• 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 8: Changeling

A Wolf in Sheep’s Clothing
By Dee Pad

Chapter 8: Changeling


It wasn’t the first time Shade had ever woken up smiling, but it was the first time he had woken up to find somepony else smiling next to him.

Diluted rays of light from the early morning sun were filtered through the curtains of Winter Maple’s bedroom window. The soft lighting bathed Winter’s sleeping form as she snuggled contentedly into Shade’s neck.

Can life get any better than this?

The clock on the bedside table displayed the time as being six o’ clock. Shade didn’t have to be at work for a few more hours and that was fine by him. He was glad he had woken up so early, now he could appreciate the moment even longer as the mare lying with him held him closer in her slumber.

The wise thing to have done would have been to be frugal with his money and spend it on something practical, like a house, like he was supposed to. But in the end everything worked out. If he didn’t buy Winter that necklace--which she hadn’t removed since he put it on her--then she wouldn’t have offered to let him move in with her. So now, he had gotten a chance to implant a romantic moment in their relationship and he had a place to stay. Sometimes gambles pay off and he couldn’t be happier with the results.

The pegasus stirred in her sleep, mumbling incoherently. Her white hoof reached over Shade’s chest and enveloped him in an unconscious embrace, her head now resting on top of his abdomen, giving him a mouthful of fiery, red hair. The silky strands tickled his nostrils. He would have carefully pushed her back into her previous position, but he didn’t have the heart to risk disturbing her; she looked so cute when she was asleep. His only option would be to simply brush the wayward strands aside...except Winter had both of his forelegs pinned down.

The tickle soon became intolerable and it wasn’t long before he had to sneeze. He stifled it as best he could, keeping his mouth closed to reduce the noise. Unfortunately, it wasn’t enough.

Winter’s eyes slowly opened from their state of deep rest. The first thing she noticed was the fact that, in place of a pillow under her head, she was lying on a mat of white fur. The events of the previous night came flooding back in an instant. She rolled over on her new bunk mate’s chest to face him, wearing a rather sultry smile. Shade couldn’t help but return it.

“Good morning,” Winter said sleepily.

“Good morning yourself,” he replied, taking advantage of Winter’s altered position to place a hoof around her neck.

Winter lazily pulled herself over him until her muzzle was directly next to his, allowing her to plant a long kiss on his lips.

“How did you sleep?” she asked, her voice a little raspy due to the early hour.

“Like a baby.” Shade ran a hoof through her disheveled mane.

How many changelings ever got to experience something like this? Sure, they could if they were doing what changelings do best--namely, destroying relationships in order to grow stronger off of a pony’s love--but how many did it with genuine emotion as he did?

He played the words over and over in his mind. “I’m in love.” Has any changeling ever said that with sincerity? The fact that he felt this way about a pony still baffled him though, but he chalked it up to his unorthodox mindset. Either way, it made no difference to him. Maybe if changelings wanted to find love for reasons other than power, then it was possible. It’s not like any of them have bothered to test it.

Neither of them wanted to rise from their bed. They were perfectly happy where they were, staring into each other’s eyes, wearing grins that hadn’t disappeared at all since the night before.

But, as usual, fate was a cruel mistress.

Both ponies received a start as the alarm clock on the bedside table began to ring obnoxiously. Winter always set her alarm to wake herself up for work every morning in case she slept in, which happened more often than she cared to admit. What was even more startling was the fact that it was now actually eight o’ clock. The pair hadn’t even realized that they had been gazing at each other longingly for almost two hours in near-total silence.

Winter hastily slammed a hoof down on the clock to shut it up. She sighed in disappointment and dropped her head onto Shade’s chest, burying her muzzle in his coat.

“Sorry, Shade,” she said regretfully. “I have to get ready for work.”

“Yeah, me too.” Shade stared remorsefully at the window, eyeing the sky through a thin gap in the curtains. The sun had indeed risen slightly from its former position. Why did time have to seemingly get sucked away when one was enjoying themselves?

“Do you want some breakfast?” Winter asked, lifting herself to a sitting position before sliding out of bed.

Shade nodded his head in response. Winter smiled happily and trotted from the room, heading downstairs.

Soon, Shade too rose from the bed and made his way to the door. He may as well give her a helping hoof. He lived here now too after all.

Although he wouldn’t admit it, Winter wasn’t quite as good at cooking as Spike. It was either that or she couldn’t be bothered to make anything more than a few slices of toast since they didn’t exactly have all the time in the world. Nevertheless, Shade was grateful to share his first meal with her in his new home.

The two lovebirds sat opposite one another at the kitchen table. Winter spread a dollop of butter on her toast and took a greedy bite. She blushed when she saw the way Shade was staring at her. She wasn’t even trying to hide her lack of table manners and seemed to forget that she wasn’t alone this morning as she usually is. Shade pretended that he hadn’t witnessed her uncouth behavior and took a bite of his own meal.

The pegasus swallowed and looked to Shade expectantly.

“So...” she started after wiping up some butter that had smeared her lip, “...you got a promotion yesterday, huh? Congratulations.”

The small talk sounded incredibly forced. She obviously didn’t share her house with anypony very often.

“Uh-huh,” Shade replied simply. “Starting today, I’m gonna be getting a pay increase. Although, I’m not sure what to do with the money now.”

“What, you’re not planning to pay for anything around here? Groceries? Bills? Are you just gonna let me handle all of that?” The look she was giving him told him that there was only one correct answer here.

“Uh, well...” he stammered. “You would have to show me how to deal with those kinds of things. I’ve never had to pay bills before.”

Winter took another bite of toast. “It’s fine,” she said, crumbs spraying onto the table. “I can take care of it. I just need the money, that’s all.”

Well, didn’t she sound greedy. That was certainly out of character. Shade stared at her, puzzled by her sudden change in attitude. Through a mouthful of food, she smiled slyly at him, a clear indication that she was only joking. Either way, he was going to help out around here, he wasn’t just gonna be some freeloader like he was at Twilight’s place.

