> Acceptance
>  by Riddle-Me-Think
> --------------------------------------------------------------------------

> Paths Beginning
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic

Edited by: FluttershyTheChangeling, Gambit Prawn





The clip-clop of hooves could be heard in rhythm to the whistling wind and singing of birds as a lone figure made his way down the dirt road to what he hoped to be a new home. It had been about a week since he had left his old home, leaving of his own free will so he might have a new start that would fit in with his views and ideals.

He didn’t bother thinking of such things at the time, seeing as he had more important things to keep in mind— such as where he was.

Stopping for a moment, he looked left and right, spotting only trees in both directions before setting his sights forward, where a there was a fork in the road. Unclasping a saddlebag with green wisps of magic, he floated out a map and unfolded it, looking at it carefully and at the road he was on.

…

With a quirked brow he mentally asked, where’s north again?





Ponyville is considered one of Equestria’s peaceful sleepy town that dot its borders. With long wide green hills full of wild flowers, forests teeming with life and even ponds and lakes with serene settings, one could not find a more peaceful place. That is, if one did not count the Everfree forest being next door. Or the gates of Tartarus being located in said forest. Or the next to weekly or monthly chaos that ensues from either random occurrence or the six mares that seem like magnets for such things.

But --besides all the impending doom brought on by five story creatures, dangerous wayward spells, panicking crowds and the occasional all out apocalypse-- it’s a nice place to live with a friendly community.

This said community bustled about their daily lives, greeting one another with smiles and nods and polite hello’s, maintaining the ever friendly atmosphere. This is something the new arrival could not deny, looking about with some surprise at all the happy and content smiles on their faces.

He didn’t go unnoticed himself, drawing the attention of the townsfolk who all stared at the new arrival curiously.

Black, black as the night was his coat, leavening no actual shine on him as the fur seemed to soak up the suns light. A short cut, dark bluish-green mane and tail is what greeted their sights, with a black horn sticking out of his head with a slight green glow that held a map afloat. Lastly, brightly lit neon green eyes held curiosity while they darted about analyzing everything in sight.

On his flank were two masks, one happily smiling black mask and one sorrowful frowning white mask. This symbol also adorned his brown saddlebags that almost hid his mark.

Regardless of these facts, one thing was for certain: He seemed a bit confused and apparently a bit lost as he continued to look at the map and then the town around him while muttering things under his breath with a knitted brow.

With an exasperated sigh, he refolded his map and tucked it back in pack. Sparing another look around and choosing a random direction, he began to trot through the town for an inn.

For the first few minutes of wandering, he could not help but feel a sense of peace in this town he had just found, mostly by mistake, and wasn’t sure what to think. Well he did know what to think actually, always did, but this town was just different. That was the only reasonable thing he could think of to make him feel…unsure perhaps?

Whatever the reason, it was not something he felt to dwell on. With a soft smile the Unicorn thought, it‘s a new town with new stuff to see and do. Might as well see the sights!

And did he see some sights in town. Such as the well crafted building that look much like a carousel the likes you would find at a fair. With a pointed top and beams around the building, it certainly gave the illusion of it.

Next big thing was a building that looked a lot like a gingerbread house before Hearth's Warming eve, complete with frosting edges, cinnamon stick supports and even a cupcake tower with three candles. Who ever made it was either imaginative- or had an unhealthy appetite for sweets. Much like his sister…

Shaking that thought away, he decided to keep looking around to see anything else worth noting. The market district was one place, selling all sorts of trinkets and foods. Sometimes there were shops, others were carts that were rolled in. the place was even more lively than the rest of town as ponies of all sorts went about their busy lives and paying there bits for each want or need.

Speaking of wants… He thought, eyes catching sight of a cart full of red fruit that had seemed polished with wax, light glancing off with an impressive reflection. Setting a new course for the enticing fruit, he could not help but grin at such a sight. Being on the road as long as he had, had left him wanting something sweet such as the apple that was in sight.

Next to the large grouping of apples was an earth mare with an orange coat that reminded him of a dawning sun and shining golden straw locks mane and tail, both held in a ponytail.

She pushed the last pole into place before turning the small sign around to open and turned to get behind the stall. From the corner of her eye she caught a glimpse of something black and turned her head in its direction before donning a welcoming smile.

“Well howdy thar!” Her southern voice drawled out, adding to the already friendly atmosphere, making him feel almost smothered in the feeling it gave.

Throwing that in the back of his mind, he put up a rather charming smile and bowed his head and gave a curt “Greetings.” Looking at the apples and back to her asking, “If I may, could I bother you for some apples, I could not help but see them on the way through and found them appetizing.”

With a chuckle she replied, “Sure thing sugercube, it‘ll be two bits fer ‘n apple!” Reaching for the nearest basket and plucking up one apple to set on the stall table.

“I’ll take three.” He smiled, magicking open his bag to retrieve six bits. While he did so, she ducked back down to get two more of the fruit, setting them with the first and asking, “I haven’t seen ya’ll ‘round here. New here?” Watching as six of the golden coins drifted to her and stacked neatly into two piles.

“Not really.” He shook his head “I was mostly traveling through and might have made a wrong turn.” He told her before smiling “But I’m not complaing to lady luck for steering me to these lovely apples.” he sweeped up the fruit in his magical grasp, adding, “You must be very good to make such wonderful looking apples ma’am.”

Giving a proud smile she said “You bet‘cha, Sweet Apple Acres apples are the best apples you‘ll ever lay your eyes on!”  And scoped the bits into a container and putting out her hoof in another welcoming gesture.

“Names Applejack!” She introduced as the Stallion lifting his own hoof, he gave her a firm bump and introduced, “Masquerade.”

Then with a sudden look of recognition the Unicorn asked “By any chance are you part of the Apple Clan?” With a slight bit of hope in his voice.

Quirking a brow at his question she asked, “That I am, why’d ya ask?” The only reply she got at that moment was a happy grin that one would find on a better who won the jackpot.

“My family happened upon some Apple’s before, friendly bunch they are, and their foods are a must!” He elaborated after noticing the look she was giving him. But after that, Applejack could only give off a chuckle knowing how true it was for the Apple family to make delicious foods of all sort, primarily apple-related.

Looking to his left for a moment, Masquerade noted another pony walking to the stand, but unwilling to come over and interrupt them. “Well, as enjoyable as this conversations been, I should be going.” He informed Applejack who seem to nod.

“Eyep, I got customers my self, so you go mosey on.” She agreed giving one final wave at the retreating Stallion. Once he was out of sight did she turn to her right and spot the next Pony come to her stand and could only smile “Why hey there ‘Shy!”





Still walking through the streets of the town, Masquerade had yet to find an Inn to stay the night. He did see a hospital not far behind, a tree that was made into a house…or was it a house that grew into a tree? Which-ever one it was, he was sure it was still a house of some sort.

However, after a few hours later, he still couldn’t find one Inn. But the town was admittedly nice all-around. Maybe a bit over the top with the lovey atmosphere for his tastes, but nice place never-the-less. Not like Canterlot that’s for sure. Sure that place for Gifted Unicorns was somewhat nice, but it still was up-tight-- but Mother insisted he’d go, if not for the educational value then perhaps the social value.

Masquerade heaved a sigh at that. Perhaps he was a little hasty leaving home?

No, he fiercely shook his head while in thought. We had come to an impasse about our views on how that matter should be handled. And looked down with saddened eyes muttering aloud, "I could not divide our house in such a way."

So drawn in his thoughts, he almost ran into another Pony, barley spotting them and coming to a halt. Only, the other didn’t see him and bumped into his body. A clearly feminine yelp was heard as the purple mare fall back on her rump, dropping her bag and book.

“I-I’m sorry, I wasn’t watching where I was going.” She stuttered with some embarrassment, lighting her lavender horn in a magenta hue to retrieve what she dropped.

“No, no. It was just about my fault for almost-” He began to say before seeing her face rise and meet his and blurted, “Twilight?”

Hearing the name, both ears swiveled to his direction with purple eyes following close and meeting his face. A look of both recognition and surprise touched her features before she glanced down at his Cutie Mark then back up. “Masquerade?”

With a broad grin at this chance meeting, he lit his horn and opened his bag to pull out a full white mask and hold it next to his face almost exclaiming aloud in excitement, “That’s me!”

Still holding his grin, he looked at the now grown mare that he knew as a filly back at Canterlot from several years prier. They were both paired up a few times for a test or two, or he would seek her out for her book smarts for certain subjects. Oh those were happy times indeed, even more so when he occasionally teased her for being a mobile library and she‘d blush to some extent. Perhaps he can start doing something similar again? The very thought made him want to grin even wider.

Twilight herself was also excited to some level. The unicorn mare with an indigo mane and tail with pink strip could remember very clearly the young colt that would somehow find her and study with her every time he had a problem with a test. She also remembered the occasional test she needed a partner for --so said her mentor-- and would be with him as he would go right to work.

Well, almost… She reminded herself, remembering the little moments he would tease her book smarts in good fun. It was disappointing he had to leave the school due to family matters.

Putting the mask back in his saddle bag She heard him say with that same grin, “It’s been years since I last saw you Twinkles!” Making her flush in some more embarrassment at the old nickname he’d call her. She honestly forgot about that one detail she didn’t like about him.

“Masquerade, what have I told you about that!” Twilight said a bit sharply, to which she got a happily “That it‘s a nice pet name?” Making her blush even further.

“Mask!” She shouted, trying to get the grown stallion under control while he laughed. She had really forgotten how hard he can keep under control when he gets excited about something. Although, she could safely say he was happy to see her.

Calming down from his short fit of laughter he calmly said “Sorry, sorry. I couldn’t help but say it.” But still chuckled a bit at he just did.

Letting out her own sigh at his antics, she soon smiled back saying, “I should have known you wouldn’t change.” A firm nod from him seemed to convey the same while she spoke on, “And it has been years, it nice to see you again since you left from the school grounds.”

Masquerade nodded to that, “I know, it was a bit dampening on my mood when I heard Mother tell me I had to drop out early.” Looking at his surroundings he could not help but ask “By the way, why are you here of all places?”

“Huh?” Twilight gave a confused look at his question before it clicked in her head at what he was getting at. “Oh, I live here now.”

Now looking at her more curiously he asked, “Really now? I would think being top student of the Princess you’d stay up in Canterlot.” Where upon Twilight gave a laugh, actually surprising him, but didn’t show it. He hardly noticed it, but she seemed more sociable then when he last saw her.

“I made some friends down here and was asked by the Princess herself to stay with them and study friendship.” She said with a good amount of joy in her voice that was impossible to miss.

With another chuckle and a grin he gave her a look that put Twilight on alert for his next words being “Leave it to you to make friendship into some sort of lab test.” Making her gain only a small tint on her cheeks. The unicorn Mare could only mutter curses to herself on how he could tease her like this.

But the chuckles were cut short by one of his present smiles “It‘s good to know you found some friends to be with since I left. From what I see, It’s done you good.” Then he gained another teasing look and commented “Especially so with how well you’ve grown.” At this, Masquerade mentally patted himself on the back for successfully making Twilight imitate a tomato for a brief moment before she composed herself.

Giving a sharp look to the stallion, she smirked and jabbed “And I see that you’re as thin since I last saw you, did you ever eat?”

Looking down at himself, he did note the lack of anything of himself, still looking like a twig compared to all other ponies. Even though he was healthy as could be, he was still considered underweight and looked it too. Lifting his hoof and shaking it in a so-and-so manner he said “Eh, I was never a big eater.” She giggled at that and nodded, knowing of his eating habits.

Or rather, lack thereof.

“What are you doing here anyways Mask?” She finally asked him, “As I said, it has been years, and last I saw you was at the school grounds. Do you have family here or something?”

Looking to the side for a moment, he said, “No, not in that manner.” Keeping his emotions in check and saying to her, “I had a bit of a problem with my family and some matters concerning the household, if you would.”

Putting her hoof to her mouth, he continued, “I soon came to an impasse with my Mother and decided to compromise with her and leave.” Even if his eyes showed some sadness, he still didn’t lower his head and kept it high, “She wasn’t very keen on me leaving, nor were my siblings, but I had told them I didn’t want to cause more trouble with my views. They soon accepted this before I packed up and left for…” At this point the dropped off to think a bit before saying “Someplace to get a new start if you would.”

She gave a slow nod and took in the information carefully. The only reason he would tell her this much was only because he knew her from the past. She could tell he wasn’t saying everything, but respected what he kept to himself. Masquerade was an old friend that has just reappeared in her life at apparently a hard time. Making a quick look around and noting the other denizens heading for home as dusk approached, she decided to ask, “Do you have a place to stay for the night?”

Making a point to look around, the emptying streets he reluctantly told, “Not at the moment…was looking for an Inn, but…”

With a sudden ring of magic and a tug at his tail, Twilight passed him, dragging him along, “Then I insist as old colleagues, you come and stay at my place until further notice.”

“What?” He almost yelped, “You can’t be considering that!”

Craning her neck to look at him told him all he needed to know. “Twinkles, I can’t ask you to do that, I‘ll be fine, really!” She only gave a disbelieving roll of the eyes and continued to drag him with, “Don’t matter what you say, you’re an old friend that I haven’t seen in some time and needs a place to stay.”

He shook his head and decided not to fight back. Even if he got past her monstrous magical power -that has no doubt grew over the years-- there was still little chance he’d escape.

Mares, what can you do?
> Seen as Trust
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic

Edited by: FluttershyTheChangeling, Gambit Prawn




Two green eyes looked back and forth constantly, scanning the room with eagle like awareness. The bookshelves of fine oak wood shined with the new coat of cleaner and polish as they circled the walls, filled with numerous books going from simple foal stories and story rhymes to more finer literature that either involved Daring Do, or complex theories of natural magic of the world.

The table in the center of the room also shined with it’s new coat of polish, being clean of all the hoof prints, dust and dirt that would collect over the days of use. Floors washed thoroughly and swept just about daily to keep anything from collecting while pillows --washed and dried hours prior-- sat in strategically stationed spots for readers to enjoy their borrowed books. Even the books somehow managed to sparkle in some strange sense of cleanness, lacking any sort of dust or grime.

Darting down to the roll of paper that was held by somewhat sharp purple claws, the young dragon smiled and raised a quill and checking off each item on it with both satisfaction and accomplishment.

Windows need cleaning? Done!

Bookshelves dusting and cobwebs removed? Simple!

Books located and reorganized? Challenging, but beaten!

Dinner cooked and ready for both him and Twilight after she finishes setting table? Can be done in his--

His eyes shoot open wide and both claws moved the paper up more and more to its end where one unchecked box remained empty. “I forgot to get dinner started!” He screamed in panic, dropping both list and quill in a cloud of dust that was now settling on the once-clean floor.

Twilight wasn’t home yet-- so there was still time to start cooking the meal. But how much time did he have? Looking up at one of the clocks they had scattered in there home and workplace, he could not help but panic even more.

Half an hour! I only have half an hour! The clock seemed to choose that time to click, showing a minute had just passed, “I only have 29 minutes until Twilight's home!”

Now in overdrive, he began to search his mind for anything that can be made without long stewing. A simple salad could be done in a few minutes-- but they hadn’t gotten any lettuce in a while. Potato soup would be good, if they had any potatoes left! 
It then hit him that they had some fruit left, and there was some pudding mixture ready-- A fruit salad, I can make a fruit salad!

Quick like a Wonderbolt, he proceeded to gather ingredients and bowls, using his claws to slice up the fruit and also mix up the pudding that would be poured into another bowl. Maybe add a few almonds to the mix?





“Are you sure this is necessary Twilight?” Masquerade’s voice rang out once more as Twilight continued to drag him along. If it wasn’t for the fact she knew him as she did, she would have found this annoying.

“Its fine Masquerade.” She told him, “How many times must I tell you this?”

He shook his head at her even if she wasn’t looking back at him and replied, “Because it‘s improper for one, and for another we haven’t seen one another in years so that makes the situation only less improper-- ”

She shook her head again at his logic of trying not to be invasive. True he’d tease her to no end on certain subjects, but he never did anything to intrude on her privacy-- such as to never bother her when reading unless it important, or enter her private quarters when living in the castle. She could not help but wonder how antisocial he seemed at times, being friendly and present, yet always holding himself lengths away from others as if afraid to bother them.

“ --it‘s not that I‘m rejecting to being around you and catch up on old times or what not, but I have to try to at least find another place-- ” Rolling her eyes at his continued ramblings of reasons not to be given a place to stay, she continued to drag him along. If he wanted to go on and find some place else to stay he could try and escape.

Then again, this was like all those other times when they were younger and she’d insist that he should join her in a study session and then drag him along while he try worming himself out without fighting back. Makes one wonder why he did just fight back with his magic to get free?

Feeling that she had enough of his constant rambling, she began to think of a way to get him to at least try and accept she wouldn’t take no for an answer.

With a quick look into her mind, she remembered that asking a well placed question will cause him to stop and consider things in a new light. With that, she chose her question and cut him off with, “Masquerade, what do friends do for one another?”

With relief, all ramblings stopped, and showed that when presented a problem, Masquerade still stopped and thought the problem through. Stopping to turn around and look back at him and the now focused look on his face, she decided to just sit and wait for him to finish thinking.

For Masquerade, Twilight Sparkle-- student of Princess Celestia, prodigy of magic and all-around mobile library almost the size of a throne room-- had utterly stumped him. Never, never had she asked a question like that. It wasn’t a common sense question

Nor was it really a logic based question. It may fit with psychological type questions, but the tone didn’t imply it in the same setting of such, right? The shock he first had turned quickly to confusion and then concentration. What was the answer she was searching for?

Friendship is a agreement between two independent persons --regardless of species-- to share information, time with one another, work on projects and confer with one another in number of subjects for pleasure or strengthening bonds.

Or, so were his thoughts on the matter. He never really delved deeply into the matter himself, just observing others and choosing what was appropriate and what wasn’t while asking his mother on her thoughts and what he should or shouldn’t do. But looking at it from his view and others, maybe it was something simple. Friendship is common, ergo, common footing. But what made it common. What made it and broke it?

The lavender unicorn watched for what seemed like a minute for the black unicorn to make any sort of response. his nose was pointed slightly downwards and his bright green eyes look left and right as if looking and reading through multiple texts. It looked familiar to her as she watched him ponder over her sudden question. Surely it wasn’t that difficult to answer?

…

Then again, she wouldn’t have had the answer herself about a year or so ago.
Back in the stallion’s mind, he continued to look over each scrap of information he had. Friends often look out for one another, and to do that they must know one another and to do that they spend time with one another and in doing so look out for one another-- 
It was like some kind of paradox; what was he missing? It was simple, it should be simple, but it went in a circle, never ending and always repeating after it starts. The only way for it to stop is if…

When he figured it out, he felt like smacking his head. Like he thought, simple. But what he didn’t think was, it was so simple, it was natural and almost forgettable until at risk.

Nodding to himself and mentally beating himself for probably keeping Twilight waiting, he looked up and turned himself to her fully. He felt presently surprised to find a rather patiently waiting Mare and not a pouting filly he remembered waiting for his reply.

“Trust.” He finally said, “Friends trust one another.” He nodded with finality at that.

For a while Twilight stared at him, a little surprised. She was mostly aiming for something like, “Friends help each other.” But this would more then do. So with a smile she nodded “Yes, Friends trust one another.” With a calm look she added,  “So as a friend, I ask you to trust me in helping you with sleeping arrangements.”

He looked down in thought then looked back up with a nod, “Lead the way.”

Pleased with that, she turned around and continued on with him following next to her. 

Silence descended between the two, both lost in their own thought.

For Masquerade, he was going over the mare’s actions from what he knew. She was less foolish, but that was to be expected when one grew up: casting aside their foolishness and bothering to stand up to things in a more reasonable light. But her social actions and overall willingness to help for next to no reason but knowing one another? It didn’t make much sense. Normally, about a good 60% of the time, a pony that hasn’t seen another for a certain amount of time loose the bonds gained.

This wasn’t the case, as Twilight seemed to be part of the 40% that held the bonds forged and were still building from there. The Twilight he knew would have suggested an Inn she knew. The Twilight he knew would have considered her home as last resort. The Twilight he knew would still follow the rules most set in safety and not invite a stallion she hasn’t seen in a number of years into her home.

Just how much has these friends she made changed her?

In Twilight’s mind, she was trying to pick apart Masquerade choice of answer. She remembered him to be a very analytic unicorn that would take a question and give a very detailed answer of what he knew, but to take so long for a question on friendship? Most would say something in an instant or after a moment or two. Was he really that caught off guard, or did he just not have that many friends as he did family?

Then again, he told her he had what sounded like a fight with his family and decided to leave-- on still good terms hopefully. But then came his reply: trust.

He saw friendship as trust. She could see where he came from. When she first met her friends in Ponyville, she didn’t trust them at first. But when she got to know them and worked with them to save Equestria, that trust began to grow and made their bonds grow stronger because of it.

She hummed in thought while thinking about it. Friendship does need trust, she decided before glancing to the unicorn she was thinking of, but it also something that comes with knowing them. Maybe she could teach him a bit more on friendship.

Coming close to the Golden Oaks Library made Twilight smile, excited to get Masquerade to sit down and talk with her on what he’d been doing. Maybe even do a study session like old times!

It was sudden and but familiar feeling Masquerade had not felt in years, but remember it in the back of his mind. Twilight was planning something. Something that called for hours of looking over numbers of words in weighted things called books. He never had that sort of ominous feeling unless she was thinking of something along those lines. Maybe it’s not too late to turn back?

“Spike I‘m home!” All notion of escape was lost at the lavenders mare’s voice that announced her arrival home and-- “Hey, I remember this place.”

Twilight blinked and looked back at Masquerade that explained, “I was walking through town and passed this place. I didn’t know you’d live in a tree.”

“It‘s also a Library.” She said while walking in, lighting her horn to put down her saddle bag. Masquerade followed suit, lifting his own pack off and setting it next to hers while looking around.

Whistling in appreciation at the cleanliness he commented, “This is nice Twilight, you keep the place in nice order.” Particularly noting the books that seemed to shine…some how.

Deciding not to ask how one can polish a book to where it shines, he turned back to Twilight who smiled happily at his comment, “I can’t take all the credit, my number one assistant helps a good deal.” He stopped for a moment to take in what she said and remembered she had called out a name when she opened the door. Spike was it? He asked himself before something clicked in his head while the mare walked into another room. He did remember someone named Spike, but where? Twilight knows him --assuming it is a guy-- and he recognized it so…

After racking his brain around a bit on the subject, he heard the sound of cutlery being placed on the wooden table in the room and decided to put those thoughts on hold and find out who it was. No time like present as they say.

He turned his gaze towards Twilight as she set the table with expert efficiency and positioned each pillow at evened out spaces for each one joining. She was a perfectionist --he remembered her being one-- but now…now it was plain scary how precise she was being. She even took out a checklist and began to make sure she had done her task right. She was also--

Wait, another checklist? Blinking a few times at this, he slowly made his way to one of the seats, eyeing her carefully. She was organized, he knew that, but this might have been taking it a bit too far. Then the odd click-clack sounds reached his ears, making them twitch in sudden surprise. They weren’t hooves, no mistake about that. Claws maybe?

Turning to the doorway Twilight had passed through, both eyes caught the sight of a young baby dragon with purple scales, lime colored belly and green spine going from head to tail. Wait, purple, green also baby dragon…

“Masquerade, I‘m sure you remember Spike, right?” Twilight chirped, lifting the young drake spike was carrying with his claws and placing it in the center of the table.

With a friendly and almost dismissive wave, he greeted with a simple, “Hey.” Which the black unicorn returned a curt, “Greetings.”

For a moment awkward silence filled the room as each one looked at the other.

Coughing into his claw, Spike asked, “Do I know him Twilight?” He looked the black unicorn up and down trying to find anything familiar. After a bit of thought he drew up a blank, not recognizing him in the least.

Twilight giggled out “You probably don’t remember, you only saw him around for two or three years after you hatched.” Looking at him she went on, “And you didn’t get to see him much anyways, so I wouldn’t be surprised if you didn’t recognize him.”

Masquerade took in that bit of information before it all came together and smile, “Ah yes, I remember now!”He looked down “You’re the squirt Twilight asked me to baby sit when she was nose deep in a book to notice you put stuff on fire from burping!” Thus earning him an evil eye from a flushing Twilight and a snicker from Spike, who also received an evil eye.

“Yea, she still does something similar.” The young dragon nodded, trying to ignore his adopted older sister, “Even when a mob is running rampant outside.”

“Spike!” Twilight reprimanded, only to have it fail to hinder Spike when Masquerade followed up, “I hear you, Twilight is observant to anything in a book, but everything else becomes invisible.”

“Masquerade!”

“I know right?” Spike agreed, “She also forgets when a pony comes in to rent a book and just stands there and nods while not really paying attention.”

“Spike!”

“Just like those times I’d study with her, I’d ask her something and just nod along.” Masquerade grinned as Twilight gave him pleading look as if she knew what he was going to say, “So, as payback for not paying attention, I‘d say silly thing to Twinkles” At this, Spike snorted at the nickname while the stallion went on, “Oh, like when I said ‘Hey Twilight, did you know you could fly by flapping your ears?’ and a moment later she nodded saying ‘Yep’ without her noticing my laughing!”

Both males gave hearty laughs as one very flushed and embarrassed mare proceeded to scream.

“MASK!”
> A bit of Knowing
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship Is Magic

Edited by: FluttershyTheChangeling, Gambit Prawn




Dinner went smoothly, or as smoothly as Twilight could have made it. It turns out that the only thing worse than a teasing Masquerade, was a teasing Masquerade with a nosey adopted brother known as Spike. Together with their super powered collaboration skills forged from memories of the one certain lavender mare, they teased Twilight ‘Twinkle’ Sparkle and embarrassed her to no end!

Thankfully, the two did stop after a while when Masquerade had asked Spike on what he did as Twilight’s “Number one assistant”. She was glad the two got along well and not get into a situation with a suspicious drake and unsure stallion eyeing Spike like a miniature attack dog. Celestia knows how awkward it would be for Spike to assume him as her coltfriend!

Masquerade had also told Spike how he use to watch over him at times and practice his acting a bit with both him and Twilight as an audience. When Spike had asked what sort of acting he did, Masquerade merely lit his horn in what Twilight sometimes felt like eerie green glow and lifted out a white mask and a white cloak, fastening them on his face and neck before standing up and moving away from the table.

With what she could only describe as carefully practiced ease, he lit his horn again, sending the room into shadows with green mist, making slight illusions of trees with vines and began his act by weaving a tale of the forests of the Everfree. He would narrate his story with his normal voice and ever smiling white mask before his horn flashed and would change both the mask and cloak’s, color and form, using a voice not his own to continue the tale. She was surprised at the skill he had compared to when he was a colt. Before his voice would change only a bit, but now it was hard to tell if he wasn’t actually a mare in disguise to begin with!

It also didn’t help that his skinny frame worked well, as he would use a spell to make the cloak almost mould around his body to make it seem he had a body of a mare or stallion of his choosing. The tale he gave was about a demon that lurked in the shadows of the Everfree, searching out foolish guards to torture or virgins to torment, and he ended it with a witty jester for a hero that laughed in the face such fear-inducing danger.

Overall, when he was done and released the illusion, both Twilight and Spike gave him an applause for his acting and giving them a nice dinner show. Being the performer he was, he bowed and said he would be doing acts for free if given a free meal.

However, after the display Twilight had all but attacked the poor stallion asking as to how he made such well-crafted illusions. She had to ask because he had used the illusions to make his cloak mimic bat like wings and made his mask took a demon like shape, scaring Spike and Twilight out of their wits, even more so with a malevolent voice. He only smiled and asked if she really wanted to know. She nodded, so he went to her ear and whispered “It‘s magic!”

This response made her fall to the ground, and Masquerade laughed at her sheer surprise. He forgot how fun it was to be around her!

After Twilight had righted herself, she gave a semi-stern glare to the stallion. This was reciprocated by the stallion with a smug--but playful--smirk. Masquerade then levitated both the mask and cloak off and back into his bag and returned to eating the fruit salad Spike had made. He complimented the young dragon on his cooking skills, saying he very much enjoyed the fruit that was chosen for the ingredients.

In the end, they all headed to bed with Spike leading Masquerade to the guest room for the night while Twilight went up the stairs to her own room she shared with Spike. She didn’t forget to grab the book she was reading earlier that day when she bumped into her old friend by chance. She was on a rather juicy chapter, and was very much eager to see how it turned out.

It was some time before Spike made his way up the stairs himself and plop down into his basket sized bed, where upon he wrapped himself in a cocoon of blanket and fall asleep soon after. Even to this day, Twilight Sparkle could not contain her giggles at how adorable he looked when he did that. Sure, he sounded like any ten year old colt, but he was still technically a baby for his species. Then again, even if he was ten year old colt, he’d still be adorable in her eyes.





With morning’s dawn light, the inhabitants woke up and greeted the day. Or, most did. In the case for one dragon, he could really care less about waking up, and would rather stay in his little soft den of warmth. This was the common sight for Twilight to wake up and see every morning. Like clockwork she’d get up, clean herself up, and go down to the kitchen, heat up a cup of coffee, warm up some food, go back up the stairs to wake Spike and then come down to eat.

Only, the black lump that was sitting at the table with a book on physiology got her to stop and do a double take. Turning to him, she could only look in some shock at the books he had. In two neat piles on either side of him were a few books, mostly of psychology, physiology and sociology.

“Masquerade,” Both of his ears shot up at her voice and his eyes locked onto her from. For some reason, a small smirk worked its way onto her face, making his eyes look a little panicked.

“Are you studying?” She asked with a false smile while walking up to him. Looking left and right as if looking for an escape route, he said “Well, I wouldn’t say study, more like…” Screwing up his face as if to look for the right words he settled for, “Curious and fascinated on a few subjects I wanted to go more in-depth on?”

“Mmhmm…” She hummed with the same smirk on her face “It sounds like you’re studying to me!”

Looking down at the book before him, then back at her and back down, he pointed a hoof accusingly “I blame you for turning me into a more studious unicorn.”

She laughed at that and just continued on to the kitchen to get her morning caffeine. As she left the stallion behind, she could hear some quiet grumbles of “Females and their bossy nature when at a young age.” She giggled at that to, as it had something to do with her dragging him off for studying sessions.

Stopping just past the doorway, she called back “Would you like coffee?” A brief moment passed before a thump and a rhythm of clip-clops met her ears as he walked in saying “No thanks, but you did help remind me to eat something.”

Sparing a quick look over the kitchen before lighting his horn to pluck up a orange, peel it, drop the non-edibles in trash and bring it out the door with him in just seconds.

Blinking a few time she asked, “Are you sure that’s enough?”

“It‘ll do!”





Breakfast was interesting having Masquerade around. Normally it was spent in some silence with Twilight going over the daily activities and reminding Spike about tasks or upcoming things. On this morning while it was silent for a time, it changed when Masquerade begin talking. He would read the book he had before him a bit, then stop to listen in on Twilight going over the list for the day; comment on what she said, and then dive back into the text and maybe eat some of his orange.

It amazed her that it took 15 minutes for him to eat that one orange just because he was so lost in the book. The whole time it just hang in the air, slowly orbiting his head. Spike found it rather funny and tried stabbing it a few times, only for it suddenly dodge out of the way like it had a mind of its own.

When Twilight finished breakfast, she left Masquerade at the library where he had pulled out a map and some bits saying he would like to spend some time planning as to where to go next. He might have also mentioned something about finishing the last few books in his reading pile.

Twilight quickly found herself giggling to herself again over his ever strange actions. The colt did seem to be one pony show in the literal sense. Even more so with his talents being closely knitted with acting.

“Well, somepony‘s in a certainly good mood today.” A sophisticated voice said, gaining her attention.

Looking in the direction of the voice and putting on a smile, Twilight waved, “Hey girls.” She made her way over to both a white unicorn mare with an elegantly curled mane and to a butter yellow pegasus mare with graceful long pink mane.

