• 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?

  • ...

Bonus Chapter 3: Recollection

A Wolf in Sheep’s Clothing
By Dee Pad

Bonus Chapter 3: Recollection


Twilight Sparkle once again dipped her large, white feather pen into the nearby inkwell, coating the quill’s tip with its precious, black ink. Wrapped in her silken, pink, magical aura, the quill delicately began to write on a page of floating parchment, smoothly and elegantly weaving its words onto the paper with penmanship that history’s long-deceased scholars would weep to behold. Within seconds the page had been covered, added to the steadily growing pile on the table, and replaced with another. Twilight dipped the pen into the inkwell once more to begin the process anew.

This act wouldn’t have seemed strange to the average pony, or anypony for that matter, and it certainly wouldn’t have been considered uncommon to witness this particular unicorn performing it. What would be considered strange, however, was that Twilight did all of this without even once removing her eyes from her invited guests sitting across the table from her. The parchment and quill hovered beside her, just barely within her peripheral vision.

Shade had come far in his studies but still hadn’t quite grasped the art of writing. Chamella was even further behind, only recently gaining the knowledge to identify simple words. Neither one ever believed for a moment that they could ever hope to come close to Twilight’s skill in the art of calligraphy. What baffled Shade most was how the paper continued to stack up. He was sure they hadn’t told her that much.

The studious mare had been groaning about how there was little to no research documents in all of Equestria pertaining to changelings. What she could find was basic information about them that by this point had become public knowledge: They were capable of taking the shape of ponies, specializing in kidnapping innocent civilians and drawing power from the love of their special somepony. There were also brief recordings about their diet and habitat, but the majority of those notes were pure speculation based on what little was known of their anatomy and history. It was the unknowns that Twilight was curious about. Social behavior; historical roots; the inner workings of the hive. These were the questions that she sought the answers to, and when she had the information she needed, she would publish it so that ponies everywhere would have a better understanding of changelings and perhaps devise a way to deal with them should the need arise in the future or even just make it a little easier to differentiate a real pony from a fake.

Shade could only tell her what he knew, and he knew little of the changeling’s past, but he was happy to share any details that he could with Twilight if it meant avoiding another invasion or even getting a chance at a diplomatic encounter. Chamella, on the other hoof, was too preoccupied with today’s newspaper to answer any of Twilight’s questions.

The purple-maned changeling sat grimacing uncomfortably at the tabloid. Though she couldn’t read the article itself, it was actually the rather large, black and white photo that took up about one third of the page that was receiving her ire. Depicted in the photograph were a trio of characters: one pegasus and two changelings, smiling and chatting as they casually cantered down one of the streets of Ponyville. Neither of them were even aware that they had had their picture taken; whoever did it was crafty and managed to go unseen. The fact that this picture existed in the first place and that it was plastered on the front page of the newspaper could only mean that knowledge of Shade and Chamella’s presence within pony society had become public. That could be viewed as both a good and bad thing. Chamella chose to accept it as a bad thing. After all, it was a changeling’s nature to blend in and go unnoticed.

“Is that still bothering you, Chamella?”

The female changeling lifted her gaze from the page to the eyes of the speaker, the unicorn sitting on the opposite side of the table who had apparently noticed her inattentiveness.

“Oh, yeah, a little,” she quietly replied.

“I can’t say I’m too pleased with it either,” Shade added. “It was pretty much inevitable, sure, but I was hoping to avoid this kind of attention. I just hope nopony gets the wrong idea.”

Twilight nodded in understanding. “Yes, as it’s only been a few months since the invasion, it’s not likely that everypony is going to see your presence here as a good thing.” She flashed a reassuring smile. “But whatever happens, you have Princess Celestia to back you up. If the princess trusts you, then I’m certain the average citizen will as well.”

Chamella turned away doubtfully. “I hope so.”

Twilight lifted her nearby teacup to her lips and took a quick sip. “Have you been enjoying your time in Ponyville, Chamella?”

Chamella’s eyes widened slightly in surprise, having not expected the question. “Uh, well, yeah. It’s nice here. Quiet, peaceful. I don’t have to worry about going hungry anymore or freezing.”

The unicorn gave a friendly grin. “That’s good to hear. And how are things going with Rarity?”

The pink-eyed foreigner’s expression shifted instantly, a rare, wide smile appearing on her lips. “It’s great!” she exclaimed, though still quite softly. “I had no idea trying on clothes could be so much fun!”

Shade took a sip from his own tea. “You know, if you ever want to you can always move back in with Winter and me.”

Chamella answered by shaking her head. “I like living with Rarity. She’s really nice and she even offered to teach me how to make dresses.”

“That’s wonderful, Chamella,” Twilight encouraged her. “You seem to be getting along just fine around here.”

Chamella turned away shyly, a bashful blush tinting her ebony cheeks as she smiled.

Twilight tapped a hoof on her chin, thinking about something. “Hmm...”

“Something on your mind?” Shade asked.

“It really has been a few months since the wedding, hasn’t it?” Twilight commented.

Her statement seemed to drain the positivity from the room.

“It certainly doesn’t feel like it,” Shade said remorsefully. “I still can’t believe you would trust us after all of that.”

“You were just following orders. The whole thing wasn’t any fault of yours, you were just a pawn in the game.”

A pawn. That’s all any of them were. Chrysalis cared about them, sure, but in the end they were only pawns that lived to serve their queen. Dying for the cause was practically their mission in life. Shade was thankful he was able to break away from that.

“Say,” Twilight continued, “I was wondering, were you two there during the invasion?”

The two changelings glanced at one another for a moment, somewhat perplexed by the inquiry.

“Yeah, why?” Shade pressed.

Twilight tilted her head curiously. “I was just curious about what you did while you were in Canterlot. Did you see or do anything interesting?”

“Interesting? It was an invasion, not a vacation, Twilight. We were there to overthrow Princess Celestia.”

Twilight waved her hoof dismissively. “Yeah, yeah, I know, but as they say, there are two sides to every coin. I’d like to hear the story from your end. Maybe there was some justification for the colony’s actions.”

Shade chuckled sarcastically. “Oh, trust me, there was no justification. We were hungry, greedy, and spiteful. We attacked because we hated you and your kind and wanted nothing more than to see all of the ponies suffer as we did.”

He hadn’t intended for that to sound so real. He knew he didn’t feel that way anymore, but was fully aware that he had at one time. Those emotions were manifesting in his words. Thankfully though, Twilight didn’t seem to be bothered by it.

“Just tell me,” she requested simply. “I’m not going to judge you based on the choices you made back then. You’re different now. You’ve changed, both of you.”

Chamella looked to her companion, unsure if she wanted to regale the events of that fateful day. The look in her friend’s eyes was a strong, steely gaze. She could see him recounting the day in his head.

“Fine, you want to hear it, you got it. Chamella, are you going to join in?”

The female changeling’s head shot up. “M-Me?”

“Yeah. We separated at one point. I’m sure Twilight would like to hear everything that you saw, too.”

Chamella’s eyes looked toward the ceiling. She remembered exactly what it was she saw when they split up. It was hard to forget something like that. “Uh, sure, when we get to it.”

“Great,” Twilight said with a smile, eager to listen to their story. “Don’t leave anything out. The makings of a good story are in the details.”

----- ----- -----

And there it was. A majestic city of whites and golds jutting out of the mountainside, the tall spires of the palace reaching towards the clouds as if to act as conduits to the heavens above. The capital hovered dominantly over the rest of Equestria, giving its corrupt ruler a clear view of her subjects below.

But the city and its inhabitants were not at ease. Surrounding the marble castle and the buildings around it was an enormous, pink barrier, created and maintained by the unicorns of the Royal Guard to ward off intruders.