Winter hopped from her chair and sauntered over to the front door. “I’d better get going.”

Shade glanced at the wall to a nearby clock. “You don’t have to be at work for another half an hour.”

“Yeah, but after yesterday I figured if I showed up early it might get me back in Rainbow Dash’s good books, ya know?”

Shade nodded in understanding. “That makes sense. Bit of advice though.”

Winter tilted her head. “What?”

“Maybe you should shower first. Your mane’s a mess,” he laughed.

The mare turned her eyes up towards her bangs. Even from this awkward angle, she could see that her hair was anything but neat and tidy. “Oh, yeah. That’s probably a good idea,” she agreed, her cheeks tinting pink.

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

“I’m taking my break, sir,” Shade informed Horte who was standing behind the cash register. He received a simple, yet distinguished nod to acknowledge his intentions.

Shade removed his new, blue bow tie and left it in the employee lounge. As long as he wasn’t wearing it, nopony would bug him about taking orders, even if he was still in uniform.

He had been working his shift indoors today, so a little fresh air sounded pretty good. Stepping outside, it was no wonder that most customers chose to eat inside today. The sky was becoming rather overcast. He saw pegasi flying about in the sky towing around grey clouds. Was there a storm planned? He didn’t remember hearing anything about it. Unfortunately, he wasn’t able to get a glimpse of Winter anywhere up there. Maybe she wasn’t working with that group today.

“Yoo hoo, Shade, darling!”

The changeling turned to see a pair of unicorns seated at a nearby table in the outdoor dining area. Rarity and Twilight were enjoying a light lunch, although why they chose to eat outside was a mystery. Normally Rarity probably would have insisted on eating indoors on a day like today.

“Hey, girls,” he greeted. “Sorry, I can’t serve you. I’m on my break.”

“Oh, that’s quite alright, dear,” Rarity dismissed. “We simply wanted to talk.”

Shade flashed a smile. “Sure, I’ve got some time to kill.”

Rarity looked him dead in the eye, grinning coyly. “Sooooo...?” She bat her heavily mascaraed eyelashes at him.

The stallion glanced around in confusion. “What?”

“Did you enjoy yourself last night?”

He was struggling for a response, but the fashionista interrupted before he could get a word in.

“Actually, there’s no need for you to tell me. Twilight here tells me that you didn’t even sleep at the library last night. So...where were you?” She wore a knowing smile. If Shade tried to lie, she would see right through it.

“At Winter’s place.” He tried to remain stoic, but found he was unable to contain his enthusiasm.

Rarity clapped her hooves gleefully. “Eeeeee! I knew it! I’m so happy for you two!”

Shade narrowed his eyes. “We’ve been dating for almost a month, you weren’t happy for us until now?”

“Wait, what’s this all about anyway?” Twilight interjected. “All I know is that you didn’t come back to the library. Rarity seems like she knows something, but won’t fill me in.”

“I simply do not wish to engage in idle gossip until I have all the facts, that’s all.”

Rarity received a stare from a pair of unamused purple eyes. The white mare cleared her throat.

Anyhow. A while ago, Shade here asked for my help in preparing a gift for Winter. So, I let him use one of my diamonds.”

“What?!” Twilight blurted. “You just let him have a diamond?! Those things cost a fortune!”

Rarity waved a hoof dismissively. “Oh, what’s one measly diamond to a pony with such divine dowsing skill as mine? I shouldn’t have any trouble finding a replacement. Besides, when matters of love are involved, I simply can’t help myself.”

Twilight blinked. “Wait, love?” It finally dawned on her. “Oh! You confessed to Winter?!”

Shade looked around nervously at the other tables. Twilight was being unnecessarily loud. Fortunately, they were the only three ponies outside on a day like today. “Yeah.”

“Oh, he did more than just confess I’d say.” Rarity wiggled her eyebrows suggestively.

“What’s that supposed to mean?” Twilight asked obliviously.

“Isn’t it obvious?” Rarity replied. “They’ve taken the next ‘big step’ in their relationship.”

“Whoa, whoa, slow down there. Nopony said that anything like that happened,” Shade tried to argue.

“Then explain why you spent the night at her place instead of the library.” Rarity’s smile was triumphant, as if she felt she had him backed into a corner.

“Maybe something happened, maybe it didn’t. Frankly, that’s none of your business.”

Rarity passed a glance to Twilight. “That’s a yes.” The violet unicorn snickered into her hoof.

Shade shrugged. “Believe whatever you want.”

“Still...” Twilight’s face turned serious. “...don’t think I’m not going to hold you to that promise you made. I’ve got a full list of chores for you to do back at the library. Love or not, that was a pretty reckless thing to do with your money.”

“Actually, about that. I’m going to be moving out of the library.”

“Huh?” That caught Twilight completely off guard. “‘Moving out’? But, what about your money?”

Rarity gasped in sudden realization. “You mean she asked you to move in with her?!” She received an affirming nod. “Oh, that is absolutely wonderful, darling!”

Twilight finally caught on. “Oh. Yes, that’s great news.” Somehow she sounded disappointed. Maybe she was looking forward to making him do all her chores. “But don’t think that means you can skip out on your reading lessons. We still have a long way to go.”

“I wouldn’t dream of it,” Shade laughed. “I’ll stop by after work. How’s that sound?”

“Perfect. I’m gonna have some free time anyway since Spike’s taking up all the cleaning duties today.”

It didn’t take long for her to pass the work on to somepony else.

“Well, I should be getting back to work. Nice talking to you, ladies.” Shade waved as he entered the restaurant again, saying farewell to the two mares.

Rarity looked at Twilight, a knowing smile on her lips. “You’re going to miss him, aren’t you?”

Twilight was going to argue otherwise, but sighed instead. “I’ll miss his company, sure, but it’s not like he isn’t going to be around. I’m his teacher after all. Which reminds me, there are some questions I’ve been meaning to ask him...”