“Hello Twilight.” The shy pegasus softly greeted. The other unicorn walked up to Twilight with the pegasus close behind and asked, “Now, what has you such high spirits today darling?"

Looking to her rather eager friend, Twilight replied, “Well Rarity, I had just ran into an old friend of mine that was also a colleague at the school I attended as a filly.”

“Really now?” She asked interested “Perhaps you could tell us about this pony while you accompany us? We just came from the spa and were heading out for a small bite.” Hoping to pump Twilight of more information about this friend of hers.

“I just ate…but maybe I could sit in and chat for a bit.” The lavender mare compromised, soon following the two. Taking a few moments to gather her thoughts on the pony in question, she started with his name.

“His name’s Masquerade.” garnering both other mares attention, “And as I said, I knew him back when I was part of the School for Gifted Unicorns.”

“Was he good at magic?” Came the soft voice from the pegasus. With a smile, Twilight said “Sometimes, Fluttershy. But if anything, his real strength was his control.” She looked at Rarity, “Something like to your magic Rarity: less power but more delicacy in usage.”

“He’s nice, if not a bit shy at times. Then again, that was when he was just a colt, I don’t know if he’s still like that.” For a moment Twilight took her time to think that over. Bringing up last nights activities she decided on, “No, I think he‘s past his shyness now.”

Giving the lavender unicorn a curious look, Rarity asked, “What makes you say that?”

Getting closer to her home and workplace, she began to work out what sort of tea would go nicely for this conversation and what treats that would fit in with such tea.

“Well, he got to meet Spike last night, who didn’t remember him because he was so young at the time, and seemed to warm up to his more friendly personality.” This was soon followed by a grin and added, “His little performance during dinner probably helped to.”

“Performance?” Fluttershy asked, following closely after Rarity who stepped through the threshold of her home and make her way to the dining room.

“Yes, Masquerade has a unique talent for acting, and uses his magic to make illusions that help his performance and acting when he told the story.” Rarity smiled at what she was hearing and couldn’t help but comment, “It sounded like you had a fabulous evening with him. Tell me, is he visiting or something?”

The question made Twilight go quiet and think about her old friend’s predicament. She had thought about it a few times but hadn’t tried to pry into his business on the matter. She wasn’t sure it was her place to really ask the more she thought about it.

Only when Rarity came back into the room with three cups of tea and some snacks did Twilight hesitantly say, “Not exactly.” Trying to find the right words to say.

Fluttershy, picking up on her friends distress, asked, “Is everything alright Twilight?” The pegasus wasn’t sure what brought up the shift in mood over the question, but it seemed a little upsetting to her.

“I‘m not sure Fluttershy.” Twilight relented, “When I ran into Masquerade yesterday, he was apparently looking for a place to stay. He told me he had left home because of some…family matters.” She floated the offered tea to herself before taking a light sip and setting it on its saucer.

Concern seemed to come over Rarity’s features gasped, “I hope the dear’s alright?”

Waving a dismissive hoof Twilight assured, “He‘s fine from what I can see. Not to mention just as stubborn and annoying as always.” At this point she had looked to the side making a mental note not to let it slip about his tendency’s on teasing her. She wasn’t sure if she could live with that level of embarrassment.

Both the yellow and white mares looked at the other over there lavender counterpart and thought about the reason behind her interesting choice of words. She had said he was nice earlier, and now stubborn and annoying? Rarity decided she would ask, “Twilight, I thought you said he was a nice fellow?”

Almost snorting at that she replied, “He is, but sometimes he can be difficult with trying to be proper or less burdensome.”

“Maybe that’s how he was raised?” Fluttershy offered while watching Twilight work that line of thought over. After some time, she shook her head, “I wouldn’t know. I don’t know anything about his family.”

Taking another sip of her own tea Rarity said “In any case, maybe you could introduce us to this stallion some time?” She got a negative shake of the head.

“He was only passing through when I saw him, so I doubt he’d stay around for long.” Twilight told them both. Rarity asked once more, “Has Pinkie Pie met him yet at least? The poor dear would feel heartbroken knowing she missed greeting a pony.”

Rolling her eyes at that statement Twilight just said, “Rarity, plenty of ponies pass through town, I doubt Pinkie can set up a party for every single new pony that sets hoof in town.” But then got a sudden recollection, “That reminds me, have either of you seen her lately?”

“Not I.” Rarity denied, not seeing hide nor hair or the pink maelstrom of party mayhem rushing around as of late. Both turning to a not surprisingly quiet Fluttershy, who only said, “I think Rainbow Dash mentioned something about a day out with her.”





Some distance away in an apple orchard, Applejack bucked away at the surrounding trees gathering bushels of apples and piling them into a cart before repeating the process. Once it was full, she could head back to the barn and have a nice lunch and deserved nap before getting to work on one of the old rotten fence posts in the west side of the orchard.

She went up to the next tree and readied her rear legs for another strong hit-- but a set of really loud horns went off causing her to miss-fire the buck and fall to the ground. This was soon followed by two distinct laughing forms in both a tree and a cloud, with ear protectors and air-horns in both hooves.

“When my ears stop ringin', Ya‘ll better get out ‘ere and ‘xplain yer selves!” The apple farmer shouted, still partially deaf and vainly searching for the direction of the dull laughing that had suddenly restarted after her irritated shout.





“I‘m sure what ever they’re doing wont get them into trouble.” Fluttershy nodded with rarely shown confidence and returned to drinking her tea. The two unicorns were a little doubtful about the two most rambunctious of their little circle of friends to staying out of trouble when working together, but there was nothing they could do but drink their tea.

So, drink their tea they did. After all, they might as well enjoy the peace and quiet while they can.

“CUTIE MARK CRUSADERS: INTERIOR DESIGNERS! YAY!”

They all let out a sigh as the peace and quiet was shattered into tiny little bits.





Spike watched with some minor interest as Masquerade looked through multiple books on Equestria's cities, towns, villages, and even well known camping areas while looking over his map, scrutinizing it before looking back at the books. The orange from that morning was long gone and the books he had were read through, leaving him only his traveling plans. So far he had yet to decide what to do, as he would trace a plan out, count his bits and repeat the process in slightly different ways as if planning for a different scenario.
It was almost like watching Twilight plan out her time away from home, only his was more focused and heavily considered.

“Do you even know where you’re going?” Spike finally asked, ignoring his comic book for the time being. It was a nice read, but watching what he could almost see as slight variant of Twilight work was more engaging than the comic at that moment.

“Not really” Masquerade admitted after a brief silence, moving one of the books orbiting his head to his face, where he proceeded to trace out a path with his eyes and count out bits again.

Curiosity finally taking a strong hold over him, Spike closed his comic book and placed it on a small table near his seat before getting up and walking over to the larger pony to watch him work. Lifting a scaly brow he asked, “What are you doing exactly?”

Sparing the younger and curious mind next to him, he explained, “Plotting possible paths, expecting possible weather conditions, possible breaking spots, possible sleeping spots, possible monetary costs and earnings as well as setbacks from other possible problems.”

He stopped all work when he felt two eyes just look at his in confusion and heard, “You’re planning all that out?”

“Maybe,” He replied, “But I’m starting to think I’ll be stuck settling down here.” He looked back down at the map before him trying to find something that could work out.

“Something wrong with Ponyville?” Spike asked almost offended, and crossed his arms. Yet, even after that, the stallion continued to work with the same level of speed and efficiency as before, as if he didn’t hear him at all.

“Oh, quite the opposite my young friend.” He stated, counting out the bits he had again as he traced a new path. “It’s rather nice here.” Counting out an amount of bits into a pile before pulling them back and running the probability of the idea working, but finding it lacking.

“Nice ponies, friendly atmosphere, clean air, open fields.” He continued to name off the things he had seen, “This place also has a nearby group of the Apple Clan, that’s a plus no matter what!”

“You know Applejack’s family?” Spike questioned.

With a shake of his head he said, “Not personally, only met her yesterday when getting a few apples to snack on. But my family knows of them and likes to purchase food goods from them.”

The young dragon nodded to that, more than understanding that line of thinking. “There‘s also you and Twinkles,” Masquerade added, making Spike snicker at Twilight’s nickname, “You both live around here, so it might not be to bad to live around some familiar faces.”

With that final bit he folded up the map and floated it to his saddle bag, packing it away. The future was looking rather peaceful for now to him. Maybe he can start something new after all?

He then cast his gaze outside the window to all the ponies milling about their lives and their constant smiles, he could only confirm to himself: yes, perhaps this little sleepy town will do just fine.
> Getting to Know You
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic

Edited by: Gambit Prawn




The talk Rarity had mainly with Twilight on her surprise friend had been somewhat enlightening. Admittedly, they didn’t stay on the subject for long, but one could not deny her curious state. She could tell Fluttershy was just as curious also wanting hear more of Twilight's life before Ponyville.

Who would have thought Twilight had such a lonesome past filled with an amount of studying that it made Rarity question how her friend could be here talking with them. It would explain her love for books, she noted to herself, thinking about every instant the lavender Unicorn would fuss over a book's contents or condition like she would a dress's style and coloring.

This Masquerade fellow, however sounds like a nice Pony, if not a scoundrel at times, this line of thought made her smile. Apparently, from what little she was able to get out of Twilight, he was a nice colt that liked to have some level of fun when studying.

She knew, unlike most fillies, colts had a tendency of always being on the move, so that wasn’t a surprise to her. What was is that he wouldn’t fight to run away from Twilight when she dragged him off for a study time.

He was either too nice to say no like Fluttershy, or was to polite to refuse. Rarity however creased her brow remember the more early part of the conversation. he however must have grown out of it some, fighting Twilight on not being a burden to her home. But then again, she would only know so much. Twilight was the one who really knew him, not her, so she be sure of any change from colt to stallion.

There was also nothing new in her little gossip circles on a black unicorn that specializes in acting. Not yet anyways, but she normally would hear something by now right?

So unless he’s been sitting around Twilights place looking over a map this whole time, he should be up and about making some disturbance. After all, one does not simply toss a pebble into the water and not expect some form of reaction.

She let her thought stew around in her mind as she eyed her newest hat she had made. The amount of work needed has dropped a bit as society as a whole seemed content at the moment with what clothing seemed to be out.

The next new thing has yet to rise and challenge her work, and no new orders have been made yet, leaving her with some open time. Time she has spent with her darling, if not sometimes annoying, little bundle of imaginative joy that is her sister.

She was out at the moment though ‘Crusading’ with the other girls. She so did like Applejacks younger sister, and Scootaloo wasn’t that bad either, even if she was next to being a Rainbow Dash clone. The problem came when mixing the three and their want of their special talents more sooner than not.

At least they had fun and enjoy their time together. Yes, that was certainly a plus over being alone in her room while their older sibling slaved away with their work.

“Ah, to be so young and free again.” Rarity reminisced over her time at her sisters age and at one point, wanting to know what made her special among all the little colts and fillies.

This just about made her loop back to Twilight and the still not well known Masquerade. Knowing who this old friend of Twilights was just nagging at her. She said he wouldn’t be around long, but perhaps there was still a chance for a quick meet and greet?

With one last stitch done, she looked over her finished product with a critical eye. The colors themselves would go nicely with ponies' with darker coats that tended to warm up more in summer, and with its wide brim, shade them from sunlight more often. It was both fashionable and functional.

Putting it down for the time being and looking up at the clock in her creativity room, Rarity judged she had a few hours before her parents drop by to pick up Sweetie Belle. Just enough time to drop by Twilights and possibly see this pony she mentioned.





Two days, came the bitter thoughts banging at his minds gates, two long and mind turning days of planning. Masquerade had been spending all his time inside the library and going through every book he could for good placele to settle, but only one seemed to be prime pick. This little town near the Everfree Forest, Ponyville. Well, here and that Appleoosa place, but here sounded calmer then there.

Not that he could complain, he told Spike it was a nice place and was considering on staying. However, one day of looking around wasn't enough to make a spot on decision like this. So, to be sure, he was going to spend a week or so around here to get a proper grasp of the place.

Get a low pay job for helping support himself and pay rent --which took two hours worth of debate with Twilight to pay for his time here-- and add it to the amount if he left. If he didn’t leave, then he’d have that much more he could use to buy a home and live out his time here.

Besides the two days spent locked indoors with mostly books and specks of dust to keep him company, things have been rather peaceful. Sure little Twinkles has been trying to get him to up and move around, but he had told her she would be doing the same in his position if this was some sort of test.

After that, she spent her time helping with the whole planning and checking of the travel time and costs. It was nice to have her around to help, as her planning skills far surpassed his own.

But after two days, he had decided to stop looking at the books and go through town and get to know it a bit better. After I write down these last few things, he noted, working out one last path for Manehatten. Looking at the results made him cringe. He did not like the numbers that he was seeing.

Standing up and having a nice long stretch that caused a few pops, he briefly considered seeing if they had a place that works on body based therapy. Celestia knew how much a back rub would help with his stress levels and knotted back. A knock from the door stopped any further thoughts on that and promoted a different question: why do ponies knock on what Twilight explained to be a Library door? Granted, the librarian to said establishment lives in it as their own home, but that’s like saying you have to knock on the door to enter a bakery!

Regardless, he took that line of thought and shelved it to later ponder the logic behind it all. After all, there was a guest, best to be as much of a host he would be allowed to be in another’s home. But that got him thinking, does Twinkles have anything against me being a host while she and Spike are gone? Thinking it over a little and decided to put that on another mental shelf labeled ‘discuses with Twilight’ and make his way to the door.

Opening the door he smiled gently and asked “How might I help you this evening Ma‘am?”

Before him was a very beautiful mare with a seemingly flawless white coat and amethyst curled mane. Part of him could only question what a Mare like her was doing here. Then again, there was a horn on her head, marking her as a unicorn. Perhaps here for something on spells?

With her own smile that seemed to only grow she asked, “Are you, by chance, Masquerade?” Looking him over with curious eyes.

She knows me, how? Though he didn’t voice it out, he did nod gesture her inside. With a curt nod of her own and entering in she continued “I‘m Rarity, a close friend of Twilights.” And yet again, looked him over, “When she had mentioned you, I just had to stop by and get to know you!”

Blinking at her and slowly closing the door, he could only wonder what Twinkles could have said to cause a friend, a close friend at that, to come snoop around for him.

“Well, it‘s a pleasure to meet you Rarity.” Deciding to do a little digging of his own, he forestalled any questions at the moment and let her say what she wanted. Then he can ask what should be asked “Is there something I could get you?”

Not a minute in, and he was already being a host, that was more then enough to get Rarity to smile “A glass of water would be appreciated.” Without needing any prodding, he went to his task and went straight for the kitchen.

Rarity seated herself and begin to let her eyes wander a bit. As always the library was kept in prime condition, all thanks to Spike who kept an eye on the place when Twilight was out. But amongst all the order, one table seemed out of place with it’s stacked books and strewn papers’ held down by the odd bit that lay there for no apparent reason.

Curiosity getting the better of her, she got up and trotted over to the mess and looked it over. In the center of it all was a map with many cresses, showing its overuse and ever repeated folding process. Around that seemed to be notes of balance, distance, climate, weather schedules-- it was confusing for there to be much detail for just one trip.

“Gives you a headache just looking at it, doesn’t it?”

Masquerade's sudden appearance made Rarity jump and screech in surprise while he just stood in place, laughing on the inside while barley smirking on the outside. “I‘m sorry, I didn’t startle you too badly, did I?” He asked calmly floating the requested glass of water with his green magic.

Calming her breath and almost wanting to give the stallion a glare for the sudden scare, she let out a “I-It’s fine darling.” Taking the offered glass and still trying to calm her beating heart, “Just a little startled.”

He only gave an innocent smile in her direction while she thought, Twilight didn’t really go in depth enough about his mischievous antics, and made a smile of her own. But she could almost swore that when she moved to the table he was snickering, but when she glanced back he seemed to be in thought.

Sitting down and taking a sip of her glass while he worked his way to his own seat a crossed from her, she started “I understand you and Twilight were both students at the same institute?”

“We were,” He nodded looking a little nostalgic “Happy times they were, happy times…” And went silent from there, just staring off. “But that’s not so anymore.” He snapped out of his zoned out state looking right at the white Unicorn.

Quirking a brow she asked “How so?” trying to understand his sudden change from good memories to not so sure anymore.

“As much as I hate to admit it, she‘s grown up.” Masquerade simply stated thinking about the interactions he had with her for some time “I have to get to know her all over again, just so we can share the same relationship we did back then.”

Both white ears perked at this little bit and a smile began to form “What sort of relationship?” Rarity inquired, tying to see this as a possible romance.

That was quickly shot down when he said “A sibling sort.”

Not seeming to notice her slightly deflated hopes he continued “I like to see her like a younger sister in a way.” And chuckled to himself “I guess that makes Spike my even younger brother!” Then began to laugh out “Oh, what a strange family we would make!”

Rarity had to admit, the picture she had of him, mixed with Twilight and Spike made an interesting bunch. Not too strange, but the idea still made her giggle herself.

“Why, I remembered this one time we stayed at the royal library more latter then we should have,” He begin, still in a small fit of chuckles “And I was so sure we would be in trouble when the Guards found us.” And so he began to retell his and Twilights little misadventure to Rarity, who began to listen in.





“Thank you again for the help Twilight” Mayor Mare, a older Mare with a tan coat and graying mane thanked once again as she and her secretary continue to fight a now easier battle with the dreaded paperwork.

With a smile, the lavender Mare only nodded happily as her own assistant brought over another stack to file away “Don’t worry about it, I understand what it‘s like getting behind on your work.” Twilight worked through each document with her magic, being quick to reorganize into the right folder. The amount of things that needed to be reorganized was staggering in a way.

Then again, it was understandable with all that’s happened in almost two years here. She had no delusions about not being the cause of a number of the problems as some where in direct and could have been handled differently.

Like when I almost thought I could handle Nightmare Moon on my own. Or when that Ursa Minor rampaged through town. Even Discord's-- She blinked at the last one and reconsidered it, No, there was no way around that one. He was a trickster, and to be a trickster meant he had to be more than just competent.

She was at least happy the Princess had set up an amount of bits, aimed right for Ponyville for such things that would warrant its destruction. Suffice to say, since her time moving here, it has been a good investment. In fact, they might be due for another disaster of some sort soon.

What will it be, Giant monsters, or me and my friends' antics? Masquerade had actually told her to considered making a private betting circle with her friends on that. Place bets as to what made the next disaster happen, after he heard of a few things that had happened since her living here.

Part of her wanted to abolish herself for thinking like that, but sometimes Masquerade has a way of making one think strangely from time to time. She wondered what he was up to right now.





“And then when I would be pulled along in the air, I‘d hold out my stubby limbs saying, 'Look at me Twinkles, I can fly!' and the Guards would look at me before rubbing there eyes as if they were imaging it!” Masquerade laughed out, retelling Rarity of when he and Twilight were younger they would do all sorts of silly things. Such as when Twilight dragged him around in her magic, he made it look like he was flying. 

The white mare herself could not hold in her own laughter at the mental picture of a filly Twilight making a colt Masquerade fly around the Castle corridors like a little Pegasus.

“I-I must admit.” Rarity snickered out, trying to control her laughter “The idea of children doing that all the time in Canterlot.” Once more she giggled, almost seeing the same thing happening in the throne room “It‘s both adorable and funny!”

With a smirk he said “Not as adorable as the time Twilight got both herself and me into the royal kitchen and found Celestia’s private cake stash!”

With a gasp she glared in a playful manner “You wouldn’t have dared!” Eyes gleaming with wanting to know more.





With an absent shrug, Twilight went back to organizing. Whatever the Stallion was up to, she was sure both she and Spike could clean it up. Thankfully he was tidy to some extent, only getting his little corner messy and leaving everything else untouched.

Though, there was some nagging thought that continued to pull at her mind, why does he need to travel on hoof, rather than take the train? It was more reasonable to take the train and be there in hours or days than to walk for days or weeks to get someplace. She didn’t see any logical reason to avoid it, but by his words he said, “I prefer to take in the sights when I travel,” even though one could do nearly the same on the train.

She shook the thought away for the time being and focused on her task at hoof now.
> A Gem to Know
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic

Edited by: Gambit Prawn




It had been a week since Masquerade’s appearance in Ponyville, and he still had yet to be heard of. He spent a good amount of his time inside the Library working on his map, and from there he had caused Twilight to worry some. He did get up and move about from time to time and would even leave the Library for an hour or two, but always after dusk or before dawn. She had wondered if he was trying to purposely avoid other ponies, as every time a visitor came he was nowhere to be seen.

Of course, when in the area he was friendly as always. Rarity had also pulled a surprise visit to see him again, apparently having a meeting with him a few days prior. Again, he was nowhere to be seen, some how pulling a disappearing act once more.

As of right now, she was reading over a spell book in near silence with the clicks of bits going onto a table. Over her head was her pet, Owlowscious, currently moving books from left piles and into their shelves. Spike was out helping Rarity on another project that required another set of hooves, or in this case claws.

The clicks soon died down and only left the wing beats of the Owl making his way to his perch for a rest. With the new silence only being broken by a small ring of magic or scribbling of a quill, nothing worth noting was going on.

“Say Twilight,” called Masquerade from his little work-spot.

Twilight looked up from the book she was reading to look at Masquerade. He looking over a sheet of paper she suspected to be a list of some sort. “How much is a house around here?” He asked, examining the list and the map before him.

She looked at him thinking he was considering a permanent stay, but had to be sure before assuming. “It depends, some are reasonable without a good size of land, and others can be plain cheap as nopony usually comes to live here.” Closing her book and setting it to the side she asked “Why the sudden interest?”

Looking over the list a few time, he let out a long sigh and set it down. “I‘ve been thinking how to go about this, and have come up with one solution.” With one final glance at the map before him he stated, “I think it will be best if I stay here. Traveling and then finding a home will be too costly.”

“You can always use the train.” She pointed out, still trying to find his reasoning behind not getting a ticket and shipping off from there.

“Costly, possible baggage loss, could miss stops, unfamiliar Ponies.” He named off absently while looking through his bags again.

She watched him for a time trying to figure out his new reasons. “Are you avoiding something?” He gave no outward reply and only gave way to silence that stretched on as he remained still.  Twilight used this time to think for a few moments as to what would bother him like this?

“Is this about your family?” Again, he made no action to say no. But after a time he relented: “In a sense.”

Waiting for him to continue and gather his thoughts, she could not help but notice his overall appearance take on something more tense. “I had a thought about it, and I’m rather concerned as to what I’m doing.”

Getting up from his spot, the black Unicorn walked to the window and looked out into the streets in thought. “I left home because of a argument. Plain and simple.” Getting up from her spot and joining him at the window, she listened to what he said. “I saw things one way, and Mother another.”

“Is it really that serious that you left?” The mare asked looking to his masked features that gave away nothing. The only real complaint she had was his acting skills made for a good mask to hide behind.

“It would be difficult to understand just yet.” Was all the stallion admitted, “Maybe when I calm down a bit more, I‘ll tell you in better detail.”

Seeing as the conversation was over, he turned and lit his horn in its sickly green color and put his things away into his bags and headed for the door.

“I‘ll be out for awhile, need me to pick anything up?” He asked, levitating a few bits to himself.

“Actually yes, there is something you could get.” Twilight said, stalling Masquerade’s advance to the door.

Looking to her and nodding her to go on, she said, “If you can pick up quills from Sofas and Quills, it would be a big help.”

“Any reason you need me to, besides me already going out?” He asked as she made her way to another part of the Library while explaining: “I need to go and help my friend Applejack out. I told her I would help with something. And the store is on the other side of Town so--”

“Say no more!” He shouted up the stairs, where she was going to pick up what he suspected would be a list for her work.





Applejack pulled along another load of fresh apples from the field and parked it close to an ever growing pile of apples. Nearby, Macintosh was carrying some cider that was put to the side, while Apple Bloom was bringing in some zap apple jam.

In a chair not too far off was was Granny Smith, the current matriarch to the Apple Clan, and was waiting here with her family to fill out a rather hefty order from one of their business partners. While she waited with her family, the elderly mare decided to take a quick nap before things got underway.

The scale of moving needed had changed, as they had sent a letter notifying them they would be late due to some complications on the way here. Applejack had decided that Twilight could maybe help with organize the group that were coming in.

Normally, moving apples wouldn’t need too much work, but there was more going on than that. The ponies they were working with were a unique bunch, buying with bits at some moments, while trading things of equal value at others. They always came around every other month or so to trade just about anything in their stocks for apple goods and maybe worn out materials.

It somewhat surprised Applejack how often they came without warranting attention to themselves, always using back roads and wandering off-trail. They even camped outside a lot and lived a nomadic life, going from town to town to trade their gathered goods.

She and others that knew them did wonder now and then where most of the bits gathered disappear to, but it was none of her beeswax what they buy.

“Ay-oh, Apple Clan!” Two voices sung in unison catching the attention of all family members to look down the dirt path where two low flying Pegasus, one ivory white with silver mane and the other ebony black with golden mane, glided in and stopped right before them. The two mares both held large smiles and besides their swapped colors, one would be hard pressed to tell the two apart. Even more so when they would talk in unison.

“Ivory and Ebony, it’s nice to see y’all ‘round these parts again!” Applejack called out moving her way two the duo.

“And it‘s nice to see you as well, Applejack of the Apple Clan.” They greeted back with slight bows before glancing off to the side with their chocolate brown eyes and giggling “Even more so with Macintosh of the Apple Clan.” But only loud enough for apple farmer to hear.

Ho boy, this again… Rolling her eyes at the two twins that seemed to look off into space, she gave off a cough into her hoof that got their attention again and asked, “Is the rest of yer kin close?”

They both nodded and replied: “Yes, the rest of the Gem Clan is close at hoof. We came by to set up what you would like to trade from us.” They then eyed her brother again before looking back to the orange Mare who cut them off with “He‘s not for sale.”

Suddenly spluttering and looking left and right at the same time, Applejack could only be sure they were both flustered at that as evident by their actions, and that Ivory had a slight blush. She gave a small laugh as they both tried --and failed-- to explain in a stumbling way that, that wasn’t what they were going to ask to trade.

When they calmed down, both twins glared lightly and said, “We still do not like to be teased in such a manner, Apple Clan member Jack.” This time it was Applejack who gave a slight glare.

“Now, wha‘ did I tell ya both about callin‘ me jus’ Jack?” She shot at them.

“That it makes you sound like a stud.” They grinned, causing Applejack to gape at them. This only caused them to laugh at her open mouth expression. When she did regain her ability to speak, so that she might give them a lashing, she noticed they were both gone.

“Little Bloom of Apple Clan!” Applejack turned in time to find both mares hugging her younger sister and cooing over her. Again.

Squirming in their grasp, Apple Bloom said, “Le’ go Eb, I’m happy t’ see ya too but--” She then begin to squeal shouting out with laughter “I-Iv!” she gasped out, “S-stop ticklin’ me!”

“But you're so cute!” Ivory giggled in a rare moment of non-synchronized speech with her sister, who held the filly tight and continued where her sister left off: “Even more so when your tickled!” And she began her own assault on the Filly who was pleading uncle. Despite the earlier comment, the apple farmer could only chuckle at the two torturing her sister with jabs at tickle spots.

This is the sight Twilight was greeted with when she made her way over the hill, and she could only look at it in confusion for a moment. She trotted down the hill and gave a quick call to her friend, who looked to her in a flash of happiness, giving a smile and friendly wave.

She shouted to the two pegasi who stopped in there actions and let Apple Bloom scramble away to help Big Mac with the remaining jars of assorted apple jams.

“Ivory, Ebony, this is Twilight Sparkle. I asked her to come an‘ help organize some of the trade goin‘ on.” Applejack began the introductions by standing next to the lavender mare who gave a friendly smile. “An’ Twi, these here are Ivory Gem and Ebony Gem of the Gem Clan.” She waved over to the Twins who bowed and greeted in unison, “Greetings Twilight Sparkle, friend of the Apple Clan.”

“It’s nice to meet the both of you as well.” Twilight greeted in return, almost put off by their unison like speech. The ring of magic filled the air as she opened one side of her saddle bags and brought out a list asking “Shall we begin?”

With open smiles, the twins nodded “Yes, let us begin with main trade now, so work can be done when caravan arrives.”

With a pleased smile of her own, Applejack waved them to follow and head to Granny Smith so they could get started.





It was only fifteen minutes later that the rest of the traveling Gem Clan met up with the Apple Clan plus one, and began their trade. Twilight could see why they needed the help. Both of the twins made good use of their wings and frighteningly similar thinking patterns to direct each cart. Then came the loading and unloading of goods, mainly of apples going on right after things such as new planks of wood and clean jars were unloaded.

Twilight spent most of her time keeping track of the number of things moving, asking a pony here or there what was being moved and where it was being placed. There was a good amount of things being traded back and forth, and both clans were immensely pleased with her help in keeping track of all traded goods.

She could actually see how a partnership like this worked so well for the Apple’ and the Gems. For the Apples, they would trade a small chunk of their produce off to them with maybe a few other things such as old tools and broken wood, for newer tools and fresh wood to use; and thus, helping keep their farm in good order when low on funds.

For the Gems, being always on the move Traders as explained by the twins, they would take what was considered broken or unusable and trade it with those that could recycle it for a new use. The produce would also be used to help feed themselves and trade it off for bits that the Apple's would gain half the profit from and gain upon their return. The Apple Clan was apparently their last stop before beginning their traveling cycle again, where they would go from settlement to settlement for continued trade.

“I didn’t think too many Ponies made this sort of living in Equestria anymore?” Twilight said while checking off a few more things off her list as another pile of planks were moved by Big Mac and another Pony of the Gem Clan.

On a low cloud she pulled down, Ebony commented “No, but our Clan lives for open trade. It‘s a very special thing to us, if not traditional and profitable.” Watching with some interest as things moved by with a greater buzz of work.

The pegasus was brought out of her watching from a question. “So, the Gem Clan doesn’t really live anywhere?”  Making eye contact with Twilight ,who had looked up from her list for the first time, gave the pegasus pause.

“Not in the same sense that you would think.” She slowly said, as if trying to find right words, “We‘ve always been on the move, but never left the space we travel.” Seeing the mare's confused stare, she explained “We only travel so far, so anyplace between all our stops is our home.”

Thinking over Ebony’s words Twilight concluded, “So it‘s like a territorial thing?” And caught the winged pony by some surprise.

She blinked in thought before slowly saying, “That’s…one way of seeing it.” She nodded “Not the words nether I nor my sister would use, but in all sense, yes it is.”

Accepting that and looking back down at the list she held, Twilight counted off each of the supplies being moved from the cart filled with wood. So far, half of the oak in their stock had been removed for some apple tree logs that would be used for furnishings or smoking foods. The jam jars were also traded for jars filled with bits, returning the jars from last time they visited as well as the promised shared profit gained from trading their produce.

She even noted the occasional bag of gems being traded off for some additional apples. She knew the Apple Clan lived off apples, but how much did these ponies like apples themselves?

Overhead, Ivory flew in and landed next to her sister and gave a quick nuzzle before looking down at the lavender Mare “So, what do you do Twilight Sparkle?” The united voices of the twins asked from their perch.

“I work down at the Ponyville library,” She began, not bothering to look away from the list and not noticing the sudden interest the two had. “Most of the time though, I spend doing research and small projects to advance my studies.”

“Library, as in building with many books!” They exclaimed in excitement, swooping down next to the ground bound unicorn, startling her. She looked both left and right at the two who had taken their places to either side of her and nodded slowly.

Giving bright smiles they both said “We would be most pleased to know where to locate this Library and visit tomorrow.” The hungry looks they gave the poor mare made her a bit uncomfortable, but she shrugged it off with a question.

“You like to read?” This was met with eager nods from the two, still speaking in unison. “It is one of the few joys we come to like and try to receive every chance given.”

“Finding books out in a field is hard after all.” Ebony nodded to herself. “So we often go into town to trade our old books for newer ones!” Ivory followed up with excitement. “And now, you have given us an opportunity to look at a building full of them!” They finished together, squishing Twilight in the process.

