• Published 21st Oct 2012
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A Wolf in Sheep's Clothing - Dee Pad

Can a changeling truly renounce his identity and find happiness amongst those he was taught to hate?

  • ...

Chapter 11: Changing the Tide

A Wolf in Sheep’s Clothing
By Dee Pad

Chapter 11: Changing the Tides


Twilight Sparkle stared at the clock on the wall. It was already after midnight. Once more her studies yielded no results on her research into changelings. She was tempted to concede to Rarity’s advice and just stop so she could get some sleep for once; it’s been several days since she had actually gone to bed at a reasonable hour.

She closed her open book of Equestrian History and yawned deeply. She wasn’t expecting to get much sleep anyway, even considering how tired she was. There were too many things on her mind, she felt she would be wasting perfectly good time snoozing when she could be studying.

I can’t believe that even the Royal Archives didn’t have anything about changelings. Why aren’t they mentioned in any books at all? Their such an enigmatic race, somepony must have been curious enough to try and learn something.

Twilight sighed. Just pondering it wasn’t going to answer any questions. She decided that, first thing tomorrow, she would head to Canterlot and see if she could get the Princess to tell her anything about them. Any information would have been helpful.

She was just about to head to bed when she heard a knock on the front door.

Great, when I finally decide to go to bed early, I get a distraction.

She contemplated just ignoring it. It was late anyway, technically the library was closed for the day. But her better judgment convinced her otherwise. Nopony would come at this hour if it weren’t something urgent.

Reluctantly, she answered the door and immediately took several steps backwards. Confusion and fear danced in her head at who was standing there. No, not who: What. A changeling, with a navy blue mane and deep, jade eyes. She wanted to study changelings, but this was a little too hooves on for her tastes.

“A-A changeling?! Here?!” Twilight pushed her fear aside for the moment, trying not to show signs of weakness. There was only one, she and her friends took on a whole swarm together, surely she could handle one. She positioned herself in a defensive stance, ready at a moment’s notice to launch a bolt of magic at the intruder. “I knew it. I knew Chrysalis was going to attack again. Well, I’ve been preparing for this,” she bluffed, knowing full well that she had learned absolutely nothing.

“Calm down,” the changeling said, remaining outside in the dark. “This has nothing to do with Chrysalis. I need to talk to you, Twilight.”

The unicorn arched an eyebrow. “How do you know my name?”

The changeling took a deep breath. The truth was finally going to come out. “It’s me, Twilight. Shade.”

Twilight’s eyebrow remained raised. “That’s it? That’s your lie? You know, you could have at least disguised yourself if you planned on impersonating somepony. You must be the worst changeling ever.”

Shade actually felt that was more of a compliment than anything else.

“It’s the truth, Twilight, it’s really me. Please, you have to believe me,” he pleaded, taking a step inside.

Twilight took another step back. “Believe a changeling? Look, I may not know much about all of you, but I know enough to know that you can’t be trusted.”

Shade felt a stab at his chest. Yet another pony who reacted exactly as Guise had predicted. “Can you at least hear me out first before you pass judgment?”

“You have an excuse prepared? Fine, let’s hear it.” Twilight felt confident that this changeling would be no match for her superior magic, so she was interested in finding out just what his game was.

“The ‘Shade’ you’ve seen walking around here for the past couple of days isn’t the real Shade, I am,” he began. “The other one is another changeling who is just out to steal love from Winter Maple to become more powerful.”

“Okay, so, hypothetically, let’s say you are the real Shade, wouldn’t you be doing the exact same thing as the other changeling?” Twilight retorted.

“No. I never had any intention to use Winter like that. I love her and I’m worried about her.”

Now Twilight was really skeptical. “You love her? Are changelings even capable of that?” Even though she sounded like she was insulting him, she was genuinely curious. “Anyway, if you’re the real Shade, then where’s the real real Shade?”

Shade was confused by her question. “I don’t follow.”

“If you’re a changeling and the other Shade out there is a changeling, then where’s the real pony Shade?”

He hung his head as he remembered the fate of the "real Shade," though technically his name probably wasn’t the same. “He doesn’t exist.”

“What?” Twilight was totally perplexed. “What do you mean ‘doesn’t exist’?"

“I’ve been Shade the whole time. From the moment I arrived in town and Pinkie Pie introduced me to you. That pony was me. A changeling was living with you all that time.”

Twilight took a moment to process the information. “That’s preposterous. I might not know much about changelings, but I think I’d be able to discern them from a real pony if one was living right under my nose for a month.”

“Just think about it for a minute, Twilight.”

“Think about what?” Twilight looked into the changeling’s eyes. There was something familiar about the them, like she had seen them before. An image of Shade’s face flashed in her mind. “Wait a minute...” She harkened back to her conversation with him a while back, about how his magic reminded her of changelings.

“Green magic...?” Her eyes widened in realization. “No way. That can’t be right.” Twilight shook her head. “You’re trying to trick me. It’s just a coincidence, that’s all.”

“It’s not a coincidence, Twilight,” Shade argued. “I can prove to you that I really am Shade.”

“And how do you plan to do that?”

“With this.” Shade held aloft the jewelry hanging around his neck, showing it clearly to Twilight.

“That’s...Winter’s necklace. But how did you--”

“She came looking for me in the Changeling Kingdom--or the Golden Glade as you call it. She must have dropped it at some point.” Shade gazed wistfully at the gem, hoping deeply that he could find some way to set things right again.

“If that’s the case, then any changeling could have found it. It doesn’t prove anything,” Twilight retorted.

Shade furrowed his brow. There had to be another way to convince her. He glanced around the room for something he could use. A piece of parchment paper on a nearby desk caught his eye and he walked over to it and grabbed it with his magic.

“Hey! Put that down, that’s private!”

Shade looked over the scroll. “Another letter to Princess Celestia.”

“So? What about it?”

Shade began to read off what was written.

“Dear Princess Celestia,

Sorry I haven’t submitted any reports on the magic of friendship lately, but I thought I’d send a letter to you anyway to let you know how I’m doing. I’ve been pretty caught up in my studies recently and it’s starting to affect my sleep schedule. I was thinking of paying Canterlot another visit soon. I was already there a couple of days ago, but apparently you were busy so we didn’t get to meet up. I hope next time we can get together and talk a little, you know, so you can tell me how things have been going at the palace lately. I also have some questions I’d like to ask regarding my studies as well.

Hope to see you soon,

Your faithful student,

Twilight Sparkle

P.S. Spike says 'hi’

Shade placed the parchment back onto the desk as it was. Twilight looked at the changeling with a quizzical expression.

“What was that supposed to prove?” she asked with mild frustration.

“Twilight, the studies you mentioned in the letter, they involve changelings, right?”

“...Yeah,” she answered, raising an eyebrow. “So wha--wait, how did you know that?”

Shade ignored her question. “Let me tell you an interesting fact about changelings: they can’t read.”

Twilight mulled that over for a second. “Okay, so they can’t read, big dea--” She paused, staring at Shade in total bewilderment. “Wait, if changelings can’t read, then how did you--”

“Because you taught me how to read, Twilight,” Shade answered, looking her straight in the eye. “Didn’t you find it strange that a grown stallion was completely illiterate? It’s because changelings have no schools where they can learn and no connections to pony society that they can use as a reference. It’s reasons like this that most changelings are usually found out when they impersonate somepony.”

