytron laughed.

“It is no use, she is mad,” The guard behind her stated with finality.

What was she willing to do to live? These two changelings were here under the Queen’s command. They were doing their duty. Could she harm them? After a moment’s thought, she knew she could. She was trained to be ruthless when achieving her goals, and she wanted to live.

She felt inside herself, most the love would need to be digested to be of true use. For immediate use, she had what was willing given to her by Twilight and her daughter. The emotions of an Alicorn was no trivial thing. In truth, she was both a little worried and highly interested in seeing how it performed compared to that harvested from lesser ponies.

Her decision made, she gathered her magic. As soon as her horn lit, the Queen’s will was back again.

She is mine! Elytron got the image of a Night-black Alicorn grinning as a huge mass a razor fanged shadows descended upon the Queen.

You! No! ARRRRRHHHHHH The Queen shrieked, disrupting the link and freeing Eleytron from its suffocating grasp.

The two other changelings in the room collapsed holding their heads. Elytron stared, dumbfounded. What the buck?

Scrambling to her hooves, she ran. She could not think what else to do. Yes, she could have killed her fellow changelings, but she did not spend the time. She cursed herself, if she was really doing this she should have. This way, the Queen still had more assets in the area.

The sound of hooves behind her just pointed out her error. The guard had recovered the quickest and gave chase. Elytron was made for stealth, for infiltration, for being able to remain undetectable. The guard was made for physical abilities, stamina and speed.

This was not going to end well.

She made a run for a crowded part of the town, hoping that the guard would at least try to maintain some amount of subtlety.

The two collectors that had escorted her in were up ahead, on the ground being looked after by a small crowd of ponies. Whatever Twilight had done to the Queen seemed to have affected at least the local changelings.

Pain slammed into her side. A bolt of magic catapulted her down a side alley. Tumbling through the air she struck the ground skidding along, her coat being torn out in places.

A large unicorn mare loomed, stalking forward advancing down the alley, Silence and perception filter spells flashed round the area. The green glow of her horn more than announcing she was a fellow changeling.

Just the spells used made Elytron’s blood chill. This was one of the Queen’s assassins. Likely in place to strike against the Elements of Harmony, but now being sent after her. She got to her hooves, flash casting a shield spell. She might not be very good at them, but with this much love, she should be able to hold out for quite a long time.

She backed away step by step, keeping her focus on her defence. If she could just get outside of the range of the filter, somepony would see, somepony would call Twilight.

A dark chuckle sounded from behind her. She glanced over her shoulder, the guard that had been chasing her blocked her path.

A sudden loud boom of lightning and a gust of wind. In a flash of rainbow colours, the guard was now slammed against the wall of the far building, cracking it. Sliding down its exterior, his unconscious body unceremoniously hit the ground as his form flashed green and returned to his armoured changeling appearance. She looked to where the assassin was, her powerful and deadly, but still, form was now on the ground with electrified smoke coming off her burnt chitin.

Hovering triumphantly in the air Rainbow Dash smirked, Elytron never thought she would be so happy to see the cocky mare.

She just sat there still not moving a single muscle, she needed a few seconds to reassume the demeanour of Emerald.

The perception filter fell away as the magic within it depleted and had noling powering it. Other ponies were staring in, she was now completely off mission and so was now purely improvising.

Playing the role of the rescued victim, putting on an act shaking as the ‘fear’ hit her, she turned tearfully grateful eyes to her unexpected saviour. “Thank you, Rainbow, thank you,” she said as she laid down to calm her shaking.

Rainbow landed, now perched over the revealed, unconscious guard posing heroically.

Elytron pulled Rainbow into a grateful kiss. The blue mare’s wings puffed out and her eyes when wide. “Thank you, thank you, thank you.”

Her saviour, the perceptive and rash Wonderbolt, was now a distracted and embarrassed mare. Much easier to work with.

Something shifted in the shadows. Elytron lit her horn, spending the extra love to make the colour distinctly pink and not changeling green. Rainbow spun to face the new threat.

Slit eyes revealed themselves first. A moment later, a wingless bat pony that happened to have a horn stepped out of the shadows.

She knew that Luna’s guard was good, but this was extremely unsettling. How long has he been there, how much had he seen? She did not need to fake the worry she was feeling.

“A little late for the rescue there,” Rainbow said.

The clearly Nightchosen Unicorn glanced at the two changelings and then both Rainbow and Elytron. “Not my job… but came to check up anyways,” He offered with a shrug. “But well played.” He let a fanged smile show.

“So you here to collect this trash?” Rainbow pointed to the unconscious and likely quite injured changelings.

“Nah. I got ponies for that.” The Nightchosen said as hooves emerged from the two changelings shadows and pulled them into the ground.

The shocked looked on Rainbow’s face just widened the Nightchosen’s grin.

“We should get to the castle…” The Nightchosen turned to walk away. “My name is Striker.“


The walk to the castle had been an experience, being escorted by one of Luna’s fearsome guards lent an air of importance and mystery to an otherwise normal event of walking.

Striker went to push the doors open with his shadowy magic, and the door stayed closed.