“I don’t mean to interrupt.” A brown and shaggy maned stallion drawled out with bored look in his eyes “But I must insist we finish up here.” looking at Twilight he also said “And it would go more faster if the two of you would not suffocate her.”

Moving away from the unicorn and up the stallion, they pouted, “Older brother is only saying such things so he can take his nap sooner.”

Turning a lazy eye two his younger siblings he confirmed “Yes, yes I am. You can bother the filly latter, we have work to do.” He then looked to Twilight, “And best you ignore my sisters and finish your work.” And he proceeded to slowly make his way to some other Ponies trying to make room in one of their carts.

“Older brother is such a bother, all work and no fun” The two pegasi shook there heads in annoyance and turned back to a bemused unicorn “We are sorry for older brother Sham and his…” Looking at the other as if silently asking for the right word, they nodded “Lazy and undeniable rudeness.”

Blinking at the sisters and doing a double take at their supposed older brother, she asked “That was your older brother?”

Smiling they replied “Yes, we sometimes wonder and even debate if he‘s adopted, or if we are the adopted.” Taking a glance around they leaned in close and whispered “We believe he‘s the adopted one.” Twilight only gave a small smile at the two that then laughed to themselves.





An hours worth of walking and searching had turned up only a few homes Masquerade felt were up to his requirements. One was near the market distract, two stories, with four rooms on the first floor and three more on seconded with balcony.

Then the second had one floor and three rooms, and was more of a shack nearing the edge of town. The third was a bit further from the market and neared the outskirts, having two floors, four on the main and one on the second.

The second choice was nice, rather inexpensive and didn’t need much upkeep. The first choice gave him room, if not too much room, and was more up there on cost. The third choice was between the two, as most of the bits would be spent not only on the house, but the fairly sizable lawn.

And, as requested by his host, he got the quills. Three packs of them.

He paused his little walk for a moment when he spotted what appeared to be a flower shop that was still open. The day was getting late and shops would soon be closing up and heading home. That is to say, if their work place wasn’t their home like Twinkles. That made him smile and decide to do something nice for her. She had to put up with him for a week, so why not get her a few flowers to say thanks?

With a new path set, he set course for the rather nice flower shop that had it’s door wide open. Before he could, an all too familiar voice called out, “Masquerade, what a delightful surprise!” And turned his head to find Rarity walking his way.

Giving a smile and a wave he nodded back “Rarity, its nice to see you again.” He Waited for the white mare to catch up. Once close enough she asked “I visited Twilights home a few days ago and didn’t see you around?” sounding a bit saddened.

“Sorry about that.” He apologized “I had some things to do in town, and more or less, snuck out while Twilight was reading.” The stallion was sure that if that mare didn’t have a sixth sense for when things get knocked out of order, one could rob her blind while she read. “By the way, where’s Spike? The last I checked, the little tyke went to your place for something.”

With a happy nod she smiled “Yes he was, the dear was helping me keep track of a few things while I worked. But I had already sent him home and came out for a stroll” Then eyeing him and the flower shop she asked “And what are you up to now?”

Deciding to start his trek again, he explained “I decided to get Twilight some flowers, seeing as she‘s been letting me sleep under her roof.”

“Well, that’s certainly sweet of you.” Rarity smiled, “Do you know what to get?” She only got a unsure shrug from him. With a sudden idea, Rarity said “If I may,” getting his attention “Twilight happens to like Daffodils.” He nodded his thanks while walking through the door, Rarity close at hoof.

With a glance up, he caught sight of a small bell, no doubt used when the door isn’t opened. With a flick of magic, the bell rang its melody and alerted the owner.

An elderly mare with pale cream coat, forest eyes and sapphire mane stepped around one of the selves holding a number of flowers and cast her gaze on the two. “What might I help you with?” She asked while pulling a pail along with her.

With a smile Masquerade asked “I am wondering if you might have any Daffodils in?” Looking about the shop for any of the said flowers.

Looking up from where she was watering the plants and to the two, she grinned and asked with a glint in her eye “Getting some for your sweet heart?” causing Rarity to slightly stumble in surprise and a somewhat confused look to Masquerade’s face.

Realization soon hit him, as to what the elderly mare said, and he said “No, for a friend, not for her.” And looked back at Rarity, joking “You're beautiful and all Rarity; but this is only our second meeting, it just wouldn’t be professional.”

Despite her mistake, the older mare could only cackle at Rarity’s now tinted pink cheeks at the black unicorns words. “In any case” The mare calmed, just as Rarity regained her snow color “I‘m sorry to say we‘re out of those at the moment.”

“Oh, well, when would more be in?” Masquerade questioned “I was hoping to get them soon.” Not that he couldn't come another time. It was just a little saddening he would need to wait to say thanks.

“I think more might be in tomorrow” The elder mused to herself unsure. Then an idea had seemed to strike her saying “How‘s this, in three days we should have them in. I‘ll save a small batch for you in the back so you can pick them up when we‘re open, sound good?”

Thinking it over in his head a bit, he realized he would have to wait for a time for a bunch of flowers he could probably pick in a field. They’d be free too, but not as good. He had wild Daffodils before. To say, they're a bit more woody than the ones you get at a stand or shop.

His eyes briefly wondered over to Rarity who decided to take her time looking at the varied flora in the shop. Perhaps she wanted something to add some to spruce up her place or-- sadly, that train of thought was gone and replaced with a new one.

“Yes, that does sound decent for me.” Masquerade agreed, now formulating a new idea in his mind. If he was going to thank his old friend, he might as well do so properly. “How much should I pay in advance?”





Today was certainly a productive day, Twilight had noted to herself while walking back to her home. With a flick of her head, the door swung open and shortly followed by a wave of laughter.

Rather curious, she walked in closing the door behind her and found Masquerade, Rarity and Spike all around the table passing stories around. The scent of tea filled the air, evident by the cups and pot that sat on the center of the table that still steamed.

It was the stallion that noticed her first, lifting a hoof and waving at her with a big grin. He’s in a good mood, She thought while taking a seat next to Rarity who held an amused smile to her right. On her left, Spike too, had a smile being held behind his claws while trying to hold his giggles.

Looking at both friend and assistant for a moment, she turned her gaze to a still grinning Masquerade and asked, “What did you say this time?”

For a moment, the mischievous unicorn seemed to consider telling her what he said or not. But a particular look she gave him only made his grin slid away and say shyly, “Oh, nothing life-changing…” and regained his grin “Twinkle Sprinkles”

Once again, Twilight felt her cheeks burn from embarrassment. He had told them that story!? With a glancing look, she could see Spike start giggling to himself at the further degrading name. Thankfully Rarity didn’t show much outward amusement like the young Drake, sipping her tea calmly. Twilight only turned to the black unicorn and glared accusingly at the stallion.

“We need to set some rules on what stories you can and can't tell.” It was more of a demand then it was a statement, and all it did was make Masquerade grin only grow in size.

“But Twinkles,” He said with a faux whine that made Spike’s giggles return, “If you did that, it would take all the fun of telling any good stories!” He very well knew he was pressing his luck in a sense, but he didn’t see why he shouldn’t. after all, it was still fun to tease her to no end. That, and he loved to share his foalhood with others, Twinkles just happened to be part of it.

Twilight gave a loud groan at his childishness into the matter and face planted into the table. Soft clanking brought her attention back up to the sight of a tea cup being floated to her. Watching the greenly lit aura around the warm tea, she gave a glance to Masquerade's softer demeanor as he said, “It‘s all in good fun Twilight, but if it makes you feel better, tell them one of my embarrassing moments.”

The lavender Mare gave one last venomous glare towards him before smirking and saying, “Do you remember the time in Chem‘s lab and that banana?”

The stallions wide grin dropped right off at those words thinking, She wouldn’t dare bring something like that up. But that was dashed as Spike asked, “Chem‘s lab… You mean Chemical Mix‘s lab Twilight?”

Nodding with a large smile she told him, “You see Spike, his mane wasn’t always a yellow-green mix.” Sitting up more then the now slumping Masquerade, she told, “You see, this stallion here, seemingly had this great idea we could do one day.” Casting a look at said pony she continued, “He told me of this family project he did with his Mother to make this goop that acted like a bouncy ball.”

“So, when I asked him how it was done, he told me, 'Here, lets go to Chem‘s lab, I can show you!' And then followed him there.” By now, Rarity was showing interest at the revealing of the stallion's past. He so far showed to be more and more interesting pony at each story told.

“So we get there and find the door locked. Turns out in not a problem because somepony knows how to pick locks.” Both white unicorn and purple dragon tune their attention to Masquerade who seemed to be calmly sipping his tea innocently.

When it came down, he said, “You have no significant proof that I was capable of doing such an act on school grounds, even more so as I wasn’t known for my magical knowledge.”

Despite this, Twilight continued on, “After Masquerade unlocked the door, and the cabinets that had the ingredients needed, we began our work.”

Once again the only male unicorn seemed to be sipping his tea, keeping in mind that he couldn’t get back at Twilight. After all, he did tell a few stories that embarrassed her, only fair he gives her a free shot. For now.

“We put them together and mix them for a while before cooking it in a test tube with a magically used fire that he somehow knows” She once again gave a pointed look to Masquerade who said defensively, “I told you, it‘s a family thing, I can't teach it!”

She only nodded somewhat unbelieving saying, “Uh-huh, I‘m sure. But mark my words Mask, I will find out how you make that green fire!”

He only waved her off and continued to sip his tea saying, “I‘m telling you, its not learnable.”

Humping at him she said, “Anyways, I watched as he poured it out into two sections with oils in one, and the goop in the other. I asked what they were and he told me the green goop was the rubbery stuff we would use, and the oil was something else he didn’t know what it did.”

“So, being the curious mind I was, I proposed to test it a little. He agreed and helped get out more protective gear that was in the lab.” Getting a smirk on her face she said, “After trying a few ideas, he decided to see what happened if he put a partially eaten banana in it. I melted into a goop after a while and made this smell. When he took few whiffs of it and turning to me, he started to talk in this squeaky voice because its fumes were something like helium.”

Masquerade was happy he had a black coat, it hid the slight increase of blood flow to his cheeks as he held an outside mask of calm. “While I was laughing at his silly voice, he took up the tray we were testing it in and tried to get me to smell it to see if the same results would happen. I turn and ran, and he followed close behind. But after a while the noise we‘ve been making drew Chem back into his lab.”

Discreetly looking through a window, Masquerade took note of things going on, trying to act like he wasn’t hearing a thing while Twilight continue to tell the story. “When he opened the door and asked what was going on, it surprised Mask and he dropped the tray. It then bounced off the green goop he made earlier and got on his head and blinding him. From there, he said in his squeaky voice to run.”

“We didn’t get caught, but the next day, Chemical Mix‘s blue mane suddenly had green and yellow colors. He explained it was a prank some students pulled and looked at Mask like he knew it was him, but had no proof.”

Pointing up with a hoof he said, “I would like to point out, that guy had it out for me back then for no apparent reason.” Masquerade was sure that guy was always eyeing him like some sort of little package of trouble. So in his mind, it wasn’t all to bad for Chemical Mix to get a new mane style.

“Please hold on for a moment.” Rarity asked the two unicorns that were talking, “Are you telling me that you turned a ponies mane into a banana?” Looking at Masquerade who darted his eyes left and right.

“You only have one account as to how it happened, and ergo have no solid proof it ever happened that way.” He dismissed quickly. Twilight once again rolled her eyes and Spike was again, holding back his laughter.
> Seeing the Mask
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic

Edited by: Gambit Prawn




Masquerade’s eyes opened slowly before squeezing them back closed from the light filtering in. With a shake of his head and stretching something akin to a cat, he woke himself and headed for the kitchen. With a swipe of his magic, another helpless orange was brought up in his grasp and peeled.

Another flick of his head brought up a notepad and a quill so he cold leave a note for Twilight. He also made sure to bring a bag of bits with, just in case. Placing the note on the table that Twilight used every morning, he headed for the door and made the first right turn away from the Golden Oaks Library. It wasn’t a few minutes later that Twilight woke up and got ready per usual and brought her food out to the table where the note sat and read.

To: Twilight Sparkle
I will be out and about for a time, so don’t worry your pretty little mind where I am. I will be back after an hour or two from my walk and possible lunch, so don’t worry about feeding me anything while I’m out.

Nodding at that, she continued on with her meal while pulling a book from the shelves, as Spike slowly made his way down the stairs. He gave a short yawn and stretch before heading to the kitchen and, grabbing a bowl of oats for himself, proceeding to eat. They both sat in silence, with Spike going over choirs of the day while Twilight continued to read her book, Fundamentals of mineral based Potions.

A set of knocks echoed from the door about ten minutes later, getting a less sleepy dragon to get up and greet whoever was at the door. Bringing it open, he found two mares of ivory and ebony colors looking down at him with curious eyes. Those same eyes went from curious to joyful as they both cooed in unison, “You're so adorable!”

For a moment, he didn’t know how to respond to that rather random outburst before they asked, “This is Twilight's wonderful Library home, yes?” Excitement rolling off them.

He dumbly nodded before they both seemed to rush past him and straight to a surprised Twilight who hadn't seen them for the last two days since their first meeting, “Friend Twilight of Apple Clan, we are so grateful for telling us where to find this grand place!”

Tuning around and walking back to the strange duo, Spike watched as Twilight nod at them and swallow her food a bit before replying.

“I‘m glad the two of you could make it. Are you ready to get started?” She got up from her seat, leaving her book where it was for later. The twins gave enthusiastic nods and followed closely as Twilight began to show sections of the library to them.

Spike sat back down into his seat and chow down on his food while the mares walked around chatted about books in general. “We enjoy the Romance novels every now and then, but also books of Daring Doo.”

“Then you're lucky!” Twilight smiled, “I‘m currently stocked with all current books on that series, so you can continue where you left off.” The two mares seemed to get a little giddy at the idea and asked, “What of the romance series, Under the Stars?”

When the lavender mare shook her head no, they both gave an overly dramatic gasp, “You must read it!” Ebony told her, “It is an epitome of how romance should be done!” Ivory followed up.

Despite this, Twilight only shook her head with a small smile but nodded anyways, “I‘ll be sure to take a look at it if I ever see it.”

Both twins nodded in a 'you better' fashion while being led on through the rest of books in stock. However, during the end of the walkthrough, both Gem Clan members stopped in their tracks.

“And over here are the more popular story rhymes and songs ponies share during long trips. I think you‘ll like this part as you do much traveling, right?” Twilight didn’t get a response from the two and looked back and asked, “Girls?”

Not far away stood both Ebony and Ivory Gem, looking in what could be seen as shock at the small corner Masquerade used for his work space. Looking at both them , Twilight carefully asked, “Are you two alright?”

Seemingly broken out of their trance, they looked back at Twilight and asked somewhat quietly, “You know cousin Masquerade?”

Cousin? was Twilights thought at those words. I didn’t have a clue he had any cousins. “I‘m not sure… Are we talking about the same Pony here?”

Looking at one another, both twins said, “Smart, analytical, polite.”, “Black coat, green magic, bright green eyes,” they named off together.

The scholarly Unicorn slowly nodded saying, “I didn’t realize he had any relative besides his mother he talked about…” Seeing some concern on their faces she asked, “Is something wrong?”

The two Gems looked to the other in a silent conversation, unsure as to what to say for a moment. Taking a deep breath they said, “We have become aware of certain family matters that have put us on edge, but don’t know the complete story.”

Looking around her work and living space, Twilight offered, “Masquerade should be back in an hour or so. If you like, you can stay around and ask him yourself.” She watched them look at the other, then once again go into a form of silent conversation before nodding.

Trying to lighten the situation she said, “I know this nice adventure book with some elements of romance, interested?”

Giving the lavender Unicorn a gracious smiles they softly said, “Thank you, friend Twilight Sparkle, we would appreciate it.”





One case of Daffodils, a small cake, a package of tea and a thank you card latter, Masquerade walked through the streets with a pleased smile on his face. Things worked out nicely during his walk and he had gotten the things for his little thank you dinner he planned to do for Twinkles.

He still had to figure a way to get Twilight out of the house, and get Spike to let him do dinner for them all… And also avoid them from catching on to his plans. With a slight groan, he thought, If only I was just doing what I use to do, then I wouldn’t have such trouble.

Then again, his old job took too much time and left little time for family in moments of peace. His eye somewhat twitched as he once again shook his head away from his family. He didn’t want to think about it at the moment.

Reaching the Library and thinking about tonight's surprise he had planned, he opened the door and called with a wide grin, “Oooh Twinkles, I‘m home!”

Inside, the twins heard his voice and all but rocketed to the door, leaving the flipping pages of the book they were reading. “Cousin Masquerade of Malek Clan!” they exclaimed with joy and launched themselves to the surprised stallion.

Despite being caught off guard at the sudden appearance of his relatives, he sparked his magic and caught them mid flight before they collided with him. “Ivory, Ebony?” ie questioned as they held their hooves out towards him, “What are you doing here?”

It wasn’t meant to be offensive in any way, just curious. But looking at them, he could plainly see the concern in their eyes despite the joyful faces they held.

“We have not heard from you in nearly a month,” Ivory said, still stretching her hooves ahead to reach him. “You usually write every time we send a letter, but not gotten one.” Ebony pitched in next. “You didn’t tell us what was happening,” Ivory popped in. “Or come visit us!” Ebony ended for them both.

Behind them and near the stairs, Twilight peeked at them curiously. Originally she had gone up to retrieve a book for some reference before Masquerade came in and started this little drama-like scene. She could actually hear some form of desperation from the two Gem Clan members' voices as they stretched their hooves out to their cousin.

Masquerade seemed lost as to what to do, holding a number of things in his magic, including his relatives, all at once. Looking around, he set his things down and walked in, closing the door before sitting both mares down gently. Moving up to them slowly and heaving a sigh, he sat before them in contemplation.

The two sisters looked on with trepidation at his actions, apparently concerned for their unicorn relatives actions. They gently asked, “Masquerade, what is wrong?” In a normal setting, he would have set his things aside and then let them resume tackling him to the ground. But this was different from the normally playful demeanor he would show them.

Looking back up at them, he gave a ghost of a smile and scooted closer to give them both a hug with each forelimb. “Sorry you two, I‘m just having some issues.” His voice sounded tired with those words as he held them close. “I‘m just trying to get my head on straight.”

Both Gems added their own forelegs into the hug and held the stallion closer. “You can tell us.” Ebony softly said while her double nodded. “Please, tell use what has happened?”

He remained quiet before letting off a sigh and breaking away from them saying, “I had an argument with Mother.”

Those words seem to all but smack them, as the ivory sister asked, “What happened with you and Auntie of the Malek Clan?” the ebony sister followed up with, “And what of the current clan head, older cousin Eml?”

Masquerade seemed to sink further at those questions and answered, “I know you are concerned, and I appreciate it, I do.” Putting a hoof on each of their shoulders he went on, “And I‘ll be sure to explain everything to you and the rest of the Gem Clan, as it‘s your right to know abut this. Just not here and now, please?”

The three sat there for a time before the sisters both nodded, “Alright, cousin Masquerade, we will respect your secrets for now. But you will tell us later at Gem Clan's camp-site, right?”

Masquerade nodded, telling them, “It affects all the Clans, no matter how you look at it, but now‘s not the time or place.” He darted his eyes to where Twilight thought she was hidden, “It‘s an affair only for our Clans to work out.” Hearing that, Twilight slowly moved away from them, hoping he really didn’t notice her.

The two Pegasus sisters only nodded quietly and agreed with him, “We understand, and are sorry for springing this out. When friend Twilight Sparkle was showing us around, we had noticed your things and…”

“Hush now, I understand,” he said softly, deciding to give the two another hug, “Just know I‘m happy you're looking out for me during my time of unrest.” They both smiled and hugged back, nuzzling into the comforting embrace.

Pulling away he huffed in a lighter tone, “Now if the two of you don’t mind, I have a few things to do.” And he magiked up his things from the floor and headed right to the kitchen calling, “Be sure Twilight knows I‘m cooking for tonight!”

Looking to the other sister for a moment and shrugging at his instructions, they faced around and headed back to their abandoned book that was no doubt still on the floor. Not too far off was Twilight, reading at her own stand and briefly looking back at them before turning back to her own book. The two only brushed this off and went right to their book, laying next to one another and flipping back to the page they were on last.

As an after-thought, they said, “Cousin Masquerade told us to inform you that he would be making the meal tonight.” Turning a page and reading the same sentence as they did. The studious unicorn just nodded mutely while flipping her own page, thinking over what she had heard.

Flipping another page, she felt slightly ashamed for eavesdropping on their talk. She wanted to help Masquerade with whatever he was going through, but he just wouldn’t talk about it. That probably doesn’t justify it though, she glumly thought while reading the last line and flipping the next page.

But still, Masquerade of the Malek Clan? She knew he didn’t tell her much about his family, but finding out he was part of a clan, another clan she didn’t know about and had ties with this Gem Clan that knows the Apple Clan… Just how much do I really know about him? Do I really know him?

Getting up and walking past the two Pegasi that laid in their spot, Twilight asked, “Are either of you thirsty?”

Shake of their heads simultaneously, the sisters said, “No thank you Twilight Sparkle.” Ivory told, “But we are gracious you asked.” Ebony finished as they went back to their book.

Nodding to the two of them, she could not shake the feeling there was something more to their overly synchronized actions. It was slightly scary to see two ponies work in such sync without any notable tells.

Walking into the kitchen, she found who she was looking for. Near the counter stood Masquerade, cutting away at an apple and peeling an orange soon after. Dumping both in a salad bowl, he tossed it a bit and quickly added some shredded cheese.

She tracked the bowl as it was set next to a cake, one that was a royal purple with indigo trimming and lined with daffodils. In the center of the cake, it read, Thank you Twilight!

“I got that for you, ya know.” Masquerade said rather suddenly, making Twilight jump at being noticed. He looked at her unblinking and continued, “You‘ve done a lot for me this past week, and thought I needed to thank you properly for it.” Going over to the sink where he cleaned the knife he was using.

Shifting her weight from one hoof to the other, she quietly said, “I didn’t do much…” still feeling guilty over spying on him.

Despite her tamed demeanor he told her, “No, letting me stay in your home and use it as I worked has helped a lot, even if I was a pain to deal with.”

She blushed a bit at his praise, as he continued, “Why, I can't think of another mare so devoted in helping somepony like that.” He seemed to grin and her blush was even more pronounced as she kicked her hoof lightly on the floor.

“I could be better.” She said a bit sadly to herself before lifting her head asking, “Why is it you don’t want me to help with what you're going through?”

He studied her for a moment in thought before saying, “Before I answer that, can I ask where Spike is?”

Unsure why he would ask such a question, she only said, “The Crusaders stopped by earlier and asked if he could help with something, so I don’t expect him to be back for a while.” Gesturing out into the open floor library, she asked, “Why?”

Thinking for a moment, he shrugged and sat down and told her simply, “I know you were eavesdropping Twilight,” and noted her nervous step back. “I won't call you out on it, but there is a reason I stay quiet on the matter.”

Curiosity somewhat taking hold, she saw this as her chance to get some answers and asked, “Why? What is so important that you need to keep quiet on it?”

Leaning to one side and looking past her, he could see both Gem sisters tilting their heads and ears towards them and called, “I‘m going to tell her a bit, she might as well know.” Twilight looked back quickly at them as they turned to her and him. Holding eye contact for a second, they nodded and went back to their book and let their cousin do the talking.

Walking past her and gesturing with his head, Masquerade began to lead Twilight up the set of stairs and towards her room saying, “I‘d rather do this somewhere private. You never know who‘s listening in.”

Twilight somewhat hung her head from that and asked, “Is it because you're part of this Clan Malek?” A slow nod followed that, as if he was reluctant to say it out loud.

“Yes, but there's more to it then that,” he told her, opening the door to her room and entering in with Twilight close behind. Once the door was closed he turned back to her and sat down. Taking that as her own signal, she sat as well, waiting for him to start.

After a moment of considering what to say, he said, “The only reason I’m even telling you some of this is because, I feel I can trust you for one. For two, you have the right to know, as you are most likely going to get involved somehow. And three…” He slowly dragged off as if he was rethinking how to say it, “Three, would be that it might help you see some things.”

Shaking his head, the darkly colored stallion just started from there, “As you know, Ivory and Ebony are from the Gem Clan.” At the lavender mares nod he continued, “And as you now know, I‘m part of the Malek Clan.” Tapping his chest, he continued, “What you don’t know, is there are more clans: the Veron Clan, the Willed Clan and the Lue Clan. All part of today’s society, but unseen by all.”

Choosing this time to ask, Twilight said, “I know clans are normal in Equstria, but why do you say these ones are hidden?” She pointed a hoof at her door, “The Gem‘s are apparently known, so why aren’t yours or the others?”

He stayed quiet at her question, but chose to answered the best he could, “Because our clans are more different then you may think.” Looking around the room for a moment, he called on his magic to pull a blanks sheet of paper and a quill. Setting it between themselves and began to draw five circles with different designs, “These clans know of one another and have been around before the Celestial Sisters' reign.”

The first circle had a finely cut crystal gem in its drawn in its center, “The Gem Clan, you already know. They are traders and somewhat nomads that live off the land in a sense.”

The next circle he drew had a round buckle shield in it made with three sections and held by a metal rim and tri shaped center, “The Willed Clan, is the warrior clan, and often defended the others from outside harm.”

The third drawing had multiple points going downwards in the circle, as if striking the ground repeatedly, “The Veron Clan, are the clan of Thieves, protecting us from unseen threats, or ones that could not be struck with the sword.”

A fourth circle joined in, this time being drawn in with multiple rectangle blocks that formed a tower that reached up, “The Lue Clan is our most diverse of the clans, being creative workers that know how to build and create tools and buildings of all kinds.” Looking up at Twilight with a playful smile he commented, “I‘m sure I could find a few around here as one of Pineville’s construction teams. Those block heads love to build and fix things.”

That got the mare to smile a little at the slightly lighten mood before he continued on by drawing one last circle that held the makings of a crown in it. “The last clan is my own, the Malek Clan, or known by the others as Clan of the Kings, as good leaders often sprung up from my clan.”

Putting down the quill and looking up to Twilight who was looking over each circle, he said, “I won't be telling you about their history, who they were and what not.” This got the curious unicorn to snap her head up in surprise, “It‘s mostly clan secrets at the moment, but I will tell you what I can, so ask away.”

Twilight sat in thought about her first inquiry about this and also think about what he was possibly tell her. I have so many questions, but I don’t want to stumble around. Tapping her chin she settled on, “Could you tell me how they began, or an idea what they were like?”

Masquerade let out a small huff and ran through his head what he could and couldn’t tell. “Alright, I‘ll give you the most basic of it.” Deciding the setting wasn’t right for this, he used his magic to close the blinds and cast the room into shadows. From there he began to weave his next spell, and creating eerie green images of ponies, “Before the rule of the two sisters,  there were three groups of Pony Tribes as you know.”

One of the smoky images walked forwards, leaving wisps of green smoke in its wake, “The Earth Ponies, workers of the earth and caretakers of the fields.” The next image of a quickly moving Pegasus, flying over the ground bound pony with aerial stunts, “The Pegasi Ponies, watchers of the skies and proud weather manipulators.” Then a third image appeared, smoke twisting and turning into a sphere before imploding to show a unicorn next to the Earth’s right and under the Pegasus’s left wing, “And the Unicorn Ponies, elegant users of magic and nobility to all around them.”

“When divided, they brought about a winter that never ended, but once they were united, incur a strength unlike any other.” The images showed Windigos flying around the three before being dispersed by the unity shinning from the three pony tribes.

“It was right before, or around this time my clan, The Malek Clan, was born with the others.” Shifting the scene to a single Earth Pony with broad chest and great strength, he told Twilight, “A Pony by the name of Anarchy Breaker, gathered followers together to form his clan. Years passed before his wife bore him five foals.”

On the piece of paper where he drew the circles, Twilight watched as the clan symbol for Malek glowed with his green magic before a smoky copy of it floated up and faced her. “The first foal he named Malek Eyes, for he was the first born son and would have his inheritance of his clan.” And an image of an earthen stallion was placed above the circle, holding a regal pose.

Another image was copied from the Willed clan and brought up to be displayed proudly and was narrated, “The second born was named Willed Winds, for she had shown her will to be what most mares did not become during those times, a Warrior through an’ through.” This time, a pegasus mare was shown over the circle, flying in as if to attack.

“The third born was named Gem Caller.” The image for the Gem Clan was brought up, given a slight sparkle for extra effect. “For he was a tradesmen, who had discovered the arts of crystal growing with a few others.” Above the clan circle was placed an earthen stallion that had a number of crystals growing around him.

The forth circle to rise up was the Veron Clan's, bellowing more smoke than its siblings, “The fourth was named Veron Vertigo and was known for his tricks and spying on others to protect his family.” Above was shown a pegasus stallion that had a cloak around him, hanging low as if to hide.

“The fifth born was named Lue Little, for she was smaller than all when birthed.” The Lue Clans symbol then followed its siblings above, holding a more ridged and solid structures than the others, “But when growing to adulthood like her siblings, she had shown imagination, creativity and spirit.” Another pony mare was shown, but unlike the others, was smaller in size and was unicorn as well. When she was shown, Twilight watched in interest as unlike the others, Lue Little moved. Her head bowed to her left, then brought it back up to make a house. Then she bowed to her head to the right, raising it like before to make a plume of spell incantations.

With each image complete, Masquerade continued with his little lesson, knowing that this was maybe helping him in explaining some things. Twilight was smart, so she was maybe discarding less important questions for betters ones. “When Anarchy finally died at a much younger age anticipated, Malek was given the clan as his own. But he saw how the clan had grown in size, and knew he was not truly wise enough to watch over it.” Moving his head around to rearrange the images into each sibling on there Clan circle’s and surrounding Malek with a number of Ponies, he continued, “So, to solve this, he called on his siblings to help.”

“To Willed Winds, he charged with their few warriors, to protect from the threats of creatures of all sorts.” Ponies soon moved from Malek and joined Willed, and she brought out a sword that they all soon brought out as well and rallied.

“To Gem Caller, he gave charge of their riches and ponies who kept watch over it, while trading.” A small number of ponies soon left Malek again and went to Gem, who brought out a abacus, and was followed by the others once more, as they looked to be now working on numbers.

“To Veron Vertigo, he gave charge of their scouts, to keep an eye on their fellows if ever in danger.” A good number of pegasi left Malek and joined up with Veron, who took flight and looked about. This was once again followed by the others, keeping vigil over the others.

“And to Lue Little, he charged with what little ponies he could, asking her to help them make homes and learn new ways of living.” This time, an even smaller number of Ponies left Malek and joined up with Lue. Despite having less than the others, the image of Lue rejoiced and cast a spell, building a home with what few she was given charge of.

“This is how our Clans began a thousand or more years ago. But now, they are all but forgotten.” All the Ponies and their followers blew away in a nonexistent wind, leaving only the circles behind, “The clans still remain, but now hide for fear of what might happen if ever discovered. What they fear, I cannot say.” Masquerade said sadly, getting a somewhat confused but sympathetic look from Twilight.

But when he rose his head, she saw eyes of determination as he stated, not told, “Not until I find a solution, then we will no longer have to fear being seen out of the shadows we hide in.” The room lapsed into silence as Masquerades illusions dropped away slowly, and left the two ponies in a somewhat awkward silence.

“I would ask why your clan, as well as the others want to hide, but I have a feeling you can't tell me.” Twilight said, to which the stallion nodded.

“I‘m afraid not.” He admitted, “The only reason I tell you about this is mostly because I get the feeling you're going to involve yourself one way or another.”

Giving a slightly hard stare she stated, “You bet your flank I am,” and poked him with her hoof, “I know we haven’t seen each other for years, but you’re a friend. My friend when I didn’t really have any as a filly.” With a shake of her head she told him, “There isn’t anything I wouldn’t do for my friends if they need me.”