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

Shade sauntered home at a leisurely, yet hurried, pace. When he had left work, he almost found himself ready to head back to the library, but when he remembered that he had a new home now he couldn’t help but smile. He wanted to get back so he could see Winter again. She should be getting out of work around this time too and he was hoping to see her before he actually went to Twilight’s for his lessons.

He turned the knob on the front door, allowing it to swing open.

Not locked. I guess she’s home.

“Winter,” he called out, his voice echoing through the quiet house. “I’m home.” Just saying that tickled him in a way he couldn’t accurately describe.

He received no reply.


Shade searched the house top to bottom. The kitchen, the bedroom, the bathroom. There was no sign of Winter anywhere. Maybe she was out running errands or stayed behind to work overtime.

He felt disappointed. He was looking forward to his first time returning home from work and being greeted by his new, loving partner, but not everything could go according to plan. As much as he may have believed it was, this wasn’t one of those fairytale romances Winter had read to him on the night of the big storm. This was real life. There were going to be complications.

He reluctantly accepted the situation as it was and decided to head directly to Twilight’s place. He would see her when he got back.

It was starting to get pretty dark. The large cloudbank looming overhead totally blocked out the sun. He needed to make a beeline for the library if he wanted to get there before the rain started. He saw no more pegasi roaming the skies however. If Winter had stayed behind to do some extra work, surely there would be others too. She must have been doing some last minute shopping before the storm hit.

Shade trotted up to the library door and let himself in. Just in time too, he felt a couple of raindrops hit his coat before he entered.

“Ah, there you are,” Twilight said, having just come up from the basement. She was carrying a stack of books with her magic, no doubt the extremely complicated texts he knew she kept down there. “Are you ready to get started?”

Shade looked nervously at the pile books she held. “We’re not reading those, are we?”

“Goodness, no. No offense, but I think these are a little out of your league,” she laughed. “I just ran down to get these for my own studies tonight. Your material is on the table.”

Shade stepped over to the reading table and looked over the covers laid out for him. The books he was getting into were gradually becoming thicker and thicker. He felt like they were advancing a little too quickly, but Twilight assures him he’s learning at a steady rate. Sure enough, his ability was steadily increasing. He’s been able to read simple material rather effortlessly lately. Writing was an issue that still eluded him, but baby steps.

Time ticked by as the two unicorns worked their way through the curriculum Twilight had set out for them. They read several short stories, poetry and even a cookbook; she suggested that since he worked in the foodservice industry. Shade found himself reading comfortably though. He wasn’t so much taking in the meaning of the words more than he was focusing on actually pronouncing them, but Twilight commended him on his improvements.

The studious mare stared at the busily reading unicorn.


He looked up from the page he was currently on. “Yeah?”

“I have some questions I’ve been meaning to ask you for some time now.” She looked at him thoughtfully.

“Like what?”

“How well versed are you in magic?” she asked.

“Magic?” he repeated. “Not very, I guess. No more than the average unicorn anyway. Why?”

“Oh, it’s nothing really,” she said, resting her chin on her hoof. “But I’ve seen you use some spells that are somewhat rare for the ‘average unicorn.'”

“Really? Which ones?” Where is she going with this?

“In particular, I’ve seen you use barrier spells a few times since you’ve been here. Although it’s not the most advanced spell in the world, I’ve only ever seen a few ponies use it, not including myself. My brother is actually an expert on barriers; he erected the one that protected Canterlot during the wedding and that one would have been hard even for me. Where did you learn to do it?”

Were barrier spells really so uncommon among unicorns? In the Changeling Kingdom, it was like an adaptation that they evolved in order to protect themselves from the wind and rain. It wouldn’t likely stand up to much physical stress, but at least it was something.

“It’s not like it was taught to me or anything,” Shade answered. “I just kind of...figured it out, I guess. I don’t know how else to explain it.”

“Do you know any more spells?” Twilight looked at him with deep curiosity.

Changelings really only knew four different spells: Levitation, barriers, shapeshifting, and hypnosis, the latter two being what they were infamous for, but, of course, he was going to have to keep that information to himself.

“Nope, just levitation and barriers.”

“Oh...” She sounded rather let down. She was probably looking forward to meeting another pony with her level of magic, one who wasn’t a god-princess.

Her disappointment vanished and she tapped her chin in thought. She set her eyes on the multitude of books laid out in front of them.

“Wait a minute.” A sudden glimmer appeared in her eyes and she gasped joyfully. “I could teach you!”

Shade looked around, as if expecting the mute library to provide an explanation. “Teach me what?”

“Spells!” she shouted. “If I can teach somepony how to read, then maybe I can teach them how to be great spellcasters!”

Shade arched an eyebrow. “I thought magic was something you were supposed to be born good at.”

“Not necessarily. Although a high potential for magic runs in my family, I wasn’t really very good with it when I was a filly. It was only through perseverance and hard studying that I became as talented as I am now. And it’s the reason I still continue my studies to this day; I want to learn more and be the best that I can be.”

He couldn’t really think of any practical application for the spells that Twilight used on a regular basis. They wouldn’t really be of much benefit to himself, but it couldn’t hurt to try anyway.

“Heh, why not? I’ve got nothing to lose,” Shade said with an enthusiastic grin. His eagerness to learn was a trait he had been nurturing since he moved here and was doing him a world of good in fitting in with the ponies.

“Great!” Twilight clapped her hooves together. “But we need to finish this stuff up first. One thing at a time, right?” She motioned to the pile of books. “While we’re on the subject though...” She gave him another thoughtful stare.

“What now?”

Twilight narrowed her eyes, staring intently at Shade’s horn. “Show me your magic for a second.”

“Uh, okay.”

Shade let his horn glow its bright, neon green. Twilight eyed the aura scrutinously.

“It’s a strange color, isn’t it?” she observed.

Shade involuntarily gulped. “W-What’s so strange about?”

Twilight shook her head. “It’s probably nothing. It’s just not a common color from what I’ve seen. I’ve studied at Princess Celestia’s School for Gifted Unicorns for several years and I’ve never seen anypony with a bright green aura like yours. Well, except for...”