A flash of magenta light and Elytron found herself inside the castle next to a confused looking Rainbow Dash.

Little Star dressed in her ridiculous, if adorable, war-gear sat happy to see them. She ran around them fussing checking them for injuries. Lighting her little horn the foal started casting some sort of healing magic on her.

There was a knock on the main door of the castle.

Little Star casually opened a scrying window looking at the main door. Striker was calmly knocking at the door.

Little Star looked at Rainbow and then Elytron, seeming a little unsure who she should ask.

“He’s with us, kiddo,“ Rainbow said.

Star glanced to confirm with Elytron who nodded her agreement.

With yet another flash of teleportation magic, Striker was standing before them.

“You know most ponies would have just opened the door,” Striker said.

“Yes,” was Star’s direct and unbothered answer. ”Who are you?”

“Names Striker, I work for your mother.”

“Like Candice? Did Mummy Luna gift you to Mummy Twilight too?” Star innocently asked.

“No, unfortunately not, I just have to stick with your Mother Luna.” He answered jokingly.

Little Star offered him a hug. “That’s ok, both my Mummys are great, so don’t be sad.”

Striker did not quite know what to do when being hugged by a foal who was earnestly trying to be comforting to him. Rainbow Dash just laughed. Elytron let a soft smile grace her muzzle.

Striker looked to Rainbow. “We should talk, can we go somewhere more comfortable…”

Before he had even finished, Star had teleported them to a comfortable room full of couches, seats, and of course, lots of books.

The was a startled eep from Rarity and a slightly frustrated look from Applejack. “You know sugar cube… most ponies use doors.”

“I know,” Star said as if receiving random trivia she already knew. Elytron could taste the slight spike of resigned amusement as Star thought Applejack was a silly pony. She happily trotted over to a bookshelf and pulled down a huge tome.

“So Emerald Shade… why did you have a pair of specialized changelings after you? And why were you terribly surprised?” Striker asked in a casual tone. Anything with fangs and slit eyes could do wonders with a casual tone to make it seem threatening.

That got everpony’s attention in the room looking straight at her, except for Little Star who seemed unbothered.

“Changelings, here?” Applejack got to her hooves. “I thought they were all good now, except Chrysalis”.

“Darling, would one be right in assuming that that horrible monster has more of her ‘crimes against fashion’ here in Ponyville?” Rarity added.

A few books teleported in around Little star and a few scrolls were flitting softly in the air, filling themselves in with text.

Rarity looked to Little Star. “Do you know a changeling revealing spell?”

Little Star shook her head. “No, but I know where it is.” In another flash of magic, she was gone.

“Why does that unicorn even have legs, she never uses them anyway,” Applejack mumbled to herself.

This was going to be a pain, she knew that Applejack would spot each and every lie. That Striker there was another predator and likely well trained by Luna.

“So what were they after you for?” Strike asked, his face friendly, but eyes intense.

“They were trying to kill me.”

“Why?” Rainbow asked full of her brash brand of concern.

“Because I know things about them and they didn’t want me escaping with that knowledge.”

“That sound a might suspicious” Applejack intejected. “How does some harlot like you know things about changelings?”

She let a look of incredulity full her face as she glared back at Applejack. I’m a fully trained infiltrator and one of the best my hive has ever produced, not some common harlot, you apple obsessed country hick. Elytron thought, and very much would have liked to say.

Little Star flashed back into the room floating a scroll over to Rarity, who began slowly reading it. By the interested look on Star’s face, it seemed she was aware of everything said in her absence. Likely more scrying magic from the foal.

“So what did you find out?” Striker prodded, trying to bring peace.

“I found out that the condemned warehouse on the east side of town is a secret Changeling hideout.” Elytron stated. If her Queen was trying to kill her, she was not going to just lay down and die. She would have to fight back. Have to gain new allies and tools to use to protect herself.

Rainbow Dash was paying attention, it seems their little incident early in the day had deflected all of the blue mare’s suspicions of her.

Applejack on the other hoof still did not trust her, Striker was harder to read. Even his emotions were almost undetectable. Applejack was about to say something, but Striker turned his eyes to her. She recoiled.

Despite how ponies may say they will accept anypony, that the thing it is only ‘anypony’, not anycreature. If you weren't a pony, they could be as judgmental as they liked.

Even without being corrupted, the changelings could have happily learned to live among the ponies, not harming them in the slightest. But no, they were shaped by their Queen Celestia into eliminating anything that could threaten her power. That was why Changelings were hunted until they could be changed into a subservient slave species.

She had to admit, after the long centuries, the heat went both ways. Queen Chrysalis would sooner die than give up a chance to kill Celestia and recently Starlight Glimmer.

“What were you doing there?” Strike asked.

This was one she was going to have to answer carefully. She could not lie, but she did not have to. “It was like something was calling me there, I think they intended to capture me to drain me of all my love, then leave me a withered ugly corpse.”

“Then you are going to have to stay here, you have proven to be vulnerable to their mind magic. This castle has the strongest wards against mind magic anywhere in Equestria.” Striker declared. There was going to be no disagreements. In all honesty, Elytron did not want to object to any of it. She would have to talk to Twilight and who would be insane enough to try and break into the castle of the Element of Magic.