And they were waiting. Poised on a distant mountaintop on the opposite side of Canterlot Valley was a swarm of hundreds of changelings, sitting impatiently as they awaited the next phase of the plan. They were all anxious, some ready to battle tooth and nail with the ponies and some frightened and nervous, wishing they had elected to remain home. They had trained for this. Years of planning and preparation. The day they had all long awaited had arrived.

“So that’s it?” Shade asked his comrades as he peered across the valley at the glorious, yet infuriating, city.

The changeling next to him with the blood-red mane answered with a nod and a dark chuckle. “Yup, that’s Canterlot.” Guise’s grin widened to a malicious and condescending smirk. “What better place for that pompous princess to seat her sun-spotted caboose than on the side of a mountain from where she could look down on all of the little peons? How many ponies do you suppose she pressured into crafting that place? All of that power at her disposal and I bet she didn’t raise a single hoof to help. She’s probably just sitting there on her throne right now, getting cozy before the wedding, reveling in her power and authority. Servants at her beck and call, food within hoof’s reach at all times, a comfy cushion under her oh-so-delicate posterior.” Guise’s expression abandoned all semblance of amusement, his tone turning icy and venomous. “I’m going to kill her.”

“We might not even be needed,” Shade reminded his bloodthirsty companion. “If everything goes the way Queen Chrysalis planned, then we should just be able to march right in there unhindered.”

“Yeah, that’s why she came up with a backup plan,” Guise scoffed, rolling his crimson eyes. “In case you haven’t noticed, they know we’re coming.” He extended a hoof to point out the colossal barrier surrounding the city.

“Why did we even send that warning?” the feminine voice of a purple-maned changeling chimed in. “Isn’t that just going to make this more difficult?”

Guise cocked his head as he recalled the Queen’s intentions. “Chrysalis said it was to divert the guards’ attention away from the throne room so she would have less resistance, but I honestly think it’s because she’s getting too cocky,” Guise snorted. “This plan was great right up until she let it go to her head. I’m not saying it can’t work, just that the chances of it working now are slightly lower than they used to be.”

“There’s no reason to lose confidence, Chamella,” Shade reassured as he placed a hoof on her shoulder. “We outnumber them ten to one. Even if unicorns are better with magic and earth ponies are a little stronger, we’ve got power in numbers; there’s no way they can take on all of us. Besides, once Celestia is out of the picture we’ll be in the clear.”

“I wouldn’t be so sure about that,” Guise warned.

Shade and Chamella looked in his direction, awaiting an explanation.

“You remember those six mares she reported about?”

They did remember. Every night for the past few days since Chrysalis had been posing as the niece of Princess Celestia, Princess Mi Amore Cadenza, she had snuck out of the palace to deliver information to the colony. Apparently, the groom-to-be of the imprisoned bride was not only Captain of the Royal Guard, but the brother of one of six mares who had been known to save Equestria from the brink of ruin on two prior occasions. And those six would be present during the wedding.

“Right, the Elements of Harmony or whatever.” Shade nodded as he acknowledged Guise’s point. “They could cause some problems.”

Guise’s confident smirk returned once more. “Which is why we have phase three.”

Chamella rubbed a hoof on her foreleg and groaned. “Uh, sorry, Shade. I know we’ve been over this before, but what was phase three?”

Shade let out an exasperated sigh. Chamella had little grasp on combat strategy and strategy in general, so it proved difficult for her to fully comprehend the plan as a whole. The only reason she was here instead of the Changeling Kingdom with the others who had no desire to die in battle was because she didn’t want to be separated from Shade.

“I’ll explain the whole thing again, but seriously, it’s not that complicated.”

Chamella nodded, feeling ashamed that she just couldn’t get a handle on it.

“The first phase of the plan is already in full swing: Queen Chrysalis’ infiltration. The second phase comes in should something go wrong. If that happens, we bust in there full force. As long as that guard captain is under the queen’s control, that barrier shouldn’t hold.”

“Phase three,” Guise interjected, “is to split the swarm into two groups. The first group, consisting of the majority of us, are supposed to fight the Royal Guard and prevent them from interfering for as long as possible, giving the second group time to locate and secure the Elements of Harmony.”

Chamella tilted her head in confusion. “Wait, we’re supposed to capture those six? Wouldn’t it be better to...kill them?”

“From what Queen Chrysalis has reported, the Elements of Harmony are composed of two parts: The physical Elements themselves and a Bearer,” Shade explained. “Those six are merely the Bearers and without the physical Elements, they can’t use their power.”

“So procuring the Elements and holding off the Bearers is the optimal tactic here,” Guise concluded. “Without the Elements of Harmony, there’ll be nothing and nopony to stand against Chrysalis.”

----- ----- -----

“I have to say,” Twilight interrupted, “Chrysalis really was an ingenious strategist. That plan might have actually worked and almost did.”

Shade nodded in agreement. “You heard it yourself, that’s why she was chosen to be our leader. Years of preparation went into that plan. It was in the works before Chamella and I were even born. You might not know this, but there had been changeling spies lurking around in Canterlot for a long time before the invasion in order to gather intel.”

“Really?” Twilight said incredulously, eyes widening in surprise. “Wow, and I grew up there. There might have been changelings right under my nose the whole time.” She visibly shuddered. “It’s kind of a scary thought actually.”

A frown appeared on Shade’s face. “What’s even scarier is that they might still be there.”

Twilight’s ears flattened against her head. “Are they formulating another plan?”

Shade shrugged dismissively. “Maybe, but I wouldn’t worry about it too much. They’ve probably tightened security at the palace since then, right? Security checks and whatnot?”

Twilight nodded. “Yeah, you’re right. They even have to ID me when I visit now.” She hung her head. “I guess it’s tough to trust anypony these days, huh?”

Shade and Chamella exchanged remorseful looks, knowing that their participation was partly responsible.

Twilight jerked her head up. “Oh, sorry. I-I didn’t mean to make it sound like I was blaming you.”

Shade sighed quietly. “Let’s just continue, okay?”

----- ----- -----

“How much longer do we have to wait?” Chamella whined. The building suspense was making her more than a little nervous.

“There’s supposed to be a signal,” Shade mused, searching his memories for confirmation. “I can’t seem to remember what it was though.”

From within the city’s barrier there was a sudden bright flash of green emitted from one of the windows of Canterlot Castle. Even from this distance it was enough to grab the attention of every waiting changeling across the valley.

Guise spoke to Shade but didn’t remove his stunned gaze from the palace. “It wouldn’t happen to be that, would it?”

Several changelings in the group, all wearing jagged, deep blue armor, took to the air, positioning themselves ahead of the swarm, just above the precipice of the cliff. One of them shouted over the crowd.

“The queen’s cover has been compromised! Begin the invasion!”

The swarm took off immediately, the sky above the cliff top staining black with changeling bodies as they charged mindlessly towards the barrier.

Shade and his two companions watched, still in minor shock at the sudden change in atmosphere. Guise shook off his stupor and flashed Shade a devious, toothy grin. “Showtime.” Without waiting another moment, Guise joined the swarm in their assault, shortly followed by his two comrades.

This was it, the moment of truth. From this point forward it was do or die, and no one amongst the cloud of parasites planned on letting it be the latter.

The barrier inched closer. Shade could see the civilians on the city’s streets panicking and running to and fro in an attempt to hide from the incoming invaders. But they had to get through the first obstacle in order to do any damage.

Shade stopped in his tracks just a few feet from the shield, Chamella following suit. Guise and the other changelings, on the other hoof, rammed headlong into the magical construct. If everything was going according to plan, then the guard captain should hopefully still be under Chrysalis’s control, which would mean that the barrier was losing power and would eventually falter. But Shade wasn’t stupid. Over time, the barrier should dissipate on its own, however, the other changelings continued to tackle the sturdy, inanimate bubble repeatedly. He elected to keep his distance; he wasn’t looking to injure himself before the invasion could truly begin.