Twilight was still trying to wrap her head around all of this. “Then how come nopony found you out?”

“Because I wasn’t trying to be a changeling. I was trying to be a pony. I wanted to learn to read because it would help me become more like a real pony. It’s the same reason why I got a job, friends...a girlfriend...” Shade’s mind drifted back to Winter and her predicament. “Do you believe me now, Twilight?”

Twilight was at a loss for words. Certainly this changeling could have gotten all of this information from the real Shade, but would it really be worth all of this trouble? What could he possibly be planning where he would just waltz up to her front door without so much as a disguise? Either he really was the worst changeling ever...or he was telling the truth.

“This is really confusing.” Twilight placed a hoof on her temple as her brain fought to decide what to believe.

“I know. And I don’t expect you to totally believe me just because of what I am, but can you at least help? If not for my sake, then for Winter’s. She’s in serious trouble and if we don’t do something soon, all of Equestria could be in jeopardy. And in the end, if you still aren’t convinced...” Shade let out a apprehensive breath. “...then I’ll go back to the Changeling Kingdom without a fuss.”

Twilight shut her eyes in thought. “Mmmm...Fine, okay, I’ll help you. But if I find out you’re lying, I’m going straight to the Princess about this.”

Shade nodded. “Fair enough.”

“So, what’s the plan anyway? Do you have something in mind to deal with this other changeling?”

He thought back to search his memory for anything that could give him some idea as to what to do. “Hmm...Yeah, I think I got something.” He glanced up at Twilight. “Do you remember that spell you used to help fight the changelings back in Canterlot?”

***** ***** *****

For the average pony, it was a day like every other day in Ponyville. Get up, go to work, go to school, tend to your garden, talk and play with friends. They were all completely oblivious to the plot that was unfolding right on their doorstep.

Winter remained slightly distant from her boyfriend as they walked to the market. Shade had been acting strangely lately; more aggressive, more...cold. And he wasn’t nearly as affectionate with her since they got back from the Golden Glade. Not only that, but he seemed to be having difficulty with trivial tasks like using an oven or microwave. Even his reading lessons appeared to be losing their effect as words were beginning to confuse him despite how far he’d come. And something about his eyes seemed different. She had seen the stallion she loved in those eyes when they were reunited, but now they looked less gentle and more...imposing, walking with a steely gaze focused on his path. She was worried about him. She needed to know to what was going on.

“Shade?” Winter asked apprehensively. “Have you been feeling okay recently?”

His focus was broken and he lapsed into his usual friendly demeanor. “Huh? Yeah, fine. Why do you ask?”

Winter swallowed. She didn’t want to make it sound like she thought he’d been acting like a jerk or anything. “Well, you’ve been behaving kind of...oddly lately.”

Shade furrowed his brow almost unnoticeably. “Really?” he replied flatly.

“I was just wondering, if there’s something on your mind, we could talk about--ow!” Winter stopped walking and placed a hoof against her head.

Shade was grinning slightly, but his expression shifted to concern as he stood at Winter’s side. “Those headaches are still bothering you?”

The pegasus shook it off. “Yeah...”

Her wing had healed up nicely, but every now and then her headaches would come back. She’d visited the doctor several times in the last few days, but no matter what kinds of tests they ran, nopony could figure out what was causing them. She was beginning to get seriously worried for her health. Had those changelings done something to her that modern medicine couldn’t detect or cure?

“Do you want to go home and lie down? I can take care of the shopping if you want,” Shade offered.

“There’s not much point,” Winter sighed. “Rest isn’t gonna help or I’d be better by now.”

Shade remained close to her as they continued towards the market. Winter hadn’t noticed the extremely faint, green glow around his horn or the small smile of satisfaction on his lips.

The two caught the sound of galloping hoofsteps behind them. At first, they passed it off as a couple of foals just playing tag or something, but the sprinting ponies came to a halt some distance behind them and called out.


The white stallion let out an exasperated sigh. Turning around, he saw exactly who he thought it was: Shade, the real Shade, accompanied by Twilight Sparkle.

The imposter pony was puzzled as to how and why Shade would be with one of the Elements of Harmony without a disguise, and in the middle of town where everypony could see him.

Winter stared blankly at the changeling standing there, then looked at the stallion beside her and blinked. “Shade?” she directed towards the changeling.

Guise shot a panicked look at the pegasus and quickly set his horn aglow. Winter winced in pain, squeezing her eyes shut. When she lifted her head again, her expression became blank and emotionless, her eyes losing their usual amber and glowing a soft green.

“I thought I told you I didn’t want to see you around here again,” the imposter reiterated to the changeling through clenched teeth.

“Did you think I was going to just give up on Winter?” the real Shade retorted.

“Didn’t I tell you what would happen if you tried to interfere again?”

Shade looked around. The many passing ponies stared in confusion and fear at the changeling standing in the middle of town, out in the open. A crowd was starting to form in the area, whispers and mumbles passing from ear to ear.

“In front of all these ponies? You’d need some guts for that,” Shade taunted.

“Just leave before somepony gets hurt,” the fake threatened.

Shade stood his ground. “Not gonna happen. Twilight.” He turned to the violet unicorn, giving her the signal.

“You better be right about this,” she warned.

Twilight fired a quick bolt of magic from her horn towards the unicorn stallion some distance away. The imposter couldn’t react quickly enough to erect a shield and the burst struck him dead center in the chest. The force of the impact sent him skidding back several feet and his disguise was instantly shredded like paper leaving him standing, exposed, to the bewildered residents of Ponyville.

“Another one?”

“It’s another changeling!”

“Where are they coming from?”

“Shade was a changeling?”

“Is there another invasion going on?”

Twilight stared in disbelief at what she was seeing. “So he was telling the truth.”

Guise whipped his head around in a panic, now realizing that his secret was out. He looked back to the other changeling, glaring at him with intense hatred.

“You! Look what you did! You ruined everything!” Guise shouted in rage.

Shade showed no sign of satisfaction in his success to stop Guise’s plan. “It’s over, Guise. Now everypony knows you’re a fake. You can’t keep going like this. Just give up and go home.”

Guise growled through tightly clenched teeth. He was furious. All his hard work brought to ruin in an instant because he let his guard down for a moment. “It’s not over!” he yelled. “I may have been found out here, but I can just take my battery here and hightail it to someplace where nopony will find me, biding my time until I get the power I need!” Guise allowed himself to calm down a bit, but venom still oozed from his voice. “I should have killed you when I had the chance. Well I’m not about to let the opportunity slip by this time. I’m getting out of here right after I kill you!”

“Go ahead and try,” Shade goaded. “Even with all the power you have now, I doubt you would be a match for all the ponies gathered here right now.”

Guise’s eyes shot around the crowd. Power was one thing, but numbers were another. He knew he wouldn’t stand a chance with these odds. “Fine, then if I can’t get away with it, I can at least take satisfaction in knowing I got to see you dead before I was caught!”

The red-eyed changeling lowered his head, his horn glowing brightly. A burst of green magic shot forth and screeched toward Shade who braced himself for the impact.