Shade pensively waited for her to finish her thought. “For what?”

The mare mulled over the words carefully before speaking. “Except for changelings.”

That’s what he was afraid she was going to say. He thought he was past this. These worries were supposed to be behind him. Nopony was going to find out. Even if somepony accused him, that didn’t necessarily mean he was caught, he would just have to weasel his way out.

“Ever since the whole mess with my brother’s wedding, I’ve been doing some research on changelings,” Twilight elaborated. “Unfortunately, there doesn’t seem to be a lot of documentation on them. Researchers are too cautious about approaching such a hostile and deceptive species.”

And for good reason.

“I was hoping I could prepare myself just in case Chrysalis decided to try something again, but I’m not having any luck. And if there are books on them, I don’t where to look. Would they be listed under hippology or entomology?”

“So, what do you know about them?” Shade asked curiously. It was time he got an honest opinion. He’d been living here for a long time going off what he thought was the average pony’s view of changelings, that they were heartless, love-sucking monsters.

Twilight sighed. “Not much. I know they have the power to shapeshift and brainwash. I’ve seen that first hoof. I know that they imprison--or even kill--their victims and take their place in order to get close to their loved ones. And I know they invaded someplace called the Golden Glade centuries ago and have been condemned to remain there by Princess Celestia for the sake of ponykind.”

That sounded pretty accurate. Her understanding, although limited, was right on the money. She even confirmed that it was indeed Celestia that kept them exiled in the Changeling Kingdom, which the ponies apparently called the Golden Glade.

Part of him wanted to repay his debt to her for teaching him to read and inform her on all the information about the changelings that she wanted, but knowing that a seemingly average pony had such knowledge would only draw suspicion, so he kept his mouth shut.

Twilight smiled playfully at him. “Hey, maybe that green magic means you’re a changeling, huh?”

“Maybe it does,” Shade laughed.

Twilight giggled as well. She was completely oblivious to the fact that he had just admitted to being a changeling. It was strange knowing that he could even joke like that and not feel the least bit unsettled or nervous that somepony will find out. Just a month ago, the mere mention of a changeling would have him sweating bullets.

It was things like this that got him thinking. Maybe he should just fess up and let everypony know. He’d come to know these ponies. They were friendly and accepting. If he came clean, surely they would hear him out and accept him for who he is.

But he couldn’t. He’d come too far now. He crossed the point of no return a long time ago. Even if he knew for a fact that they would welcome him even knowing what he was, he didn’t want to be associated with the changelings anymore at all. Just because they would accept him, didn’t mean everypony would. That chapter of his life was done.

Leaving behind the topic at hoof, Shade and Twilight returned to their studies. The words on the pages weren’t strangers to him anymore. They were like family now. He knew them well and they trusted him with their knowledge. So much had changed since he had first arrived. And he couldn’t be happier.

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

Shade had to dash through the muddy streets of Ponyville to get home before he got absolutely soaked by the rain. The storm wasn’t nearly as strong as the last big one they’d had, but it was still pretty rough.

It wasn’t until he made it halfway there that his conversation with Twilight came back to him and reminded him that he had a spell that could protect him. He slowed his pace and set his horn alight with magic. A dome of bright green magic enclosed around him, effortlessly keeping him out of the path of the falling droplets. It also helpfully doubled as a light source in the steadily darkening town as night approached.

A twinge of guilt nagged him. He hadn’t seen Winter since this morning and part of him felt bad about it. Now that he lived with her and they had taken the next big step in their relationship, he felt obligated to see her as often as physically possible. Had she been home early that day? Did he miss her when he got back? Did she think he was ignoring her?

Shade shook his head. He was over-analyzing it. They had just started living together, he was worrying too much about how much would change, if anything.

Winter’s house came into view. The windows of the first floor were illuminated indicating that Winter was indeed home this time. He opened the door and dropped his barrier before entering.

The first sight to greet him was exactly what he was hoping for. Winter stood in the kitchen looking about the house as if she were looking for something.

“Oh, here you are,” Shade greeted with a smile.

Winter turned around and looked at him with a bewildered expression. “Shade?”

The stallion approached his lover and planted a quick kiss on her lips, happy to see her for the first time since that morning. An inexplicable blush appeared on Winter’s white cheeks and she seemed to stare at him in total awe.

“Something wrong? You feeling okay, Winter?” Shade asked, concerned.

Winter shook herself out of her stupor and smiled happily at him. “I-I’m fine. Welcome home...sweetie,” she said quietly.

Winter inched slowly closer to Shade’s muzzle. Her blush had deepened and she seemed trepidant. She lightly pressed her lips against his and almost immediately pulled away. After a moment, she smiled and went back to continue the kiss, more deeply this time.

She had him in a tight, passionate embrace and was kissing rather forcefully. Shade finally managed to pull himself out of the lip lock, albeit somewhat reluctantly.

“I take it you missed me, huh?” Shade laughed.

Winter smiled and stared at him through wistful, half-lidded eyes. “More than you could ever imagine.”

With that said, Shade lovingly escorted his partner to the bedroom. Winter had always told him that the beating of rain against the roof and windows was soothing to her and helped her sleep soundly. He was looking forward to sharing that experience with her for the first time.

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

“Where are you going?” A distraught Winter grabbed Shade by his hoof as he was about to leave the house.

“I’m heading over to the library. Twilight said she was going to teach me some stuff about magic.”

“You’re just gonna leave me here alone?” Winter looked at him through sorrowful, amber eyes.

“What’s the big deal? You’ve lived here by yourself for a month before you met me. What are you so worried about?”

The pegasus shifted uncomfortably. “Can’t you just stay with me a little longer?”

“Hey, come on now.” Shade placed a hoof on his girlfriend’s shoulder. “It’s not like I’m leaving forever or anything. Relax. What, are you jealous of Twilight or something?”

“Why would I be jealous?”

“Exactly. There’s no reason to be because you know that, by the end of the day, I’ll always come back to you.”