But apparently persistence and brute force were paying off. Small cracks began to appear on the weakening, pink surface and snaked further and further as each changeling rammed themselves into it. Shade waited, eyes darting all over the castle beneath them, trying to pinpoint the location of his objective. Chrysalis’s words came to him. The location of the Elements of Harmony was one of the castle towers, but which one?

He no longer had time to ponder. Like a sheet of glass meeting a stone, the barrier shattered and the swarm began their invasion. Most changelings made a beeline for the castle while others chose to neglect their orders and give chase to the pedestrians. No doubt they were desperate for a meal.

“What do we do now?” Chamella asked. Her head shot back and forth worriedly as she tried but failed to remember the plan that Shade had told her just a few minutes earlier.

He didn’t have time to scold her, they had their orders. “We find the Elements of Harmony,” Shade declared.

“Which ones?” Guise took up position beside Shade. Dark, purple bruises were already forming on his skin from his repeated battering against the barrier, but he seemed unbothered by it. He was operating on pure adrenaline; pain was nothing to him right now, but he would be feeling that tomorrow.

Shade surveyed the city below, contemplating what they should do. Amidst the seemingly endless, black specks that darted about, a rainbow of color caught his eye. There, making their way along the palace’s exterior, were six pony mares. But they weren’t trying to escape the castle, they were heading inside.

“There!” Shade pointed to the party of mares. “That must be them!”

Guise’s fangs seemed to glint in the sunlight as he grinned. “Perfect. Waiting on that cliff built up an appetite. I think it’s time for dinner.” Guise dipped downward and dove straight towards the ponies, joining up with a small group with the same idea.

Shade held out his hoof. “Wait a minute!” But it was too late, Guise was out of earshot and Shade’s call was drowned out by the constant drone of buzzing changeling wings. “Dammit,” he quietly cursed to himself. Shade cast his sight to Chamella who was trying to keep Guise in her sight as he charged ahead. “Chamella, listen to me.”

The female gave Shade her full attention.

“I know you don’t want to fight, so we’re going to have to split up.”

Chamella’s eyes shrunk in fear. “W-What?! B-But I don’t want--”

“I know, but it’s the best solution right now. Those six are on their way to get the Elements and we need someone to secure them before they get there.” He looked Chamella straight in the eye, hoping that his words stuck in her mind. “I need you to find a group that’s on their way to locate the physical Elements. Stay close to them and follow their lead.”

“B-But what about you?”

“I’m going to join Guise and try to hold off those mares as long as possible. There’s only six of them, so it shouldn’t be a problem. When we’ve taken care of everything, I’ll come find you, okay?”

Chamella gulped pensively. She didn’t like the idea of being separated from Shade, it made her feel vulnerable and alone if she didn’t have him to support her. She tried to find her resolve. Shade was counting on her. After everything he’s done for her, it’s about time she did something in return. She gave the most confident look she could muster and nodded resolutely.

“Okay. Good luck, Shade.”

Shade gave a heartfelt smile and made to follow Guise into the fray, leaving Chamella hovering alone.

“Be careful!” she shouted after him.

----- ----- -----

“I take it this is where we come in, huh?” Twilight interrupted once more with a giggle.

Shade didn’t bother to suppress a chuckle. It seemed strange now that he had once been in a life or death battle with who were now some of his closest friends. “Yup, though I’m not going to skip that part just because you happened to be there. You should know full well that we got our licks in.” He rubbed a hoof against his chest proudly. Maybe he wasn’t the greatest fighter, but knowing that he had held his own against the Elements of Harmony felt like something he could brag about. Granted he had a whole swarm of changelings backing him up, but he wanted to milk the feeling for all it was worth.

“Riiiight,” Twilight drawled mockingly, eliciting a huff from the changeling. She turned her attention to Chamella. “But we can get to that in a minute. Right now, I’m more curious about what Chamella did.”

Shade chuckled again, remembering the event as Chamella had told it to him. “Heh, right. But I warn you, it might not be what you’re expecting. Chamella? Care to take the reins?”

“Oh, sure.” Chamella straightened herself up and cleared her throat. It was evident that she had come a long way from the meek changeling that was described in their story. “Okay, so...”

----- ----- -----

The instant Shade had left her side, all confidence drained from Chamella’s body. Despite being surrounded by hundreds of other changelings, she was suddenly overcome with an immense feeling of loneliness and solitude. She didn’t want to move. Her mind was telling her to sit still and wait for him to return as she had on many prior occasions when Shade would leave to find them something to eat.

But another part of her conscience reminded her that Shade, for once in their lives, was relying on her. She couldn’t just flutter there and do nothing while her friends did all the work, otherwise what was the point of coming all the way out here?

Chamella squeezed her eyes shut, mentally supporting and reassuring herself.

Come on, you can do this. Shade is counting on you. You’re not useless, now prove it.

She opened her eyes with inspired vigor, dead set on heeding Shade’s order. She glanced around briefly as she looked for a group of changelings that were on their way to find the physical Elements. One particular individual buzzed by her quickly, seemingly having a destination in mind. Chamella extended a hoof and beckoned to him without even thinking.

“Excuse me!”

The changeling halted and turned around. At first his expression showed confusion at Chamella’s politeness; changelings had no reason and no business being polite. His face quickly shifted to an irritated glare, clearly displeased to spend even three seconds not preparing to sink his teeth into something. “What do you want? I’m in a hurry here,” he grunted derisively.

Chamella had been prepared to ask him where he was going, but all she could manage was a weak whimper. His icy glare had completely destroyed her words before she could even speak them. The aggravated changeling made an annoyed groan before turning his back to the interruption.

Seeing that he was about to leave her behind, Chamella once more had to muster up the courage to speak. She wasn’t about to let Shade down, she wanted to prove her worth.


The changeling once again groaned rather loudly and turned to face the female again. “What?”

Chamella mentally wrangled the words before they could find refuge away from her mouth. “Do you know where the Elements of Harmony are? The physical ones?”

The other changeling seemed to abandon his annoyance in favor of accepting her help. “Not exactly, but me and my group are trying to find them. You get separated from yours or something?”

“Uh, yeah...” Chamella lied. It didn’t really matter what this changeling believed, plus this answer was faster than explaining the true situation and he likely didn’t care anyway.

He motioned with his hoof for Chamella to follow him. “Fine, just come with me. But thanks to you, I have to catch up to them again.”

Chamella joined him and offered an apology to which he simply gave a puzzled lift of his eyebrow. She really didn’t fit in well with the changelings and she always knew that was why they teased and bullied her. Hopefully, after all was said and done in Canterlot, that would change.

The two finally managed to reunite with their group after a few minutes of flying. Unfortunately, none of them seemed to have much of an idea which tower contained the items they were searching for. It came down to a process of elimination, checking each and every one until they happened to stumble upon the correct one. Had Chrysalis really neglected to inform anyone as to which tower they were looking for?

Having already checked two towers and coming up empty, Chamella’s group made their way to the next which took them over the western battlements of Canterlot Castle. The area appeared to be some sort of barracks for royal soldiers, though none seemed to be present at the moment. They all seemed to agree that that was rather odd, yet was a stroke of luck simultaneously. The leader of the group, one of the queen’s personal guards in armor, slowed his flight and perched atop the stone brick wall with his squad following his example. Flying around aimlessly was starting to grind on their nerves and a brief respite was welcome to help them cool their heads.

Chamella sat down on one of the raised, stone blocks that lined the wall’s edges. Behind her, on the opposite side of the wall, was the barracks proper, a place where soldiers trained and honed their skills with deadly weapons and combat strategies to perfect the art of war should the need arise, which would probably come in handy today.