With a smirk, the black unicorn could not hold back a chuckle. “I suppose not,” he said still remembering being dragged through the halls of that school they went to. “But still, you have the floor.” Nodding absently, she thought once more about her next question.

“What are you trying to avoid?” That question almost made Masquerade tense up a bit, but he held the urge back and calmly said, “As you know, clans can lose touch with one another, and this can cause tension to build now and then.” Casting another illusion to show his Malek’s Clan circle and the Veron’s Clan circle, he explained, “The Malek and Veron Clans had dispute a few decades back, and caused some very bad blood between us.”

A jagged and somewhat bloody looking line was made between them, getting the point through, “Because of this, our clans have been somewhat at odds, or distrusting of the other. We have mended some of that damage, but it still lingers some.”

Twilight didn’t need him to fill the gaps, “They see you as a target, right?”

Tapping his hoof on the floor and nodding, he began to weave another illusion that showed a very detailed phantom of the pony he was thinking of, “This is my Cousin Libel, part of the Veron Clan.” The grey coated pegasus stallion with oil like mane had a left green eye and a right blue eye. His stance and even smirk sent a chill down her spine as Masquerade told, “He is the first heir to the Veron Clan, and holds a grudge on me for…some reason or another.” Looking to her he stated, “If you ever see him and he asks about me, find your brother. I know he made guard last I heard, so you‘ll be safer around him.”

“I can take care of myself!” Twilight defended and lightly glaring at him.

“I don’t mean anything by it Twilight.” He shook his head, “If it came down to it, you would win in a frontal confrontation hooves down.” He then gave a much harder look, “But he doesn’t let ponies know he‘s their, and doesn’t even work alone when fighting those stronger than himself. He will stalk you, knock you out, blind you and bind you if he feels it gets the job done.”

Twilight reeled back from his words and felt appalled at what he told her. Foalnapping didn’t really happen. Knowing a pony that would go to that extreme, to harm his own cousin for that matter, disturbed her.

“What about the rest of his clan? Don’t they, you know, discourage that?” The shaking of his head made Twilight pale a bit as she thought as to why that would be. That was until she remembered, “How bad was this incident that happened?”

“Very bad. A leader of a group that was part of the Malek Clan was to do a task and had a force of fifty strong. Ten from each clan to deal with a threat that I‘m not allowed to talk about.” Taking away Libels image and replacing it with smoky pony images, he showed her them moving on a few hydras, “The leader from our clan was brash and new to his task, ignorant of what it was to be a proper leader.” He moved one pony with a sword forwards, sending all into a frontal attack with a group of pegasi charging head first, “He sent the Veron members in first, thinking they would be a good distraction while the others performed a sneak attack.”

While the Veron Ponies flew over the Hydras, the others split up and began flanking maneuvers. “But, as you know, Hydras have more than one head. With three, there was no way the Veron could harass them for a proper distraction.” Twilight watched as the Veron Clan would move in and back out of danger from the multiple heads. In another part of the illusion, she would see the apparent leader telling them to go back into the fray while he put the others into place.

“By the time the others were set, the Verons were too tired to continue with the attack, getting all but two killed.” It was then the smoky soldiers attacked from all sides, but the Verons that had been fighting the entire time moved slowly and would get attacked by the Hydras, or hit by friendly fire.

It ended with the Hydras falling, but at the coast of losing eight Verons while the others remained alright. “It‘s believed that one Malek had a grudge of his own on one of the fliers there, and was proven true when asked why nearly all Veron members were dead as one of the two fliers was who he hated.” The Malek Unicorn heaved a heavy sigh as he made an image of two Ponies, one was a earthen that almost looked exactly like Masquerade; the other was a ragged pegasus with a rusty colored coat and brown mane.

Masquerade looked sadly at the image as if deep in thought, “The Malek member was removed and exiled from the clan after that. He was told that he must change his ways of the fool, and show a mind of a king we are named after, if he wished to return.” Looking down he went on, “But the damage had been done, as some of the Verons best, including an heir, was lost during the fiasco.”

Holding up a hoof, Twilight asked, “Are these heirs really important enough to warrant a few decades of bad blood? And what about Celestia during all of this, surely the clans would ask for help?”

“A clan can only have three heirs born, no more no less, so it‘s a huge deal. And again, we have been trying to stay hidden, bringing Celestia in would make things complicated.” But in his head, Masquerade thought, but I somewhat agree: all this hiding away is going to destroy us.

He moved his hoof through the image, turning it into wisps of green smoke that all but dissipated away, “Heirs are important, and it’s a partial reason why the Veron Clan would not make a move to stop Libel from killing me.” Patting his chest he told her, “The exiled Malek soon came back and was reaccepted into the clan, all the while the Veron called for his blood. This was ignored. Though, through the generations I was born into an almost exact copy of him. For those that remember, they knew he was a second heir…just like me.”

It was all Twilight needed to understand, “So, because you look like him, and have a similar outcome like him…”

“An eye for an eye, a tooth for a tooth, an heir for an heir.” Masquerade nodded, “Now you know why I was reluctant to tell you any of this. For you to know, or bring me home puts you at risk.” The lavender mare looked at him with concern but he finished, “But when I saw how determined you were in helping me… Well, lets just say I‘ll stay if you're willing to play it safe.”

Twilight nodded for a moment in thought and processed what she now knew. A society of clans that was older than Equestria’s creation, clans with disagreements because of ones stupid reasons, and all hidden away from Celestias eyes. She wanted to tell her, but she had another question before she did that.

“What about that argument that you mention with your Mother?” This garnered a groan from Masquerade as he slumped in his place.

She considered retracting her question, but he went on saying, “Mother was made the Malek Clan head ten years back. I can't tell you everything, but she stepped down as Clan head and passed it to my older sister, Eml. Mother had an idea to help all clans, but I disagreed with it, telling her it would be our folly.” Tapping his hoof a few times he finally said, “The clans were gathered a few days later and put it to a vote with the Clan Ruler, who acts as a king or queen.”

Lighting his horn again and drawing the different clan circles with a thrown in the center of them he continued, “The Clans of Malek, Willed and Veron all agreed to the idea, while members of the Lue and Gem disagreed and told they would be no part of it.” And removed the two clans from the group.

“Not all the Lue and Gem Clans know what is happening yet, but will soon enough. I‘m one of the few that left his clan to not be part of it, and try to find a way to change the situation.”

“What did they decide?” Twilight asked, but only got silence once more as he said with a monotone voice, “I would love to tell you Twilight, but I‘ve dug you into a deep hole as it is. If I tell you this, I would be bound by code to remove you from the equation, and I don’t want that.” When he looked back up to her, Twilight felt actual fear grip her. His expressive eyes that she could read most of the time showed her irritation and pain and fear.

He was scared, but is he scared for me, irritated I asked, and why does he look so hurt? Masquerade, what are you trying to hide me from? Swallowing down that bit of fear she felt from his daunting look, she said firmly, “Mask, please, tell me?” She could see he wanted to look away, not to say anything, “Please Mask, I‘m your friend…”

“Even if I might say Equestrias days are numbered?” That monotone voice and unexpressive face shook her to her core. She wasn’t used to a pony being so devoid of emotion like he was right now.

With a gulp, she told him, “You wont know unless you take the risk.”

She watched his eyes as they all but picked her apart as if searching for her lies, looking for any reason to doubt her or see if she wasn’t being sincere in her words. This side of him scared her, and didn’t remind her of the colt she knew as a filly. With his eyes scanning as they did, she felt vulnerable in the sense he was finding out all her secrets and laying them out on a table to examine like a lab experiment.

When he was done looking her over and thinking to himself, he looked to her eyes —windows into the soul they called them— and he could see her fear. She was scared of his actions, nervous at how he was picking apart her person… yet determine to see this through.

Secrets are kept for a reason, and by decree of the current Clan Ruler, all that know what is planed must be removed. He remembered before taking in a deep breath knowing what he must do.
> Removing the Mask
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic

Edited by: Gambit Prawn




Twilight was utterly shocked, confused and possibly even more scared than before. It was something she wasn’t sure how to react to, or know how to handle it. It happened so quickly too, so fast and without warning.

Masquerade stood before her calmly and patiently, resigning himself to her judgment as to what he had revealed to her. By all rights, he had broken nearly all the big rules by taking this calculated risk, and knew the ramifications of this would have horrendous results. That was why he was not going to say a thing to anypony else, unless the situation called for it.

“Y-you…” Twilight tried to choke out from her shock before shouting, “W-what are you!” Her mind was in a sudden disarray, even more so then the time she was surrounded by Discords chaos and friends turned enemy. What is going on! She panicked, trying to figure out what to do as she sat there shaking.

He knew this would happen, but also knew she was in shock. He remember seeing her do this as a filly more than once. First comes confusion, followed up by denial, then some hysterics and hyperventilating. Right now, he needed to give her something to grab onto and let her stabilize her mind.

With a stomp of his black hoof and drawing her attention to his now seemingly imposing from as he stood, he stated, “I am Masquerade.” Training his cat-like green eyes to her, he said “And I am the second heir to the changeling clan Malek, master of the cloak arts.” Then he kneeled before her, “And submit to your judgment.”

Slowly, Twilights rapid breaths slowed down at the sight of the once imposing being before her, now kneeling in submission. She took in the new insect-like form that had black chitin that took in all light and helped hide him in the shadows in her room. His hooves that were once whole, were now riddled with holes and jagged edges. His horn was still in place, but like his hooves, it had holes and was even more jagged and sharp like a misshapen dagger.

On his back was a green shell with a blue tint and two gossamer wings also riddled with holes. The mane and tail remained the same color and shape, but now had holes all over, and the eyes shined the same neon green color, if not glowed it now. She could even see two fangs protruding out from his mouth, giving him an even menacing look.

Just moments ago, Twilight was waiting for Masquerade to give his answer on what the big secret was, and apparently he had decided to cast his lot with her. She was expecting him to tell her about a possible crime circle, an assassination attempt or even a clan war breaking out. Instead, she watched him stand up and look at her with resolve and saw his eyes suddenly flash a glowing green before being enveloped in the green fire she saw when she was a filly. That was when she saw the new body of a creature unlike any she had ever seen. Something that was saying it was Masquerade, and had his voice even, if not slightly distorted by a reverberating buzz. But was it really?

She looked down at the…changeling, and spoke in a slightly quivering voice, “Is that really you Mask?” Unsure if she could believe his words. Looking at his cat eyes, she could see him. Looking through those eyes, no matter the shape, she could see Masquerade there.

“Please trust me, Twilight ‘Twinkle’ Sparkle.” His voice hummed in its unique insect like way. “It is still me, no matter the mask I use.”

Letting herself calm down some and take in what he said, she asked, “Mask, just what are you?” And circled him cautiously as he got up to his hooves.

“I‘m changeling. A creature that is capable of a number of things.” He told her, tasting her mixture of emotions that had began to slowly calm down. “But it‘s our natural need and power that makes us afraid to show ourselves.”

Coming in front of him she asked, “What would that be?” Jumping back as the same green fire rushed from hoof to horn in nearly a blink of the eye. The unicorn was then left speechless again, and even confused as she looked at…well, at herself.

“We need emotions to leech from.” Her doppelganger said in her lecture voice, using green magic to get a quill and a scroll, “But are drawn greatly to love, as it is filling, strengthening and overall greatest of all the other emotions.” He mimicked her by talking and pacing around her room while writing down what he/she said.

“Changelings also have the power of shape-shifting, and can take on the physical aspect of seen individuals. But the skills to use, magic, strength, and spells-- only the target knows, are not gained.” Looking at Twilight she asked, “Keeping up so far?”

The original only gaped at the sight before her while the double smirked and changed back into his pony form, “Sorry Twinkles, I could not pass that opportunity up.” And he passed the scroll to her. “Now comes the question as to what you‘ll do?”

She shook her head to get out of her surprise and asked, “What I will do?” And looked down at the neatly made letter before her that was surprisingly well forged. Even made those small curls at the end of each word.

“Are you going to send that letter and expose me to Celestia,” He said, “Or, are you willing to trust a shape shifting actor that your still unsure to trust?”

She looked at him, once more surprised, and watched as he walked passed her saying, “It‘s your choice.” Opening the door to his cousins, that were more than likely changelings to if Twilight had to guess, “My life, and my relatives lives in turn, are in your hooves Twilight. No matter the choice, change will occur because I decided not to follow the code set on me.” he said, shutting the door and walking down the stairs.

Twilight sat there in thought as to what had just occurred. She had asked him to trust her, to be willing to let her as a friend, to help. Now, she was stuck with going through helping Masquerade as a friend like she said she would… Or turn him in with the letter she had.

Looking down at it she read.




Dear Princess Celestia
I have come to the knowledge of a race I had not read about before that are capable of changing form and infiltrating our society. They have infiltrated a number of our lives, as construction workers and even inventors of new spells.

According to whom I got the information from, they are called changelings, and I watched as one turned into me and mimicked my actions and voice!

I’m hoping you take action as soon as possible, as the only group I know of that can possibly be tracked is known as the Gem Clan. Two of it’s members are in my Library now. If you hurry, I might be able to detain them for a while longer, along with the one that has stayed in my library for a while.

Your faithful student, Twilight Sparkle




She continued to stare down at the scroll and its contents thinking, He had just signed his death warrant and gavin it to his executioner…metaphorically speaking.

She also felt trapped, as Masquerade had just dumped a lot on her today, and she had no time to recover from it. Her first instinct was to send the letter away as soon as Spike got home. The letter was right, and who knows how many changelings have infiltrated her own country!

But, at the same time she could not just revel him on the spot and jump to conclusions. What if he was telling the truth, and he was Masquerade, just hiding as a pony for…some reason she didn’t know. Was it faked, or did he see her as a friend?

Oh, this is so confusing! She growled and covered her head with both hooves.

Send the letter and possibly lose somepony she really did care about in spite of him telling her secrets he wasn’t really suppose to tell. Or don’t send it, and chance a possible backstab from one whom she thought was her old foalhood friend and maybe watch as Equestira gets overrun with changelings! She didn’t know if there was an invasion, but it still comes to mind no matter what she tried to think.

“Of all the things!” She groaned with indecision.





Down stairs amidst all of this, both Gem sisters lay next to the other, still scanning over the book Twilight suggested to them earlier. Do you think everything will be well? Ebony’s thoughts echoed out to her sister.

I’m certain things will work out. This is cousin Masquerade, Ivory thought with certainty.

Ebony wasn’t as sure as her sister though: But this is a pony we speak on. Surely she will not understand?

Ivory pondered on that and knew it was true. Ponies did have a tendency to panic at new things, but argued, and of those that have accepted us?

The ponies that have accepted us do not know the full truth, Ebony shot back. They do not know what is hidden under sheep’s clothing. Ivory had to give her sister that one: no changeling in their right mind would reveal themselves from risk alone.

Any further conversation they had with their thoughts was stopped as hoof clops signaled the arrival of another. Taking into account that it was harder to feel any emotions, it had to be Masquerade. Looking up the steps and finding their cousin making his way to them, they both sat up and waited to hear the results.

Covering the book in green magic, the faux unicorn lifted the book and put it on a nearby table before sitting before the twins and saying, “She knows.”

For a moment, both Ivory and Ebony felt their hearts stop from that declaration. Looking at one another and quick-firing a few thoughts before they said as one, “You told her what exactly?”

Looking at their eyes, all he gave was a flash of his normally glowing cat eyes to tell them what they needed. It is normally harder for changelings to feel other changelings emotions due to their need to feed on it, but in this case, Masquerade could feel their alarmed fears.

“How can you do something so reckless!” Ivory shouted at her Malek cousin, “Do you have any idea what you put at stake here?” And shortly found herself nose to nose with the black unicorn who looked back calmly.

Joining her sister's side Ebony nodded, “I have to agree with Sister on this: you're putting yourself at great risk by doing this.” And gently she pulled her sister back. “How much does Twilight Sparkle know?”

Looking through her sister's minds eye, she could see a look in Masquerades eyes, neither one she nor her sister had ever seen before. Turning back to him, both Ebony and Ivory watched their Malek cousin shrug and say, “I told her what I was, some basic history of how the Clans came to be, the bad blood of Veron and Malek and how we changelings need love and emotion to live.” For a good while the room remained silent before he added as an after thought, “Oh, and she knows we can shape shift into any living thing we see.”

Both faux Pegasi had their mouths gaping open at what he told them before Ebony asked, “Did you follow through with…you know?” And rolled a hoof forwards as if to ask the question.

“No.” He shook his head, “I didn’t contain her.” And calmly lit his horn, catching both sisters that had gone to tackle him. They hung there before him and shouting randomly, “You did WHAT!” “This can not be done!” “It goes against all rule and conduct!” “This endangers us all!”

“It needs to be done!” Masquerade rose his deeper voice over the other two and silenced them both, “How else will we be recognized as another race, seen as friends, by deceiving and brainwashing them?”

Both remained silent from his commanding voice, remembering of his heritage and what it brought. The other clans sometimes found themselves hard pressed to not listen to a Malek because of their strong voices that seemed to demand their ear. And both white and black Pegasi knew this Malek rarely used such a voice on others, unless the time called for it.

“What will you do?” Ebony asked quietly, feeling somewhat shaken from the sound of his voice. Ivory nodded with her sister, “If you don’t plan to cocoon her, then what will stop her from telling others?”

Placing them down and making his way to the window, Masquerade peered out at the now setting sun and thought of his next move. Turning back to them he said, “It‘s what I‘m hoping for.” To the twins confusion he continued, “Twilight has sway of those that live here, I know quite well.”

Looking back out the window he further explained, “If we can show her that we, as a whole, can be trusted and seen for what we truly are, then it will spread.” Masquerade watched a number of ponies walk about and head inside for the night that was slowly approaching, closing shops to go home. “At the very least, we will need both the Gem and Lue Clans' help in creating both peace and understanding between both Changeling and Pony.”

“But what of Twilight?” Ivory pressed on, “And what of this we, you're talking about, Cousin Masquerade?” Ebony nodded along, not understanding why he was including them in this plan he pulled from no where.

Pointing to Ebony first he said, “Second question: I‘m saying we, because I‘m going to need your help.” Putting a hoof to his chest he said, “I‘m a second heir to the Malek clan, so I somewhat represent them.” Noticing the two sisters eyes widen at where he was going, he continued, “Being second heirs to the Gem Clan, you would in turn…” And dragged on.

“Represent them and their ways.” Both sisters tentatively finished with understanding. If they stayed they could help Masquerade give an olive branch to the ponies that knew them, and no longer have to stay in hiding so much. But Ivory thought, we would have to stay someplace if we did this. But this made Ebony grin and pass a thought to her sister, like the home to Big Macintosh of the Apple Clan? Blinking and looking to her sisters wolfish grin, they agreed, “We can work with that.”

With a nod he turned to leave for his work space, but quickly found both sisters get in his way. With a grunt he conceded, “As for Twinkles, I can assure you she won't reveal us right away.” This didn’t seem to get any reaction from them however. “Right now she‘s in conflict with her rule of following logic and her friendship moral ways. This is where the showing how we really act sways her from alerting others, with us in a bad light.”

Squinting her eyes at him for a moment Ebony asked, “Is it truly that Masquerade?” Circling to his left. “Or is it something else you're not telling us?” Ivory circled right, while Masquerade actually raised his defenses on his emotions, leaving him unreadable by them.

He quickly realized this was possibly a bad move, as they now showed greater suspicion, judging by the taste of their own emotions, which they couldn’t mask fully. “We like Twilight Sparkle, a good mare that has many books.” Ivory told, “But we must question your history with her, as you never told us of her. Why is that?”

Masquerade made no attempt to move even an inch. The two sisters weren’t doing anything threatening by changeling standards. Only trying to find a flow of emotion to better read him and get a read on what he could be thinking. But he wasn’t made a master of the cloak for nothing, and showed this by not giving even the smallest flow to taste. But he knew doing this was a double edge sword, as guarding his emotions meant he was hiding something.

“No matter the statements or theories you come up with, I shall not confirm nor deny them.” He stated with his monotone voice that gave away nothing for them to possibly use. True they were fellow masters, or in this case mistresses of the cloak and taught how to read another’s emotion like him, but they they didn't have the same skill as he did.

He watched with seemingly disinterest as the two Gem members circled him again and again for any chink in his armor. No doubt in Masquerade's mind they were talking to the other with their minds, as was common for most twin changelings, even more so for the heirs.

It wasn’t much, but he felt a spike in Ebony’s emotions. She did guard herself and he could tell it was something along the lines of surprise as she seemed to realize something. Ivory seemed to gain it at the same time because of their link and almost glared at Masquerade, as if unsure to be happy or angry. Seeing that she was glaring but tasting slightly more of joy told him she was more happy than angry.

“You love her, don’t you?” Ivory made it sound like an accusation, but like her sister, he could tell she was slightly happy at the thought, even if she used her voice to show disapproval. “And not the sibling love you will no doubt preach to use, but actual companionship type love.” Ebony followed her sisters example and sounded more hostile, if only to give the message that he was letting his feelings get the better of him.

As expected, Masquerade didn’t say anything, but was stuck no matter what he did. And he could tell they knew he was stuck in a corner. 

“Twilight has told us a bit of your past with her.” Ebony said, “No doubt you got attached because of it.” Though he didn’t show it, he winched on the inside. “And maybe it was why we never knew of her: you didn’t want the possibility of others like Libel knowing and harming her.” Came Ivory's statement, once more making him cringe on the inside.

Coming to a halt in front of him, they both demanded as one voice, “Masquerade, second heir to the Malek Clan, we demand to know the truth behind your motives!” Though on the outside they glared harshly and spoke with anger, Masquerade could still feel their excitement. The perceptive twins were probably having a conversation about having Nieces and/or Nephews to play with.

Sometimes I hate the perceptions changeling twins have, He grumbled in thought before dropping his guard completely and letting them freely taste what he felt— longing and embarrassment. “Fine, fine, you two win…” He said, still ranting in his head about the nosy twins, “Yes I have a romantic interest in my nymph-hood crush that has more or less turned into a stunning mare.”

Though he hid his outward embarrassment, he could see the two now smirking and no doubt tasting his flustered feelings, “And yes, it was partially why I chose not to contain her in a cocoon, because it would hurt me more to know I forced her into a even worse situation.” Somewhat glaring at the two he growled, “Happy?”

With pleased nods they said, “Yes, very happy.” And giggled at his somewhat grouchy slumping form as he moved past them and to his work space. 

Glancing back, Masquerade told the two siders, “I‘ll be ironing out the details to my plan, while you get permission from that lazy lump of a first heir you two call an older brother.”

With playful salutes they said, “Of course cousin Masquerade of Malek Clan!” And trotted to the front door before calling back, “Oh, and be sure to tell her soon!” Before flying off in another fit of giggles.

The changeling in unicorn form only rolled his eyes thinking, Mares, and turned back to his work. It was going to get complicated over the next five months before the three clans made their move on Equestria.





After what felt like hours of dissension as to what to do about the reviled changeling in her home, Twilight decided to wait for the time being. As long as she had Spike on hoof, she could send the letter at a moment's notice when Masquerade did something that would warrant it.

But right now she needed to know more about the stallion that she thought she knew. There was so much he had not told her in the past that she now needed to know. He was concerned about what three of the five clans had decided, and apparently left because of it. Maybe the three were in the wrong and he’s in the right

That could quickly be countered that they are in the right and he is in the wrong, Twilight snorted in thought while still puzzling over him. Even after all this time, Masquerade seemed to know how to get her riled up over something. Twirling the letter that she still held in her magic, Twilight planed to find and interrogate the black pony as soon as she saw him.

Coming to a stop at the bottom of the stairs and looking around, she could not locate the changeling acting as pony in the room. What she did find was a table set for three and the clanking of cutlery in the kitchen that was filled with laughter, “No way, your telling me this Pinkie Pie has a sixth sense to know about things before they happen?”

What sounded to be a strong fire roared for a moment, letting Twilight know Spike was in there cooking with his dragon fire, “Yep, she gets these body twitches and stuff that seem to tell her if something’s happening.” He seemed to pause for a moment, “But that makes me wonder, how have you been avoiding her? She seems to know when a new Pony comes to town and throws them a party!”

That made Twilight wonder that too somewhat. Despite being here for an entire week, Pinkie Pie, here friend and premier party pony, had yet to spot him and throw him a surprise party. Masquerade's chuckling could be heard and she could hear the grin in his voice, “Lets just say I can be good with masking myself.” He said, remind her of how he changed forms so casually, as if second nature.

It probably was for his kind, but to just turn into her at the drop of the hat at any time? Looking at the letter still in her grasp, she steeled her resolve as not just a citizen of Equestria, but as one of the Elements to do what was right and send it via dragon fire.

Hearing the hoof steps, Spike turned around and gave a cheery wave to his adoptive sister, “Hey Twilight, did you see the cake Masquerade got?” Pointing to the cake that was royal purple with indigo trimming and accompanied with carefully set daffodils and with her name sitting proudly in its center surface. Looking at it she felt that same resolve disappear when she spotted it and remembered his words from before all this began to spiral out of control.

Masquerade got that cake for her, as a thank you for all the help she gave without wanting anything in return. Beside the cake, there was a teapot filled with jasmine tea that seemed to sooth her body from its scent alone. There was even a card to her on the silver plate the tea set was on.

Glancing at the letter in her magic for a moment and pulling it behind her, she smiled a bit guiltily to Spike and nodded.

Seeing the off-set smile, Spike was about to question how she was until Masquerade cut him off: “So how did your research go?” Getting both their attention he continued, “You were up there for nearly an hour. As you might have saw, both Ebony and Ivory left to deal with some clan matters and couldn’t stick around.”

Truthfully, she had forgotten about them, but felt happy they were gone for now. Maybe she could use this time away from them to figure out what to do with her current problem. “Oh, it‘s fine. I‘m sure that whatever they had to do was important!” Her slightly nervous patter didn’t help to convince Spike that she was ok, but Masquerade seemed to had thought of that.

“Twinkles,” Masquerade with a small grin, “I know you enjoy researching about possible problems, but you really need to relax.”

“What research?” Spike asked, feeling left out of the loop.

Looking at the small drake the unicorn stallion told, “Ah, Twilight was searching for information on some clans that may not be so extinct any more and is concerned what it would mean for Equstria today.”

Spike seemed to snort in dry amusement, “Yep, she would get worked up with something like that. Like that one time about the Gnome villagers or other.”

“It could have happened!” Twilight defended, happy for the change, but at the same time not wanting to be reminded of that little incident. “But that was years ago, and I‘m not that bad of a wreck when I do my studies on those things.”

The black unicorn smiled at the two as they began to banter with each other like real siblings. Though he could literally feel clouds of love coming off them, he made no attempt to take any. It wouldn’t be right to steal that from them, He concluded, taking up a number of things for their dinner and take it into the living area.

Seeing this, both Twilight and Spike grabbed something themselves and followed him, still continuing there playful banter.

Mask watched with hawk like eyes as Twilight floated the letter that she had no doubt held onto since he had gavin it to her, and placed it in a chest full of her notes. She apparently chose to play ball with him and try to learn more about his kind, and see if he was still her friend.

 But to do that, he began in thought, I may need to show myself a little more openly.





Dinner went smoothly despite the slight tension between Twilight and Masquerade as they ate. Spike didn’t really pick up on it, as he was currently chewing on a few gems Ivory and Ebony decided to leave in a bowl by their cousins work space.

The lavender mare played with her food a little and stole glances up at Mask, who just ate on as if he didn’t notice. She wanted to know more of him and his kind, but wasn’t sure what to bring up. Darting her eyes to Spike for a moment, she thought, as much as I’d like, I can't let him know yet. He’d panic and make things worse!

Though he didn’t show any outward show of noticing, Masquerade was very much aware of Twinkles current plight at the lack of conversation. He needed to do something that would help undo tension and maybe earn some trust back, “This is something my older brother made before.” And lifted one of the mushrooms covered in oil.

“He‘s good with growing things and has a small garden when we want a treat to eat.” Eating the mushroom he had, a thought occurred to him and he said, “He was the only one besides myself or Mother that we trusted to cook something without burning it.” Recalling a moment with his eldest sister and thought, changeling fire does not go out easy.

“What‘s he like?” Spike asked as he popped another bit of food in his mouth.

Thinking for a moment Masquerade said, “Well, Grove was what you call a mellow guy. Never rushes, never yells and is always taking it easy.” These qualities made his brother a good gardener and maybe farmer, as he didn’t rush his work.

“So he‘s a farmer?” Twilight asked with a touch of hesitation in her voice. She was curious, but still tense from their talk earlier. The events and following confusion had only frazzled her mind further, making Twilight del like she was walking on eggshells.

Waving his hoof side to side, Masquerade said, “Eh, some-what. He doesn’t own a big fancy farm like the Apple Clan here does, just something in the backyard more of the like.”

Twilight nodded to that, then asked, “You said something about a sister earlier today?”

With a smile he said, “Yes, my oldest sister Eml. Responsible, spirited and rather stiff to the point you wonder if work is all she does.” Trailing off into a more questioning tone as if in thought. “But I‘m sure you want to know more about my siblings, right?”

“Sounds good with me.” Spike agreed, “All you and Twilight talk about is when you were in that School for Gifted Unicorns.” Crossing his arms and leaning side to side as if it was all they talked about.

“Well, I‘m sorry our early years board you so much.” Masquerade said with fake hurt, “Anyways, the next up is my brother Copper, who is trying to aim to be a guard at some point. After him is Grove, who I just told you of.” Taking a quick sip of his tea he continued, “Then comes me, and after me the Twins.” The last bit he said with some irritation.

Both dragon and unicorn of the similar color palette looked at the other as their darker counterpart went on, “Granted, I love those two fillies to bits, but the amount of trouble they get into…” Looking to see their confused stares he explained, “Trick ‘n Treat are the Terrible Two back home and are complete trouble makers.” Despite his grumblings on the two little devils that were his little sisters, he still cared for them, but still couldn’t help think, part of me can't wait until they're out of the house and causing trouble for those who wish us harm.

“And finally the youngest of the family and my baby sister, Lily.” Looking at Twilight he commented, “She reminds me of you when you were little Twinkles, but has a much bigger sweet tooth.” When their little flower of a baby sister discovered sugar, they had found out quickly not to leave any out.

Any and all surgery sweets would be sought and consumed in moments of their discovery. So it was a good thing nopony bare him, his brother and mother knew how to bake cookies, else she’d hoard them all away. “Little cookie monster that one be.” Masquerade said dryly to himself, taking another sip of his tea.

With a small glance to her own ice cream monster, Twilight said, “I know the feeling.” And went back to eating, feeling a bit more relaxed now.  What tension was in the air seemed to have slacked with him telling a bit of himself. Maybe he’s trying to make amends for things left unsaid?

Taking a sip of the calming tea, Twilight asked, “So what is your family like Mask, you never really talk about them?” In truth, she never knew anything about them as he always found a way of diverting the subject. Twilight actually wondered if changelings were naturally good at hiding things from others.

Humming in thought he said, “I suppose chaotic in a sense.” Played a bit with the last asparagus on his plate, “It was just my Mother raising us all since Lily was born.” There was also the older siblings, but they didn’t really count for parental figures, “I remember that when she wasn’t busy, we would go out into the wood during the twilight hours to play tag or hid and seek.”

“I would think she would want you inside by then.” The mare voiced questioningly, “Why would she stay out any later when you could be inside getting ready for bed?”

Popping the last of his food in his mouth, he turned to Spike saying, “Do you mind going to the kitchen for a knife, I think I forgot to grab one for the cake.” While gesturing over to the desert.

“Sure thing!” Spike gave a thumbs up while rushing off to the kitchen, eager for some of the cake to be had.

Masquerade turned  to Twilight as soon as the dragon was out of earshot, telling her, “To your question, it‘s a clan tradition and responsibility. The parent, mainly the mother, is to teach their children to run and hide if ever in danger.” Gesturing out the window to the darkly shadowed town he said, “We were never readily accepted, so we had to learn how to quickly run, hid and adapt.”