Shade's reassuring words perked up the pegasus. She lovingly nuzzled his cheek and planted a quick kiss on his lips before allowing him to continue on his way.

“I’ll be waiting, Shade.”

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

“Alright, one more time.”

Shade was stirred from his thoughts by the other unicorn’s voice and once again he returned his focus to his lessons. He concentrated his magic into a thick bubble around himself. Twilight closely examined his work, circling around her student fervently. She was elated to actually be teaching somepony about magic the way Celestia had done for her.

“You’re not putting enough power into the rear of the shield,” she critiqued. “The front seems tough, but a solid strike from behind will shatter the whole thing.”

“Don’t you think you’re exaggerating that a bit?” Shade complained. “It’s not going to shatter.”

Twilight cast an unamused stare at him. “Are you questioning me?”

Shade took a step away. She could be pretty intimidating when she wanted to be. Luckily for him he was protected by his barrier.

The mare pulled a book from a nearby shelf and proceeded to hurl it at the weak rear of the shield. The text hit with enough force to crack the magic barrier. With its foundation weakened, no amount of concentration would allow Shade to keep it up. The fine cracks spread throughout the field before the whole thing shattered completely, the luminescent shards evaporating almost immediately afterward.

Shade looked around bewilderedly. His barrier had been broken by a book. How was that even possible?

“H-How did you do that?” he stammered, still trying to comprehend how such a simple thing could tear down a magical shield.

“I told you, you weren’t supporting the rear,” she stated matter-of-factly. “Any defense, no matter how strong, has a weak point. An Achilles Heel, if you will. It’s just a matter of finding it and exploiting it. Yours just so happened to be exceedingly glaring, at least to somepony as well versed in these types of spells as I am.”

Shade’s expression fell. Twilight frowned as she realized she was criticizing more than critiquing. She grinned at him to try and lift his spirits.

“You just have to put a little more energy into it, that’s all,” she smiled.

“I’m putting everything I have into it. I can’t make it any stronger than that,” Shade sighed.

Erecting a sturdy barrier while maintaining his disguise wasn’t exactly easy. Although it took little to no effort to keep it up, it still required a portion of his magic to keep his pony form intact, meaning he was limited in what other spells he could use. But since he didn’t know many spells to begin with, he was more or less limited with how much power he could put into those other spells.

“It takes practice to strengthen magic. You’re not gonna do it overnight.” Twilight looked at the clock. “Why don’t we take a break? Do you want some tea?”

After a nod of Shade’s head, Twilight trotted into the kitchen, leaving him alone in the library’s foyer.

It had been a few days now since Twilight had started to teach him the basics of magic. He could cast spells, sure, but he never really knew how spells worked. Twilight was doing everything in her power to rectify that. She was a good teacher, that he was sure of. He found her lessons very easy to follow, even if she used one or two complicated words here and there. Plus, he had to admit he did feel stronger. His horn had been feeling rather tingly within the past few days, even more so when he was around Winter for some reason. Maybe she just brought out the best in him.

Thoughts of his girlfriend now began to pervade his mind. He loved her with all of his heart, but she was acting more scatterbrained than usual lately. She’d been late for work almost everyday since he moved in with her, and Rainbow Dash had even stopped by to complain about her performance. Was his presence distracting her? It had happened to him before, so it was a distinct possibility.

One thing that remained constant, though, was her passion. She still kissed him with the same tender emotion she always had, maybe even more so. And she would always perk right up when she saw him. It put a smile on Shade’s face knowing that he was making her happy, but maybe he needed to tone it back a bit so she could remain focused on her work when she needed to.

The door to the kitchen swung open making way for a lavender unicorn carrying a tray with a teapot and two cups, all three with hot steam rising from within them. She placed the tray gently on the reading table and lifted one of the cups with her pink aura.

“Enjoy, Shade,” she said, raising her cup to prepare a toast. “With the progress you’ve been making in both your reading and magic, you’ve earned a little rest.”

Shade raised his own cup and clinked it against hers. He took a quick sip of tea as he soaked up her praise. He probably wouldn’t have come this far in his studies if it weren’t for Twilight’s positive reinforcement. He was forever grateful to her for all the help she’d given him over the past month.

“So...” Twilight said, trying to strike up conversation, “...any plans for this evening?”

“Actually, I have a date with Winter tonight,” he answered with enthusiasm.

“Oh? Anything ‘special'?” She wiggled her eyebrows at him.

“We’re just having dinner. Seriously, I think you’re spending too much time around Rarity. You’re almost as bad as she is.”

“Probably.” Twilight giggled and took a sip of her tea. “So, what’s it like living with her?”

A wide smile found its way onto Shade’s lips. “I’ve honestly never been happier. Being around her just makes me feel more optimistic, more energetic. She brings out the best in me. It’s like some supernatural power that I can’t explain.”

“Yup, sounds like love alright,” Twilight laughed. Shade couldn’t help but follow suit.

“Maybe I should get going,” Shade said, glancing at a nearby clock on the wall. “Lately Winter’s been kind of...clingy. She seems to worry about being left by herself.”

“Maybe that’s why she asked you to move in, so you can be her bodyguard and protect her from evildoers,” Twilight joked, making a gesture resembling somepony thrusting a sword.

Shade turned towards the door. “Been catching up on your fantasy novels?”

“Can you tell?” she responded, blushing. “Just go already, you can’t leave Winter waiting. And have fun!”

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

The sun was setting on another perfect evening. As the sky grew dimmer, a faint light could be seen glowing from one of the outdoor tables of Horte Cuisine’s café. Normally the restaurant would have been closed at this hour, but Horte had made special arrangements tonight for one of his valued employees.

The normally bare table was decorated with a scarlet tablecloth. Upon it, a white, wax candle, its flickering flame illuminating the faces of the two ponies seated opposite one another. The head waiter brought a platter holding two large bowls and placed it between his guests, passing one to Shade and the other to Winter before excusing himself to give the couple their privacy.

Winter stared quizzically at the bowl. “What is this stuff?”