A familiar voice entered his ears, immediately followed by a powerful explosion just a few feet in front of him. A figure had charged into the path of the projectile, absorbing the impact in place of Shade. The figure was blasted backwards towards him and Shade barely managed to catch her mid-flight. He looked down in horror at the scorched and wounded form of his childhood friend.


Chamella coughed and opened her eyes, looking up at Shade. “Are you okay?” she asked weakly.

“You idiot,” Shade scolded quietly. “What were you thinking?”

“I didn’t want to see you get hurt anymore. I figured it would be better me than you.” She tried to laugh, but only managed to hack out a cough. “I guess love can make you do crazy things sometimes.” She smiled.

“Dammit, Chamella, I told you to stay home,” Shade said shakily, fighting back his tears. “Why would you do something so stupid?”

Chamella lifted a singed hoof and placed it softly on his cheek. “Because I want you to be happy.”

Shade was at a loss for words. He stared at her with his mouth open trying to come up with something to say. “How long have you felt this way?”

“I’m not entirely sure, a long time probably, but I only really realized it after you left. I missed you so much. I wanted you to come back so I could be with you again. I know you don’t love me the way I love you, but that doesn’t mean I don’t want you to do what makes you happy. If being with Winter is what makes you happy, then that’s what you should do. And I’ll gladly do anything I can to help, even if it means sacrificing my life.”

“Don’t say something like that,” Shade said with deep concern.

“At the very least, consider it my way of apologizing for causing all of this. You wouldn’t be in this situation if it weren’t for me. So, I’m sorry.”

Chamella’s eyes drifted shut. Shade felt a tear run down his cheek.

“Shade?” Twilight pensively stepped over to him as he held his friend in his hooves.

Chamella’s chest rose and fell gently and the quiet sound of her breath could be heard over the deafening silence in the town square.

Twilight breathed a sigh of relief. “She’s alive, thank goodness.”

Guise had watched the whole scene unfold. “Stupid girl. Why do you have to play the martyr? If you had just stayed out of the way you wouldn’t have gotten hurt.”

Shade shot an icy glare at Guise. “Twilight, take care of Chamella,” he ordered flatly.

Twilight acknowledged him with a nod, lifting Chamella a short distance away and gently placing her on the ground. A small group of curious ponies gathered around to investigate the unconscious changeling.

“Do you see what you did, Guise!?” Shade shouted angrily. “She was innocent, yet you allowed her to get caught up in the crossfire!”

“And how is that my fault?” the antagonistic changeling shot back. “How was I supposed to know she’d show up out of nowhere and do something stupid like that? Why should I care anyway, she’s your friend. But just so nothing gets in our way again...”

Guise’s horn shone a brilliant green and emitted a field of energy outward. The barrier passed straight through Shade, but any other ponies unfortunate enough to be standing too close--Winter and Twilight included--were violently shoved back, forcing the crowd to take up a circle around the newly formed arena.

“There. Now, no more interruptions. Happy?”

Shade stared down his former friend. He almost couldn’t believe he was in this situation right now. One of his oldest friends, someone he’s known since he was just a hatchling, was now trying to kill him. And for what? Power?

Outside the shield, Twilight observed the staredown between the two changelings.

“What exactly is going on here?” she whispered to herself.


The unicorn turned her head. Her five friends and fellow Bearers of the Elements of Harmony approached her, gazing in awe at the scene before them.

“What’s goin’ on here?” Applejack asked. “Is that changelin’ who Ah think it is?”

Twilight nodded slowly. “Yeah.” She turned her gaze back to the barrier. “It’s Shade.”

“And the other two?” asked Rainbow Dash.

The violet mare shrugged her shoulders. “Old friends from what I can gather. I’m not entirely sure.”

Rarity raised a hoof to her mouth. “Oh my. So, he was a changeling this whole time? How could we not have noticed?”

The mares’ attention returned to the two changelings behind the barrier when they heard Guise speak.

“Nopony’s gonna save you now, Shade. As long as we’re the only ones in here, you’re as good as dead.”

Guise lit up his horn once more as he prepared to launch another bolt of magic at Shade. At the speed that he could fire them, there was no way he could dodge it. All he could do was set up a personal shield and hope that it would at least soften the impact.

Guise’s projectile tore across the ground and collided with Shade’s last-second barrier. To the surprise of both changelings, Shade was completely unharmed.

“What the-?!” Guise stared befuddled by his still-standing opponent. “How did you block that?!”

Shade was equally confused, looking himself over for any scratches or burns he may have suffered, but found none. How was it his shield proved utterly ineffective last night, but today it held up perfectly?

Shade turned around and looked to Twilight as if to expect an explanation, but was distracted by a pair of weak, pink eyes looking back at him. Chamella propped herself up slightly to show she was okay and gave Shade a reassuring smile.

No way. It can’t be...

“What could you have possibly done in the past night to become that strong?!” Guise continued to demand, “What gave you that power?!”

Shade turned back to his opponent, confident in his answer. “Love.”

Guise cast a blank stare. “What?”

“Love, Guise,” Shade reiterated.

Guise placed a hoof against the bridge of his nose and sighed. “In case you haven’t noticed, Shade,” he said, gesturing behind himself to an entranced pegasus outside the shield, “I am currently in control of your love source. Where can you possibly be getting more from?”

“Her,” Shade said, pointing to Chamella. Chamella pointed a hoof at herself in confusion.

Guise gave Shade a half-lidded stare. “You must be joking. Changelings can’t draw love from other changelings, you idiot.”

“And I suppose you’d know, would you?” Shade waited for his response to his rhetorical question. When he didn’t receive one, he continued. “Who’s to say we can’t absorb love from other changelings? Has anyone ever bothered to search for love within the colony? Mating has always been an exercise in procreation and never a show of affection for changelings.”

“Then why didn’t you have this power last night? You don’t just instantly become powerful like that.”

“Honestly, I don’t know. Maybe it’s because Chamella wasn’t there. But when you think about it, all this makes sense.”

Guise arched an eyebrow. “What are you talking about? What makes sense?”

“Haven’t you ever wondered why Chrysalis is our leader? It’s because she’s stronger than the rest of us. And the only reason she’s stronger is because she has the admiring love of her subjects. She draws from that to become more powerful.”

“How does that make sense?” Guise snapped. “If she’s getting power from so many changelings, then how come she isn’t the most powerful creature in existence by now?”

“Because there’s a difference between admiration and true love,” Shade explained. “True love is what Chamella feels for me and what I feel for Winter. And as we all saw during the invasion, love is a force more powerful than anything, which is why we changelings seek it so desperately.”

Guise rolled his eyes. “Ugh, I think I’m gonna puke. That’s the sappiest thing I’ve ever heard in my life.”

“That’s just the way I perceive it,” Shade clarified. “Whether I’m right or wrong I have no idea. All I know is, I have the means to defend myself now, thanks to my friend.” He glanced back at Chamella with a warm smile which she happily returned.

“Ha ha! We’ll just see about that!” Guise laughed.

The red-eyed changeling launched another spell at Shade who once again used his barrier to absorb the blast. He immediately retaliated with a shot of his own. Unfortunately, Guise was also able to defend himself.