However, in complete contrast to the battle-worn sand and gravel of the barracks was what was just below Chamella’s hooves: a beautiful, open-air garden. Flowers of all colors decorated the green grass in a vibrant rainbow of dots that, to someone with an active imagination, could seem to form shapes similar to constellations in the night sky. A tiny stream snaked its way along the courtyard, small, stone bridges crossing the water in particular spots. The stream water seemed to collect in a small pond on the far end of the garden and along its edge were various artsy decorations. Statues, water spouts, and a curious one that seemed to be a cut bamboo shoot attached to a pivot with one of the water spouts pouring into one end. When the shoot was full, it became unbalanced and tipped, causing the water to pour out and allowing the shoot to return to its original position, the capped end striking the stone beneath to create a soothing and rhythmic sound.

The garden looked so out of place. Chamella hadn’t seen anything like the plants that were growing here when she and the other changelings were on their way to Canterlot. But it was so peaceful. She found herself forgetting what it even was she was doing and lost herself in the beauty of this place, filled with plants more stunning than any of the dying and lifeless trees in the Changeling Kingdom.

However, something stuck out. Amongst the plethora of greens and yellows and whites and pinks, was something blue. Underneath a blooming cherry tree, with its branches painted pink with cherry blossoms, was a midnight blue figure; a pony, with its back turned, seemingly gazing at the tree as its pink petals softly drifted through the air around it.

Chamella squinted her eyes, trying to focus in on the figure and perhaps identify it, but from this distance she found that difficult. Another changeling that had been pacing quite impatiently as he waited for the squad’s leader to stop being so lazy and get a move on, happened to glance over Chamella’s shoulder. She turned to look at him but said nothing. He was obviously eyeing the same thing she was.

The changeling’s eyes widened incredulously. “You have got to be kidding me,” he said to himself quietly.

Chamella looked back to the mysterious figure, then back to the changeling, a puzzled look in her eyes. “What is it?” she asked. She was more than curious to know if this guy knew more than she did.

The changeling laughed deviously. “Do you know who that is?” he asked the female, pointing a hoof at the pony under the cherry tree.

Chamella simply shook her head, feeling stupid that she didn’t since this guy seemed to know already.

“That’s Princess Luna!”

Immediately, he received the attention of every changeling in the squad, their sights following his hoof to where the princess stood.

Chamella performed a double take. What was Princess Luna doing here instead of the throne room where Chrysalis and Celestia were supposed to be?

Another changeling hovered above the two perched on the wall’s edge. “This is great! If we can capture Princess Luna, Chrysalis will shower us with praise! She might put us on her personal guard!”

“Sounds like a plan to me!” another exclaimed excitedly.

Without even hesitating, he made straight for the Princess. Not wanting to be outdone, several more followed suit. Even some passing changelings that weren’t a part of their group, seeing what was going on, decided to join in on the action. Chamella watched as they made their divebomb straight for the moon princess, the first changeling having a slight lead and likely to draw first blood.

Luna didn’t budge. She seemed completely unaware that there was even an invasion happening right now. Her gaze remained unmoving from the cherry tree.

The lead changeling rapidly closed the distance. His mouth widened as he prepared to sink his fangs into the princess’s royal hide.

From out of nowhere, just as the changeling was mere feet from the Princess, a long, sturdy bamboo shoot swung from the side and delivered a painful blow to the changeling’s head with a resounding crack. His body was sent rolling through the air until he landed ungracefully in the nearby stream, rendered unconscious and effectively incapacitated.

The remaining changelings halted in mid-air, confused and a little afraid. The bamboo shoot, wrapped in a vivid, cobalt aura, gently floated over to the Princess.

Luna turned her head, her gently-flowing, astral mane contrasting her intense, teal eyes as they cast a gaze that struck fear into the hearts and minds of the comparably small group of changelings. She turned her body entirely, wielding the shoot in front of her as if it were a blade in the possession of the most skilled of unicorn soldiers.

She addressed the invaders, her tone dark, confident, and imposing. “Do not think for a moment that simply because I am a princess that I am not able to defend myself in combat.” Her wings flared out, the falling petals of the cherry tree spreading about to allow the princess of the night more room. Her following words echoed out across the courtyard, overpowering even the endless drone of changeling wings. “You have trespassed on our land, invaded our kingdom, and assaulted our subjects and my sister! Your punishment shall be swift and just!”

Many of the changelings were visibly shaking, but one let out a soft chuckle. There was no way she could fight off so many changelings. It didn’t matter how powerful she was, eventually their steadily growing numbers would overpower her.

The cocky changeling charged forward, baring his fangs. His hastiness was met by a blur of cobalt, followed by a loud crack as the bamboo struck him from above. He collapsed onto the grass below and, like his predecessor, fell unconscious. Luna glared up at the hovering swarm as if to chide them into attacking again.

The changelings weren’t determined to allow themselves to be picked off one by one. As a collective group, they all closed in on the Princess, each one plotting a different way to tear her to shreds.

Luna’s horn released an incredible flash of silver light, stymying the swarm’s advance as they shielded their eyes. Another crack resonated through the garden as another changeling was removed from play, shortly followed by two more, before the rest could regain their senses.

When they could finally see again, they locked their rage-filled eyes on the princess. One lunged forth, shrieking madly as he made to rip into the mare’s jugular. Luna grabbed her bamboo staff with both hooves, drove it into the ground, and vaulted into the air and over the attacking changeling who continued to fly forward, too bewildered by the alicorn’s unorthodox acrobatics to avoid slamming straight into the cherry tree.

As she flipped, Luna delivered a swift kick to another airborne changeling while simultaneously pulling the shoot with her, flipping upright, and bringing it down hard onto another’s head. She caught herself in the air by spreading her wings and floated stationary in the air, unfortunately now finding herself surrounded.

Innumerable bloodthirsty grins stared at her from all directions, but her focus was unwavering. She remained stoic in the face of her disadvantage. The swarm all closed in on her, only to see a brief flash of light before they all crashed into one another. They stumbled and spun in the air, stunned and disoriented. The princess had disappeared.

Chamella watched in awe as the scene unfolded. One pony was effortlessly making a mockery of the changeling forces with nothing but magic and a piece of wood. With a sudden pop and another flash, Luna reappeared just feet in front of the spectating changeling who remained atop the battlements as the clash unfolded. She tumbled backwards in surprise, falling onto the stone below her. Luna turned her head, her eyes looking squarely into Chamella’s. She felt an unrivaled sense of dread surge through every muscle in her body. Chamella scampered backwards, putting as much distance between herself and the moon goddess as possible before her back collided with more stone.

Luna analyzed the fear in her eyes for a moment before deciding that this changeling was not a threat to her, returning her attention to the attacking swarm in the courtyard. The alicorn flew back towards the more immediate threat of the swarm to take advantage of their state of confusion and disarray.

Chamella felt her heart start to beat again. There was a moment where she actually thought she might die there. Slowly her blood began to flow again and color began to return to her body. She managed to sit up straight and breathe a sigh of relief, thankful that she yet lived.


Chamella nearly jumped out of her skin. She attempted to slow her heart rate when she realized the speaker was the leader of her squad who had wisely elected to not engage the princess. Apparently, he and Chamella were the only ones who didn’t.

“Look, either you help fight the princess or you keep looking for those Elements. Make up your mind already.”

That was a no-brainer. Chamella cast one last look to the shockingly one-sided battle taking place below her. Though Princess Luna had yet to even receive even a scratch, this fight was not likely to end anytime soon. More and more changelings were joining the fray the longer it dragged out. When one went down, two more arrived to take its place. The alicorn would fall eventually or have to retreat to regain her stamina. Chamella wasn’t planning on sticking around to witness the battle’s conclusion. She still had a job to do, and fighting an almighty goddess wasn’t on her to-do list.

----- ----- -----

The library went silent. Shade had been expecting Twilight to interject again, but instead she sat in stunned silence at the information that Chamella had just finished detailing. The male changeling couldn’t help but laugh.