“It’s vegetable chowder,” Shade replied. “Don’t tell me you’ve never had it before.”

Winter shook her head. Shade had been here for only a month and even he had eaten vegetable chowder. How is it Winter had never once tried it when, unlike him, she’s been a pony her whole life?

The pegasus eyed her meal. Chunks of various vegetables floated around in a steamy, milky-white broth. It gave off a strong, pungent aroma that seemed to offend her nostrils.

“Is it edible?” she asked, stirring a spoon around in the thick goop.

“Of course it’s edible. We wouldn’t serve it here if it wasn’t.” Clearly he knew more about food than she did. He found that rather ironic. “When did you get so picky?”

“Oh, sorry.”

That was an odd response. Shade expected her to retaliate, not meekly apologize.

Winter hesitantly scooped a small spoonful of food from the bowl. She managed to fish out a chunky piece of broccoli and a sliver of carrot coated with the unappetizing, white gunk. Against her better judgement, she closed her mouth around the spoon, shutting her eyes tight as she prepared for the revolting flavor to assault her palate. She chewed the broccoli slowly, her face contorting in disgust as she was forced to endure the awful texture of the vegetable on her tongue. She finally managed to swallow the mouthful, immediately sticking her tongue out in disapproval. The mare then lowered her spoon into the bowl once more, pulling out another dreaded mouthful.

“You know, you don’t have to eat it if you don’t like it,” Shade pointed out.

“But it's perfectly good food, I shouldn't let it go to waste.” With only the slightest amount of hesitation, Winter scooped the second spoonful into her mouth. She cringed as she chewed but managed to force it down.

"Seriously, Winter, if you don't like it-"

Winter instantly dropped the spoon. Apparently her resolve had faltered after only two mouthfuls. She sighed with relief and took a sip of water from her glass to wash out the taste of the unpleasant broth.

“You feeling okay, Winter?” Shade looked at her with concern. “You’ve been really soft-spoken lately. If something’s bugging you, you can tell me. I want to help.”

He received no reply. Winter only looked around as she tried to pretend to ignore his question. Shade decided to take a shot in the dark.

“Is it about me moving in with you? It’s not making you feel uncomfortable, is it? If you’re not ready for it I can always go back to the library and-”

“No no!” Winter blurted abruptly. She quickly composed herself before elaborating. “I mean...yeah, I guess I feel a little weird, but it’s just something I need to adjust to, right? I don’t want you to leave m-...er, I don’t want you to move out. I want you to stay with me. I want to have you next to me to know you’re always there.”

Shade smiled warmly and reached across the table to lay his hoof gently on hers. “You don’t have to worry about that, I promise.”

Winter smiled sheepishly as she gazed into his eyes. She turned her sight down to the bowl of repulsive chowder. “Can we go home? I’m not really hungry anymore. I just want to go to bed.”

“Sure, but Horte’s probably going to be disappointed to know that he had a dissatisfied customer.”

Winter didn’t really seem sorry about that, she was quick to rise from her seat and walk alongside Shade back to their home. She pressed herself against him the whole way, her head resting against his neck. Winter was nuzzling into him like she had when they had first started dating. The walk home was way too short.

The bed seemed to beckon to the both of them, its warm sheets calling for company. Winter had already crawled under the covers while Shade made a stop by the bathroom. He could see her through the open door, smiling at him as she lay on her side.

Winter seemed especially affectionate tonight. As soon as the pair got inside the house she was upon him with a tight embrace and a powerful kiss. Shade had to wrench himself out of her grip so they could properly ascend the stairs to their bedroom.

After giving his face a quick wash, Shade climbed into bed with Winter. Immediately, his partner crawled on top of him and delivered a salvo of loving kisses before settling on one long, passionate kiss to his lips.

This was heaven. Shade felt like he could die right now and feel like he had lived a happy life here, not that he wished for that. Somepony could promise him riches, fame, and all the mares he wanted, but he’d turn it all down just to spend even one more minute with Winter.

Their seemingly endless kiss finally broke off after a few minutes had passed. He was reluctant to let her pull away, but his eyes wanted to take in her perfection once more. Her long, red mane that followed the curves of her face and ignited a passion in his heart. Her heavenly, ivory coat, like purity made tangible. Her hypnotic and alluring pink eyes...

Wait, pink?

Without a moment’s hesitation, Shade rolled Winter off of himself and leapt out of bed, staring at Winter with vexation.

“Shade? What’s wrong?” Winter asked worriedly.

Shade glared at the pony lying in the bed. “Who are you?”

Winter was taken aback. “W-What?” She frantically crawled out of bed. “I-It’s me, Winter.”

Shade narrowed his eyes. “Don’t lie to me.”

The pegasus looked around as if to seek some sort of explanation. “I-I’m not lying. I’m Winter. Don’t you recognize me?”

“Don’t give me that crap!”

Winter stepped back in surprise.

“Show yourself, changeling!

The white mare lost her voice. She glanced around trying to find some way out. Shade stepped forward menacingly. She had been backed into a corner. The pegasus sighed in defeat.

An eerie green glow enveloped her form before becoming wreathed in emerald flames. In place of the mare that Shade had thought was his girlfriend, was a changeling. The imposter looked at him with remorseful, pink eyes, attempting to hide behind her long, purple mane.

Shade eyes shot wide as he looked upon the familiar face before him.

“Chamella?!” he shouted in disbelief. “What in Equestria are you doing here?!”

Chamella swallowed as she carefully picked her words. “Guise said you were here, so I came to find you.”

Shade grit his teeth. Guise, you idiot. What’s wrong with you?

A sudden, chilling realization came to him. Chamella’s presence was no longer a concern. There was only one thing on his mind now. He gave Chamella an intense glare.

“Where is she?”

“Huh?” Chamella took another step back. Shade’s dark tone had her worried, but she didn’t answer.

“Where’s Winter!?”

The meek changeling flinched at the force of his voice. “I-I sealed her in a cave.”