“Hmph, looks like we have a stalemate,” Guise pointed out.

“Then it’s a war of attrition. One of us is going to get worn out eventually.”

Guise flashed a fanged smile. “Unless we simply resort to our primal instincts.”

He charged forward, flitting his wings to get off the ground with the intention of ramming Shade head on. Without so much as batting an eye, Shade raised another barrier causing Guise to slam straight into it.

“Oof!” He fell to the ground, barely catching himself on his hooves. “Grr, you little...”

“Woo! Go, Shade! Kick that phony’s flank!” came the exuberant cheers of a pink earth pony from outside the arena.

Guise cast a quizzical look at the eccentric mare who seemed to be viewing this as some sort of stage show. Shade grinned when he saw his opportunity, pivoting on his front hooves, raising his back ones and bucking Guise hard in the chest. The furious changeling rolled along the ground before skidding to a stop. He stood with uncontrollable rage marking his face, huffing angrily.

“That was a cheap shot!” he shouted.

“I’m sorry,” Shade sarcastically apologized. “I was under the impression that changelings were supposed to be underhoofed and deceptive. How do you like the taste of your own words, Guise? Bitter much?”

Guise’s pupils narrowed to tiny, vertical dots, his razor-sharp teeth glaring in the sunlight. “I’ll show you bitter!

He recklessly charged forward again. Shade didn’t budge, erecting another barrier to protect himself. But Guise didn’t harmlessly bounce off this time. Instead, he thrust his curved horn against the shield. Shade looked on in amazement and worry as green sparks flew from the point of impact and small cracks started to fan out from it. Within seconds, the barrier shattered. With nothing between them anymore, the pressure Guise had been applying caused him to lunge forward, tackling Shade violently. The green-eyed changeling slammed into the wall of their arena and fell forward to the ground. He managed to get back to his hooves just in time for Guise to blast him with another magic spell.

Chamella, Twilight and her friends watched in agony as Guise seemed to have gained the upper hoof. Pinkie Pie pounded her hooves futily against the wall of magic, desperate to aid her friend, Fluttershy cowered behind Rarity, unable to watch the violence, and said unicorn gazed on in concern for the losing changeling.

“Consarnit, Twi, we gotta do somethin’!” Applejack said, stomping a hoof. “Can’t y’all do somethin’ ‘bout this here shield?”

Twilight looked over the enormous barrier surrounding the two changelings. “I could try a dispel, but I’m not really familiar with changeling magic, I don’t know if it would work.”

“Well, ya gotta try somethin’!”

The unicorn nodded in agreement. She fired a small orb of light from her horn at the shield. Upon impact, her spell fizzled out, proving ineffective.

“No good. The shield’s too strong. That changeling wasn’t kidding when he said he had a lot of power.”

“Power?” Chamella repeated to nopony in particular. Her eyes looked through the barrier to the other side of the town square. Amongst the circle of ponies surrounding the arena was a still-entranced, white pegasus, watching the battle unfold emotionlessly. “Twilight?”

“Hm?” Twilight glanced down to the female changeling that Shade had left in her care. “How do you know my name?”

“That’s not important. Listen, Winter is still over there.” She pointed to the pegasus across the way. “Is there anything you can do to help her?”

Twilight eyed the mare in question thoughtfully. “Ah ha!” she exclaimed. “Actually, I think there is.” Without a moment’s hesitation, Twilight darted off to the other side, weaving and dodging through the thick crowd of ponies.

Shade sloppily managed to roll away as Guise attempted to stomp of hoof on his chest, climbing to his hooves and firing a bolt of magic at his opponent. The shot came up short, missing its target by just a foot, but the blast was still enough to force Guise backwards. Shade burst through the cloud of dust, checking Guise with his shoulder and knocking him to the ground. Guise rose shakily, still gritting his teeth in fury. Both changelings were panting heavily. The battle was taking its toll. They were exhausted, bruised and drained, but neither was willing to surrender.

“Give it up, Shade. I’ve got you on the ropes,” Guise panted.

“Are you blind? You’re just as beat up as I am.”

“But the difference is I’m stronger than you,” he smiled egotistically.

“Don’t delude yourself. As far as I can tell, we’re dead even.”

“Says you!”

Another spell ripped forth towards Shade. The navy-maned changeling ducked to barely avoid it. The stray burst collided with the shield wall where Chamella and Twilight’s friends were gathered causing the group to jump with a start.

“Where’d Twilight go anyway?” Rainbow Dash asked. She shot an angry glare at Chamella. “What did you tell her?”

The changeling flinched, attempting to hide herself behind her straight, purple mane. “S-She’s looking for Winter.”

“Rainbow Dash, please! She’s frightened enough as it is, she doesn’t need you glowering at her,” Rarity scolded.

“How do we know she’s not trying to pull something? She is a changeling,” the pegasus argued.

Chamella hung her head, looking away from the accusing pony.

“Given the circumstances,” Rarity said, gesturing to the bout going on in front of them, “I don’t think we’re in any position to assume she’s up to no good.” She leaned down to the injured changeling, speaking softly and comfortingly. “Are you alright, dear?”

She gave a weak nod.

“That’s good,” the unicorn smiled. “Now why don’t we just get mean ol’ Rainbow Dash away for now...”

“Hey, hey! What’re you doin’?!” Rainbow Dash protested as Rarity pushed her behind their group.

“...and introduce you to somepony I’m sure you can get along with.” She gestured for Fluttershy to step forward. “Go on, darling, talk to her.”

Chamella and Fluttershy both twiddled their hooves nervously, never making eye contact with one another. Rainbow Dash peered over Rarity’s shoulder.

“Great, now there’s two of them,” she groaned, rolling her eyes. “Geez, where’s Twilight gone off to? I never thought I’d say this, but I need somepony intelligent to talk to.”

Twilight pushed and shoved her way through the crowd, almost having tripped over somepony else’s hooves several times. She thought she may have passed her target by now, but those worries were alleviated when a maple leaf cutie mark came into view. She rushed to the pegasus’ side and tried to get her attention.

“Winter! It’s me, Twilight!”

Winter slowly turned her head. She stared at the unicorn through glowing, half-lidded eyes. Ignoring her, she turned her gaze forward again, her eyes following every little movement of her current master as he traded blows with the other changeling which she may as well not even recognize anymore.

Twilight looked worriedly at her before steeling herself and focusing her magic. “It worked once...”

She lowered her horn, making contact with Winter’s head. The pegasus’ head became encased in a soft, pink glow and she started to look woozy. Winter’s eyes closed and she stumbled slightly. Twilight placed a hoof on her shoulder to help her remain balanced, but the white mare fell against her side.

Her eyes opened slowly. The green glow had vanished and her vibrant, sunset eyes were restored to their natural beauty. She looked up at Twilight in confusion.

“Where am I? What’s going on?” she asked groggily.

The sound of an explosion snapped her out of her stupor. Her eyes widened as she witnessed the battle taking place in the middle of the town square. But her heart skipped a beat when she recognized the changeling with the navy blue mane and green eyes.


Both changelings looked in her direction in surprise. Shade received a smile and wink from Twilight, letting him know that she really was on his side. He turned his attention to Winter. Although she seemed confused about what was happening, she gave Shade a weak smile.