“I told you,” he said with a smirk.

Twilight finally snapped out of her stupor. “Wow. Just...wow. I had no idea Princess Luna was such a skilled martial artist.”

Chamella shuddered as she recalled the event. “Imagine what it’s like to be on the receiving end. For a second there, I thought she was going to kill me.”

Twilight looked up towards the mark of her mentor on the ceiling. “I should ask her about it the next time I visit. She must have trained with the Royal Guard for centuries to become so proficient. I wonder if Princess Celestia is trained for combat as well.”

“Can’t say I can answer that for you,” Shade interrupted her thoughts, eager to get back to the story. “Now, can I continue? We’re getting to the part where we fight.”

Twilight giggled amusedly. “I think I already know how this went.”

Her comment effectively wiped the smug grin from Shade’s face. “Who’s telling the story here?”

The unicorn rolled her eyes. “Fine, fine. But make it quick,” she joked. “And don’t downplay us either. I know for a fact how badly you guys got your flanks kicked.”

Shade cast a begrudging glare across the table. “Just shut up and listen.”

----- ----- -----

By the time Shade had caught up to the attacking horde, they had already managed to surround and entrap the six mares. They had no means of escape, even the two pegasi would have difficulty evading so many changelings. Many of the present changelings had already elected to masquerade as their targets. Doing so would make it difficult for the ponies to discern friend from foe, escalating the changeling’s advantage further.

The six mares readied themselves as the enraged swarm charged forward. Shade stared in awe as he watched many of his brethren being beaten and tossed aside like they were nothing. However, it was evident that their disguises were working. The ponies seemed to hesitate before launching any sort of attack, trying to ensure that they didn’t accidentally target one of their own.

Seeing that the swarm had the upperhoof, Shade decided to join the fray. He touched down in the middle of the battlefield and set his sights on the nearest mare: the stetson-wearing earth pony. She appeared to be a significant threat and, therefore, a primary target. Even at first glance, Shade could tell that this particular mare was strong. In an eruption of emerald fire, Shade shifted his form to the orange-coated mare. Now he was certain of how tough she was. Magical aptitude and knowledge were not things that a changeling could copy, but physical attributes were. Shade could feel the strength in this pony’s toned muscles. This kind of power would make this fight much easier.

Shade galloped forward, the earth pony squarely in his sights. Her green eyes turned in his direction for a brief moment before she turned her back to him and raised both of her hind legs in the air. Unfortunately, Shade’s brain couldn’t relay its command to stop quickly enough. With what must have been the force of a speeding train, her hooves connected with his chest, sending Shade careening backwards and crashing into a nearby cluster of changelings.

----- ----- -----

Twilight visibly winced. “Ouch. That must have hurt.”

“Like you wouldn’t believe,” Shade confirmed as he rubbed his chest. “I thought she might have broken my ribs.”

The unicorn giggled. “I know I wouldn’t want to be on the receiving end of a buck from Applejack. With my physique, I’d be in the hospital.”

“And I think that’s the only reason why I got out of that without any serious injuries. If I hadn’t been disguised as Applejack, then I would have been in even worse shape. That mare’s as tough as nails.”

“You don’t have to tell me,” Twilight laughed.

----- ----- -----

Shade rose shakily to his hooves as he allowed his disguise to dissipate, a sharp pain shooting through his chest.

Right, attacking the pony that you’re pretending to be? Not my brightest plan. Let’s try something else.

Shade took a moment to glance around. Though the earth pony had considerable strength, the cyan pegasus that zipped about in the air seemed to possess stamina to spare, and she was certainly more aggressive than the others as well. Strength, agility, and endurance. A perfect candidate.

Once more, the jade flames enveloped Shade’s body and left standing a rainbow-maned pegasus. He suddenly felt like he had gotten a second wind, like he could fight for hours without tiring.

Shade flapped his fabricated, feathered wings once to ensure that he could work them properly before taking flight and speeding straight for the lavender unicorn. She was a bigger threat than he first assumed. Though most unicorns tend to be frail compared to other ponies, this particular unicorn was showing that she held a secret weapon that could make this fight more difficult for the changelings: a spell that destroyed their facades. Taking her out became a priority.

As Shade closed the distance, he cocked an eyebrow as he witnessed a bizarre maneuver made by another member of the six, the pink earth pony. She physically picked up the unicorn, propped her onto the ground in front of her, and proceeded to rapidly spin the violet pony’s tail like a crank, causing her to fire off a salvo of magic bolts from her horn.

Shade had neither the reflexes nor the state of mind to avoid the barrage. He and several other changelings were pelted by pink blasts of energy, effectively halting his assault. It wasn’t as painful as being kicked, but Shade found his farce had been ended and he was once again himself. As long as that unicorn was still standing, shapeshifting would prove pointless, so he instead set his sights on an easier target.

Seeming to do everything in her power to avoid the battle unfolding around her, was a pale, yellow pegasus with a long, pink mane. It seemed somehow wrong for his first kill to be such a defenceless creature as this, but she was one of the Bearers of the Elements of Harmony.

Shade weaved between changelings and avoided bucking hooves and magic bolts as he made his way to his target. Once she was in his sights again, he made to attack, leaping at her from behind. Shade pinned the helpless mare to the ground beneath him and readied his fangs.

The pegasus turned to him with an irate glower. “Get off me, you moron!”

Shade’’s attacked faltered, surprised by the aggressive glare he was receiving and the seething anger in the voice of the once-thought-meek pegasus. But upon closer inspection, he noticed that her eyes had gone from teal to blood-red.


The changeling-in-disguise batted Shade off with his false hoof and stood up. Guise grunted as he dusted himself off. “What’s the matter with you?” he snapped in the yellow mare’s quiet voice. “Can’t you tell the difference between us and them? Geez, you’re hopeless.”

Shade ignored his friend’s comments and took advantage of their serendipitous reunion. “Guise, we’re fighting a losing battle here.”

Guise finally removed his camouflage and gave Shade a perplexed and irritated look. “What are you talking about?”

“Take a look around.”

Shade gestured around to the ensuing battle, pointing out just how badly they were losing. Even with their superior numbers, the six ponies still somehow managed to keep the tide of the clash in their favor.

“It’s only a matter of time before they get through us and make their way to the Elements. I say we cut them off at the pass.”

Guise took a quick look at the increasing number of unconscious changelings and groaned begrudgingly. “Yeah, I guess you’re right. Fine, let’s meet up with Chamella and the others then. Hopefully they’ve found the place by now.”

Shade nodded in agreement and the two took to the air, abandoning the hopeless fight and seeking a more favorable objective.

----- ----- -----

“Aw, come on!” Twilight moaned. “You weren’t even there for the end of the fight? Now I just feel ripped off.”

Shade crossed his hooves over his chest. “Well, excuse me for knowing when to beat a tactical retreat. Most changelings are too stubborn to even consider that. I could have been killed, ya know?”

Twilight huffed through her nose. “You set me up with false expectations. I thought you were there to witness our victory.”

“Yeah, like was going to stick around and get my head kicked in. No thanks.”

“If I’d have been paying for this, I’d ask for my money back.”

“And I’d say ‘tough luck, toots.'”

Chamella quietly interjected into their argument. “Um...guys?”

“What?!” they spat in unison.

Chamella flinched as if she had been physically struck. The eyes of the bickering changeling and unicorn widened as they realized who they had just inadvertently lashed out at.

“Oh, geez, Chamella, I’m sorry,” Shade apologized. “I-I didn’t mean to yell.”

Twilight’s ears drooped. “I’m sorry, too. I guess we both sort of forgot you were there.”

Chamella composed herself, inching back to the table she had involuntarily backed away from. “I-It’s okay. I’m used to being yelled at. You become accustomed to it when everyone thinks you’re useless.” She hung her head and turned away from her company.