As soon as the dragon came back out of the kitchen, Masquerade's face turned rather chipper as he said in an excited voice, “And that’s how Copper learned the hard way, not to hid in poison oak.” And added a slight sinker at the end.

Playing along with him despite being confused, she gave a few unsure laughs while he went on, “Took Grove two days to make the right ointment since Mother was away at the time. Copper kept saying it was the Twins doing, but we never did find any proof.”

Looking to Spike and giving him a nod of thanks, he took up the knife in his magic and held the handle out to Twilight. Looking at the knife then to him, he explained, “It‘s your cake, you get the first slice of your likening.”

Nodding to him wordlessly and taking it up in her own magic, she poised it over the cake and cut in for her slice thinking, life just got a whole lot stranger.
> The Matter at Hoof
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Twilight was once again leaning over a book of hers after the rather nice dinner made for her by Spike and Masquerade. Spike was currently upstairs sleeping away from the nicely made dinner, gems and dissert. As for Masquerade, one small peek behind her shoulder would show him leaning over his map again, but for some other reason. On his own perch sat Owlowiscious, who was gazing over the two while preening his wings.

This Stallion she once knew and called a great friend back then has just pulled the mother of all whammies on her when it came to knowing him. What started out as a concern for his feelings just a week or so prior, has just reviled a completely different race. One that could become anypony they saw fit.

The vary idea sent shivers up and down her spine, knowing that somepony she knew was actually one of those insect like ponies that called themselves changelings. It probably wasn’t right for her to be scared of something she didn’t know, but just knowing of that one ability to become another and not see any differences?

Forestalling anymore of these thoughts, she refocused on the book in front of her and read on. It was one of her many books on known Eqestrian History. Particularly on discovery of other races such as the battle strong griffins who made their homes in the high mountain peeks. Or the powerful minotaur’s that had made their very kingdom on iron and earth. Even some information could be found on the diamond dogs and how they still proffered to live in tribal packs under the hooves of all species alike.

But what of these shape sifting changelings that supposedly used emotion of others to live and could put on a masque to fool those around themselves?

Irritation bubbled slowly up as she flipped more and more through the pages of the book, still finding nothing on Masquerade’s race. No names, no locations, origins or anything for that matter. It was like they never existed!

How hard could it be to find one single race that has such a unique set of abilities and not be noticed! She raged on the inside while switching from the book she had to the next, and tossed the other into a ever growing pile with a *thump*.

Looking up at the noise and then the mare responsible, Masquerade sighed quietly and got up. Moving to her as if he were a phantom, he peered over her hunched shoulder and tried to read what she was flipping through. He could pick up the bitter taste of anger coming off her from her lack of finding anything. And the only thing she would fuss over would be what she had just found out about. changelings.

“Why can't I find anything on them?” Twilight whispered quietly, hoping not to alert the fake unicorn in the room, “There is no way no pony knows about them?” And rubbing her chin.

“Unless they don’t what to be known.” Twilight yelped and fell back as Masquerade sidestepped her and caught her with his magic. Looking up and seeing his amused grin, she slightly blushed knowing that he was most likely behind her for some time.

Trying to play her flustered face as anger she tried to growl out, “When will you ever stop doing that?” To which he shook his head saying, “And miss your adorable blush?” Making her blush even further, “Why, that would be torture.” And gently set her back on her hooves.

Huffing to herself and thinking on it, she asked, “Why do you like embarrassing me so much?” For a moment he seemed to almost stiffen up at the question but just as quickly relaxed. Seeing him go from teasing to calm he told, “Well…as I told you from before, changelings feed off emotion, so it’s a necessity.” And sat down in front of her. Though, it seemed like he was possibly hiding something.

“And, as you should really know by now with all these books.” He gestured about with his hoof, “Emotions come in a very wide variety, but with some being the base to them all.” When his eyes came back to her, the disguised changeling saw Twilight with quill and scroll at the ready.

Getting a ghost of a smile at this familiar action, he continued, “The most pivoted of these emotions is Love, and is most sought after by all Changelings, as it strengthens and feeds use greatly.”

Writing this down, she held up her quill and asked, “So, love is your most basic food source that is required to live for all changelings?” And thinking of the implications of a race living in this manner, asking, “Does that mean your self sustaining if you have a number of changelings giving off love?”

Masquerade smiled at that, wishing it was truly that simple, “If only Twinkles Sprinkles, if only.” Seeing her pout from his slight teasing and getting another tart taste of embarrassment that he loved to take in, “No, we changelings can intake emotions, but not off another changeling unless forcibly.” Seeing her inquiring gaze he explained, “A changeling can sacrifice very small bit of their magic to drain other things of their emotions.”

But quickly added, “Though the practice is considered barbaric for us, as it more or less kills the target in a sense, becoming somewhat like mindless zombies.” While adding in thought, Much like using that mind control spell, Blinding Love, but she doesn’t need to know that yet.

“Like how some fungi can live off other living things like plants, but doing so might kill the plant?” Twilight questioned while continuing to put down all her findings. Not two minutes into this conversation and she was getting more information from Masquerade then from her books.

“Yes, just like that. We can willingly share emotion with others, but some prefer more than just sweet tasting love.” As she stopped to hear him fully, he tapped his chest saying, “The reason--” Or part of it anyways, “--That I like teasing you is because I can glen some of your embarrassed or flustered emotions, both being sweet or tart.”

Realization came over the lavender mare as she directed an angry glare at the stallion, “You mean to tell me that all those times you have embarrassed me, was so you could have a quick snack?”

Refusing to fidget in his place at her intense glare he asked, “Would it help that you help stave off my hunger and therefore didn’t need to go looking for sompony to sap of their emotions?” Her glare lessened some as he continued with, “And do keep in mind, I had some decency to do it when we were more or less alone.”

She nodded at that and found his reasoning to be sound. If she was in the same position, she would want to do so without giving anypony a reason to panic. “I‘ll accept that.” She said before glaring at him, “But don’t think for a second I am okay with you embarrassing me at every turn just so you can have a snack!”

Holding up his hooves, he told, “I don’t take it lightly Twilight, Emotions have all sorts of effects on changelings!” Seeing her interest peek and feel her irritation lower, he said, “Another reason love is so coveted by my kind is because it has no real draw backs if steadily feed on.”

“So, each emotion gives a different effect, depending how much you take of it?” She asked with a tilt of her head, wondering what side effects he gets from feeding on her flustered times.

With a nod he said, “That’s right, it‘s like that griffin saying, you are what you eat. If a changeling feed on very mellow and calm emotions, they tend to have more control over their magic, with too much making them somewhat lazy or even blissful.” Gesturing to her pile of book he told, “Anger, irritation, rage, these emotions are seen as savage food by us, as it can make them effective battle harden troops, but at the coast of self control.” Thinking in his head he said, “I remember actually seeing a changeling feed on too much of it. Completely lost his mind and become like some sort of animal, shape shifted into the likes of one too, by pure instinct.”

Seeing her worried look he assured her, “Don’t worry, embarrassment allows a changeling to use a more unique magic that can disrupt magic in general. But too much feeding on it can make a changeling extremely shy and even reluctant to do things, so very few feed on it.”

She looked at him for a moment and asked, “Was that why you were so shy back then, an overdose of my embarrassment?”

With a nod he replied, “Yes, it was part of the reason, gleaning love isn’t easy you see, so I had to make do with that.” Smirking he said, “And I must confess, you got me hooked on the stuff.”

Huffing a little at his choice of words and looking away, she grumbled, “I still don’t like the idea that you have to embarrass me to get your little snack.” While he chuckled at that Twilight once again asked, “What do other emotions do to your kind?”

Masquerade smiled again, liking how well this was going. He half expected her to worry to some level at telling her how they fed for survival “Well, next are the boosting feelings of ones confidants and ego that boost the magic output greatly, at the cost of some control. With too much making them headstrong and egotistical at times.”

“Then there are lower feelings of sadness or pain that have this bitter or salty taste and gives a changeling the ability to absorb emotions and magic more effectively. But this is a double edge sword, the more you take, the stronger the absorption, as well as the depression one gets in. Sadly, suicide has been reported from those who take way too much of this stuff, so not many try to take it. But it has this strange addicting effect, so it‘s still used, while also useful.” He further told while looking down some.

“That sounds awful, how could anypony do that to themselves?” Twilight couldn’t think of a reason for anypony to actually eat something that would cause such adverse effects. The idea of one of her friends getting in such a situation did leave a bitter feeling in her own heart.

Sensing the change Masquerade shrugged, “It‘s part of our living. Sometimes we need to actually take it so we might survive something else.” Looking to her he told, “You don’t have to like it Twilight, but I implore you to accept the fact we changelings have had to do a number of things to survive.”

Waving a foreleg to her pile of books he told, “Part of the reason you can't find us in book, is because we make sure no one releases any with such information.”

He left that hanging as Twilights mind began to think of how that could be done before coming to a conclusion, “You can turn into other ponies and can take on high standing rolls.” Looking to her pile then at the fake unicorn she said with more understanding, “You need to take on our appearance because you also need food, which only ponies, griffon’s, minotaur’s and even diamond dogs give.”

Just looking past him and to his work spot where his map laid open, she eye grew wider and stated, “Or hide in plane sight while waiting for somepony to pass by.” And slowly focused back to the black Unicorn, “Is that why you never considered taking the train, you were sacred of being seen by this Libel?”

“Not Libel himself.” Masquerade shook his head, “Just all the scouts or informants he, or any other clan may have.” Giving her a serious look he said, “As I said, heirs are a big deal in the five clans. We are stronger, faster and even somewhat more smarter then most changelings. Only two heirs can make another heir, leaving us as the most rarest.”

Things lulled into a calm as the two sat in their place while Twilight thought over the new information that was in her mind and on her scroll. At first she was doing this endeavor to see what they were more like, but quickly found herself in more fascination and curious of what they were.

Hearing a series of pops come from Masquerade as he stretch, he yawned, “Night Twinkles, I‘m going to sleep. See you in the morning.” And walked off to his work place where he pulled a few pillows into a pile of his own and went quickly to sleep. She soon turned back to her notes and looked over them while replying Masquerade words again and again.

What did this all mean really, when all information is once gathered and looked over? What will it really mean for her, her friends, her teacher and all of Equestria in general? She hasn’t forgotten their talk earlier that day and how he reviled himself to her. There was so much more he was hiding, and she was sure that he was more then aware that she was aware of it.

Sighing and getting up, she was about to head up to her room before stopping and looking to that stallion who looked and even acted the part of a pony. She still didn’t want to trust him after finding out what he was, or what it meant.

But she also couldn’t bring herself to hate him for something he was raised to also do, and then forsake so she might know and put himself into more danger with his kin.

Looking to a closet, she quietly opened it with her magic and pulled out a blanket, carefully setting on the sleeping black form before heading up stairs. Unbeknownst to her, he cuddled the blanket and sighed in comfort, getting a slight taste of some very sweet emotion from her magic.





The next morning, Spike made his way down the stares and into the main living space that was the library itself, rubbing his eyes of any sleep he could. Sleepily making it into the kitchen and fetching a bowl with more oat for that morning, he walked back out and started to set the table for him self. Stopping in his tracks, he turned around to a rather large pile of books just sitting their and mocking him.

He stood there and sleepily glared back before waving a arm tiredly thinking, breakfast now, evil book pile later. This was all watched by an ever observant Owl on his perch before taking wing and flew after the dragon while casting its gaze over the strange black pony who still slept.

It wasn’t long that Twilight came down the stairs herself and passed up the pile of book to get her own meal, all the while going over a list of that days work load.

It wasn’t long after Twilight pass his spot that Masquerade woke up, looking around a little confused as the blanket was draped over his head. Magicing it off and letting off a yawn while looking it over, he shrugged and folded it and set it down.

Going to the kitchen, he found all inhabitants of the living house-tree inside. Spike was rummaging for milk. That feathery pet of Twilights over the fridge to watch what the dragon was up to. And a lavender Mare getting some water boiling for some morning tea.

Walking past them and gathering what emotions he could from them without it having any negative results later, he grabbed an apple, about face and left with a cherry, “Morning!”

Spike soon fallowed shortly with the milk and began to poor himself some with the oat cereal he had. Owlowiscious just flew from the fridge to Twilight's back to watch what she was doing.

Craning her neck to look at her feathery friend, she greeted, “Hello Owlowiscious, how‘s your morning been?” And got a simple, “Who.” In response. Turning back to the kettle that was not whistling, she pulled it back and set a tea bag inside, calling up a few cup from the cabinets.

Once again she looked over her list of the day, seeing a spot that told her today was a gathering with her friends at Sugar Cube Corner. Both her brows furrowed at that and thought with concern, should I tell them of this? Passing through the kitchen threshold and looking at Masquerade for a moment. Would he do anything if I did tell my friends?

As soon as her worry bubbled up, Masquerade looked up from his work spot with that apple orbiting his head, giving a smile and wave to her before going back to work. She smiled and waved back before he did continue on with his work still thinking, I don’t want to put them in danger, but I also don’t know what to do!

It was an uncomfortable feeling for her to not know what to do. Masquerade gave her two dissensions she could act by, and both didn’t feel right to her. So far the one with her giving him a chance was going smoothly at the moment, but she would feel more better knowing her friends knew of what was going on. At least Applejack could help see any of his lies.

When she put the tea and cups down, she paused and thought that over for a moment remembering when she visited them a few days back with their trade agreement with the Gem Clan. A Clan of changelings that act as nomadic ponies and apparently have strong ties to the Apple Clan for who knows how long. They more or less, know how to fool the Element of Honesty in a way to not be suspicious in the least, and that concerned her even more.

Sending a glance to Masquerade, she could only confirm to herself that no pony would know the difference if a changeling were to ever take another ponies form. If the Applejack, an element of Honesty to its finest, couldn’t see past the ruse they put up, how would any other pony?

Pouring herself and Mask some tea, she levitated them both with her as she walked over to him, thinking over what she came up with. Looking back at Spike who was now putting his bowl up, she whispered to her owl that was still perched on her back, “Promise to keep this a secret?” And gestured with her head to Masquerade.

The Owl only tilted his head and flew off to his perch to leave Twilight to her talk. After all, the only others that would even listen to him would be Spike, who barely understood him, the other pets, and Fluttershy.

Nodding to Owlowiscious and walking to the working unicorn that was hunched over like she had seen him as a colt when studying, she placed one of the cups of tea before his face. Drawing away from his work some to see the offending object that disturbed him, he glanced up to find Twilight standing slightly awkwardly before him.

He was aware she was unsure of something, mostly concerning him again, but waited for her to speak and know what she was wanting to get to. He thankfully didn’t need to wait long as she said, “I‘m going to meet some friends today, so I might be gone for most of the day.”

Lifting a brow as if to say, 'Go on', she continued, “And I was thinking about…” Scuffing her hoof along the wooden floor nervously as she did, “Well, telling them bout you. And, about your relatives and…” By Celestia, she wasn’t sure if asking him this was even a good idea. It was so awkward to ask permission to tell your friends a secret given by somepony who was trusting you with their life and being so calm about it!

Regarding Twilight for a moment and how she was tittering on the edge of becoming a ticking time bomb of stress, he said, “If you can keep them from panicking and spreading the news around, I wont mind.” And looked back down to his work, taking a sip of the tea saying, “Mmm, Raspberry.”

Twilight stood stock still in shock at how calmly he dismissed the matter without even an argument. She was expecting him to use that tone of voice with her like when he snapped her out of her panic yesterday, but instead he gave her the go ahead as long as she made sure the secret was kept quiet.

Looking back at Spike who was coming back into the room to get started on the book pile and thought, I should bring Spike along too, better to have an extra pair of eyes around the library when Mask is here. But left the question as to what to do about Masquerade. She could bring him with, extra proof of what she was telling her friends just in case, and also make sure he wasn’t up to something with her back turned.

A knock on the door stopped any further thought, and made her way to the door to be greeted by dirt brown coat and shaggy sand like mane of a stallion who’s lazy eyes seemed to pierce into her mind, “Do you mind getting my two faced cousin over here, he has some splainin‘ to do.”

Right there, she recognized Sham Gem and could only nod before calling back, “Mask, some ponies here to see you!”

Quickly, Masquerade came and grinned at Sham, who just narrowed his eye some while being greeted, “Sham, how‘s my lazy lump of a cousin been?”

“Slightly tired as since Father left for business a few weeks back, board as I don’t have anypony to play chess with, and irritated that your up to your random tricks.” He told, yawning at the end as if it took way too much effort to talk. “Come on, I want to hear your reasons of what my cat-for-sisters were talking about so I can take a nap.” Turing around and leaving at a slow pace.

Looking to Twilight he said, “Well, tea and biscuits with the Gem Clan cousins. Looks like I have plans of my own.” And walked out the door calling back, “Don’t expect me to be home any time soon!”

Twilight watch the two relatives walk away, one completely lax and slow as if he had better things to do, and the other holding his head high and proper posture. While an apple continued to orbit his head, turning a few heads.

It was then Twilight came to another conclusion, Mask is part of one weird family. Tapping her chin briefly, I wonder if all changelings are like that?





Near the outskirts of town and nearing the Everfree Forest, one would find a rather sizable camp with a number of ponies going about their choirs and checking the supplies they had or might need before setting off once more.

The Gem Clan as a whole were known as the economic masters to the five clans, as they have the skill and even know how on how to run business, conduct trade and have what many call uncanny luck.

For the two sisters, Ivory and Ebony, it was a life involving nonstop moving from one location to another and always seeing new faces. Though they don’t mind the traveling, nor do they mind the new ponies they meet. But the idea their Malek cousin gave out had them thinking. As much as they loved their nomadic life, the idea of staying someplace of the more permanent setting sounded nice.

When they brought up Masquerades idea to their older brother and explained as to what had transpired, to say he was livid would put it lightly. It was understandable, since their Father left for the changeling capital hidden in the badlands. Being left in charge of what can be seen as the main bulk of the Gem Clan, Sham had been doing all he could to prove his worth as a first heir. Not just for his father, but to his fellow clan members.

Lightly gliding from their perch on a cloud to the main tent, both sisters landed and went inside to tidy up the place before both their older bother and their cousin arrived. Looking around what many would call a place of absolute perfection, both sisters walked about the room for anything left out.

Documents, interest rates, marked paths, possible gold mines for trade and much more could be found laying here or there. True, their brother, though lazy, was remarkably organized and tidy and even precise in his work. It was a wonder to both Ivory and Ebony how this sibling of theirs could be so vigilant in his work, yet be such a sloth in everything else.

The sound of magic could be heard from the tent entrance, having the two turn around and find both brother and cousin enter in. fallowing behind were a number of other clan members, each having a substantial role in their camp. 

The first to fallow the two heirs was a grey mare with ruffled wings and clipped right ear, with the left ear having a few rings. Her mane was a dark green and was tied into a number of braids that blended into one, while a sword was clasped under her right wing.

She was Mettle Gem, their soon to be successor of the camps guard to her father and mentor Valor Gem. Valor was one of many that had been brought with their Father to the capital, so that was why his daughter was taking his place.

Next was one of their main scouts by the name of Chance, who was also a pegasus with a brown coat with splotches of white and a muddy brown mane. His smirk held a charisma like charm to it, and has proven to be an effective scout for danger despite his young age.

After him was a the youngest of their group, being nearly the size of a colt and holding a few books near him in a green magic. His deep gold like coat and duel purple and blue mane made him stick out despite his size. This was Chronicler, Shams personal recorder assistant and future historian or adviser for the Gem clan. At the moment he wasn’t old enough to be an adviser, but he was required by clan law to record all that was to pass for latter referencing.

They all headed to the table that was set in the center of the tent, with Ivory and Ebony coming in to join them, respectively taking their older brothers right and left sides. Chronicler squeezed between both Sham and Ebony with quill and book at the ready in his green magic. Chance decided to take the right side, while Mettle took the left side. This left half of the table empty, and it was here that Masquerade took the center of that half to face Sham and his group.

After a brief calm, Sham nodded his head like a lazy bow, “It is good to see you again, second heir to the Malek Clan, Masquerade.”

In response, Masquerade did a much more formal bow of his head that didn’t steep to low to show any submission, “And it is good to see you, first heir to the Gem Clan, Sham.”

With that formality done, Sham gave a lazy sweep of his hoof saying, “I‘m sure you remember Mettle, Chronicler and Chance of the Gem Clan?” getting a nod from the only Malek in the tent, Sham tapped his recorder’s shoulder. With that signal, Chronicler lit his horn and cast a silencing spell over the tent, so not to be over heard.

“Now then Masquerade, tell us, why did you revile yourself to this pony: Twilight Sparkle?” He asked, somewhat folding his hooves over the other while leaning over the table, “Further more, why do you wish to involve the two second heirs to the Gem Clan in this endeavor, or further than that, why are you here and not back at the Malek house?”

Staying calm and not letting himself from making any quick responses, he asked, “Do you know what has been going on at the capital?”

Seeing his cousin shake his head, Masqurade told, “Their planning an invasion, ruler approved with three out of five clans consent.” Not seeing any interest being shown by Sham. All others gave a different response, ranging from both shock and outrage.

“But why would they do such a thing?” Ivory questioned, “Attacking Equestria would topple half the income for the clans!” Her sister quickly fallowed.

“Not to mention the cat would be even more out of the bag, and not to jus‘ ponies, but every nation!” Chance agreed with the Twins, not likeing the idea in the least.

Thinking it over, Mettle spoke, “The only one that would agree to this are Veron and Willed, I doubt master Midpoint would agree to this, He wouldn’t want to cause any economic problems for the other clans.” Thinking mainly on their current clan head Midpoint of the Gem clan.

“Don’t forget the Lue are nearly pacifists, and love to be around ponies in genial.” Chronicler piped in while thinking about it, “They wouldn’t agree just from principle alone.”

Through all of this Sham remained silent and thought about what was told. Tapping his hoof on the table to silence the others, he nodded for Masquerade to continue on, “The reason is because our stores of emotion have been drained and some minor changeling clans surrounding the area have been raiding them.” After this, he gathered magic and dispersed it into a new smoky illusion that showed the capital and a heart above it shrinking, “With how much has been lost, the current Queen has decided to call for a hostel take over on Equestria within five months.”

Dispersing it and replacing it with Ponyville he continued, “Despite this and being loyal to the Malek Clan, I could not bare the thought of doing this and decided to leave home to seek another where I might make ties with the ponies.” Showing an Image of Twilight he went on, “I came here on accident, getting a little lost. But I found this mare, and know her form my early days of pony infiltration my Mother put me through.”

Making that disappear he said, “I‘m hoping to use what bonds have been made to create a bridge between both changeling and pony alike, so we can advert a possible crisis among our clans if things go south.” Pointing to Ivory, and in turn Ebony, “I ask for your sisters to stay because they represent a clan that is not participating in the endeavor.”

Letting the Illusion fall and waiting for the current leader of the Gem Clan response, Masquerade stared his cousin down. Most would see his cousin Sham as a lazy bum that knows nothing but how to sleep and eat. On the contrary every changeling masquerading as ponies knew otherwise. Sham was a genius, and has shown that he can out wit most anypony in his way with planning.

So it didn’t come with great surprise at his next words, “Now that we know your reasons, and the official reason for the summons, I must ask. What is the real reason?” Giving Masquerade a hard look he stated, “If it was that simple, then they would send more collectors to gather emotion form all nations. But to call for an invasion would mean something more.”

With narrowed eyes to the black unicorn the first heir asked, “So tell us Masquerade, greatest master infiltrator of this day and age, what is really going on behind those doors in the capital?”

Regarding his earthen disguised cousin, Mask said, “Some of the members of all clans in the capital have been disappearing or outright turning on the Queen.” With a grim voice he told, “They wish to rebel on her, if she does not take action at the outer threats that have been raiding our stores and make us drain their power in skirmishes.”

Looking to the side he further explained, “Some of the Veron Clan have been putting even more pressure on her to take Canterlot and use it as a new place to take all emotion needed to push back the minor clans.”

“And you think befriending them into an alliance will make a better change in this coming battle?” Sham questioned.

“No, not in combat. The ponies have not had a single war in a thousand years, and don’t know the finer arts of the cloak and dagger.” Thinking of Twilight he said, “But befriending them will give us the power we need to fight back, and also secure ourselves with all the food we‘ll ever need and gain a strength for latter years.”

For a moment the tent remained quite as Sham stayed in his thinking pose, leaving all ponies but Masquerade shifting in their seats. With the smallest of smiles, Sham spoke, “Great minds think alike, and I find that we see the same thing.” Seeing his cousin lift a brow he told, “Father Midpoint had left me clues as to something being wrong, even if he hid it from most.”

Gesturing to those that were in the tent he said, “For one, why would my Father leave with all the elders, but also leave behind the promising younger generation that can live on their own?”

Masquerade remained silent, but the two sisters seemed to catch on and spoke as one, “Do you mean that clan head Father is possibly leaving the main bulk of our clan to you for safe keeping?”

Shaking his head to his sisters he said, “No, Father suspected something and left me in charge, while he and the others left, seeing this danger.” Looking around he stated, “Father doesn’t expect to live much longer.”
> Revealing to Friends
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Away from the Changelings dealings and into a building that was deceptively disguised as a gingerbread house; a very cheerful and peppy pink Pony bounced about the place prepping for her friends. It had been nearly two weeks since their last get-together, so it was understandable she was excited over this.

Edging her nose under a plate, and her tail under another, she flipped both sides and sent the plates up into the air. The cookies that were once on the plates found themselves air born and free falling. Quickly, the pink mare stretched both forelegs in either direction, grabbing a pitcher of milk in one hoof, and a large tray in the other, tossing those up as well.

Dashing to another side of the kitchen, she grabbed seven glasses and threw them up too, fallowed closely by a few candies, cupcakes and a can of whip cream. Doing a surprisingly graceful back flip, she landed on her hooves at the entice of the kitchen and turned to the door. Not even a moment latter, one large tray, two plates of cookies of varying types, a glass pitcher with milk, seven cupcakes, fourteen pieces of candy, seven glasses and one can of whip cream all landed in their appointed spots, not a bit missed.

This impossibility was the ever infamous party Pony known as Pinkie Pie. And as of right now, she was readying a somewhat small surprise party for her friends during this gathering. Pushing the door open and bouncing into the larger room, she spotted the table she would use during this.

Jumping with her hind legs, she sent all the food and drink flying up again, catching the tray and beginning her trip back the kitchen. Turning around, she didn’t pay any mind to all the food landing at each seat without breaking or spilling.

She shortly came back out of the kitchen with a green Alligator on her cotton candy pink mane that proofed out like said treat. She bounced with energy and placed the tray down on another table and looked at her handy work.

Looking around the empty space, that was normally filled with customers, Pinkie Pie just reminded herself that one: The closed sign was up, and two: The cakes were out with the babies, leaving her with the day off.

When the first assault of knocks were heard, she all but teleported --or could have, can’t be sure with this one-- to the door and swung it open, “Rainbow Dash!” And grabbed the rather surprised Pegasus from the front door before slamming it shut. This was shortly fallowed by her reopening the door and placing a welcome mat out before rushing back inside.

Landing at one of the tables, the robin blue pegasus looked about in slight confusion at her friends more then excited way of greeting. But all those thought dispersed at the sight of some cookies and a pitcher of milk calling her name.

Pouring herself a glass and placing it next her seat, she turned around in time to find Pinkie bouncing back from the door, alligator firmly attached to her head.

“I have to say, you surprised me there, with how quick you dragged me in here Pinkie.” Rainbow Dash, self proclaimed fastest flyer, said while grabbing a cookie and eating it. Glancing at the pink pony she asked, “Cinnamon?” Gesturing to the round treat that was a yellow smiley face.

“With a hint of vanilla!” Pinkie nodded before seating herself at her own side, “Did you see any of the others? Are they on their way here? Are they coming in twos, or ones? Did you see any new ponies this last week?” The last one was bugging her, as she felt there was a pony that was avoiding her from welcoming them.

Like that one morning she swore she saw a this black unicorn, but turned out to be Twilight that went for a morning stroll. No book though, which was strange, but maybe her brain was hurting that day or she set it to defrag for the time being.

Rainbow Dash only caught some of what the hyper pony said and gulped down her cookie, “No, I didn’t see any of the other girls on my way here.” Thinking on it, she commented, “Though, I did see that one group of merchants camped out near the edge of town.”

“Oh, you mean the Gem Clan?” She asked popping a cookie into her moth and swallowing it whole. “Yea, they don’t like to be in town that much. You said their here?” By now, the small alligator had fallen off and was now roaming around in no apparent direction.

At Dash’s nod, Pinkie Pie got a confused look on her face and commented, “Huh, usually Midpoint Gem would stop by to say hi with Ivory and Ebony.” And tapped her chin.

“Who?” Rainbow asked her pink friend, who quickly responded, “Yep, those three would come into town and say hi to me before leaving for their next trip.” And continued to ramble, “Midpoint’s the best, he likes to act like a grandpa, and his two daughters are just as cool! Ivory and Ebony have this way to say, do and act as if they were the same Pony!”

Rainbow Dash could not hold back the grin that grew on her face with her friends enthusiasm. It was hard not to like the pink pony who seemed to only want to love you and hug you and throw you parties all year long. “Maybe when you see them, you can introduce them to the fastest flier their ever was.” Dash said as if it was fact and taking a gulp of milk from her glass.

Another series on knocks were heard and the pink missile was off once again with a streak of pink in her wake. Rainbow only took another cookie and bit into it while a set of yelps were heard and fallowed by a orange mare, a white mare, and a canary yellow mare that landed on the piled heap while Pinkie came bouncing back.

“Pinkie.,” Grunted the orange Pony under the pile, “Ah know yer excited to see us all, bu‘ do keep in mind tha’ we don’t like t’ be tossed in.” On the top of the pile, the meek Mare Fluttershy nodded and gently lifted herself into the air, letting Rarity and Applejack up and untangle themselves.

“I cant help it, we haven’t had a gathering in nearly two weeks!” And rushed up to Apple Jack, griping her by the shoulders punctuating right up to her face with her own, “Two. Weeks!”

Shaking her head at Pinkies antics, Rarity said, “Now dear, you need to remember, we all have work and sometimes can't enjoy ourselves.” Using her magic to grab a napkin and a cupcake and daintily ate it, “After all, Applejack, Twilight and I are usually the most burdened with work and don’t have time to go gallivanting about.”

Deciding to ignore the strange word Rarity used, Rainbow asked, “How is Twilight, I haven‘t seen her in a while?” And looked out the window to possibly spot the lavender unicorn.

“Saw ‘er few days back when me an‘ the family were trading with the Gem‘s. She might ‘ave them twins hounding her for books.” Applejack said partially in thought.

“Oh, oh, oh! Did you see Midpoint, huh, huh, huh?” Pinkie once again attached herself to the farmer with her questioning.

Pushing back, she the orange earthen said, “Naw, I didn‘ see uncle Mid, though tha' lazy son of his was thar.”

Speaking up for the first time, Fluttershy asked, “You have relatives that sell gems?” While she quietly ate her own treat at the table.

Coming around one side of the table with Rarity and Pinkie joining them Applejack said, “No, I call him uncle Mid only ‘cuz he knew my parents before I was born.”

“My, I was not aware those merchants were around that long.” Rarity chimed in while taking a drink form her glass, “I only see them in passing, and never for long.”

With a light chuckle, the Apple Clan member told them, “Oh, they’ve been ‘round here longer than ya‘ll think.” And gathered the attention of everypony at the table, “Granny Smith says tha‘ when the Apple Clan was still getting started, the Gems would often meet up with ‘em and trade for anything they thought had value.”

“So, they act like a year round traveling Traders Exchange?” Rainbow asked with a mouth full of cookies, and be lightly tapped by Fluttershy to remind her to finish eating before talking.

“Eyup, bu' anyways, Twilight came over just after two of 'em Gem Clans members flew over. She help us get most o' the work done in no time.” Though, Apple Jack partly wondered were the older Gem Clan members were. Like the Apple Clan, they rarely lose ties with family, so seeing a number of them missing was rather confusing, But accepted Sham‘s excuse of them away on important business.