She was starting to get scared. The glare he was giving her was unlike anything she’d seen from him before. “I-In that forest near town.”

“What!?” Shade’s anger was replaced by deep worry. “The Everfree Forest?! Are you crazy?! That place is dangerous, she could be hurt!”

“I-I’m sorry, I didn’t know. It’s the only place I could find a-and-”

“Take me there...now!

Chamella gulped. She had seen him angry before, but his anger had never been directed at her. She couldn’t help but feel like she had made a horrible mistake.

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

The trek through the Everfree Forest was accompanied by a tense silence. The two changelings made a brisk pace towards the destination that Chamella had set. Shade would have liked to get there as quickly as possible, but if he ran ahead he may wind up getting lost. Chamella trailed slightly behind him silently. She was afraid to say anything, only speaking up to point in the correct direction and even then doing so very weakly.

Shade didn’t even want to look at her right now. She was his best friend from his days as a changeling. All the things he did for her: He protected her from other changelings, he shared his food with her, he helped her build a shelter. She was like a little sister to him. How could she do something so despicable to him?

The only reason he was even able to unmask her was due to an inherent flaw in changeling disguises. When a disguised changeling uses an excessive amount of magic--or in Chamella’s case, has a lapse in concentration--small holes appear in their ruse. The most notable is their eye color reverting to normal. Shade was lucky. The pony whose body he was using had a very similar eye color to his own, so if he had had such a lapse in concentration, it was hardly noticeable. He shuddered to think of what could have happened if he hadn’t noticed her eyes when he did.

“How long has it been since you put her there?”

The silence shattered like glass. Shade spoke in a low, icy tone, but he may just as well have shouted at her.

“Th-Three days.” Chamella did her best to shield herself behind her straight, purple mane, knowing full well that it would provide no protection.

“Three days,” Shade repeated. “Three days with no food or water.”

It sounded like he was making a simple deduction, but Chamella could tell from the venom oozing in his voice that it was just the same as a verbal lashing.

Shade was absolutely furious with her. Why would she do such a thing? If she wanted to see him she could have just found him when he was alone and pulled him aside to someplace private where they could talk. Why go through the trouble of kidnapping Winter and impersonating her if she only wanted to see him again? But these questions would have to wait. Right now, Winter’s safety was first and foremost.

“Over there.” Chamella pointed to a large pile of rocks against a cliffside in the middle of the forest.

To the naked eye, it seemed like nothing more than a happenstantial rockslide, but upon closer inspection one could see gaps between the rocks and behind them was a blocked cave entrance.

“Here, let me hel-”

Shade’s horn glowed fiercely. The pile of small boulders began to glow with a green light before rising off of the ground in unison, their formation not altering in the slightest. With an almost unnoticeable tilt of his head, Shade tossed aside the blockade as if it were nothing, causing the stones to bounce and roll harmlessly on the ground some distance away from the two changelings.

Chamella’s jaw dropped in awe. She had painstakingly assembled that pile one stone at a time. It had taken her hours to create what took Shade only a matter of seconds to destroy. Where did he get that kind of power?

Without saying a word, Shade stepped into the dark, gloomy cave in search of the missing and no doubt distressed pony, praying that she was still alive. Chamella cautiously followed behind him. She could have left, her part finished, and headed back to the Changeling Kingdom and not have to bother Shade anymore. But part of her wanted to be sure Winter was safe. She had no intention of harming her, in fact, when she first arrived in Ponyville her only objective was to see Shade and speak with him. But when she saw him with...her, she was suddenly and inexplicably overcome with jealousy. She didn’t want to kill her, she only wanted Winter out of the way. Now, she too wondered and worried if the pegasus was still alive, if only because it would relieve Shade’s concern and maybe go towards earning his forgiveness.

Without the use of his night vision, Shade had to light the way with his horn. His aura burned brightly against the curtain of darkness that occupied the long cave tunnel. The situation was unsettling. Chamella wanted him to say something, anything to break the tension, but knew that whatever he had to say to her would do nothing to make her feel any better about what she had done. All that she could hear were their echoing hoofsteps against the hard, stone floor, the dripping of water from the ceiling above them, and the faint humming of Shade’s glowing horn.

But another sound soon joined the chorus of uncomfortable ambiance. Shade stopped in his tracks and listened intently, his ears swiveling forward to better identify it.


It was the fearful sobbing of somepony in danger. Without hesitation, Shade burst into a full gallop down the straight corridor. Chamella had to flitter her wings rapidly in order to keep pace with him.

The pair came out into a large, open cavern. It was completely empty with the exception of a lone shadow on the far side of the chamber. Shade shone his horn more brightly, its green light washing over the back of a crying pegasus.


Winter’s head jolted up and she turned around to see her boyfriend dashing toward her.


The unicorn wrapped his hooves tightly around her and pulled her as closely as he could. Her mane and coat were filthy and her cheeks were heavily dampened with three days worth of tears. But Shade didn’t care, he was overjoyed to see that she was safe. The mare sobbed into his coat, soaking him with tears, but this time they were tears of relief and happiness.

“Are you okay, Winter?” Shade asked softly.

Winter sniffed and rubbed a hoof over her eyes. “Now that you’re here, I‘m fine.” More tears began to streak down her face. “I-I was so scared. I woke up in this cave a-and I didn’t know where I was. I-I thought I was going to die,” she hiccuped. “The only reason I didn’t is because, d-deep down, I knew you would find me.”

Shade held her closely, allowing her to let out all of the tears she had left. Winter nuzzled into his shoulder as if feeling his embrace for the first time again. She turned her head up to look him in the eyes. She found comfort there, in his warm smile and loving gaze and she smiled for the first time in three days.

But something diverted her attention. Winter noticed a silhouette standing some distance behind Shade and her pupils shrunk in terror.

“I-It’s her!” Winter huddled into Shade, fearing for her life. “It’s the changeling who put me in here!”

“I know, she led me here.” Shade looked over his shoulder, shooting an icy glare at Chamella. Winter was safe. Now he had another problem to address.