Shade sighed and wrapped a hoof around her shoulder, pulling her close to him. Their closeness caused a pink hue to tint her cheeks.

“That’s all in the past, Chamella. Things are different now. If you were useless, then I don’t think I’d be alive right now. Guise probably would have killed me.” He looked into her pink eyes and smiled. “Nopony around here thinks you’re useless.”

She gratefully returned his smile and nuzzled into his neck. “Thank you.”

Twilight cleared her throat, her abrupt interruption causing the two changelings to end their embrace with embarrassed blushes.

“Sorry about causing a fuss, but if it’s okay with you two, I’d like to hear the rest of the story.”

Shade nodded. “Right, right. Chamella, you want to pick up from here? This next part really proves how valuable you can be.”

A bashful blush coated Chamella’s cheeks. “Uh, sure. But it’s not really a big deal or anything.”

----- ----- -----

The purple-maned female stood at one end of the tower’s highest chamber. The room was abuzz with activity as changelings flittered to and fro trying to figure out what to do next. Chamella’s gaze was set unmoving from the structure before her. Thankfully, she and her group had finally managed to find the right tower, but now another obstacle stood in their way.

The sound of the chamber’s entrance opening attracted the attention of the gathered drones, each one taking a fighting stance as they prepared to do battle with what they assumed were the Bearers of the Elements. However, standing in the doorway instead were two other changelings, one with a scruffy, navy-blue mane, and the other’s spiked and red. Seeing that there was no threat, the battle-ready changelings went about their business, which wasn’t much of anything other than waiting around.

Chamella rose above the crowd to see who had just entered the chamber. Upon recognizing her two friends she waved a hoof in the air and beckoned to them. “Shade! Guise! Over here!”

Shade smiled to his friend and made to join her on the opposite side of the room. He felt a sense of pride for her knowing that she had managed to do exactly what she was supposed to, but mostly that she was unharmed and luckily hadn’t encountered the Royal Guard who were still mysteriously absent.

“Chamella, you did it, way to-”

Shade paused as his sights fell on the simply, yet somehow elegantly, designed monolith standing before him. The walls on either side, decorated with rather large jewels, flanked a large door, its edifice decorated with a six segment design and colored purple and pink. In the center of each colored segment was a blank out-of-place-looking circle, and resting in the center was the golden emblem of the tyrannical princess: a sun.

“I take it the Elements are in there then?” Guise deduced, sizing up the door.

“That’s what everyone says, but no one can figure out how to open it,” Chamella explained.

Guise tapped his chin thoughtfully. “Right. Didn’t Chrysalis say something about this?”

Shade nodded as he, too, recalled the queen’s intel. “Yeah. While she was disguised as Princess Mi Amore Cadenza, she learned about this place from Celestia. She said that the door required a key, but that she was the only one who had or could even use it.”

Guise let out an annoyed groan. “And what’s that supposed to mean? What kind of key can be used by only one person?”

Chamella tilted her head in thought, her eyes not straying from the impediment placed firmly in their path. She squinted her eyes. In the center of the sun symbol was a round, narrow hole. It didn’t take a genius to conclude that this was where the key was to be inserted. However, the shape struck her as odd.

“A key that only Princess Celestia can use...” she mused quietly to herself.

Shade cast her a sidelong glance. “Hm? You have an idea, Chamella?”

The female was jostled from her thoughts. “Huh? Oh, maybe. I’m not sure if it’ll work though.”

“Give it try. What do we have to lose?”

Chamella nodded rather doubtfully, but decided to go ahead with her thought. Her horn ignited with a blinding, green light, causing any changelings nearby to shield their eyes. When the light faded, the others stood with their jaws slacked in awe at the being standing with them. Chamella stood towering over the group, now sporting a flawless, alabaster coat, grand, feathered wings, and a gently-flowing, multi-colored mane and tail. She was the spitting image of Princess Celestia.

But such a transformation came at a price. Shade could already see sweat beginning to form on her forehead as Chamella struggled to maintain her current body. Imitating a normal pony was easy; they were roughly the same size as a changeling. Celestia, on the other hoof, was much larger and therefore required more magic to replicate, a great deal so. It was lucky that Queen Chrysalis had the forethought to show her subjects what the sun princess looked like the night before.

Shade allowed his stupefaction to subside, knowing now what Chamella had planned to do and knowing that she had little time to do it. “You better hurry. You’re putting a lot of strain on yourself.”

Chamella nodded weakly, her breaths already becoming heavy with exhaustion. She responded in Celestia’s voice which, to their surprise, was quite soothing. “Right. I hope this works...”

The horde of changelings watched trepidantly as the false alicorn lowered her head and aligned her long, ivory horn with the keyhole in the door. Carefully, she inserted her horn into the mechanism, sliding it inside until she could go no further. She looked around from her awkward angle to judge what was happening.

“Did it work?” she asked curiously.

The door remained closed and showing no sign of giving way. If this was the answer to Celestia’s riddle, then they must have been doing something wrong.

Shade tapped the door with his hoof, hoping that perhaps a little push was all that it needed. “I don’t think so.”

Chamella sighed in defeat. “I knew this wouldn’t work. I can’t do anything right...”

She prepared to return to her normal body, her horn lighting up inside the lock with a soft, emerald glow. Before she could transform back, however, Shade took notice of something strange. As her horn glowed, the lock too seemed to glow.


Chamella halted her spell, trying her best to look at Shade. “What? Did something happen?”

Shade pointed to her horn. “Do that again, but don’t change back, and put more power into it.”

“I-I don’t know if I can,” Chamella stammered as she was quickly running out of breath.

“You have to try. Come on, we’re counting on you.”

Chamella allowed herself a moment to let that sink in. They were counting on her. The entire colony and her queen were counting on her. She wasn’t going to let them down. With newfound determination, she focused as much energy into her elongated horn as she could muster. The glow once again began to spread from the lock and out through the seams between the six segments of the door’s design, the energy fading from green to powder blue. The six non-descript circles soon followed suit as they emitted the same blue glow.

With a steady creak, the mechanisms within the door began to turn and the door separated down the middle and opened at a suspenseful rate. The horde of changelings watched in silence as the contents of the room were finally revealed to them. Sitting upon a carved, marble pedestal was a jewel-studded chest that seemed to shine with an other-worldly light.

Chamella was finally spent. With no energy left to hold her disguise, her body involuntarily reverted to its original form. Shade rushed to her side and helped her stand, giving her a proud smile as he did.

A couple of the armored changelings flew into the near-empty room and acquired the box, hoisting it down to ground level for the other armored changelings to see as well. Flicking it open, the group beheld the splendor within. Five golden necklaces and one ornate tiara, each seeming to be decorated with a gem shaped like the cutie marks of their corresponding Bearers.

Guise, Shade, and Chamella hovered above the group, gazing down at the physical Elements within the chest. The red-maned male was the first to break the silence in the room. “Those are the Elements? They’re just a bunch of fancy jewelry!”

Without warning, the entrance to the tower swung open. Every set of sky-blue eyes turned to face the intruders, each one baring their fangs when they recognized the six mares standing on the bridge outside. The Bearers had finally caught up, but were clearly exhausted from their fight and the gallop to the tower. Another large group of changelings barred their escape from behind, forcing the six ponies to huddle cautiously together as the two groups menacingly closed the gap. The numbers were even greater now than before; they didn’t have a chance.

----- ----- -----

“Why did you spare our lives?” Twilight asked. Upon reflection, she was thankful, though very surprised, for the unexpected mercy. The changelings could have easily killed them.

“It was mostly because, without the physical Elements, we didn’t really think you were a threat anymore,” Shade explained. He raised a quizzical eyebrow at Twilight. “Come to think of it, Celestia was supposed to be the only one who can open the door. What were you planning to do when you got there?”