“I saw Twilight a few days back myself as well, but it was after I was finished doing a workload.” Rarity soon chimed in, “Though, it was due part to her fine friend who was trying to put something together for Twilight.”

“I knew it!” Pinkie suddenly proclaimed, startling them all as she stood on her hind legs and leaned on the while pointing a hoof up into the air, “I knew there was a new pony in town, but no matter what they slip by me!” To hear that a pony could slip by the pink pony sounded shocking to the four of them to say the least.  So far, there has yet to be a pony that can out run or hide from Pinkie Pie. She was, after all, the current champion of hide and seek.

“Anyways,” Rarity politely cleared her throat, “I saw him in the market the other day doing some shopping. I soon found myself listening in to one of his retellings of his foalhood times with Twilight.” Now that Rarity thought about it, Twilight seemed to be in every story Masquerade ever told her. He certainly seems fond of her, even if he see’s her as a sister. Narrowing her eyes at the thought she went on, or is it actually as I thought.

“Rar‘ you still their?” Apple Jacks hoof waved in front of the white Unicorn that was snapped out of her thoughts.

“Huh? Oh, yes, sorry about that. I was just thinking of something.” Rarity apologized.

Rainbow Dash only snickered at her friends sudden lack of attention, “Thinking, you started to totally zone out and muttered something to yourself.”

The seamstress’s cheeks flushed a bit at that and defended, “Don’t be ridicules, I was merely deep in thought about something.”

“Uh-huh, sure.” The speedy pegasus said as if she didn’t believe her friend and take another large bite from her third cookie.

Taking small bite from her cupcake that held a strawberry on top, Fluttershy asked, “What is he like, that is, if you dint mind my asking?”

“Yes, what’s he like, where’s he from, does he like books, does her prefer his eggs sunny side up, or sunny side down?”  Pinkie Pie sent a quick fire of questions at Rarity before being silenced by a jawbreaker from Apple Jack who said, “Finish yer food before talkin‘ Pinkie.”

The hyper pink mare only hummed in delight at the candy while Rarity told, “Well, seeing as only Fluttershy and I are the only ones around when Twilight told us of him, I‘ll start with his name.” Now having all her friends attentions she said, “His name is Masquerade, and supposedly he‘s an actor of sorts. And I don’t mean a celebrity but something akin to a stage performer perhaps?”

“Anyways, he‘s known Twilight long before we have, since her time as a young filly. And also learnt at the same school in Canterlot.” Digging further into her mind on his she continued, “When Twilight told both Fluttershy and I of him, I knew I had to see who he was. Turns out that he‘s not only polite and nice as Twilight put him to be, but just as much the scoundrel.”

“How so?” Apple Jack asked, “Does he enjoy playing pranks tha' make ya’ll go half deaf while yer busy workin‘.” And sent a glare towards their own pranksters who foreign the picture of innocents.

With a shake of her head she said, “Oh, nothing like that. He just has this way of catching you off guard and seems to enjoy some light teasing.” Taking another sip she concluded, “He‘s a rather nice stallion, if not slightly secretive, and seems to get along with other ponies very well.”

Throwing her hooves in the air, Pinkie just about yelled, “Then why haven’t I met him yet!?”

Lightly swatting her friends side, Rarity chide, “Hush you, I‘m sure you‘ll meet him in due time. So there is no need to get all worked up over it.” Though, both she and the others did have to wonder how a pony can avoid Pinkie Pie. Unless this pony knew how to sense her and go invisible, they couldn’t fathom as to how one could avoid the pink homing missile.

A new set of knocks alerted Pinkie to her final two guests that for once, a little late. Throwing this fact to the wind, she zipped to the door and opened it wide calling, “Twilight, Spike!” And grabbing both and tossed them in too.

Landing a little roughly near the table, both unicorn and dragon picked themselves off the floor while Pinkie Pie came bouncing back saying, “Now that were all here, we can play games, and talk, and play more games, have cupcakes, sing karaoke, watch gummy do the gummy shake--”

Twilight nodded along with Pinkie Pie, slightly distracted with her thoughts and how to breach the subject about her position to the girls. Unseen by her, Fluttershy picked up on her distracted state and asked, “Are you feeling alright Twilight?”

This got the attention of the others and left a slightly fidgeting Twilight who made a fake smile, “Oh, it‘s nothing, I‘m fine!” After all, I only have a shape shifting friend that has trusted me with a number of his secrets!

“What are you talking about, you‘ve been out of it since this morning.” Spike crossed his arms, recalling how distracted Twilight had been since Masquerade ran off to who knows where. They were even two minutes late, and that wasn’t a Twilight Sparkle thing to do.

Looking at the young drake and then around to her friends she tried to say, “Umm, well…” Rubbing one of her forelegs with her hoof, “The thing is…”

Rolling her eyes with impatiens, Dash called out, “Just spit it out Twi, it can't be that big of a deal.” Then thought about it and lifted into the air, “Unless the next Daring Doo book was set back by two moths!” Seeing the questioning gazes by the others she sat back down slightly embarrassed.

“Any who,” Apple Jack cut in, “Why don’t ya tell us what’s on yer mind sugar cube?” And put on a disarming smile, “I‘ma sure we can help with what’s botherin‘ ya. Right girls?”

Getting a collective nod from them and seeing all their expectant eyes on her, Twilight looked away to hopefully escape the looks. This was met by Pinkies pet alligator, Gummy, who just sat before her with his own blank stair.

Looking away from her friends pet and back to the expectant looks she caved, “I found out what was bothering my friend, Masquerade.”

Like some kind of attack dog, Rarity was just about on Twilight asking, “Oh, he finally decided to get his problems out into the open with you?” And put on the most charming smile she could.

That smile faltered at the lavender mares uneasy look as she scuffed the floor, “W-well, sort of…”

Feeling the touch of scaly claws on her shoulder, she looked to her right where Spike encouraged, “Common Twilight, this is dragging you down, why not tell us what’s bothering you?”

Seeing his encouragement, and then looking up to see the others keeping full attention on her so she might know they were listening, she said, “Almost everything I knew of him is not what it seems, and I don’t know how to deal with it.” Taking another heave of air, she told, “He‘s not actually a pony, and is something called a changeling. Capable of taking on the form of taking on the form of other ponies and masquerading as them.”

Using her magic to pull out the same letter he had given her, she laid it out on the table while moving some of the snacks aside telling, “He told me that his own kin live among us, feeding on our emotions. He wrote and gave me this letter, giving me the choice to revile him and his clans, or give them a chance.”

With their attention fixed on the letter now, Applejack said, “I don’ know Twi, this looks like your hoofwritin‘.” Pointing at the letter a little confused, as she didn’t seem to pick up any fibs, “But I can rightfully say you were tellin‘ the truth.”

Picking up the letter in her own magical grasp and putting it before her face, Rarity scrutinized the writing saying, “I must admit, Masquerade knows how to forge things, I almost can't tell the difference!”

That got looks from them all as Dash said, “How can you tell, it looks like Eggheads writing to me!”

Showing it to them all, the seamstress explained while pointing to the letter, “The words aren’t evenly spaced, and the letters are reaching to high.” looking up to there baffled looks she told, “A fashioner’ such as myself, must have a critical eye for detail.” And put the letter back down.

Looking at it again, Applejack said, “I jus‘ don’t ge‘ this part ‘ere.” Pointing at another section, “Wha‘ do the Gem Clan ‘ave to do with this?”

Takeing a deep breath, Twilight told, “Their for one, his relatives.” Looking form both the letter and the unicorn, Twilight continued, “Their also one of the five Changeling Clans he told me about.”

Looking back down at the parchment, the apple farmer wasn’t sure how to take this information herself. She could actually see Twilight plight in this, as the Gems have been friends of the Apple Clan since it got started. Hearing that they weren’t even ponies, but something else just looking like them didn’t sit well with her. But could she also be angry at them?

“You said they can look like us right?” The robin blue pegasus asked while scratching her head, “So their like some kind of spies?”

Shaking her head, Twilight‘s voice slightly cracked, “I don’t know, I really don’t know. I thought I knew him, but I don’t know any more.” By now the stress on her mind had reached its peek and a tear made its way out of her eye, “He gave me this letter right after showing me what he really looks like and then turning into me.”

The others could see the turmoil going on in Twilight's eyes as she nearly broke down, “He told me I could reveal his race to everypony, or to trust somepony that could have been playing me since I was a filly.”

Pinkie moved next to Twilight and put a converting hoof over her distraught friend, “This letter is like giving someponies executer their ax, and then leaning down for them to strike!” By now she was crying fully and letting out all the confusion that had built up from the day before and that morning from all the confusion Masquerade had put on her. 

Each of her friends had gathered themselves around Twilight and stayed close to her for comfort. Though, Rarity was the only one that knew even a little of Masquerade, it was understandable by them all he had hurt her. Maybe not purposely, but it still put Twilight in a confusion situation.

To find out somepony you trusted was something they really were not, how could one go about it?

After a while, Twilight began to calm back down from her crying and was left mostly sniffling. With a growl, Rainbow Dash got up and stomped, “When I see that jerk, I‘m giving him a right hook to the face!”

“Now Rainbow Dash, I’m sure he had a good reason for not telling Twilight.” Fluttershy told calmly, before looking to said unicorn asking a little unsurely, “Right?”

With a few sniffs and a nod, she confessed, “He wasn't suppose to even tell me of anything about them. He was also trying to send a point over he was suppose to do something if I ever knew.” And looked down still unsure.

“Well, apparently he decided not to, but why?” Spike asked while looking at the letter, considering the idea of sending it.

“Wait, I know, I know!” Pinkie waved her hoof in in the air, “Maybe he wants to be friends!”

They all remind silent from that, but the lavender mare nodded, “I-I think that’s what he wants. Since yesterday, he‘s been telling me more about his kind.” And thought about one of the subject he had bought up, “Even told me a bit of why he was running.”

“Do tell darling, do tell.” Rarity prodded, both of her blue eyes burning with some form of female fury at how Masquerade could leave Twilight in such a state. While she was at it, she added, “I also feel I must ask where the scoundrel went off to today?”

Sighing, she told them, “Apparently the Gem Clan wasn’t to happy with the idea of him revealing the secret to me, and is probably with them trying to explain why he did so.” Seeing a cup of milk being placed before her, she looked down to find a few cookies and said milk in front of her while a pink hoof retreated.

Turning to Pinkie Pie and giving a smile of gratitude, she took one up and started to eat. She surprisingly felt better after letting all that pent up emotion out, even more so with Pinkie's baked goods.

Pinkie smiled and patted herself on the back in her mind as Twilights mood began to rise. But rather suddenly, something clicked in her mind. Friend of Twilights, black pony that wasn’t there, can become any pony. While Twilight began to relax and relay some of her findings, Pinkie yelled, “So that’s who’s been avoiding me!”

Startling the others she said, “I get it now, if Twilight's friend can become other Ponies, even her, then that would mean he could have been all over town! I remember seeing Twilight around now and then, and a few other Ponies, but I would see them suddenly on the other side of town, but thought nothing of it because I was busy with deliveries and couldn’t stop. But I would get this feeling that a new Pony was around, but would never ever see them but the ones I know, but from the current information I have been given, I can safely assume he is here, then I can throw him a PARTY!!!”

Ending this by throwing both hooves into the air while standing upright, the other five Ponies sat stock still throughout Pinkies epiphany rant before Applejack broke in, “What now?” With an utterly confused look on her face that was mirrored by the others.

Twilight was the first to catch on, “Wait, your saying you noticed him, but never found him?”

With rapid nods, the hyper active pink blur told, “About a week ago, I saw this pony I never seen before, and as you know I know every pony in Ponyville, so I went to greet him, but completely lost track of him. But I saw you, Berry Punch, Rose Luck, Time Turner, Dashy napping in a cloud-- the normal stuff, but no black pony!”

Despite finding out the fact this was not Masquerades first time taking her form, Twilight merely commented, “I can imagine how hard it would be to find a pony that can turn into other ponies.” Which reminds me, I need to set some rules down on who’s body he can copy. Twilight noted to herself.

“So, what are these…changelings right?” Rainbow asked the lavender mare before getting a nod, “What do you know about them?”

“Not as much as I would like, but I‘ll tell you what I do know.” Twilight told, and began to retell what she had found out so far, “Masquerade is part of a one of five changeling clans. He himself, belongs to a clan called Malek.”

Gesturing to the apple farmer, she said, “And as you now know, the Gem clan is another.” Taking a moment to think she recalled, “The other three are the Veron, the Willed and finally the Lue. Each clan has a roll that they fill for the others, form what I understand.”

“Really now?” Rarity asked in interest, “What does Masquerades clan deal in?”

“Apparently, the Malek Clan has a long line of leaders that are chosen from them.” Looking at Applejack once more she told, “The Gem Clan are the merchants and traders.” Then tapping her hoof on the table she finished, “Leaving the Veron as handlers for internal affairs between the clans. The Willed for outer threats and possibly as their militia force. And the Lue Clan as inventers, builders and spell crafters.”

Taking a quick bite of her pink hosts snacks, Twilight continued, “Apparently, the Gem and Lue Clans are the only ones that Masquerade hinted to be hidden among ponies the most.”

With wings slightly fluttering from being anxious, Rainbow dash asked, “So what do they want, if they apparently don’t want to be seen?” The idea of somepony she knew was actually a changeling actually creeped her out some. But she didn’t bother thinking about it and focused on the here and now.

Turning to the pegasus, she replied, “The one thing anything needs, food.” Seeing the collective gazes that all but asked the same question she told, “They don’t really eat food like we do.”

With a lifted brow and a quick swallowing of his pilfered candy, Spike asked, “But didn’t Masquerade just eat a bunch of food while here?” Curious to know if his cooking went to waste.

It did make Twilight wonder about that, and had noted to herself to ask the disguised changeling later, “I don’t know, but what I do know is they need the one food source only ponies or any other race can provide.”

“Apples?” The orange mare asked and drawing the attention of the whole table, “Wha‘, them Gems take ‘em by the bushel, I would think tha‘s what they want?”

Shaking her head Twilight said, “No Applejack, I think the apples are the bonus. What they look for is emotions, love in particular.”

Seeing a white hoof being held up to stop her, Rarity asked, “Allow me to clear this up darling, but are you saying they feed off our feelings?”

“That’s exactly what I‘m saying Rarity.” The lavender librarian confirmed, “They apparently need it to survive, and looking at it now, I can safely say they would be drawn right to Equestria because of how much love we‘re willing to share.”

Taking time to let this sink in for a moment and think over what this could mean Pinkie asked, “Do you think they can feed on things made with love? Like my super duper hearts and hooves cupcakes!”

“I don’t know if it works like that…” Twilight said, “Mainly because I don’t know if you can put love into something like that.”

Thinking on it herself, Applejack rubbed her chin, “Ah don’t know Twi, our apples are grown wih‘ the best care we can give. Think that migh‘ give ‘em some power?”

Thinking further on the subject she admitted, “I don’t see how, unless you imbued the item with magic and proceeded to put love in it?”

“But don’t Earth Ponies use innate magic to help grow crops?” Fluttershy spoke up, causing Twilight to stop and consider her words. Everything she knew had some form of magic in it, so it should stand to reason that if manipulated right, it could entrap some forms of energies. Like a certain incident involving a doll she would not speak of.

“Something like that would require further study.” She concluded while leaning over and tapping her chin, already compiling a list of books she would possibly need in her head. To her right, Spike groaned at her tone and decided to drown his worries with more milk and cookies as they continued to talk on.
> Dissensions
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Twilight sat before her friends and waited for their response as to what she had asked from them. It was nearly an hour latter since they had breached the subject on changelings, and played a game of twenty questions on it. Pinkie Pie won by the way.

It was when Rainbow asked about when she was going to telling Celestia that Twilight found herself, surprisingly, saying no.

When the shock wore off, Rainbow asked “What, why not?”  Still completely stupefied by the response the unicorn had given.

With a sigh she told, “I don’t know how she would react. The way Masquerade put it half the time, it was like he was afraid for his kind if she ever knew.” There was also the bit of keeping this as secret as possible.

“I also need to ask you all to promise not to tell anypony about this.” Truthfully, she wasn’t sure if this was a good idea, but Mask had asked her to keep it quiet, so she would. For now.

Shaking out of her own stupor, Applejack called, “Hold up, ya‘ll want us t‘ not tell anypony ‘bout this, or Celestia?” Next to her Pinkie said increasingly louder, “Maybe they can do mind control!”

With a roll of her eyes, Rarity said, “Don’t be ridicules, if it was that simple then Twilight wouldn’t be telling us any of this.” Taking up a cup of tea that was brewed some time after the milk and snacks were gone.

Twilight nodded to her fellow unicorns reasoning, “And as to what you‘re talking about Applejack, yes I don’t want any other pony to know. If things do go sour, then I’ll have Spike send this letter.” And waved the now rolled up latter in her magical grasp.

Any more conversation was stopped by a set of knocks and Pinkie Pie zooming off with, “I got it!”





The news surrounding Sham's statement of Midpoints numbered days of living, sent a sudden sliver fear to come over them. Midpoint, and by extension, one of the clan heads, was not somepony to search and kill easily. Most don’t aim to kill a clan head due to the experience they have.

However, this was not always the case, for example, Masquerade’s father was once clan head before being killed from assassination attempt of both him and his mate. He didn’t live through it, but his mate did, and by default became the next clan head. But in this case, if Midpoint is found dead, it would fall to Sham, as he was a first heir.

But left a question to beg, “Sham, I don’t know how your father could be in too much danger. He was in the capital when I left.”

Sham’s griming features did not convey the same mind sets his cousin saying, “Normally, I would agree with you. But your forgetting something.”

Seeing Mask’s confused look he told, “From what I gathered, you arrived here about two weeks ago, and nearly two week before that, you stopped sending messages to my sisters.” Looking up in thought, he told, “If I‘m piecing the time line right, then you spent one week doing investigations. The next was your leaving. Then the fallowing two weeks were you staying here in Ponyville.”

Giving a confirming nod at Sham’s deductive reasoning, he continued, “That would mean my Father was at the capitol a month ago, yet he left for the capital a week ago.” That was what set warning bells off in every mind in the tent. It was an over sight they had all missed, excluding the one genius.

It was Masquerade to understand the full potential this had, “We have a Infiltrator that is acting out Midpoint back at the capital, and don’t know who he‘s being puppeteer by.” Thinking on it he told, “The only infiltrators that have the skill to fool a changeling like that would be myself, Libel, Rook, and Clip.”

This was not a very long list. Masquerade himself was taking no part in the political debates going on. Libel would be more interested in exposing Masquerade over an old blood feud, and there fore, too busy to do something like this. Rook was the Veron Clan head, and would not be able to take both seats at once. And Clip, though a good infiltrator and had the skill to get the job done with a randomly made disguised, was an idiot by most standards and didn’t know how to act as Midpoint.

Masquerade found it somewhat funny that Clip, despite being an idiot, could number in at being the second best infiltrator. He wasn’t incompetent per-say, it was the fact he was more of an assassin that kills without being noticed rather than acting as somepony.

But this is diverting from the subject at hoof, Masquerade realized with a slight shake of his head, what I should be thinking of is how to expose the fake Midpoint, or find the real one…that’s possibly dead. Pony feathers.

How ever he looked at this, or any other others would look at it, this was a bad situation. Though, it was luckily salvageable in a sense. The acting Midpoint can’t make any large dissensions that would cause suspicion without other clan members investigating. The first heir is aware of the situation, and can make the Gem Clan that is here, disappear. It would not be the fist time a changeling clan had to go into hiding.

“It might be for the best Ivory and Ebony stayed here.” Sham had both eyes closed while in thought, catching the others by surprise at his willingness to let his sisters stay, “Gaining the ponies trust will help us in the long run, and if the Apple Clan are brought into this later on, relations can be accelerated.”

Opening his eyes, he glanced to either side were both sisters sat thinking, it would be best, they will be safe with the ponies, and if I were to get killed, the clan has two heirs. It was a risk, but like Masquerade, it was a calculated one. One that had a good safe number.

Looking to the only Malek in the area, he told, “You best keep them safe, they are part of your responsibility.” He knew both sisters were safe with Masquerade, but his sisters were his only family left by now so emphasis was needed.

A smirk worked its way onto Masquerade’s face, “Sham, between myself, Twinkles, her friends and Ponyville in general, I‘d say they're both fairly safe.” Looking at the two he added, “And if somepony did get up close to the twins, I doubt they’d last long.” The said twins nodded at that, pleased to know that their cousin had faith in there abilities.

Tapping his hoof on the table, Chance asked, “What about the Gem Clan? If thar be a fraud in the capital, then ’ow should we, ya know…” Motioning with his hoof as if it would bring the word to mind.

“Proceed?” Chronicler asked while going back to his notes, “Well, by clan rules alone, you should already know. It would be up to Sham to ether continue our routes or go into complete hiding. During which, the fake will sooner or later slip up and will be seen.” Turning his eyes back, he could not help but sink a bit into Ebony at all the eyes on him and shy away from the sudden attention.

Ebony seemed to not mind the younger changelings uncomfortable state and seemed to lean over more to let him hid behind her fore legs and giggled some while nuzzling him.

Ignoring his recorders sudden shyness and his sisters motherly cooing, Sham told his scout, “We‘re going to continue with our routes. Doing otherwise will alert other element that something is wrong.” Looking to Mettle, he ordered, “I need two of your guard to take my sisters forms now and then, to help hide the fact their both gone.”

Giving a nod to the soon to be head of the Gem Clan, she said, “I know of two twins that can play the part, for how long I can't say, but they are capable.”

Not giving her a second glace, Sham looked back at those at the table before stopping at Masquerade, “I suggest a reprieve from this until later today.”

Looking to their brother, both twins spoke, “Is older brother getting cranky from not having his nap?” Gaining amused grins as they said this.

With a grunt he responded, “You all must admit all this talking and planning is a headache and finding out some facts is hammering away at us.” None didn’t dispute that fact. Both Gem sisters folded their ears at the reminder of their fathers possible demise.

“A short break would do us good, I need to inform those two guards of their new task.” Mettle got up and headed for the tent door, quickly fallowed by Chance who mentioned something about helping her.

With those two gone, the youngest of the group got out from under Ebony saying, “I‘ll go catalog this meeting.” And lit his horn once more to lift the silencing spell before scampering off. Both sisters giggled to themselves at his actions, trading thoughts of how adorable he was.

“Ebony, Ivory.” Sham calmly said, getting there attention, “Why don’t you visit that annoying friend of yours, due to the news?” With subdued nods, they turned to leave but spoke, “Why dot you join us cousin Masquerade, we think you‘ll like this pony!”

Mask rose to take them up on their offer, but a wave of irritation and curiosity stopped him and lightly told the two, “You go on ahead, I think your brother might have a word with me.” Seeing there reluctant nods, they left the tent, and he turned to see what his cousin wanted.

With them gone for the time being, Shame gave Masquerade a pricing look stating, “Don’t let your feelings for that mare get in the way of what needs to be done.” Before the black Unicorn could make any defense he was cut off, “I‘m not against the idea, just don’t let it get in the way of your work.” And walked pass the Malek to find a place to nap and think.

Now alone in the tent, Masquerade could only look up with somewhat pleading eyes, Ancestors of Anarchy, what did I do to disserve to have others hound my love life?

With a heavy sigh, he turned about and left the tent to keep up with the twins and see this friend of theirs, going off into a fast trot.





The three Changelings in disguise made there way into Ponyville with both Gem sisters getting more and more excited. Masquerade smiled as the two began to forget the gloomy situation with their father. Maybe this pony they wish to see had an abundance of love? If so, then any bits given will improve their moods and get the food needed.

Passing up the Golden Oaks library, the faux unicorn could not help but wonder how well Twilights chosen friends were handling the news. That was saying if Twilight decided to actually fall through with it. He admits, this was a very big risk, and having another do his work on something so delicate was nerve wreaking.

I only have five or so months though, he remembered sadly, I just have to trust Twilight and hope my calculations are right. If not, then he and the rest of Equestria were in trouble.

Putting that aside in his mind, he continued to fallow the sisters, who’s mood and energy seemed to build ever so steadily. Rising a brow, he took a tiny taste of the surrounding emotions to get a fix of what could be effecting the two.

Bitter and a tad salty…no that can't be it. Looking to his left with his eyes, he spotted a slumped over pony that held a paper while in deep thought. It could be some sort of bill or a bad news letter, but in either case, it was causing negative emotions. So not what the twins were feeding off of.

A little spicy, someponys angry or annoyed, but not what I’m looking for. He thought, eyes looking to his right were five fillies sat, two on one side, and three on the other. He wasn't sure what they were arguing about, but it was most likely something silly.

Sweet yet tart, I know this emotion very well. Looking to a table, he could see a ever reddening stallion as the mare before him continued to make complements of some sort. Note to self: comment about Twinkles sparkly eyes. He grind, looking forwards to seeing her face and feeling that emotion.

Ah, here it is, that spicy/sweet mix those two love so much! He called in victory before it turned sour with the realization of there is a lot of excitement…and mixed with love too…almost like…

When they came to the gingerbread looking building he had seen a few times during his walks, the door opened to show a pony that had been trying to track him. But recently he was able to put a name to the face. Pinkie Pie.

“Ivory, Ebony!” She called happily, taking them into a large hug. The two Pegasi did likewise, taking the overly pink Pony into their forelimbs saying, “Pinkie Pie of Sugar Cube, it is grand to see you!”

When free from the embrace, both of Pinkies blue eyes moved and spotted an all to familiar figure that had evaded her for far too long. With narrowed eyes she seemed to hiss, “You!”

Despite knowing she was no threat, Masquerade gulped at the tidal waves of pure excitement flowing off her. In a sense, it scared him a pony could give off such an amount of emotion and not be tired, one of the reasons he hid. It was too much for a changeling like him to take all at once without turning into some hyped up pegasus colt on a caffeine sugar rush hybrid run. Even worse still, she recognized him!

“Hi?” He uttered before he, and both Gem sisters, were grabbed and thrown into the building. On reflex, both he and the sisters readjusted themselves during mid flight and landed rather gracefully.

He landed first, using all four limbs to steady his body. Ivory and Ebony were next, having no time to use their wings to fly and just landed on either side of his back in a standing position using their fore-hooves to hold the other up from falling. A third weight was added, as Pinkie Pie somersaulted onto the balancing pegasi‘s shoulders, doing a head stand and calling, “Ta-DA!!!”

Masquerade stood there, unsure how to take the situation fully before a familiar voice broke through the air.

“Mask?” looking to the side, he saw Twilight and Rarity, mixed in with three other mares, one looking familiar to the Apple Clan member he met his first day into town.

“Oh, hey Twinkles!” Masquerade strained from under the balancing act, trying to grin and keep from falling, “What a coincidence meeting you here?” Almost falling to one side at a slight change in balance.

A snicker or two could be heard from the table as a robin blue pegasus with a mane that showed the spectrum of a rainbow said, “Twinkles? You didn't tell us you had another nick name Twi!” Laughing more and more as she did.

Ignoring them for the moment, Masquerade craned his neck to look at the mares on his back saying, “Not to be rude, but do you mind getting off, my legs are starting to wobble.” True, two of the ponies on him were pegasi and therefore lighter in weight, but he was currently in a skinny unicorn body, it was a strain to hold them. Add one earth mare, who were naturally more heavier due to muscle mass and bone density, and you have a potentially squished unicorn.

They thankfully did as told and got off his back, both Ivory and Ebony taking each side while Pinkie bounced back to the table. It was then he started to notice it, now that the excitement radiator was further from him, he could taste something that could be called suspicion.

Looking to either side, he could tell both Gem sisters felt it too, then looked at the table. The Apple Clan pony was giving off the most, looking at mostly the sisters with uncertainty. Rarity gave off something similar towards him, but with hints of curiosity. The pegasus with multi colored mane seemed to give off a hostel emotion directed at him, giving an impression he did something to anger her. In the back was a canary yellow mare that was just unsure and a tad shy.

“I told them.” It was a simple statement, but the full impact of Twilights words gave Masquerade all the information he needed. These five were her friends, and they now knew of changelings. And so far, all but Pinkie Pie didn’t show that they trusted him much.

Looking about the different faces he said, “I see…” Thinking of how to get things moving on, “How about some introductions, I know you, Spike and Rarity, but they are?” And motioned over to the rest of the table.

Motioning for the girls to assemble before him, Twilight introduced, “This is Applejack.” Said mare tipped her hat some, eyeing him as if trying to remember something. “This is Rainbow Dash.” The Pegasus gave a cocky grin while her eye gleamed something that reflected her emotions. “This is Fluttershy.” The shy mare gave a quite hello that was hardly audible to Masquerade, but she meant it.

It was the pink one that shot soon back, right in his face saying, “And I‘m Pinkie Pie, and you buster, are overdue for a party!” Poking his chest a few times.

Looking back into her eyes calmly he told, “Perhaps another time, I‘m still not to open to the idea of seeing too many ponies at a time.” Backing up away from her. He didn’t mind the contact, the emotions tasted great, but there was just too much at once for him to handle!

The sisters giggled at the sight of Masquerades slight discomfort and pulled Pinkie Pie back some, “Cousin Masquerade isn’t much of a touchy pony.” They told her, but turned to their cousin and asked, “But we wonder, what did Twilight Sparkle mean?”

“Twi said tha‘ ya‘ll are changelings.” Both gave a sudden jump at Applejacks voice, as she had somehow snuck up on them, “An‘ I for one, want t‘ hear it from you.” It wasn’t she didn’t believe Twilight, she fully did. Applejack merely wanted to see if the two Gem sisters would admit it openly or try and deceive her.

Both sisters backed away from what they could almost call a part of their family a little scared, unsure of what to say. This was to be a visit with Pinkie Pie to lift their mood after the meeting, but quickly turned into something akin to a interrogation.

“We are…” Embony tried to say, “That is to say…” Ivory began as well, but still not sure what to say. It was hard to fool an Apple Clan member, and nearly nigh impossible to trick Applejack unless given some form of proof.

Still backing away from Pinkie, even know her attention was on the sisters, Masquerade called, “Twinkles.” Looking to him, he said, “Could you close the blinds, things might go faster that way.” Ivory and Ebony gave shocked glances at their cousin who only mouthed “Sham's words.” And reminding them of what Sham had said during the meeting.

Deciding to obligate his request, Twilight brought up her magic that seemed to ring loudly in the quite room as all the blinds and leaving them in darker room. With a flash of emerald green fire running over the unicorn, all the ponies but Twilight, got their first look at a Changeling.

“My word!” Rarity seemed to gasp out with hoof to her mouth at the insect like from before her. Rainbow Dash found herself in a similar state of shock while Fluttershy had taken refuge behind her from the sudden green fire. Applejack could not hold her jaw up at what Masquerade just did, getting an eye full of his imposing and somewhat demanding stance that looked something akin to Luna’s stance last Nightmare Night. Spike only looked on dumbstruck as if his mind had locked up and was unable to process what just happened.

Beside him and somewhat forgotten, the two sisters looked at the other in silent conversation if they should fallow his lead. The idea scared them to no end, but Masquerade did remind them of their brothers words. If they wish to build further trust with the Apple Clan, then it would be best to show themselves.

The only one not bothered by any of this was Twilight, who had seen this before, and Pinkie Pie, who once again was in Masquerade’s personal space.

“Wow, I bet your really good at masquerade parties! Oh, is the green fire natural for change? Why are you standing like Princess Luna, do you know her too? Can you change a pony into another pony if they were in contact with you during the change? Are the holes natural or are they added for effect? If you can change form, how do we know this is your real form? Could you possibly turn things into cupcakes with shape shifting!?”

His stance meant to subdue most, slowly dwindled away as wave after tsunami wave of hyper excited emotional energy washed over Masquerade and forced him to back away from its source. Now he was sure something wasn’t right with her, there was no way a pony, earthen or unicorn, that could give off so much all at once!