“Grr, stupid unicorn, mind your own business,” Guise grumbled to himself. He cast a look back at Shade who was busy looking at his newly-recovered girlfriend. A devious, toothy grin appeared on his face and he rushed forward.

Shade was tackled to the ground and pinned. Guise firmly placed his hoof against his opponent’s neck to hold him down before lunging at him with mouth open and fangs out. Shade screamed out in pain as Guise’s fangs pierced deep into his shoulder, giving Guise his first taste changeling blood.

Winter was forced to watch in horror as the vicious changeling chomped down on her loved one.


Tears welled up in her eyes and she pounded the magic wall with both front hooves.

Guise showed no signs of letting up, greatly enjoying the taste of his former friend’s blood on his palate. In a desperate gamble to free himself, Shade set his horn aglow. A shockwave of magical energy shot outwards, pushing Guise off of the wounded changeling. He spread his wings and caught himself in midair, landing warily but wearing a satisfied smile.

Shade made to stand, the intense pain coursing through his shoulder made worse when he tried to apply pressure on his left front hoof. He glared fiercely at Guise. Fresh, glistening blood dripped from his fangs. There was no better picture to sum up how monstrous the changelings truly were. Guise greedily licked his fangs clean of the red fluid, still grinning devilishly.

“I’ve always wondered what changelings tasted like. If I’d have known they were this good, I would have eaten you years ago.”

Shade attempted to stand defiantly against Guise, but the pain in his shoulder forced him to his knee.

“I guess the game’s finally over, huh?” Guise snickered. “You can’t even stand up anymore. But, hey, look at the bright side.” He leaned in close to Shade’s face. He could smell his own blood on Guise’s breath. “I’m gonna take good care of your girlfriend.”

Shade thrust his head forward, trying to jab his horn into Guise’s eye. The cocky changeling pulled away, avoiding contact.

“Still got some fight left in you? Good, I was hoping it wouldn’t end that easily. Go ahead, if you have enough stamina left to keep going, take one more shot.” Guise stood firmly in place with no intention of moving or blocking. “But be warned, I’m only giving you one more. After that, you’re dead.”

Shade couldn’t even get to his hooves. He lay kneeling, crippled, on the ground with blood pouring down his leg from two large, deep, open wounds. He could fire another spell at Guise, but it wouldn’t be enough. He could fly and ram him, but it would only serve to injure himself further.

That was it. It was over. He couldn’t keep fighting like this. He could already feel his thoughts becoming muddled as he lost more and more blood and the pain in his shoulder all the more unbearable. His remaining legs fell out from under him and he lay with his stomach to the ground. Guise’s gleaming, red eyes and triumphant smile was the last thing he saw before his eyes drifted shut.


A voice?

“...Sh...de...Shade! Get up! Please!”

He felt a surge of energy flow through his horn that spread across his entire body. His eyes shot open as if being startled from a sound sleep. He looked around to see the crowd of ponies watching him, some of them seeming to be urging him to get back up.

But only one pony’s voice managed to reach his ears.


Winter was shouting at the top of her voice. The sound sent an invigorating wave of warmth through his mind and body.

The pain in his shoulder began to dull. With strength he didn’t know he had left, Shade stood up. His entire being felt like it was burning with energy. His horn tingled, his vision was clear, and his target was chosen.

Shade glared determinately at Guise who could only watch in bewilderment as the once-thought-dead changeling stood ready to fight once again.

He knew what was happening. This feeling was so familiar to him by now, though he had never noticed it was there: Winter’s love. He felt it coursing through him, empowering every muscle, heightening every sense.

But it wasn’t just Winter; Chamella, too, shared her love with him. He had the love of the two most important mares in his life giving him the will to continue and the strength to succeed.

“What in Tartarus is wrong with you?!” Guise panicked as he could feel the very air around him spark with magic, stinging his horn.

A vivid, neon green glow emanated from Shade’s horn, soon enveloping his entire body. Small swaths of emerald flames wreathed the ground around his hooves. Guise had to shield his eyes from the sheer brilliance of the display.

Shade’s horn crackled with energy, sparks spraying in every direction. He lowered his head, pointing the surging appendage towards his opponent. A bolt of bright, green lightning shot forth. Guise, against his word, hastily erected a barrier around himself, but it was reduced to dust the instant the bolt made contact. The magical bolt of energy kept going and adhered itself to Guise’s horn like a lightning rod.


Guise’s shriek echoed throughout all of Ponyville as countless volts of magical current tore through his body. It felt as if his insides were being fried and his very life force were being drained. The shield forming their battleground cracked and shattered, no longer restricting anypony from approaching. But nopony did, they were too preoccupied by the horrific scene unfolding before them.

Shade, in his fury, had to force himself to release his hold on Guise’s horn. The bolt vanished in an instant as did the flames and the incandescent glow over his body which lifted from him like a cloud of green smoke before evaporating into nothing. The pain quickly returned and he fell to his knees again.

Guise stood motionless, smoke rising from his horn, eyes rolled back, and mouth hanging open in a silent scream. He slowly tilted forward, the imbalance soon causing him to gracelessly collapse to the ground.

Without another moment’s hesitation, Winter dashed to Shade’s side.

“Shade! Shade! Are you okay?! Please, say something!”

The injured changeling groaned in pain, but managed to give Winter a warm smile. “Yeah, I’m fine.”

Winter couldn’t keep the smile from her own face. “No, you’re not, stupid. You’re hurt.”

“Could’ve been worse,” he chuckled.

They were both distracted by the labored breaths from the other collapsed changeling. Still lying stationary on the ground, Guise glared at the two of them with an intense, incomparable loathing, but said nothing. He didn’t even have the energy left to speak.

With Winter’s help, Shade rose to his hooves and hobbled over to him.

“See, Guise? I told you I wasn’t going to let you get away with it,” Shade breathed. “You’re lucky to be alive right now.”

He winced in pain as his shoulder cried out at him to take the pressure off his hoof. Guise would have smirked, satisfied that he had left his mark, if he weren’t in severe pain or even physically capable.

But the pain began to numb and a soft pink glow covered Shade’s wound.

“I think you’re just as lucky as he is,” Twilight said as she approached, horn alight with magic.

The gathered ponies, now feeling confident that the threat had been neutralized, all started to close in around Shade and Winter. Closest to them were the Elements of Harmony.

“Is it really you, Shade?” asked a concerned Rarity.

“Yeah, it is,” he replied weakly, leaning into Winter for support.

“So, y’all really were a changelin’ this whole time. Mah gut wasn’t wrong after all.”

“But he’s not like the others!” Winter defended. “He’s different...”

A sudden realization dawned on her. The pony she was reunited with in the Golden Glade wasn’t Shade, it was Guise. He was the one who said all that stuff to her, not Shade. She looked at him with hopefulness in her amber eyes, wishing deeply she was going to get the answer she wanted.


He turned his head to face Winter.

“All that stuff you told me back in the Everfree Forest, was it all true?”

He nodded. “Yeah, of course it was.”

“And you really do love me?”

Another nod. “Without a doubt.”

“Then tell me. I want to hear you say it.”