Twilight giggled at Shade’s obliviousness. “What, like the Bearers of the Elements wouldn’t be able to get them? The door also reacts to me as well. I can open it too. But I have to say, that was very intuitive of you, Chamella. Good thinking.”

Chamella blushed lightly at the unexpected praise. “Oh, um, thank you. But I’m sure someone else would have figured it out if I didn’t.”

“Don’t be so modest,” Shade said proudly. “You thought of it first, so you get the credit.”

Chamella wore a rare, prideful smile. Seeing her so happy warmed Shade’s heart. It was moments like this that made him really feel like a big brother to her.

“So I guess that’s the end of the story then, huh?” Twilight assumed. Shade detected a hint of disappointment in her voice. It was almost as if she had been expecting a different ending.

“Actually, not quite,” Shade corrected.

Twilight’s ears stood at attention.

“I don’t know much about what happened in the throne room after that, but what we were doing outside the castle is definitely worth mentioning.”

Twilight leaned forward eagerly, her chin resting on her fetlocks. “Do tell.”

----- ----- -----

Shade, Guise, Chamella and their comrades from the tower all gathered for a moment of respite. The location was a sunny garden in the eastern courtyards of Canterlot Castle, surrounded on all sides by tall, marble walls that the garden’s many plants had slowly crept up and around over the years. Hedges and many ornate statues depicting the accomplishments and vivid history of the ponies decorated the garden. They would most likely be removed once Queen Chrysalis officially claimed the throne and replaced by the changeling’s own, the first no doubt symbolizing their victory here today: an awe-inspiring monument of their queen standing tall and triumphant over a fallen goddess.

The changeling soldiers were celebrating, and for good reason. They had finally won. Celestia had been incapacitated, the Elements of Harmony and their Bearers captured, and the palace was under changeling control. Even the sun, the tyrant alicorn’s cosmic jewel, seemed to shine more brightly and warmly as if it were grateful to be released from the Equestrian dictator’s iron grasp and wished to join in their jubilation.

Guise took a moment to stretch his legs and flitter his paper-thin wings as he came down from his adrenaline high. “Gotta admit, I was doubtful at first, but ol’ Chryssy came through. The changelings reign supreme, just as she said.”

Chamella gave Shade a hopeful look. “Does this mean we don’t have to struggle for survival anymore?”

Her close friend answered with a reassuring smile. “Yup. Food, shelter, and warm, sunny days. We’ve got a lot to look forward to.” Shade stared off into the distant, blue sky, in the direction of his former home. “All those years of preparation are finally paying off. I’ve dreamed of this day, but part of me never believed it would happen.”

The thought of actually being able to live out the rest of his life in comfort was exhilarating. He wasn’t just excited to live a carefree and happy life, he wanted to explore this new world. He wanted to see just what else was out there that he’d never gotten to experience before. The food; the knowledge; the wilderness; he wanted to see it all, and now he had that chance.

Shade was jostled from his thoughts by a pair of hole-riddled hooves wrapping around his neck and pulling him in for a affectionate hug. He grinned and draped his own hoof over Chamella’s back. He was happy for her most of all. He risked life and limb to get her this far in life. He didn’t know why, but he had a strange attachment to her, like she was something worth protecting, something worth nurturing. She certainly wouldn’t have been here if it weren’t for him, and now she, too, could live comfortably and worry-free.

Guise rolled his crimson eyes. “Geez, it’s embarrassing just to be associated with you two. There’ll be time for honeymooning later. Right now, we’re celebrating. Let’s head over to the throne room and-”

Shade cocked an eyebrow. Guise was not one to let his thoughts go unfinished. If he had something to say, he was going to say it, so to hear his sentence get cut off was quite an anomaly. Shade and Chamella broke off their hug and cast confused glances to the red-maned male. His eyes seemed to be transfixed on something as his gaze never met theirs.

“Uh, something wrong, Guise?” Shade asked. He only just now noticed that an eerie silence had fallen over the group. Only the sound of buzzing wings could be heard throughout the garden.

Guise silently lifted a hoof, pointing it toward the courtyard gate. His friends’ eyes followed it and widened considerably when they beheld what exactly had miraculously rendered Guise speechless.

Lined up, row by row, at the statue garden’s gate, was a platoon of royal soldiers, each decorated with bright, golden armor and intense, determined, and enraged expressions. Each soldier had equipped themselves with various weapons: Earth ponies wielded long, pointed polearms capable of impaling a target from a good six feet away; pegasi wore fetlock-mounted blades on one hoof and round, elegantly decorated shields on the other; unicorns stood in the rear of their formation, holding aloft long, wooden bows in their technicolor auras, arrows knocked and ready. In total, there must have been at least fifty of them, if not more, all poised and ready to defend their kingdom and their princesses with their lives.

But Celestia’s Royal Guard was not the only threat present. Sitting atop the wall and gate, were twenty more ponies, outfitted in dark, purple armor with a blue cats eye gem embedded into the chestplate. At first glance, they all appeared to be pegasi with dark-grey fur, but upon closer inspection, they displayed traits that suggested otherwise. Their eyes were all bright gold with narrow slits for pupils, not unlike a dragon’s or the changelings themselves. Perhaps more noticeably, however, were their wings, not soft and feathered like a bird, but thin and leathery like a bat. They were the Night Guard, the personal soldiers of the princess of the moon, and standing amidst them, glaring harshly down upon all of the power-hungry and bloodthirsty changelings, was Princess Luna herself, commanding the whole squad.

Silence persisted over the changeling horde as they cautiously took up battle stances, knowing full well the clash that was about to take place. Overall, it was close to seventy ponies and one princess versus approximately two hundred changelings. The ponies were well armed and armored though, and given the supposed power that Princess Luna possessed, the odds of this battle were difficult to determine.

Shade stood at the ready, staring down the armored ponies alongside his brethren. He whispered quietly to Chamella who was cowering frightfully behind him. “Chamella, stay back, find somewhere to hide.”

Chamella answered with an unseen nod before slowly backing away from Shade, sneaking quietly through the crowd, and seeking refuge behind the largest statue she could find.

Guise’s shock had finally subsided and in its place was his familiar cocky and bloodthirsty grin. He cast a sidelong glance to Shade. “Now this is what I’m talking about.” The anticipation of the upcoming battle spiked his adrenaline, pupils shrinking down and teeth glinting in the sunlight. “Let the bloodshed begin!”

And with Guise’s battlecry, the clash had started. Changelings barreled forward in an erratic, unrehearsed formation, all eager to see the demise of the castle’s last line of defence.

The Royal Guard remained unmoving with the exception of the unicorn archers in the rear. The instant the changelings showed any sign of beginning the assault, they unleashed a flurry of arrows into the air and, with impressive speed, even with magic, had knocked and fired a second volley before the first arrow could even reach its target.

The changeling horde halted in their tracks to erect protective barriers. The garden was illuminated by green lights as each individual braced themselves for the barrage. Their shields were not reliable against physical objects, especially speeding arrows, and a cacophony of shattering barriers grated against the ears of all creatures present as the arrows made quick work of the changelings’ defences. Luckily, the impacts at least managed to slow the projectiles, but that didn’t stop them all from hitting their marks. Several changelings fell from the air, none mortally wounded, but many with arrows embedded into their tough skin. Such hindrances would only prove to slow them down; in the midst of battle, pain was an afterthought.

With first blood drawn and the distance now too short for arrows to prove reliable, the battle became a melee. A single pegasus pointed his blade forward and called out to his comrades to begin the counterattack. The statues of the garden shook as hooves from both ponies and changelings shook the ground beneath them.

With pegasi focusing on aerial threats, the earth ponies charged forth with their spears, taking aim at the ground-bound forces of the opposing group. A grazing thrust here and there and many complete misses, the changelings’ agility and nimbleness proved superior to the guards’ strikes.