The girls watched in mute surprise as the once imposing being began to back away from their hyperactive friend as if too close to a fire. It was even more surprising when both Gem sisters moved to intercept. The stallion, for lack of better term, was relived when both Ivory and Ebony took that time to get between him and the pink mare and take the blunt of the emotions that they rather greedily absorbed.

“Pinkie Pie, please calm yourself.” Ivory asked with flared wings, “Yes, cousin Masquerade isn’t use to such forward attention.” Ebony told with mirrored stance next to her sister.

Tilting her head to the side Applejack asked, “Is it something to do with bein' changelings again?” Giving a pointed look to the sisters who seemed to back up some before giving off large sighs.

Giving their cousin a peeved look, they said, “You owe us a favor and explanation later, cousin.” And then faced the ponies while they let green fire engulfed their bodies to let the disguises drop. 

When Ebony’s body was clear of emerald fire, it showed a polished black chitin covering her body while her braided mane stayed in place but was the same greenish blue color and not its gold. Like Masquerade, her eyes possessed a cat like feature while glowing an ever steady green that seemed to send shivers down the ponies spines. The shell where her two gossamer wings sat were black, unlike her cousin, and held a green tint to it.

Ivory, on the other hoof, was completely different coloration, being a bleached white for her chitin and a sappier blue shell that tinted green. Again, her mane stayed mostly the same, but held a much greater shade of blue than either other changeling in the room.

Tension hung in the air as both Gem and Apple clan members stared at the other. For years both groups had trusted the other with a number of things, mostly business biased. Right now, Applejack was going through the same thing Twilight had gone through the previous day. These two Gem Clan members knew her since she was a filly, and she knew them since they were fillies.

Slowly walking up to them, Pinkie wisely stepped aside to let the apple farmer past and stand before the Changelings. The orange mare stared them down and could see them wanting to look away, as if it hurt to look at her eyes.

Ivory briefly looked back to Masquerade for some kind of guidance, but the second heir for the Malek Clan gave nothing, standing calmly now that the emotional overload was gone from him. Seeing he wasn’t going to help with this, she turned towards her sister some, who mirrored her and looked back. They had no idea how to explain any of this to their long time friend from the Apple Clan, or if she would take anything they said.

Seeing as they were reluctant to say the first word, she said, “Jus‘ tell me one thing.” And got them to look up some at her words, “Was all these years, jus‘ some ruse for ya‘ll t‘ get fed up like some kin‘ of all ya can eat buffest?”

Both heads shot up at that and shouted in buzzing unison, “We would never do such a thing Applejack! The very idea to consider you nothing more then some free to grab meal would be nearly barbaric!”

Applejack back peddled away from the two in surprise at the reaction of her words. She had apparently hit a nerve with the changelings who looked more then a little upset.

Hanging their heads at the frightened feeling Applejack gave off they said, “We are sorry.” Solemnly scuffing the wooden floor, “We should have not yelled, but you must understand that saying such things as you did bring up…bad history of our kind.”

Curious at this new turn of information, Twilight got up and walked towards them asking, “What sort of history?”

“The kind that others would prefer to forget and never know.” Masquerade’s voice echoed strongly, happy that he was clear of the influence Pinkies emotions had, “The kind that you know, but wish not to. Like Equestrias wars that took place a thousand years prior.”

Being sure he was still behind the two Gem sisters and away from the pink mare, he continued, “At one point, my kin have only sought to fill themselves and not care for the consciences. It is the same thing that has caused us to hide in plane sight for our own protection.” All ponies gave a slight shiver at how his deep buzzing voice echoed these words, and his eyes seemed to look through them.

Deciding to ask what was on all their minds, Fluttershy asked, “W-what a re y-you hiding from?” And making the second Malek heir pause in thought.

Both sisters looked to him and voiced, “Don’t you dare tell them Masquerade!” Trying to dissuade their cousin from making things even more complicated, “You have told them enough as it is!”

“Have I?” He questioned them, “Have I truly told them too much? Because the way I see it, any more I tell them will only clear things up.” As he continued to glare at the two, they glared back unmoving on the subject. The ponies and one dragon watch the sparks fly between the changelings and waited.

It was Masquerade that relented and snorted saying, “They will need to be told sooner or later, and I say sooner would be better.” Deepening their own glares at him, the sisters said, “We think otherwise, cousin of ours.”

Nodding to them he told, “Fine, but just remember my words.” Then turned to the ponies in thought and looked over each one, after which he put his unicorn disguise back up and headed towards the door saying, “You girls can stay if you want, I think I‘ll head back to the camp and talk with your brother some more.”

“Wait, your ditching us?” Rainbow Dash glared at his retreating form and got ready to get up and block his path. She had a bone to pick with him still and didn’t want him to leave. She would not let him slide on Twilight's breakdown.

Giving a small glance back he told simply, “No, I‘m only going to make sure certain things are dealt with before the Gem Clan leaves.” Reaching the door and lighting his horn, the two sisters quickly put up their dinguses just as the door opened up.
Before he even had a chance to move out, Twilight asked in a suspicious voice, “Your still not shy around groups, are you Masquerade?”

“Not in the least Twinkles, not in the least!” Masquerade called out and almost rushed out the door, closing it rather loudly. Silence fell for a moment, but was broken by two sisters in pegasus forms laughing and giggling. Looking form the door to the sisters Twilight smirked, “He is still shy around others I take it?”

Seeing them nod, Twilight chuckled to herself saying aloud, “Has Masquerade ever told the story the time he some how got stuck in the fillies room?” Finding all heads turn to her, mostly the Gems, she could only think, this is for all those embarrassing stories Mask.
> Passing Time
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic






The calming aroma of a specialized tea blend drifted through the air as a cup was held aloft by blue magic, being sipped on daintily by Rarity. Before her was Twilight, calm and collected while reading a scroll and having the same blend of tea. Moving about the same room was Pinkie Pie, going from one spot to another as she continued her search.

Putting the cup on its saucer, Rarity asked, “How have you been dear, since our last get together at Sugar Cube Corner, things have been…hectic as of late.”

Looking up from her read, Twilight gave a small smile admitting, “Things have been a little crazy with the whole changeling thing, hasn’t it?” At Rarity’s nod, she continued, “I suppose I have been fine, even with having a pony that can take your shape…”

Rarity watched the bookworm glare at Masquerades work place in the library with some level of irritation. She could not hold back the slight smile of amusement at Twilights words. Apparently that stallion was now using his newly reviled self to annoy and tease the lavender unicorn in new ways.

“He is quiet the scoundrel, is he not?” She voiced while taking another sip, while the mare before her gave an large sigh of, “If only you knew the full extent of it.”

Popping next to the unicorn was a pink flash saying, “Do you think Masquerade would like going on pranks with me and Dashy?” Quickly pouring herself a cup of tea and taking easy sips to savor it.

Giving the earth mare a wary look with Rarity, Twilight said, “I don’t think he would be into that sort of thing Pinkie Pie.” But really thought, I don’t need to give him any more reason to act out of line as it is! The very idea of Masquerades acting skills and shape shifting, mixed with Pinkie Pie’s unpredictable planning… No, I’m not going following that line of thought.

Taking another calming sip of her tea she asked Pinkie, “Do you happen to know how Applejack‘s been since…you know?” While the revealing of the two Gem sisters had gone slightly rocky at first, things seemed to have smoothed out some. That was until the apple farmer said she would have to tell her kin.

The fear Twilight saw on their faces actually made her feel somewhat guilty for telling Applejack. Turned out that their older brother agreed with Masquerade and told them to tell the Apple Clan at some point anyways, they were only scared of how they might act.
She has yet to hear how it played through since five days ago, but she was sure Masquerade, Applejack or the sisters would tell her.

That was to say if Pinkie Pie didn’t know anything.

“Nope, haven‘t heard a thing. Ebony and Ivory haven’t had time to visit me much.” And took a bit from the mysteriously appeared cupcake in her hoof, “I think they‘re helping the rest of the Gems get ready to move and getting a few of their things.” She said with a slightly thoughtful expression.

Turning back to the scroll before her, Twilight began to read over it carefully while Pinkie asked, “What‘cha reading anyway Twinkles?” Twilight noted to herself at that moment to find a way to get back at Mask, as both Pinkie Pie and Rainbow Dash have taken up calling her that.

With the slightest twitch at the nickname she told, “Just some notes on what I know or have been told about changelings.” Peeking up to see both mares interested she let slip, “Like how they have a love for fruit because its usually sweet, or why heirs are so rare.”

This was a fact Twilight had asked Masquerade directly one day as it had bugged her. Turns out that three heirs is the limit because it stresses a females body for every successful birth and can shorten their lifespan by sapping too much emotion from their bodies.

By Twilights count, their could only be about fifteen heirs per generation if no twins are born. Then comes the point that some heirs could be stillborn's from lack of proper nourishment or from the mothers body being too stressed and dying with the foal, or in this case nymph.

Twilight gave a slight shudder at some of the things she had found out, like how she asked about other emotions he hadn’t motioned like fear, greed or jealousy.

Those he seemed to reluctantly tell in little detail, stating it was something he didn’t like to talk about in changeling society due to there…effects on the mind. Some of the effects he told disturbed her, like what would happen if a changeling took too much hate.

“I will admit that some things I have been told are not…savory to say the least.” She told, hoping to skip the subject, “But in any case, Masquerade has been more than willing to tell me much about his kind.”

The fashion pony nodded to that with some interest, but remembered the shudder Twilight gave when she drifted into thought. She decided a change in subject was in order and mentioned, “Have there been any new books lately?” And called her magic to pull out a book from her saddle bag, “I must admit, those two Gem sisters know a good romance novel when they see one.”

“I especially enjoyed some of the details on the dresses they described. I can not tell you how many ideas have been dawning in my mind!” Twilight smiled at her friends enthusiasm, thankful for the change in subject.





“Well, thanks for seein‘ us us off an‘ what not.” Chance smiled, heaving another folded tent into a wagon that was being packed. Dropping it in an empty space and fixing it he went on, “We‘ll be sure t‘ send letters now an‘ then.” Turning around to both Ebony and Ivory, he smirked, “And be sure t‘ keep out of any of tha‘ mischief of yours.”

With innocent smiles they asked, “Mischief, Gem scout Chance?” Looking to their left where Big Mac was helping both Mettle and Applejack load another wagon, they looked back saying, “We are to remind you, that we are well behaved mares.”

“Uh-huh, tell tha‘ to my stolen rock collection tha‘ was replaced with rock candy.” The scout rolled his eyes, tying down the tent roll securely while the twins giggled out, “You keep saying it was us, but you have no proof of it.”

Huffing to himself and thinking, annoyin' twins, Chance took a glance at the two Apple Clan ponies and asked, “Now yer sure you‘ll be alrigh‘ with ‘em?”

Rolling their own eyes at him they said, “Yes, we will be fine.” And looked over to the Apples themselves, “It took some time, but we were able to get Apple Clan member Applejack to understand better.”

Glancing off to the side stood both their brother Sham and their cousin Masquerade, discussing something that they couldn’t hear, “We have our cousin to thank for that some, as he laid the ground work for Twilight Sparkle to help us talk to Applejack better.”

Chance stopped his work to look over to the two heirs that seemed deep in discussion and shook his head, “I can‘t say I‘d agree with that, bu‘ I‘ll take your word for it.” Feeling two sets of eyes on him, he looked down to find both sisters giving him a curious look as he explained, “No offense t‘ yer cousin none, bu‘ I still don’t trust them sneaky infiltrators much.”

The sisters gave each other a look in understanding while Chance got back to packing. Infiltrators, as honored as the title is given for a changeling, were rarely trusted by others, with family or close friends being the only ones to truly trust them. They weren’t seen as reasonable as the scholarly masters of the Tome, and didn’t not play by rules of honor that the warrior like masters of the Sword.

Looking back to Masquerade, they could only wonder what it was like to be in his position as of now. Being an Infiltrator was perhaps the most dangerous skill set a changeling could have.

Even if it worked true and natural for them, the risks involved were never something to look up to, as only a select few are willing to trust what can be seen as a unknown. What was it like to not have your clan or family back you up?

Do you think he is truly alright with all that has happened in such a short amount of time? Ivory asked her sister in thought while the bid goodbye to the scout that was now wandering off to see if the skies would stay clear.

I can not say sister, but one thing is for sure, he will need us to lean on. Ebony told while they made their way over to Applejack, taking a small break to talk to Mettle.

And if he refuses? Ebony could not hold back the pain she felt at Ivory’s thought, but it was a good point. Masquerade would not do anything to burden them, and would most likely hide that fact from them and play it off as something else.

Thinking for a few moments she thought, then we would need to implore another’s aide, one that I more than sure would work. At first Ivory wasn’t sure what her sister was getting to, but with a quick look into her sisters mind, she could not hold back the grin that grew in size. Yes, that would help. If he will not confine in us on his troubles, then we shall force his hoof with that.

With the other two heirs, Masquerade gave a slight shiver as he felt a very short burst of excitement and maybe something along the lines of mischief pass by. Looking back at the twins that had passed by, he could only shrug thinking, Mares.

They were up to something, but what they were up to was up in the air. After all, he could only read emotion, not minds. But with that line of thought, he could only mentally shake his head. Not sure if I would even want to know what those two think.

Turning all attention back to Sham and clearing his mind of those absent thoughts, he said, “Also, the next time you pass Hallow Shades, be sure to pass this to a band called Kick Up.” And with a flick of his head, the right side of his saddle bag opened up and out drifted a letter.

Catching and looking at the letter Sham read, “To Bard of the Kick Up‘s.” Looking up he asked, “Isn’t Bard the ‘once in every six generations, a moron first heir is born’ to the Lue Clan?”

“He‘s not a moron, just lax and slightly inattentive.” Masquerade clarified with his equally lazy cousin. He was sure if the two spent enough time near the other, they would realize they are both lazy and more or less rude as the other. Only, one was almost hippy like in nature and talks without thinking, while the other just does not care what you think of what he says.

“What ever you say, two-face.” Sham blew off, “Was there anything else you needed before we all left?”

Taking a moment to think the black Unicorn said, “Yes, is their anything else I might need to know about the Twins?” Sham took that moment to look passed Masquerade to find both sisters giggling on either side of Big Mac, who seemed slightly lost to what to do, and an annoyed Applejack trying to pry them off her brother. Focusing back to Masquerade he said, “Not at all, after all I don’t keep secrets from family.”

The second heir only gave a blank look stating, “It‘s not what you keep secret Sham, but what you don't say.” And looked behind himself to see the apple farmer pry Ivory off, just in time for Ebony to latch back onto Big Mac’s left. Rising a bow he asked with a tinge of concern, “When’s their next cycle?”

Giving off a yawn and a slight stretch he told, “Not any time soon.” And began to walk away. Masquerade didn’t seem to like his answer and walked right with him asking, “And how soon, or late, is that?”

Sham didn’t seem to give an answer, looking rather lost in thought as his eyes seemed to stare on as if in a day dream. So help me Sham, if I don’t know both your sisters cycles, I may have an angry farmer on my hide. And if I survive the encounter, I will strangle you!

Granted there was nothing bad about cycles, but they were the changeling equivalent to a mare’s time in heat. Masquerade didn’t want to go through the trouble of explaining female changeling cycles, but if it was anytime soon, then Ancestors of Anarchy help him.

He also didn't want to be around the whole cuddling phase of it, the last time it happened, he was stuck sitting in one spot for half a day. All the while, the two sisters cooed over him like two mother hens. Not fun.

“Masquerade, do you honestly think I would be so irresponsible to not tell you when such a cycle would start?” Sham questioned in a non-caring manner.

“No, you wouldn’t.” Masquerade admitted, “But that doesn’t stop you from using my position of taking responsibility of them to your advantage.” It was small, but the Infiltrator felt the slightest twinge of concern flow from Sham. With narrowed eyes he said, “There‘s more to them staying here than you let on, isn’t there?”

Sham only gave, “Ask me no questions, and I will tell no lies.” Picking up his pace yelling out, “I want all able bodies to start getting ready, we‘re pulling out in ten!” Turning his head he called, “Mettle, I want your guard at the ready in standard formation, and if you see Chance, get him to fly over while we move!”

Masquerade gave a slight grunt of irritation at his cousin brushing him off like that with that old changeling saying. If the cycle for both sisters was going to happen soon, then he best prepare for it.

Turning around and forming a new game plan for latter that day, he gave off a sigh thinking, better have Twilight know, if I’m not around when it happens, then she would be the next best to know. It was going to be a long talk when he got back to the library.

Looking up to the sky he could not help but think of that saying once more, ask me no questions.





And I will tell no lies, were the ending thoughts to Twilights mind as she continued to review the scroll she had written on changelings. There were gaps in information that she had not either asked, or wasn’t completely told. Apparently, changelings loved to keep secrets, and will do what they can to keep it hidden.

She was at least grateful that Masquerade had the decency to tell her what was secret at times, or later tell her why he was being vague on other things.

But the fact still remained, he was hiding things from her.

After having days of calming down and being able to talk to her friends some, she had come to realize that some things he mentioned didn’t always make sense, or didn’t give her the right idea of why something occurred. Like the story he told of how the blood feud between the Malek Clan and Veron Clan begun.

Looking back at it, she can distinctly remember him say he couldn’t tell her what happened, yet he latter told her a story of it. Is it possible he told a fake story? It was possible, but the idea was brushed away, as he told this while acting like a pony.

Maybe he told me what happened, but remained vague as to how it happened? This made the most sense to her. Telling her what happened in it’s most basic way, but not give her the more detailed information that would…

Thinking for a moment, she realized she had no reason to not have that information. It was possible it could leave a stain on the clan, but from the sounds of it, that’s already happened. So why hide it still?

Looking to a box full of scrolls and letters, Twilight could not hold the strange feeling of anxiety flow over her as she looked at the box. Inside it, she knew, was that same letter Masquerade gave her to possibly send her teacher and ruler Celestia. Ever since she was given it, it had been nagging away at her mind none stop.

She had said she wouldn’t tell her, not yet, but this was a big secret to keep from her mentor. Is this even the right way to do it? Twilight had asked herself more than once. Her friends thought it would be better to let the solar monarchy know what was happening, but she still wasn’t sure the history behind changelings and her.

The very brief argument, despite how short it was, between the changelings had sent her into wondering what they could have done to worry so much on being known. Something had happened, and she wanted to get to the bottom of it.

There was a chance she didn’t need to do anything from the sound of it, Masquerade wanted her to know as much as possible without revealing anything too big.

The library door suddenly slammed open and made her jump and lose her train of thought, as one young dragon covered in a number of paint colors walked in. Watching the rainbow colored dragon make his way passed her, Spike simply stated, “Cutie Mark Crusaders: house painters.”

She made no comment, and was merely happy the paint was dry and didn’t track. Then again, it was going to take Spike the rest of the day to wash it off. With a sigh, she got up and called, “Hold on Spike, let me help with that.” Rolling up her scroll and tucking it away in a chest for later use.





Two rose colored eyes scanned the skies from their perch for anything of interest. So far nothing worth noting has passed said eyes as the clear blue sky left nothing to sight.

With some level of boredom, Rainbow Dash just laid in her cloud and stared up into the sky with lazy eyes. She had finished her tasks, and done some flight practice, but besides that, she was board.

Ponyville was an awesome town to her, and it would remain her home away from home for as long as she lived, but sometimes the place was just to peaceful and still. Something that got her irritated with her rather fast track life style.

But I gotta admit, it’s a great place to take a nap anytime I want! She smirked while placing her hooves behind her head and relaxed further into the soft cloud.

Her ear twitched with the sound of hooves clopping on the ground below and garnering her attention. With just a peek of one eye over her cloud, she could spot a black dot moving its way down the dirt road going to Ponyville.

Opening both eyes to get a good look with her pegasus eyes, she could fully now tell it was that one guy, Mask-something-or-other, She told herself. The same guy she had to pick a bone with but never got the chance when he bolted on them.

With narrowed eyes, she watch the changeling in unicorn form make his way towards the town on his own and head lowered as if in thought and saddlebag swaying about with lack of things. Despite what Twilight had told her, she wasn’t sure what to make of the guy. Somepony that can take the shape of anypony at any given time didn’t sit right with her. 

Setting herself upright and flaring her wings open, Rainbow Dash took wing and flew herself right over him to keep an eye on the stallion for now. If anything, it would help to alleviate her boredom of the day.

The speedster watched carefully as Mask made his way into town and politely nod to anypony that greeted him. From there he walked through the town. He would pass stands, houses and at one point, Rarity’s boutique and a few other places. He made a point to avoid Sugar Cube Corner every time he approached the area, as if afraid of the area.

The very thought that he was afraid of one of Ponyvilles most friendliest and lovable inhabitants made her want to gab her sides in painful laughter. Apparently, the same love and excitement Pinkie Pie gives to ponies all around her was the precise reason he was scared. Those two twins, that she admitted were cool in there own right despite hiding in sheep’s clothing, had said something about emotional overload or something.

They said it was like if a pony was getting way too much of one food, or just over eating. This made the rainbow mane Pegasus wonder what emotions taste like to changelings for a moment.

During this thought, she almost lost him as he turned a corner into an ally way. Quick to follow, she sped after him to get in sight of where he was going. This was foiled as the stallion had all but diapered from her sight.

Looking about the area, Rainbow Dash searched all over before finally giving up and landing on another cloud that hung in the air.

“What‘s got you all worked up Dash?”

Turning her head up to a familiar face she said, “Hey Thunderlane, I was just trying to fallow this pony that my friend knows. Completely lost track of him.”

She could hear Thunderlane snicker at her and say to himself, “And she says she‘s the fastest.”

“Oh, so you want me to prove that to you again, do ya?” She challenged a surprised pegasus who shook his head with stutters of no’s. “I thought not.” She nodded to herself, “Catch you later.” And without any other words, took off.

After she left a good distance away, he flapped his wings and glided down to the ground into an ally way. With a quick flash of green fire, Masquerade stood in the stallions stead. Lighting his horn, he pulled some cardboard boxes aside and lifted his saddle bag with a small smirk.

Nice try Dash, but I’m not that easy to track.

Quickly reminding himself that he had more research to do, he set off for the rest of his walk. Coming out of the alleyway, he spotted one of the towns park like areas and decided to do a little pony watching.
> Shadowing
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic






Twilight walked out the door to her library and inhaled a deep breath of morning air while taking in the suns rays. With a smile, she made her way towards the market district that would be opening soon.

While she walked, she listened to the birds chirp and enjoy the slight chill of the breeze. She let these little things relax her body after everything that has gone on for the last few days, if not week. Not three weeks in, and already her life has taken a new spin as to how it works.

“Twilight!” Called a voice to her left, causing her to stop and look. On a bench not to far from her, sat three mares also enjoying the mornings rise, with one of them being a cram coated earth mare with a mane that had colors of a rose.

As she waved for the unicorn to come over, Twilight look through her mind and pulled up the name Rose Luck. To her left was another earth mare, only with a pink coat and lime mane. Daisy was what she was able to remember. To their right was another mare that was still earthen, and had a slightly redder shade of pink for her coat, with a blond mane and a lily tucked behind her left ear. Her name was Lily Valley.

These three mares were rarely, if not, seen together doing a number of things. These range from talking and passing new gossip around, or working on the surrounding flora in Ponyville to be strong and healthy.

When she was close enough, she greeted, “Good morning Rose.” Then looked to Lilly, “Morning Lily.” Then Daisy lastly with a slightly lingering glance, “Daisy.”

With a smile Rose said, “Good morning to you too bookworm, last we checked, you didn’t get out of bed until a few hours later.” The good natured smile and jab made the unicorn flush a bit and laugh with them some.

“I thought about getting an early start on some projects I would be working on, so I thought to take a quick look around for anything I might need.” Motioning towards were the market distract was.

With a nod Lilly said, “Sound like you have something big planed.” Twilight gave a nod while Daisy spoke up, “Twilight, I just remembered, do you happen to have those books in yet?”

Giving a Daisy a quizzed look she responded, “I‘m not sure, when I get back I‘ll take a look and see if anything’s been delivered recently.” Daisy gave a smile and a nod while Twilight said a quick good bye and left for the market, deciding to take a short cut through some buildings.

“’xcuse me miss!” A colts voice yelped, bolting out of the same place Twilight had been, and muttering in a Trottingham accent, “I‘m late, I‘m late, I‘m bloody late!”

The scruffy white and brown patched colt ran quickly through the clear roads, quickly avoiding any ponies that happened to be in the way. Quickly looking around, he darted past another pony and between two buildings, yelling, “Sarry!” As a loud crash was heard.

Ponies walked over to where the crash had come from, and watched as a earth stallion walked out with clumps of rubbish all over him. Shaking his stormy grey mane of some of it and brushing his grey coat of some more, a pony nearby said, “I thought your were suppose to be Lucky from accidents Clover.”

Looking up at the pegasus stallion, Thunderlane, he gave a dry “Hardy-har-har Thunderlane. Playing my name out like that.” Lucky Clover retorted and continued to brush at his coat.

The stallion still laughed at his pals misfortune, but took pity on the guy and flew up to get a cloud saying, “You know, maybe you are lucky.” Seeing his bud giving him a look he told, “Cuz I‘m here, and I can get you cleaned off, lickaty-split!”

With a faint smile he said, “That sounds good with me, but--” What ever he was going to say was cut off by a sudden downpour from the now dark stormy cloud Thunderlane had gotten down, and was using to give a quick shower. With a cocky smirk, he looked over the edge to find his good buddy giving him the stink eye muttering, “If we were not friends, I‘d have Rainbow Dash fire you from the weather team.”

“Dude, harsh.” The headstrong stallion laughed, flying off the cloud and giving a few strong flaps towards Lucky to help dry him off. Landing in front of him, he asked, “How about we head over to that one place that serves those hay burgers you love so much?”

“You mean the places that’s called Hay Burger, and doesn’t open for another two hours?” The earth bound stallion asked with a quirked brow.

Seeing Thunderlane just hover there, he responded with a grin, “Yea, that place.” Crossing his hooves.

With a shake of his head, Lucky gave a small chuckle, “Whatever man, listen, I need to get to work so…”

“Oh, sure, go on, don’t let my greatness stop you.” Thunderlane motioned with his forelimbs for his friend to get going. Said friend shook his head saying, “Is it me, or are you trying to make yourself more like Rainbow Dash?”

“Don’t insult me, she maybe my boss, but that doesn’t mean I take after her.” He said with mock hurt before smirking, “Now get lost, you have work to get to, right?”

Both stallions didn’t hold back there laughs as they parted ways, one to the remaining cloud cover in the sky, and the other towards a restaurant for a quick bite.

After a few minutes, a blue earth mare came out with a bag of goods and a pleased smile on her lips as she made her way trough town. By now, more of the town had woken up and would greet Bottlecap. In turn, she would muffle out a hello or good morning from her otherwise, occupied mouth.

Keeping her sapphire eyes out for a nice place to sit for the morning, she gave a triumphant hum at the bench near the stream that ran though Ponyville. Setting down her bag of foods and getting comfortable, she opened it and got ready to bite into the fritter before being halted by a voice.

“Morning Battlecap!” Truning her eyes up, she spotted two ponies. The first was a unicorn stallion with a easy look in the eyes, blue coat and a slightly tinted blue, grey mane. His sky blue eyes danced with mischief glee while he eyed Battlecap’s meal, “Got anymore for your dearest friend?”

A slightly younger unicorn mare next to him gave a somewhat forceful elbow, “Don’t you ever stop eating Bright Bulb?” Somewhat glaring at the older pony with her pink eyes.

With a over exaggerated roll of his eyes he whined, “But sis, you know I need food just as much as you need gems!”

The smaller unicorn mare shook her head and causing her unkempt amethyst mane to wave about. Poking him with a yellow limb she said, “You can go for three hours without food, so deal with it big brother.”

Turning away from what Banana Fluff would call her idiot brother, she greeted, “Morning Bottlecap, how are you?”

Despite the siblings actions, Battlecap gave a bright smile saying, “Wonderful, the days been great to me so far, and I think it‘ll only get better.” Taking that moment to take a bite out of her fritter, she hummed in satisfaction saying with a full mouth, “Yep, just got better!”

Slowly, a light blue aura began to surround the bag and lift it away, only for the owner to swat it back down and glare at Bright Bulb saying with false anger, “Hey buster, these are mine, get your own!”

Playing along with her, Bright gave a slight whimper and pathetically said, “But I‘m hungry!”

This earned him a light whack from his younger sister who said, “How can you still be hungry, you ate five plates of food, and then some!” It was a wonder how much food he went through each and every day without getting any fatter. Fast metabolism she guessed.

“I‘m a growing colt that needs his food.” He said with a justified nod.

With a groan, the younger of the two walked away saying, “What ever you say Bright, I‘m going to find Amethyst Star.” As she left, her brother turned and waved to her calling, “Have fun making sparkly-string-thingies with your friend!”

“There called necklaces!” She yelled back, then continued to grumble about her idiot brother and how it was ironic that bright was in his name.

The older brother just snickered to himself while Bottlecap giggled along with, finding it somewhat funny to watch. She would not get tiered of the duo’s act that was done on a daily bases. It can be funny how siblings act with one another at times.

“Bright, do you have to annoy your sister like that?” Bottlecap asked  despite her own laughter.

Turning to her, the stallion told, “Bottlecap, you should know.” With some air of elderly wisdom he said, “It is the older siblings job to annoy their younger siblings.”

Opening one eye to see the mare giving him a blank look he said, “What?”

“I think you should be nicer to your sister.” She said simply and going back to her fritter that was almost gone now. It was a good thing she had gotten more then one fritter to go.

Bright Bulb pouted to himself while muttering, “But that would take all the fun away.” Thinking how he could also make it up to his sister later. After all, she can't stay angry at dear old brother for long. She loved him too much to stay angry for long. Just mildly annoyed.

Taking out the second fritter and taking a bite out of that, she asked with another full mouth, “Could you at least lay off it a bit?” Not caring if any of the chewed up food was falling out.

He thought for a moment and said, “Eh, I could at least lay off for a day. After all, her birthdays coming up, and Pinkie Pie‘s going to be pestering me about it soon.”

With a sudden smack, Bright backed up some to find a bag that held what felt like the last fritter and looked up to Bottlecap who smiled, “Your last meal before a Pink horror comes to greet you.”

“You make me feel so reassured.” He sarcastically said before grinning happily and picking up the bag with his magic. Opening it up and taking the last fritter, he did not hold back the happy smile that formed on his muzzle at the cinnamon and sugar taste.

The earth mare giggled some before jumping off her spot and giving a quick goodbye to the blissfully unaware stallion and walked off.

While making her way through the park that was ahead of her and taking in the sights some, she began to softly frown at a new development. Just beyond the sight of the late morning pedestrians, sat a grey Pegasus with a saddlebag emptied out. This wasn’t what bothered Bottlecap, it was rather a small grope of ponies that she wasn’t familiar with.

They seemed to have taken up to jeering at the downed pegasus, who’s golden eyes did what they could to find each letter on the ground and pick them up. She was apparently having some trouble. Her frown deepened at the sight as they made no attempt to help, but did nothing herself. Only walk on passed the three line that hid them from view.

“She‘s just such a klutz.” Remarked a earth stallion to the pegasus mare next to him, “Can't even walk straight on the ground.” And shook his head mockingly.

“I just tripped a bit.” The grey Pegasus with blond mane said as cheerfully as she could, “Anypony could fall from a small trip.” Carefully taking up another letter and putting it into her bag.

With a sudden *poomf* all the mail that was put back into the bag flew out as the magenta colored magic faded away from the bag as the unicorn mare responsible laughed jeering, “As if, we all know your just that much of a klutz Derpy.”

‘Derpy’ turned her head away to hid her slight tears while putting on a brave façade of sorts and picking up the dropped mail once more, “Well, I do accidentally make mistakes now and then...”

“More then that I‘d say.” The stallion quipped with a turn of his head and getting a few more laughs from the mares next to him.

“Oi now, what‘s all this?” Stopping them from going any further was the voice from a new arrival, being an earth stallion with a brown coat and a darker brown mane, “Miss Doo, this lot‘s not botherin‘ you, are they?”