Shade looked deeply into Winter’s eyes. She could see it so clearly; the glint, the spark, the stallion she loved. He was there, staring back at her from behind his jade eyes. He glanced down at his own chest and Winter did the same, noticing the jewel dangling from its silver chain. Shade removed it from his neck and delicately draped it over Winter’s where it belonged.

“I love you, Winter. Nothing will change that fact. Ever.”

She took a moment to absorb his words. They didn’t feel the same as when Guise had said it. She felt as if her entire body could fly even without her wings. She leaned in and planted a deep, loving kiss on his fanged lips. It was their first, real kiss.

“That’s so romantic,” Rarity sniffled as she wiped a tear from her eye. “Like Romeo and Juliet; star-crossed lovers whose love was condemned due to their families’ differences. Except with a happy ending, of course.”

Rainbow Dash pushed her way forward and scrutinously looked Shade up and down.

“How do we know you’re the real deal, huh? Got any hard evidence?”

Shade thought for a moment. “No, I guess not. With things as they are I don’t think I can definitively prove that it really is me.”

“Then how can we trust ya?” the pegasus questioned.

“Stop it, Dash.”

Rainbow Dash gawked at Applejack in surprise. “You’re defending him? You’re the Element of Honesty, how can you possibly trust a changeling? You were the one who didn’t trust him in the first place.”

“Yer right, Ah am the Element o’ Honesty and as such, Ah can tell he’s bein’ truthful.” She looked him straight in his emerald eyes. “I kin see it in ‘is eyes. And in Winter’s. Why would he go through all o’ this if’n he wasn’t bein’ honest? He almost got killed out here.”

Shade felt a sudden weight lifted from his heart. They knew now and yet they still trusted him. It was the outcome he had been hoping for from the very beginning when he left the Changeling Kingdom. He let out a remorseful sigh.

“I’m sorry, everypony. I deceived all of you. It wasn’t right. But the only reason I did it was because I thought you would react badly and try to chase me out or worse.”

The six of them shared guilty glances with one another. Twilight spoke for the group.

“Honestly, given everything that happened during the wedding, you’re probably right. And we should be ashamed of ourselves.” The others nodded in agreement. “We learned a long time ago not to judge books by their covers. If it’s any consolation, we’re sorry too.”

Shade smiled. “You’ve got nothing to apologize for. Twilight, you’ve done more for me than anypony else in the world. You gave me a bed to sleep in, you helped me find a job and you taught me how to read. Most importantly though, if you hadn’t done all those things, I wouldn’t have met Winter.”

The loving pegasus nuzzled into his neck gently.

“I owe you everything, Twilight. And your friends too. You helped me find a better life and a reason to live. So, thank you.”

“Um...” a small voice peeped from the back of the group.

Rarity and Rainbow Dash moved aside to allow Fluttershy to step forward, followed by a purple-maned changeling who had regained enough strength to stand up.

“I think she wants to talk to you.”

Fluttershy stepped back to let Chamella approach Shade, which she did pensively.

“If...If anypony owes anypony an apology, it’s me,” she admitted meekly. “None of this would have happened if it weren’t for me.” She looked at Winter who instinctively inched back. “Winter, I’m sorry I attacked you and sealed you in that cave. I’m not really a bad person, honest, but when I saw you with Shade, I got so jealous. I felt like you had stolen my best friend from me.” She stopped and took a deep breath. “But what you actually did was show him true happiness. And for that I am forever grateful. Seeing him happy makes me happy.”

She gave Winter a friendly smile. The pegasus let her slight fear of the other changeling fade for the moment and smiled back, though somewhat insincerely. Chamella looked back to Shade.

“Shade, I don’t expect you to forgive me. What I did was unforgivable. I tarnished our friendship which is something that’s rare to come by in the Changeling Kingdom. I hope that, at the very least, we can still be friends after all this, even if you don’t forgive me.”

Shade and Winter looked at each other. He then looked to Twilight and her friends. All of them wore comforting smiles that told him what he should do.

“Chamella, you’re my oldest friend, we’ve known each other ever since we were hatchlings. You’re like a younger sister to me. Even if I don’t love you the way you love me, that doesn’t mean I don’t want to be your friend.”

Chamella smiled happily and stepped forward, giving him a hug which he returned. Rarity wiped another tear from her eye.

“Oh, please, stop,” the unicorn sobbed. “I can’t take much more of this.”

“Hey!” Pinkie Pie chirped, finally joining the conversation, “Now that everypony--er, everychangeling? Whatever--is all buddy-buddy again, how about we celebrate? Who’s up for a party?!”

Cheers and whoops erupted from the crowd as everypony prepared for what was going to be a community-wide shindig.

“I’m afraid that’s going to have to be put on hold for a little longer.”

The heads of everypony in the crowd shot back and forth searching out the source of the mysterious voice that had interrupted them.

“Who was that?” Winter asked nopony in particular.

Chamella glanced around warily before craning her neck skyward. Her pupils shrunk in shock and fear. “S-Shade! Up there!”

Everypony turned to where the changeling was pointing. Hovering in the sky above Ponyville with her translucent, tattered wings was the Queen of the Changelings herself, accompanied by a dozen changeling soldiers adorning midnight blue armor to reflect their status as her personal guard.

The citizens of the small community went into panic, running to and fro. Many of them retreated back to their homes while others stayed out of morbid curiosity, but still maintaining a safe distance and ready to bolt at the first sign of danger.

“Chrysalis,” Twilight hissed through clenched teeth.

The Changeling Queen casually flittered down and landed gracefully amongst the chaos. Her guards maintained a perimeter around her, ensuring nopony tried anything foolhardy. Chrysalis flashed an amused smile at the disarray her arrival had invoked.

“I knew you’d come back, that’s what I’ve been preparing for,” Twilight bluffed knowing full well she hadn’t learned anything. “Although, admittedly I was hoping for a little more time.”

Applejack stepped forward confidently. “We don’t want y’all here. Git back ta where ya came from!”

Chrysalis let out a disappointed sigh. “I see the changelings’ reputation is as sour as ever. Look, just calm down. As hard as it may be to believe, I’m not here to cause trouble.”

Confused glances were shared amongst the group. “You’re...not?” Rainbow Dash questioned.

The changeling queen shook her head. “No, I’m simply investigating something.”

“Investigating? What are you looking for?” Twilight asked. Everypony was certainly curious; it wasn’t everyday a known villain showed up to just find something.

“I’ve been hearing talk from my subjects about strange goings-on in my kingdom. First, I hear that a few of my own subjects have been spotted coming in and out of the kingdom somewhat frequently.” She cast a glance down to the two changelings standing with the Elements of Harmony. “I assume that would be you two.”

She received a pair of hesitant nods.

“Hmph, I see. So, I suppose I haven’t won back the trust and respect of all my subjects quite yet.”

“Why would any of them trust or respect you!

Everypony looked at Winter with surprise who was pointing an accusatory hoof at Chrysalis.

“You just use them for your own selfish gain! They’re nothing but tools to you; disposable and replaceable! You shouldn’t be surprised that they wanted to leave, you treat them like slaves!”

A black, hole-covered leg was gently placed on Winter’s pointing hoof. She turned to Shade with a perplexed expression. He simply shook his head slowly. Winter lowered her hoof back to the ground.