Shade dodged under one guard’s spear, taking advantage of his lower position to shoulder-tackle his aggressor before turning his attention to another soldier. He was blindsided by a buck from an unseen guard and sent tumbling into several other changelings. Shade returned to his hooves and shook his head. It was going to prove difficult to keep track of everything that was happening in the heat of battle. If he let his guard down for even of fraction of a second he could forfeit his life.

Shade was able to pick out Guise from the crowd, who appeared to be faring much better than he was. The vicious changeling tackled one of the guards to the ground, pinning the pony beneath him. He made to sink his fangs into the guard’s jugular, but found his effort stifled by a metal-covered hoof. In the moment that it took Guise to register the situation, he was batted off the earth pony by a pegasus’ shield. He managed to right himself before he could hit the ground, though rather clumsily, glaring daggers at the interrupting pegasus.

Shade had to return his focus back to his own well-being. Another earth pony galloped straight at him, spear pointed forward. The changeling sidestepped the weapon only to have it pierce the hide of another changeling behind him. The guard pulled his bloodstained spear back, the victim of its point falling limp to the ground, and made another thrust at Shade. Dodging once more, Shade clamped his teeth onto the weapons shaft and wrenched it from its owner’s grasp. Swinging his head back in the direction of the guard, the butt of the spear struck the earth pony squarely between the eyes causing him to stagger backwards. Shade then spun on his hooves and delivered a painful kick to the pony’s muzzle, a drop of blood from his nostrils staining Shade’s hoof.

Chamella looked on in fear from her hiding place as the battle unfolded. Despite their superior numbers, the changelings were beginning to fall, but the odds still appeared to be even as many unconscious--or perhaps worse--guards also dotted the battlefield. Over time it seemed that the changelings could win, but something concerned the purple-maned female. Though the Night Guard were aiding the pegasi with their aerial confrontation, Princess Luna herself remained unmoving from her perch atop the gate. Her presence alone suggested that she had more than enough power and skill to take down a small swarm of changelings on her own, so why was she not joining in and helping her soldiers?

Shade took to the air to avoid another spear thrust, dropping his rear hooves onto the attacker’s armored head. The changeling flitted upwards, hoping to have an easier time with the freedom that the open air provided him. Within moments, a pair of dark-grey hooves wrapped around his torso. With Shade pinned in the grip of the Night Guard, a pegasus took position in front of him, ready to gut the changeling with his blade. The pony lifted his hoof into the air, only to have it knocked from his fetlock by a red-maned changeling who proceeded to kick the pegasus in the jaw and send him groundward. Shade took that moment of confusion to swing his hoof back at the Night Guard, sending him reeling and releasing his grip. Guise flew underneath the disoriented bat-pony, grabbed one of his hind legs, and flung him towards the ground.

“Heh heh. The constant threat of death. Gets your blood pumpin’, right, buddy?” Guise said with an arrogant smirk.

Shade said nothing, his eyes intently looking past Guise to the courtyard wall. Following his gaze, Guise spotted Princess Luna, watching the battle analytically.

“Ah, I getcha,” Guise surmised. “We take out her and the battle is ours. Personally, I’d rather achieve victory via rout, but a win is a win. Let’s get her.”

Shade nodded in agreement and the two made a beeline for the Princess. Their assault didn’t go unnoticed, however. Luna spotted the two changelings barreling towards her. With a flourish of her wings, she took to the air, her horn glowing cobalt as she materialized a pair of short swords from the air and held them in her magical grasp, ready to defend herself. Her weapons proved useless in discouraging the two changelings from their attack. They were dead set on winning this fight.

With the intensity of a miniature sun, the entire battlefield suddenly became bathed in a bright, pink light. Every combatant, pony and changeling alike, halted their fighting to seek the source. From the windows of the castle’s throne room, shone an intense, almost blinding, energy. Without warning, the city’s barrier, the enormous, pink bubble that they had previously destroyed, once again appeared and grew outward from the throne room at an alarming rate.

And plastered to its surface were two dozen changelings and their queen, shrieking in fright as they were forcibly ejected from the castle.

Guise’s smug, adrenaline-fueled grin fell from his face as he observed the horrible truth hurtling toward them.


With a painful impact, each and every changeling in the courtyard was scooped up by the barrier and carried over the walls while it phased harmlessly through the many equines present as they bewilderedly observed the unexpected spectacle. When the bubble had encased the entire city once more, it stopped expanding, but the changelings continued their momentum-driven flight out of Canterlot, careening at velocities too fast for their fragile wings to handle.

Shade could only watch as he hurtled through the air, the city of Canterlot growing more and more distant on the horizon, and with it, his dreams.

----- ----- -----

“I basically spent the next few days fuming over what happened,” Shade concluded. “After hearing that we failed because Chrysalis was too busy gloating to notice that your brother had been freed from her hypnosis, I completely lost faith in her ability to lead.”

Twilight nodded her head in understanding. “And that’s when you decided to leave?”

“Yeah, pretty much.” He breathed a deep sigh. “All those years of preparation. Do you have any idea how disheartening and infuriating it is to have something you’ve been training yourself for for your entire life just blow up in your face like that?”

Twilight offered a sympathetic look. “I can only imagine.”

Chamella, observing the dark cloud that had fallen over her best friend, decided to voice her opinion. “It all worked out in the end though, right?” she said with what she hoped was a reassuring smile.

That was true. If the changelings didn’t fail, Shade wouldn’t have left. If Shade didn’t leave, he would have never come to Ponyville. And if he never came to Ponyville, he’d have never found true happiness.

“I just wish you’d have come with me from the beginning, Chamella. We would have avoided so much trouble.”

Chamella’s ears drooped as she turned away and hung her head in regret. Shade was quick to correct himself.

“N-Not that I’m saying everything is your fault! It’s not! It’s just...I guess things would have been easier if I had some company.” Shade sighed again. “I felt terrible about leaving, Chamella. I didn’t regret my decision, but I felt bad about leaving you behind. That’s why I wanted you to come, too.”

Chamella met Shade’s apologetic gaze. “I regretted not being strong enough to go with you. I thought if I left, I’d have no purpose anymore, no reason to live. I was just like the rest of them: a drone.”

Twilight choose that moment to interject. “From what I heard in your story, it sounded to me like you were plenty strong, Chamella.”

Chamella looked up, a confused expression on her face.

“Maybe you didn’t do any fighting, but you tried your hardest to be useful to the colony. And to Shade.”

The two changelings looked at one another, Shade offering his friend a proud smile.

“You don’t need to be a good fighter or be exceedingly good at something. It’s your connection with your friends that makes you strong. Quite literally in Shade’s case. It’s because of his connection with both you and Winter that you’re both even here today.”

Chamella’s spirits lifted instantly. The warm feeling of knowing she could be useful was invigorating and encouraging.

“Even now, you’re helping Rarity out at the boutique,” Shade added. “You’re contributing something. See? We don’t need Chrysalis or the colony to have a purpose. We make our own destinies. Right, Twilight?”

Twilight gave an enthusiastic nod. “That’s right. As long as you live, you can do something that makes your existence worthwhile.”

Chamella’s smile widened considerably, her wings buzzing to relay her happiness. She wrapped her hooves around Shade’s neck, pulling him in for a tight, grateful hug. “Thank you. I don’t know what I’d do without you, Shade.”

Through her unnecessarily tight grip, Shade managed another smile. “Maybe you don’t need Chrysalis, but everyone needs someone, right?”

Twilight giggled at Chamella’s display of affection and took another sip of her tea. She contemplated silently as to whether it was their bond of friendship that brought them both to Ponyville in the first place and why they were able to find happiness here. If nothing else, it was most definitely a contributing factor.

She lifted her quill from the table and dipped its tip into the inkwell, jotting down one last note about changeling society that even the changelings themselves have not yet discovered: that happiness is not unattainable, you just have to know where to look.

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