Shade released Winter and stood up. He stomped towards Chamella wearing an angry scowl and stopped just in front of her.

“What is wrong with you?!”

Chamella shrank back, cowering away from Shade’s anger. It was time for him to say what he needed to say.

“What were you thinking?! Did you think you would get away with this?! Did you think I’d be okay with this?!”

“I-I’m sorry, I-I-”

“You’re sorry? That’s all you have to say?! I trusted you, Chamella! How could you do something like this to me?! I thought you were my friend! Is this what you do to your friends? You try to ruin their lives for your own selfish gain?!”

“I-I just wanted to be with-”

“Save it!”

Shade punctuated each outburst with a furious step towards her. Chamella tried to match each step with a backwards step of her own, but found that she couldn’t get away from him. She was forced to endure his verbal attack.

Shade’s voice suddenly got quiet. “We were like family, Chamella. Why would you do something so...horrible?”

Chamella was at a loss for words. No matter what she said at this point, she knew she could never earn back his trust or friendship. The bonds they had formed since they were little had been broken beyond repair. She had crossed the line.

“Shade? Do you know this changeling?”

His eyes went wide. In his blind rage he had forgotten that Winter was standing right behind him.

She heard everything.

Shade turned around to see the puzzled look on the pegasus’ face.

“But, why would you know a...”

Winter eyes went wide with horror. She took a step back as she stared straight through Shade.

No. No, no, no!

“No...please tell me you’re not...” Winter’s voice was filled with fear.


Winter spoke in a calm tone. “Shade. Please, tell me you’re not a changeling.”


“Please...just say you’re not and we can go home.” Tears once again began to well up in her amber eyes.

She was giving him a free pass. All he had to do was tell her what he had been telling himself for the past few weeks. He just had to say that he wasn’t a changeling and this would all be forgotten!

“Please! Just tell me!” The tears were now flowing freely down her cheeks. It made no difference how much she wanted to hear him say it, she already knew the truth.

He couldn’t do it. No matter how much he wanted to, he couldn’t bring himself to lie to her, his heart wouldn’t allow it.

“...I’m sorry...” he whispered. Despite his efforts to keep his voice quiet, the large empty chamber echoed his words spitefully. He couldn’t look Winter in the eyes anymore.

“I am a changeling...”

Winter fell back onto her haunches. The cold, hard truth had finally come out. Shade’s horn glowed faintly and green flames enveloped his body. For the first time, he showed a pony his true colors.

He waited for her to run away, dash out of the cave and leave him there, never to see each other again. But she remained still. Shade chanced a look at her. Even though she was in tears, Shade could see a twinkle of desperate hope in her eyes.

Winter stood up and glared at Shade. “Where is he?”


“Where’s Shade? What did you do with him?!”

Shade’s heart sank into his chest. Please, Winter, don’t make this any more painful than it is.

“Winter, I am Shade.”


Shade winced at the force of her voice. She glared daggers at him through grit teeth and tear-stained eyes.

“What did you do to him? I swear to Celestia, if you hurt him...”

The more she insisted that he wasn’t Shade, the more pain he felt in his chest. “I didn’t do anything to anypony. The Shade you knew was me the whole time. Please, you have to believe me, I’m telling the truth.”

Winter angrily stepped up to him, prodding him in the chest with a hoof. “No, you’re not! You’re a changeling! You’re trying to trick me! Shade would never lie to me! Shade loved me! He wouldn’t do anything to hurt me! He wouldn’t...”

Winter’s voice trailed off and she collapsed into Shade’s chest and broke down. She mumbled incoherently into his hard skin, smearing her tears across it and pounding a hoof weakly against his chest. He didn’t try to stop her.

Shade placed both of his hole-riddled legs on Winter’s shoulders and looked her straight in the eyes.

“Winter, listen to me. I am Shade, and I have been ever since you’ve known me. All those moments we spent together. When we first met at the café when that cloud rained on me. When we went on our first date and walked around the market and the park. On the night of the storm when I took care of you when you were sick. And this.” Shade lifted the necklace hanging around Winter’s neck. “Don’t you remember when I first confessed my love to you? That was all me, Winter. Yes, I’m a changeling, but I’m still the pony you fell in love with. I lied about where I was from, but I never once lied about who I am, only...what I am. I’m not like the other changelings. I love you, Winter. I always have. Please, forgive me.”

Winter stared deeply into his dark green eyes. They were different than what she was accustomed to. The whites of his eyes replaced by a dim, sky-blue glow and his pupils were no longer round but thin, vertical slits. Yet somehow she could still see Shade in those eyes. His words were genuine and his emotions more so. She could see the stallion that she loved.

She shook her head and batted his hooves away from her.

“No! I’m not falling for that! You’re not going to brainwash me!”

Shade was hurt that she would even suggest that he would do something like that. “Winter, I’m not trying to brainwash you. I’m telling the tru-”

“No, you’re not! You’re not Shade! Shade is kind, and loving, and supportive! You’re just a disgusting, deceitful...monster!

At that moment, Shade could feel his heart being torn asunder. He felt physically weak, like some unknown force was draining his life away. To hear Winter of all ponies utter that word devastated him.

Winter ran past him leaving a wet trail of tears behind her. Shade did nothing to stop her. He was in shock. It was like his heart had been torn out, stepped on, chewed up, spit out, and set ablaze.

The new life he had built for himself--his life of peace, comfort, friendship, and love--was over.

Chamella had watched the whole painful scene unfold before her, knowing that what had happened was entirely her fault. “Shade,” she spoke weakly, sympathetically, and apologetically. “I’m sorry. I didn’t mean for this to happen.”

Shade said nothing. He didn’t even acknowledge her presence. He turned towards the cave’s exit and slowly made to leave.

“Where are you going?” Chamella asked concernedly.


“You're going to try and talk to Winter?”

“I didn’t say I was going back to Ponyville." Shade turned his head and looked at Chamella. A pain shot through her chest as she observed the tears that had appeared in his eyes. "I said, I’m going home.”

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