Chrysalis closed her eyes in exasperation. “It’s obvious that you don’t know much at all about how the changeling monarchy operates, do you?”

Winter stared silently, already regretting her outburst.

“You haven’t told her much about us I take it, Shade?”

“No, aside from Winter here, they only found out that I was a changeling today.”

The group of mares stared at Shade in shock. “She knows your name, Shade?” Twilight balked.

Rainbow Dash stomped forward. “Oh, I get it now. You were a spy all this time, weren’t you?! Performing reconnaissance for your queen here!”

“I know the names of all my subjects, Miss Dash,” Chrysalis clarified. “I don’t know Shade personally though. And in regards to the earlier accusation that I’m a slave driver, I’ll have you know I care deeply about each and every one of my subjects. So, when I heard that a few of them had left, I became concerned. I simply want to know why. Can you satiate my curiosity, Shade?”

Shade gave her a hard stare, even knowing that his answer might not be the one she wanted to hear. “I don’t want to be associated with the changelings anymore. Your--our failure in Canterlot made me realize that we were what everypony thought we were: monsters. I wanted to take a more diplomatic approach. I wanted to give peace a shot.”

“If diplomacy were the easiest route, don’t you think we’d have done that,” Chrysalis retorted as she scratched her head. “It didn’t work in the past and it won’t work now. We’ve built up a powerful reputation over the centuries and that’s not likely to change any time soon. So, unfortunately, that means we resort to force to get what we want. It’s just the way things are.”

Shade grit his teeth. “It doesn’t have to be that way!”

Chrysalis was taken aback.

“I’ve earned the trust of all these ponies,” he swept his hoof around, gesturing to what remained of the crowd of ponies. “Maybe I did so through deception, but I still did it. And even now they still trust me. I’ve proven that we don’t have to live the way that everypony thinks we live.”

Chrysalis shut her eyes in thought. “I suppose. But one changeling does not make a colony, Shade. Perhaps you have changed, but try convincing thousands of changelings to do the same. Most of them are hardwired to think and act a certain way and to achieve one goal: aiding their leader. Deny it all you want, but you know that only a tiny fraction of them will be willing to change.”

Shade hung his head in defeat. He did know this. It was the cold, hard truth. No matter how much he wished he could, he could never convince an entire colony of mindless drones to change the way they live and serve their queen.

“Your Majesty?” a meek voice spoke up.

Chrysalis looked over to Chamella.

“You said that us going in and out of the kingdom was just one thing that concerned you. Was there something else?”

The regal changeling nodded her head. “Yes. Apparently, a pair of ponies were also spotted in the Changeling Kingdom. One was captured and designated to be served to a cluster of hatchlings, however it somehow managed to escape with the help of another pony. I’ve never heard of anypony being able to flee from the Changeling Kingdom alive.” She looked over the pegasus that was huddled closely to Shade. She smiled knowingly. “Ah, it was you, wasn’t it?”

Winter pensively nodded her head.

“And I suppose it was you who helped her under the guise of a pony?” she asked Shade.

“Actually, no. It was someone else.”

Chrysalis looked surprised. “Really? Then who was it?”

“A traitor. He wanted to use Winter to gain power so he could usurp you.”

Chrysalis’s expression turned as cold as steel. “Who is it?”

Shade looked past Chrysalis to a motionless changeling lying on the ground, still unable to move a muscle. Guise’s eyes went wide in fear as soon as his gaze met the Queen’s.

“So you’re the traitor, hm?” She stood tall over Guise’s unmoving body, glaring intensely at him. “You know, you’re not the first to try and I doubt you’ll be the last. It’s in a changeling’s nature to desire power and what better way to achieve it than to be their leader. And do you know why I’m the leader, Guise?” The venom in her voice as she spoke his name sent a chill down his spine. “It’s because I was deemed a fit leader. The position was handed to me by our former king as he was dying. He saw my potential for strategy and boosting morale and thought that perhaps I could do what he and the other rulers before him couldn’t: take over Equestria. Do you know why you failed to dethrone me? Because you are not fit to bear this crown. If you were, then you would have succeeded. It takes more than a lust for power to be a leader, Guise. It takes intelligence, perseverance and respect; respect for your fellow changelings. Because if you don’t respect them, they don’t respect you, and if they don’t respect you, then you have no power. There’s no room in my colony for someone like you.”

A pair of armored guards lifted Guise into the air, shackling him with magic before carrying him off back to the Changeling Kingdom. He cast one last, rage-filled glare at Shade before he disappeared from view.

“What are you going to do with him?” Chamella asked worriedly. As much as she hated him right now, she had still known Guise all her life. Even if he wasn’t really her friend, she didn’t want his punishment to be too severe.

“While normally traitors would be dealt with via execution, both to ensure there won’t be anymore trouble from them and to discourage others from following in their hoofsteps, I’m feeling kind of lenient today. I may just throw him in the hive’s dungeons and let him rot slowly. Maybe he’d make good emergency rations for my troops should we plan another invasion,” she giggled.

Twilight approached her defiantly. “There won’t be another invasion, not if I can help it.”

Her friends stood by her side, poised to defend their kingdom from harm. The remaining changeling guards took up positions in front of their queen, ready to fight off the threats to their leader.

Chrysalis made a slow, deliberate gesture with her hoof. “Stand down,” she calmly ordered her soldiers. “I’m not ready to try anything...yet. I was hoping we could be civil here for the time being.”

“Chrysalis, do you still insist on trying to conquer Equestria even knowing that there are better solutions?” Shade asked.

“I never said that force was the only way. I acknowledged the points that you made years ago. Remember, changelings are power hungry beasts and I’m no exception. I don’t need to fight against Celestia, I want to. It was my decision to lead the invasion, even though I was aware that other tactics existed, because I want to rule Equestria with an iron hoof. Tell me, what is it that you want, Shade?”

Shade glanced at Winter who couldn’t take her eyes off of the imposing Changeling Queen. “I want peace. I want to settle down and live quietly and peacefully with the ponies. I don’t just want to receive love, I want to give it too.”

Winter looked at him and gazed into his eyes as he stared down his former queen. The determination he showed was greater than she had ever seen.

Chrysalis nodded. “I understand. Shade, perhaps if you were king, the changelings would be a much different race than they are under my rule. But I promised long ago to give my subjects new and better lives and I plan on keeping that promise. The only thing I truly desire is to see my subjects happy. And if being here, with these ponies, with this pegasus, is what makes you happy, then you have my blessing. Even if you are no longer one of my subjects, it pleases me to know that happiness for the changelings is possible. And that gives me hope that I’ll one day succeed. Perhaps when Equestria’s throne is mine, I’ll offer you a place in my personal guard. I’d even allow the pegasus to accompany you if that made you happy.”

“As much as I appreciate the offer, you know I’m going to decline.”

Chrysalis smiled. “I know. And what about you, Chamella?”

“Huh?” The pink-eyed changeling was caught off guard by the question. “W-What about me?”

“What are you going to do now?” The changeling queen looked on in curiosity as she awaited an answer.

“I-I...I, um...” Chamella turned to Shade, hoping he could help her come up with an answer. But simply looking into his eyes and knowing how happy he was here provided an answer for her. “I...want to stay here, too.”