“Before she stays here, there is something we need to check. The only problem is I can't cast it,” Rarity said.

Little Star pulled the scroll back into her aura and looked over it. “This one’s easy, want me to cast it?” Little Star said looking eager to be of help.

“Please do,” Eleyrton said, full of confidence. She was an infiltrator, everything about her would pass inspection, even against magic. Even if she was killed, she would stay in the form she was wearing at the time.

Little Star lit her horn. Instead of the normal bolt of magic, a sphere grew, expanding and soon rushing through the walls of the castle.

As soon as the magic touched her, Elytron shuddered and nearly fell. Again the little one was demonstrating how overpowered she was. There was a good chance that pulse of magic might reach Canterlot.

“Star… next time darling, try and put a bit less force behind your spells please,” Rarity added rubbing her horn.

“Ok… why?” Star asked.

“It is a little uncomfortable for those of us that are… “ Rarity started.

“You a very powerful unicorn, if you are not careful, even your simple spells can be painful or even harmful for other unicorns to be near,” Striker cut straight to the point.

Little Star looked mortified for a moment, then her horn lit the barest amount and a medical spell swept around the room. Pony after pony she checked, looking more and more relived.

Elytron could feel Star still had plenty of worry, she was likely going to try and check all the ponies that might have been affected by her spell. “Star?”

Little Star looked up at her, pausing her spell casting.

“Do you know how the power of any expanding spherical field of magic reduces with the square of its radius?”

Star nodded again. In less than half a second, her emotions calmed. “So all the other ponies in Ponyville are going to be alright.”

Elytron nodded. “Yes, Little Star… unless they are a changeling and then they will be forced back into their true forms.” Laying down on one of the couches, she continued. “You are truly an amazing filly Little Star. Your mothers would be proud.”

The joy filling the air and the happy embrace delivered via teleportation were already doing wonders to restore the love she had used to defend herself.


Killing time in the castle was not how she was planning on spending the day, but she dared not leave, not yet. She had to talk to Twilight and find out what exactly what she had done other than marking her for death from her own kind. So far, Twilight knew exactly what she was, and Candice knew a part of it.

She might as well face the music. In all likelihood she had only traded one master for another, admittedly this one fed her better and seemed to actually care about how she felt.

Chrysalis would have never defended her against Rainbow and made such a public display of support. Twilight did not love her, but she cared, and that could have been enough. More so with how potent Alicorn’s emotions were.

She had made herself as helpful as she could be in the kitchen helping Spike. She had read a few books to Star, even doing the silly voices the foal seemed to like so much.

The affection was just too tasty not to give into Star’s every demand. The filly could feed a whole hive on her own for months before she would be drained dry.

Most of Applejack’s doubts about her faded upon seeing how she acted around Little Star. As always, family and apples were the keys to befriending her.

Rarity was still surprised at everything that had happened, but she did a credible not show it. Only the taste of her emotions gave her away. The added edge of intrigue and excitement lead Elytron to think she was convinced this was some sort of conspiracy out of one of her bad romantic spy novels.


Elytron returned to the room with the others, having just put Little Star to bed. Admittedly she was teleported to and from the room by Little Star herself, but it was still the thought that counted.

“Where in tarnation is that mare?” Applejack asked. “She said she was just taking a quick trip to Canterlot. We all know she can teleport there and back before Dash could fly to my farm.”

“Darling just stay calm, there is most likely a perfectly good reason for this,” Rarity said.

“There had better be, I am getting mighty fed up of always worrying about what might have happened to her.”

“If you two need to go, go. I can look after Little Star and the Nightguard have this place surrounded. I would not be surprised if there was one still in this room,” Elytron said.

“But didn’t they leave hours ago?” Applejack said.

“Can you be sure? I still see shadows in here and any one of them could have a Nightguard in it,” Elytron said, retaking her seat.

“Oh my,” Rarity said, blushing slightly.

Applejack looked around a bit paranoid.

“Don’t worry you're the Elements of Harmony, you’re the best friends of Princess Twilight Sparkle, Luna’s betrothed. I am sure they have guards watching you around the clock.” Elytron said in her most reassuring tone, letting her eyes sparkle with mischief.

Rarity’s blush deepened.

“Well, I need to get back to the farm.” Applejack said. “And maybe get some more candles.” She added under her breath.

Rarity looked up, “As delightful as your company has been, I should go and collect my sister from Fluttershy. Thank you for doing this for us.”

“Anything for Twilight,” Elytron said in complete honesty. She knew that Twilight had enough magic that she could just compel her. So there would be little point resisting anything that would not harm her.

Rarity looked at Rainbow sleeping on top of a bookshelf and shook her head before joining Applejack on her way out.

Finally, she was mostly alone. The day’s events still hung in her mind, but at least with the mental wards here, this gilded cage would at least be safe. She let her eyes linger on Rainbow’s sleeping form. Perhaps I might be wrong about the ‘traitors’ after all.


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