Shade stared at his friend in disbelief. “What? Chamella, when did--?”

“I see. So you’re seeking happiness through peace, too, huh? Alright, I can live with that. Your life is yours to live, you can do as you please.”

Chamella breathed a sigh of relief. She smiled at Shade who still looked shocked. But seeing his friend with that grin reassured him that she was making the right decision. She had been largely dependent on Chrysalis for guidance over the years. To see her taking such a drastic step made him feel proud of her, like a big brother would.

“Well then, now that that’s all cleared up, I think it’s about time to be heading back to my kingdom.” With a flourish of her grand, yet tattered wings, her troops lifted into the air and took formation as they waited for their queen to accompany them.


Chrysalis was about to take off, but hesitated when Shade beckoned to her. “What is it?”

“I have one more question, Chrysalis. Is Princess Celestia really the tyrant that she was made out to be?”

She sighed deeply. “I really don’t know. What you’ve heard are the same things that were drilled into my skull when I was growing up as well. All changelings are raised for the purpose of one day getting revenge on the pony who kept us exiled. We were taught to hate, to loathe her. Whether those stories were based on fact or if they were simply rumors made up out of spite and jealousy, I have no idea. I’ve had decades to absorb those emotions, so even if I have my doubts, my view of the princess will not likely change. We may be the most ironically named creatures in existence; it’s very difficult for us to truly change what we are and what we believe. That the two of you have managed to do just that must be nothing short of a miracle.”

Shade nodded in understanding. “Thank you. That’s all I wanted to know.”

“Then if there is nothing else. Winter? Twilight Sparkle? No questions?”

They both shook their heads, unsure of what they would even ask.

“Fine, then I’ll take my leave. I’m sure we’ll see each other again someday.” She smiled deviously. “But until then, enjoy every precious moment of your freedom.”

And with that, Chrysalis left Ponyville, leaving a crowd of bewildered ponies and two relieved changelings behind. Mumbles broke out in the crowd and the group began to disperse, although many of them decided to remain a bit longer to see what would become of the two changelings that had stayed.

Shade turned to his friends, a look of regret decorating his face. There were still some things that needed to be said.

“I’m sorry, everypony.”

Twilight and her friends seemed confused. “For what?”

“For all of this. Look, after the way I deceived you all, I’d understand it if you wanted me to go back home, and if that’s what you want, then I’ll do it.”

Rainbow Dash and Applejack shared conflicted glances with one another. The earth pony spoke up. “Th’ way Ah see it, ya only really lied about what ya were and where ya was from. Everythin’ else sounded pretty genuine ta me.”

“All of this really does explain why you were so unprepared when you first moved here too,” Rainbow Dash added. “I mean, what pony moves from a place like Las Pegasus and brings nothing with him?”

“So,” Rarity interjected, “were you serious about actually wanting to stay here, even though your secret is out?”

“I’ve been serious about it ever since I came here, but...” Shade turned to the white pegasus standing beside him. “...for different reasons than I have now.”

Winter nuzzled warmly against him. The touch of her silky smooth coat sent a feeling of comfort across his whole body.

“I guess if Winter can trust him, I can too,” Rainbow Dash shrugged. “It’s not like he did anything bad since he got here, right?”

“I’d say the votes amongst our group are rather unanimous,” Twilight said with a cheery smile. “Shade, we’d very much like it if you decided to live here.”

“Yeah, an’ in an orchard of bad apples, Ah’m glad ta see that there’s at least one ripe, shiny one in the bushel.” Applejack spotted the second changeling drooping her head sadly. “Actually, make that two.”

“Chamella?” Fluttershy addressed the changeling female as she calmly approached her. “Do you really want to stay here too?”

Chamella meekly nodded her head, still half-hiding behind her long, straight mane. “I...I need Shade in my life. If he’s not there to protect me, I don’t know what would happen. I...just don’t have the strength to fend for myself.”

Winter unconsciously pressed herself more tightly against Shade.

Fluttershy smiled comfortingly and gently placed a hoof on Chamella’s shoulder. “Sure you do, you just need to discover it.”

The changeling looked up and saw the confident, friendly grin on the pegasus’s face.

“I’m not saying that you don’t need Shade though. It’s the opposite actually. You need him to help you find that strength the way my friends helped me find mine. If you have no friends back home then you’ll probably just be miserable there. Friendship is one of the most important things for anypony--or anychangeling, too--to have. Maybe that’s why most changelings are all...um...how can I put it?”

“Big meanie meanie pantses?” suggested Pinkie Pie.

“Yes, that. Oh! Not to say that all changelings are like that, because obviously you two aren’t, and I’m sure there must be others that are willing to be friendly, too, but...um...yeah.”

“That was...quite the pep talk, Fluttershy dear,” Rarity said, somewhat flabbergasted.

“Oh, I’m sorry, should I have waited until everypony was done talking first? I didn’t mean to interrupt.”

“Don’t worry about it, Fluttershy. You put it better than any of us could have,” Twilight complemented.

“So, are we all done being sorry and stuff or what?” Pinkie asked exasperatedly. “Cuz weren’t we just about to do something before ‘Queen Cheese-Legs’ showed up?”

“Hold on, Pinkie, we aren’t the only ponies here you know.” Twilight pointed out the multitude of residents gathered around still staring in silence at the two strangers. “We need to make sure everypony is okay with Shade and Chamella staying here.”

The impatient earth pony rolled her eyes. “Ugh, fine.” She reached into her poofy mane and inexplicably pulled out a bullhorn. “Okay, everypony! All in favor of letting Shade and Chamella--these two changelings here--live peacefully in Ponyville, say ‘Yay’ and anypony against them staying here, say ‘Neigh’!”

No response of either nature was heard. The crowd seemed confused, as if the question had been unclear. The two changelings feared the worst. Had they not accepted them like Twilight and her friends had? If they weren’t comfortable letting them live here, then they would be forced to return to the Changeling Kingdom. All of this effort would have been for nothing.

“Yay,” came a very quiet voice from a yellow pegasus.

Pinkie looked a bit disappointed, but smiled. “We have one yay! Anypony else?!”

Rarity stepped forward and stood regally before the crowd. “Yay!” she declared.

Applejack flicked the brim of her hat. “Yay!”

Rainbow Dash spread her wings, proudly announcing her decision. “Yay!”

Soon, other voices that didn’t belong to the Elements of Harmony began to chime in. Two more "yays". Six more "yays". Thirteen "yays". Twenty-seven. Thirty-three. More and more showed their acceptance with a clear, loud cheer.

“YAY!” came one voice amplified by the bullhorn, causing many ponies to shield their ears.

It was easy to lose track of how many "yays" there had been as the crowd's chants of positivity soon transitioned into a chorus of cheers and whistles.

Shade was awed. They all wanted him to stay, they all trusted him, even after lying to all of them. It was an indescribable feeling. Acceptance, trust, friendship. He had somehow earned these three things that changelings never thought they could achieve.

Winter turned to her companion, gazing happily into his endless, emerald eyes. “Yay,” she whispered before leaning in to kiss him.

“It seems a verdict has been reached,” Twilight beamed. “Shade, Chamella, on behalf of everypony here: Welcome to Ponyville.”

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