Cutting in quickly, one of them stated, “Derpy fell, so we thought it would be nice to, uh, help her with picking up!” Despite the smile the pegasus mare held, the stallion didn’t look convinced.

“Well, if that was, then you would have not sent the letters into the air after she picked them up, yes?” He was not amused by the groups attempt to wiggle their way through this. It was difficult enough for Ditzy Doo to be ridiculed now and then for her eyes. He would not have this continue on with…

Squinting his eyes he asked, “Do I know you, I cant seem to place your names.” The other stallion went to open his mouth but was promptly cut off, “Doesn’t matter, I suggest you leave Miss Doo alone, or else I will personally file a report to a few friends I‘ve made in the guard.” With a rather cunning smile he added, “You would be surprised what some ponies will pay for to keep an old clock working.”

The three ponies looked at one another before turning and leaving as if it would be a waste of their time. The stallion waited for a bit before walking to Ditzy an pick up a few letters, “Rude lot they were, I can not fathom what they would come here of all places.” Hoofing the gathered mail to Ditzy.

Taking them and placing them into her bag, she ran her hoof in a circle on the ground saying, “Thank you Time Turner, I wasn’t sure how I would have deal with them.”

Blinking a moment or two, he gave a beaming smile, “Well, I couldn’t have ‘em bothering you, now could I?” Patting her shoulder in reassurance.

With a nod he turned to leave, but was stopped by a grey hoof. Following it back to Ditzy, she shyly asked, “Turner, are you doing anything later today?” And anxiously shifted in her place.

Giving a warm smile he told, “I was on my way to pick up some parts, ask me again after work, alright?” Seeing her give a nod, he grind, “Now, I believe we both have some work to attend to, no?”

Giving a smile of her own, she gave a nodding, “Yep!” And took to the air…crashing into a few branches before getting more altitude. Time Turner watch the leaves and sticks fall from the trees for a moment, and wondered why she chose to fly and not walk?

Shaking his head of those thought, he turned about, only to stop short and look back as to where the three ponies he scared off ran to. He thought for a moment before shaking his head and walking off.





All around the library, each and every shelf was bare of all books as a feather duster floated thought each and every one, brushing and collecting dust in its wake. Closely following it was Spike with cleaners of his own, washing and polishing the wood of any dirt or grim in his path.

Nearby was Twilight in the center of it all, moving books and dusters all about in an organized chaos she was more then comfortable in. Spike speedily kept up with her multitasked magic abilities, cleaning nearly as fast as she cleared each shelf.

After they were done with cleaning the shelves, they would need to reorganize each book. She had just gotten a shipment of requested books the day prior, but did not get the chance to do anything about it. Now that she had time, she would incorporate them in with the rest of the collected text after a quick cleaning.

She didn’t want the precious paper to get full of dust and ruin the book itself after all.

“First section done!” Spike called from where he stood, “You can start putting Non-fictional foal stories in.” With that said and done, he moved to the next space.

Quickly, Twilight took a pre-made stack of said books and sort though them one last time before sliding the whole group in one go. Bringing up a list, she checked off the seventh box and moved on herself. Just in time for Spike to call out once again with another cleared spot.

After some time of this, Masquerade walked in and halted in time for a flock of books to fly by and slid into their own place. Looking into the center of this controlled whirlwind of chaos, he spotted Twilight fully focused on her task and moving everything with precision.

After all this time, and Masquerade still marveled at her magical abilities and the extent she could utilize it. The changeling in unicorn body just stood in place and watched her work. He admired the pinkish-lavender aura of magic swirl and dance on each object as it was expertly handled with care. Tasting the emotions in the air, he could distinctly pick up Twilight's calm and yet happy feelings flow about calmly.

He rather liked the taste of it.

Squeezing his eyes shut for a moment to get focused off the magical mare, Masquerade went through the challenging task of getting past the small tornado of books and feather dusters that threatened to hit him.

Not three steps in, and he had to duck as an encyclopedia on aquatic insets flew by. Next, he had to side step a book on chemicals and their reactions, that shot up from the floor and into the air. After that, he dodge to the right as a wall of Daring Doo novels almost tackled him from behind.

All the while, Twilight had her nose buried in her list, glancing up now and then to make sure she was getting each book in its proper place. While she was obliviously aware of Masquerade’s dangerous trek through the book storm, but the dragon assistant was more than aware.

Spike had halted his cleaning for a moment, just to watch the stallion that had stayed with them for three weeks, jump over another collection of books that seemed intent on tripping him up. He watched on, rather impressed that Masquerade go into a roll, just in time for a duster to fly overhead and quickly stopped himself where a pile of books slammed down.

He wished he could stay and watch. Heck, he wished he had a soft recliner with popcorn and soda to watch this, but the young drake had cleaning to do. So with that, he went back to work. Taking peeks now and then to keep track of Masquerades progress.

Another group of books came flying in from his left flank, at the same instance on his right, came a rater large dictionary the looked to be half his size. By Anarchy, that’s a big book!

With bugged out eyes, and finding himself caught between two attacks, he put on a rather big show for Spike as he jumped up and twisted his body in midair. The dictionary zoomed under him, just glancing his fur coat before falling back to the floor where the flock of books zoomed over his body.

Landing on his hooves lightly enough to barley make a sound, Masquerade did a forward roll as the pile of books from before lifted up and giving free passage.

It was by chance that more books came slamming down behind him, and covered him from view as Twilight looked back up to check her progress. Seeing another section cleaned by her faithful assistant, she lifted the same books and into their respective places then back to her list. This let her completely miss the stallions backwards flip, allowing him to avoid another wing of dusters that tried to impale him with there dull wooden handles.

Admittedly, he could just ask Twilight to stop for a moment to walk over to his little place and work in peace. However, I haven’t had this much fun since I teased Twilight about looking adorkable!

Despite wanting to chuckle at that thought, the master Infiltrator kept all focus on avoiding all the non-lethal obstacles around him. He noted to himself to ask Twilight help him make an obstacle coarse for him to play with. Maybe get those two mares, Applejack and Rainbow Dash to jump in with him and see who can come out first.

Seeing his destination just a few feet away, Masquerade went for a jump to clear most of the books in motion. It was at that moment that there was a knock at the door. Masquerade’s eyes widened as a wall of books came to a halt as Twilight refocused her attention to the door.

“Wonder who that is?” She quietly said, levitating the books down, right as Masquerade was going to run into a wall of them, but thankfully landed without harm. “I‘ll get it Spike, you keep on cleaning.” Twilight told while she walked to the door.

While she walked away, Spike shoot a look to a relived black unicorn who let out a quick breath, “Geez, that was close!” Spike rose a scaly brow at Masquerades…more or less silly antics and went back to work.

The shape shifter took one look around the book covered room and carefully navigated over the text laying about. Looking over his work space some, he called on his green magic to pull up a new sheet of paper and another pencil. Opposed to Twinkle's like for quills and ink, he preferred the more faster pencil that didn’t need constant refilling.

Putting both down on the table he was using, Masquerade got to work on his latest piece of information that would call for his attention for latter. But for now, he was going to possibly have a talk with Twilight about some things he had found during his stay in Ponyville.





A content sigh escaped Twilights lips as she read over one of the few books that had came in the day before. With the shelves cleaned and all the books reorganized, she could take some time off with Spike and enjoy the afternoon.

She had spotted Masquerade earlier, just after she checked to see who was at the door where a mare she knew as Daisy had come by. Apparently she wanted to know if the book she requested had come in, and was more than happy to get it for her.

Twilight scrunched her face in remembrance of something…peculiar about Masquerade. Despite staying in his little corner and keeping quite, she had seen him watch Daisy like a hawk would a snake. She had asked after the pink mare left, as to why he was acting so suspicious of Daisy.

He told her he would explain later, but he wanted to finish a few documents that would be needed for later use. She decided to drop the subject for the time being and get back to work herself.

Right now, the stallion was seemingly finishing up whatever he was writing down and was placing each folded paper into it’s place. Twilight cringed some as the black unicorn repeatedly fold each document he worked on into smaller and smaller sizes. She wasn’t sure why he would treat something that had some sort of value in such a…careless manner, but she was sure it was just a difference in habit than anything else.

Getting up and stretching some, Masquerade directed his gaze right to her and stood in place in thought. Seeing him stand there with a blank expression didn’t help Twilight feel all to comfortable. It reminded her too much of how he would look at her in his actual form. The same one that sent a chill of fear run down her spine at the sight of chitin and those two green cat eyes that just look right through her.

Taking a deep breath and getting up from her own seat, Twilight walked over to her old friend calmly. He quirked a brow at her but said nothing of it. When close enough she asked, “Are you going to tell me why you were eyeing Daisy like she was Nightmare Moon in disguise?”

For a moment longer he stood in thought before motioning to the door, “Lets take a walk, I‘ll explain on the way.”

Seeing this as nonnegotiable, as he had moved right passed her, Twilight gave a small groan of frustration at his actions before following suit.

Out the door and into the afternoon sun, both unicorns, both fake and real, made there way down the road side by side. The townsfolk around them gave smiles and waves, that they in turn gave back.

The mare waited ever patiently for the stallion next to her to start telling her the reason for his slightly rude behavior, but only got silence. A little longer and they came to a stop at a bench, to which he took a seat and patted the space next to him for her to sit.

Giving a confused expression, but following his unsaid instruction, she sat down and watch the passing pony with him in silence.

“Prim Posy.” He seemed to blurt out randomly, catching her attention. Looking to him, she saw a outstretched hoof that pointed to a pegasus mare with pale lavender coat, blond mane with an orange lily in it and wore a orange skirt.

Before she could ask, he told, “Just exiting her teens, has three close friends and a gaggle of followers for gossiping. She is fond of fine music, but listens to more pop to keep with the times. Mother hospitalized due to rare disease, and father that helps pay off the bills with his cooking stand in the market district.”

Twilight blinked at the sudden burst of information on this pony. How does he know that? Was one of many questions that suddenly bubbled in her mind. Before she could ask such questions, he pointed his hoof again stating, “Comet Tail, a map maker by day, and an astronomer by night. Likes the cool evening breeze, has romantic interest in one Candy Mane, and had a slight reading disorder that challenges him daily.”

Twilight observed the light yellow unicorn stallion that was talking to a few other ponies as Masquerade continued, “The white unicorn mare with purple mane and tail is Cold Front, a friend of Amethyst Star, and also close friend to that other pony she‘s next to, Prism Glider.”

The blue pegasus stallion with a silver mane gave a cheery smile towards Comet, who said something back that caused the two other ponies to laugh in mirth. “He‘s part of the weather team, and likes to help Comet make his maps, as he enjoys gliding around with his best pals in the sky.”

Now Twilight's breathing became a little shaky at everything Masquerade was telling her. From her knowledge, she didn’t know anypony besides her friends that knew of Masquerade, yet right now he was naming things off about these ponies she didn’t even know.

She turned to look at him in time for him to point again, this time to a familiar trio of flower mares saying, “Rose Luck, Lily Valley and Daisy. The three are next to inseparable and know each others secrets greatly. They are sisters in all but blood, and have taken up to living in one house. There is nothing I can think of that could break them apart.”

Twilight warily looked to Masquerade, finding his eyes once more locked onto Daisy as if he was picking her apart bit by bit. She turned to the mare of interest and wondered what it was that had caught his undivided attention.

“Daisy‘s a changeling.” That line put Twilight for a loop, and whipped her head around to his face, “So is Rain Dance, Roma, Serenity, Toe-Tapper, and Goldengrape.”

She stared at him for a long while and only got out, “What?”

Glancing at her and back to the townsponies, he told, “All the names I've said were the names of the ponies these changelings use as their personas.”

“How do you know?” Twilight asked uncertainly, “Do they know you’re a changeling too, and if you‘re right, then what clan are they part of?” Seeing him sigh some he looked right at her in thought.

With some extra time to think he said, “How do I know? I‘m a changeling heir, I can tell when there are other changelings around, if they don’t hide themselves.” Looking back to all the mingling ponies he continued, “Do they know I‘m a changeling? I doubt it.”

Tapping his chin in thought he concluded, “I wouldn‘t think so, they didn’t feel like heirs, only like the common changeling. If so, they most likely don’t know there are other changelings around them.”

“As for clan, well, I wouldn’t know. They might belong to some minor clan outside the ones I know, or could be rouges for all I know.” He shrugged, truly unsure as to the last question.

Twilight’s mind worked quickly to take in this information thinking, so, from the sound of it, heirs can sense other changelings. He also mentioned common changelings not knowing of others, why is that? And other clans he doesn’t know, or rouges? The last one concerned her some, but the next passing thought was made her ask, “How do you know these ponies so well?”

Turning to look him in the eye, she could see some form of apprehension, as if scared to answer that question. As she stared him down he slowly told, “I‘m known to be the best Infiltrator in our five clans.” Seeing her look of realization he went on, “Those who are part of such a group not only spy on others, but seek out potential spies in the clans ranks.”

Seeing and feeling the emotions stir in Twilight, he said quietly, “It‘s something I‘ve been trained to do since I was a colt, for the protection of my clan.” Looking skywards he stated, “And now I‘m doing it to make sure your safe.”

The unicorn mare sat there and contemplated his words. Though she couldn’t say she was happy with him…more or less, stalking and rummaging through another ponies life, she also couldn’t fault him much. This was most likely another changeling costume or something she equally didn’t understand fully. And knowing he was doing it for her protection did help ease her mind some.

“I know you must be angry.” Masquerade told, knowing full well that the mare beside him was irked, but not terribly so, “But you need to understand, I‘m doing this so know if a changeling that would mean harm ever gets into town without our knowing.”

Giving Masquerade one last hard stare, she gave in and said, “No, I‘m not that happy your sneaking into ponies lives like you are.” Tapping her hoof on the edge of the bench and looking for the right words she admitted, “But I‘m glad your doing it for good reasons, even if I don’t like how you go about it.”

He gave a helpless shrug and looked out into the masses saying, “I do better undercover or hidden away, not much for a upfront approach.” Looking back at her blank face, he gave a confused look as she said with sarcasm, “Of course not, after all, showing your true from without warning isn’t upfront at all.”

Unable to contain himself, Masquerade laughed at her words, and was soon followed by Twilight herself as she was caught up in his laughter.

> The Infiltrator
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Light from the suns rays warmed the field of flowers on the outskirts of Ponyvilles outskirts. Butterflies fluttered about from flower to flower and gathering the nectar from within before taking off to the next.

Nearby, at the base of a tree and on a blanket, sat Twilight who was once again going over the scroll she had on changelings. Nearby was Rainbow Dash, who was up in the branches of the tree and relaxing the day away while Twilight continued to go over her ‘Science stuff’.

“So…” Rainbow dragged off, lazily swinging a fore hoof as she laid on the branch just over her friend, “What have you been up to?”

Not looking away from the text, Twilight told, “Mostly research on some effects magic has with a ponies emotional state.” Scrolling down some she continued, “From what Masquerade told me, unlike us ponies, changelings only have one color for their magic. The reason for it was that most of emotion that mixes with the magic is taken out, leaving more refined magical energies.”

Smiling up at her winged friend she told, “I think this happens to be the key to figuring out how to make that green fire he always makes…Changeling Fire he called it.”

Dash smirked at Twilights excitement and grind, “You don’t say.” And began to devise something in her mind, “And he helps you with this?”

“Not yet, but I did convince him to do a demonstration later tonight, and a few other things.” Twilight said with a smile, unaware of Rainbows growing grin.

“And it will be the two of you?” Getting a nod from the unicorn she pressed on, “Alone in that lab of yours while doing experiments on magic?” Another nod and a 'yep' came from the mare at the base of the tree.

“Sounds like a nice date for eggheads!”

What almost became another yes quickly turned into splutters of confused words and fully flushed face. Rainbow Dash held her hooves to her face and snickered at Twilight overly embarrassed state.

Shaking hear head to free herself of her flushed face, Twilight glared up at the pegasus that was getting close to laughing off her branch saying, “I thought you didn’t like him?” Watching as the blue speedster calm down.

After regaining her breath she airily said, “Eh, not really. I mean, the guy is too much of one of those secret agents that you might find in a book.” Looking down at Twilight’s imploring eyes, she told, “I tried to follow him now and then.” Crossing her hooves and huffing, “Slips away every time.”

Smiling at this and looking back at the text before her, the unicorn absently said, “Well, I wouldn’t be surprised at that.” Knowing that Dash was more than likely staring at her now, “He did say he was the best at infiltration.”

With her jaw hanging open Rainbow shouted, “You mean he‘s a spy!”

Looking up at the pegasus, then back down to her scroll, she said, “Something like that, yes. It‘s a roll that some changelings can take on to not only spy on others, but act as police with greater investigation skills.”

With a silence falling over the two, Dash finally spoke, “So, they are like secret agents?”

“It‘s not that simple Dash.” Twilight shook her head, taking a moment to think on how to explain, “To be a ‘Master of the Cloak’ is to become a…” Taking this moment to look at the scroll real quick she said, “Individual that sacrifices trust for the safety of their families and clan mates. Thus, only those of his or her clan will trust the Cloak welder, where none else will.”

Looking up at Rainbow Dash who was stetting upright now, rubbed her chin slowly in thought before nodding to herself, “Yea, so totally a secret agent!”

Twilight face hoofed.





“Well, what do you think?” Masquerade asked from his spot in the grass, laying down as if to take a nap. The way he had his eyes closed and remind nearly motionless would fool most into thinking he was in a deep snooze. Or dead, if he would to hold his breath.

On either side of him were his two cousins, who were looking at the three flower ponies Rose, Lily and Daisy. The two sisters watched the three interact in such harmony, that it almost felt wrong to spy on them like this. But with the tail-tell signs of one of them being changeling, they understood why Masquerade had asked for them.

“They are certainly a well knit group.” They responded to his question, “We would dare say they were sisters, if you did not tell us otherwise.” The pure love the two earth ponies gave off was very much hard to resist to take. To know that one of them was having an all you can eat meal, and also sincerely liked the company made them all the more curious as to who it was.

Feeling the spike in both twins, Masquerade peeked an eye open saying, “Patients you two, we need to gather what information we can before initiating contact.” This was quickly fallowed by disappointment that would only fade away moments later.

He closed his eye again and refocused on his surroundings with his ears, nose and sixth sense that allowed him to feel and taste emotions. In his minds eye he could see nearly every pony that was a hundred feet away, and could just barely taste their current emotion.

The thee they were spying on were just on the edge of his range, making it next to impossible for him to have a accurate fix of what they were feeling. But one thing was for sure, they dearly loved each other.

It was a marvel to the changeling heir at how caring ponies were compared to most other races. griffins had a tendency to challenge one another to fights due to prideful ways and honor bound blood.

dragons were greedy jerks most of the time, unless they had time to mature some and actually be wise, in which case, become windbags instead of jerks. And minotaur’s were more than not blunt brutes that got by with more physical force than creative thinking. The last was rather ironic, as they were very good and imaginative smiths.

“What of the others though?” Ivory asked, glancing about for any other ponies that could be changeling. “When do you plan to make contact with them?” Ebony voiced, following her sisters example to take a quick look around.

The stallion took his time to think about that and consider everything he currently knew of them. Goldengrape would be difficult to approach, as he works mostly alone in his little garden of assorted grapes. The best way to know his habits is by getting more information from Berry Punch, who buys most of his produce for her wines.

Serenity will also be a challenge, only in his case, he’s constantly surrounded by ponies. pegasus ponies, that he knows very well. The best course would to possibly trick him into fallowing a pretty face before making contact.

Roma will be a simple case of using some key words to get his point a crossed, while not making a scene. So far the mare has shown to be assertive and stubborn, true, but also shown to slip up on her thinking.

Toe-Tapper would be another simple matter, perhaps even more. Rarity and Big Macintosh know him and practice in a singing group they have come to call ‘Ponytones’. Contact will be quick and easy, and maybe speed relations with pony and changeling.

Rain Dance would be a more moderate challenge, likening to have time alone and with a select few friends. Getting close for contact with her will call for the twins help possibly, so until then, he was going to aim for the others.

“I‘ll think of something, but for now, Daisy should be the first one we make contact with.” Masquerade told stretching his neck out some and laying his head back down. Admittedly, he was feeling a tad drowsy with the sun warming up his back as it did and making his muscles relax. Didn’t help that the twins loved to cuddle with others, and would seize the chance to do so with him if he took a nap.

Why do pegasi have to be so soft? He questioned in thought as he felt the two lean more on him. He peeked an eye open in time to watch them lay their heads over his neck and pin him down. He gave a groan at this, but did nothing to shake the two off.

Hearing his weak protest at this, the two mares merely giggled at him and snuggled into him more and bring out a wing each to act like a blanket.

It was at this moment that the three earth mares got up and walked off while engaged in another conversation. While they got away, Masquerade just stayed where he was and let the two sisters take a nap on either side of him. With a resigned sigh, he closed his eyes and let himself drift a bit into rest.

He could always track his quarry latter.





Rainbow Dash held a slow speed next to Twilight who was carrying her things back to the library, while she continued to think over what she was corrected on more than once, “So, he‘s something called a Master of the Cloak, which is a fancy title for master Infiltrator.”

Looking down to find Twilight nodding she continued, “And to be an infiltrator in the first place is like saying no pony can trust you, because your known for not playing by any rules or being fair?” Once again she got a nod. Seeing she was on a roll so far, she went on, “Only family, friends and even others of your clan can trust you, because they know you.”

Thinking for a moment she said, “I think I got it.”

Twilight beamed up at the robin blue Pegasus, proud that she finally was able to hammer in the facts. “A changeling clan is like one big group of super secret spy agency!” And abruptly faceplate into the road from tripping on her hooves from the sheer surprise and absurdity.

Rainbow Dash stopped in place and looked down at the unicorn who’s face only showed a somewhat irritated blank stare. Giving a huff and getting back up, she brushed her coat off some and picked up her dropped things.

Twilight could continue to wage war on Dash’s unique way of seeing Masquerade’s skill set and its proper name, but it would be futile. After all, she spent the last half hour trying to get her to say it right, going as far as to explain it as much as she knew.

“Was it something I said?” Dash asked, somewhat bemused at her friends reaction to her statement. It wasn’t the fact she was doing it to annoy ‘Twinkles Egghead Sparkle’ but how she truly saw it all.

But she had to admit, being a secret agent of sorts was rather cool. But I still want to have a little chat with that guy, she reminded herself, still remembering Twilights state of mind when she told them all about changelings.

She had to corner the slippery stallion first though, and so far, that was proving to be a big hassle as it was. It was nearly impossible to keep track of the guy, even more so when she remembered that he could be anypony passing by.

As much as she wanted to tackle the suspect pony, she knew doing so would not only draw a crowd, but also make her out to be less cool for pinning down the wrong pony.

I’ll catch you yet, you son of a donkey, and when I do you better tell me everything I want to know! Rainbow Dash never viewed herself to be a pony to hold grudges, or one to be overly suspicious of others. But this ‘old friend’ of Twilights rubbed her wrong when he put her through with what he did.

True things have seemed to have fixed itself between the two, but she wasn’t going to let it go until she knew why. Friends came first, so for the coolest pegasus in Ponyville, she had to make sure this faux unicorn would not come to hurt Twilight any more then he’s already done.

All this was pushed aside in her mind as Twilight shook her head after some moment of silence saying, “No, its alright Rainbow Dash. I guess I‘m a little worked up still from what I found out recently.”

“And what’s that?” The athlete asked, doing a roll over the unicorn and landing to her left to trot right next to her.

Casting a quick glance around for any ponies nearby, Twilight quietly told, “Masquerade thinks he‘s found more changelings around town.” This made Dash halt for a moment in shock.

She shook herself free of this a moment latter and caught up with the unicorn saying, “Seriously, how many, and how does he know?” It was unnerving to know that she knows of three ponies that can change form at will and be anypony any time they pleased. It was even more so when you find out one of them is apparently a master at it, and can fool even the best.

However now, she wasn’t sure what was more frightening. The point there were more changelings wandering about without their notice, or the fact Masquerade noticed them and not get noticed by them.

“He gave me a small lesson when we got back to the library on a changeling types.” Twilight said while thinking over the recently new information that she had gotten, “First, are the heirs. Masquerade with his cousins, Ivory and Ebony, are heirs. This makes them the most strongest, fastest, smartest and even toughest of changelings. They are meant to take leading roles in their societies, or clans.”

Casting a quick glance at the pegasus to make sure she had some time to absorb the information she continued, “The next type are known as common‘s, as they are more or less, common everyday changelings. They are weaker, slower and not as smart compared to an heir. Masquerade said that to compare the two, would be like comparing a common wasp to a giant hornet.”

Giving the slightest of shivers, Rainbow said, “Eh, don’t remind me, those things are huge!” She had seen a giant hornet before. Fluttershy had found one rather hurt, and being the kind mare she was, took it in and helped it heal back up.

Dash, however, was not nearly as thrilled when it decided to land on her during one of her visits. That things stinger was one-forth of an inch long, and having it on your snot buzzing didn’t help much on the fear factor.

“Yes well, anyways.” Twilight coughed a bit at the other mares thoughts on the subject, “This is part of the reason Masquerade could find them, they are not as strong, so can't hide nearly as good either. This also means that they wouldn’t notice him, as he could hide the fact he was changeling.”

Made sense to Dash when put like that. Thinking about it, she could almost see it in different terms like pegasus and griffon. griffons were great at long-distance flight, had greater strength, better eyesight and wings meant for soaring.

While somewhat weaker in these areas, The Pegasi were faster, more agile, had much greater control on weather in general and having different wings made for quick take off. The difference in this case, is that one is common, making the other less common?

She didn’t have time to ponder it much longer as Twilight went on with her teaching voice, “The last group are the Drones, that are essentially the lowest point a changeling can be. According to Masquerade, they nearly have the mentality of foals, meaning that the only way for them to complete a task is through sheer numbers, or good instruction. And apparently, they come in greater numbers because of this reason, and can be seen as honey bee's compared to the other two.”

“Hold up, how many are we talking, because this is sounding like some sort of swarm of bugs.” Rainbow Dash cut off at this, trying her best to keep all the information in check.

Thinking on it for a moment she told, “I‘m not completely sure on numbers, but from what I have been told, most changeling clans have a one or two percent of heirs, thirty to forty percent for commons, and the rest would be drones.” For Twilight, this implied that commons would hold a rather significant role in the clans to help support and lead the drones, while the heirs kept the commons in line.

She didn’t hold the smile that formed on her face as Masquerade put it when she point this out as he told, “It’s rather like how you ponies work on some level, you and most ponies would be the drones, making the bulk. The nobles would be the commons, having higher standings and keeping order. Then, at the top, would be the heirs, or in this case, Celestia and Luna, who keep the commons in line and make sure things get done.” To think that the nobles would be equal to something common just left the unicorn wanting to laugh.

“So…a lot right?” Rainbow asked, scratching her head and thinking the numbers over. She knew the Apple Clan had something around thirty members, not including the newest generation that she didn’t know yet. So if she were to line that up with what Twilight told her, that would mean Granny Smith would be an heir, and her progeny would too, making Big Mac, Applejack and Apple Bloom all heirs.

Seeing as thirty to forty percent would be commons, that would mean about ten of them would be commons. That leaves what, fifteen or something left? She asked in her mind a tad confused. She was sure she missed something, but that was how it all added up to her.

“I can‘t say for sure how many, but I‘m thinking around fifty or more in one clan, with about seven of them being heirs at the most and two at the least.” At these words form the more learned unicorn, Dash could see it in her mind and feel almost small at the idea.

Sure she loved the attention she got from others and even crowds, but there is always some anxiety from seeing so many expectant eyes on you. If Rainbow was honest with herself, she would almost feel nervous of being in Masquerade’s horseshoes.

Having the knowledge that everything you do reflects on the clan you would one day lead, it was possibly something terrifying of its own accord. And if she was further willing to admit it, she would see that this puts the Infiltrator in a hard position, as his skill set calls for distrust from others around him. Even if his clan were to trust him, it still put strain on his image as any slip up would be a big hit to it, regardless of status.

Unknown to the pegasus, these were thoughts Twilight had come to at some point, and knew there was even more to it. Ever since she reunited with him that faithful day,  he was all but exiled from his home. He left on his own, making him separated form his family and clan, who were the only ones that could support him. If she had not met him when she did, he would possibly trying to make it on his own without any help.

But he’s not alone. She told herself, Masquerade has me, and my friends, and even his two cousins. As long as he is honest with himself, he can always come to use for help. But if anything, he won't. She knew this for a fact, ever since they were little. He did not talk about his problems to others and bottles them up.

Scrunching up her face some, Twilight decided there and then that she would make sure that he would get the help he needed. Willing or not, he was getting it, and there was nothing he could do to stop her!





Then I could come out and initiate contact. Masquerades face scrunched up just the smallest bit before discarding part of the idea, no, if I came out of a shadowy place it will possibly put Rain Dance on the defensive. Could initiate contact by being a close friend will only cause later mistrust.

Numbers of first contact scenario’s played through the master infiltrators head again and again, as he worked out possible ideas as to contact the unknowns and find their motives. 

So far, none have shown the most basic behavior for undercover agents. They didn’t seek targets or enter other homes without the owners knowing. They spent a good amount of time around certain ponies to feed on love in general, but seem to do good on any free flowing emotions that the town had generated over time.

Each has some form of a job and willing do so when needed. They all have homes, buy food, have livelihood’s, loving friends and even shy romantic interests in the ponies. This all says permanent stay, and was possible they just liked being around the ponies and have no malice intent.

But I’m an Infiltrator, and it is my duty to make sure they are not a treat currently. No matter what, it came back to that. He could not afford to make any mistakes with new changelings in the immediate area. With the Invasion looming closer by each day, he had to forage alliances, send warnings and prepare for the inevitable.

But this all meant noting if he didn’t know where the whole swarm might strike first. Being changeling helps with infiltrating and replacing others, to do quiet invasions to get a strong foot hold. Or they could all sneak deep into enemy lines and suddenly attack without warning.

He gave an internal hiss at getting ahead of himself again and thinking of things he could not work on just yet. Focus on the here and now, he reminded himself, then I can worry about such things when Sham gets back, he should have the information needed by then.

His ear twitched as one of the two sisters still leaning on his side gave a slightly distressed whimper. Calming himself, Masquerade knew they felt his irritation and thought about more happy things in his life.

The things he enjoyed, like the challenge of sneaking around without being caught. The amusement he got from successfully tricking another. The accomplishment he felt for every successful infiltration. The thrill of being followed or chanced by another before pulling a fast one and escaping.

Then there was those who he cared for. His older sister Eml and her uptight honor that made sure all ran smoothly and made sure her siblings grew up right. Watching them when they were young and giving discipline when needed.

Or Copper and his insistent training with wooden weapons, using a halberd to make sure his sneaky younger brother would be ready to fight. Then when worn out, would play games that tested his  mind and challenged him to lead those that would be under him.

Grove was a patient sibling, always teaching him how to cook and make potions with the surrounding flora and fungus, and get him into using illusions and acting. He missed his brother that smoothly rhymed like the tribal Zebra’s.

Trick and Treat, though annoying, were a laugh to be around. So imaginative, so creative and even fun to hang out with if they weren't playing a prank on you. He did miss his younger sisters too.

And little Lily, that oh so adorable baby sister of his that seemed to take after fellow bookworms with curious wonder of the world she lived in. Masquerade almost longed for the day to hold his youngest sister and stroke her silky mane, telling her all the missions he had gone on.

With some sadness, he also missed his Mother. Despite the argument they had parted with, he still missed her. He missed her loving embrace. He missed the comfort she gave when he was downhearted. He missed her counseling when he was not sure what to do. He missed his Mother for who she was, and owed everything to her.

The twins at his sides seemed to make him smile some, as they were also precious to him. They were like the overly touchy sister that didn’t know the meaning of personal space. But you could not help but love them all the same.

Then there was Twinkles.

Both Gem sisters seemed to snuggle closer when Masquerade thought about the one pony he would actually protect, even against his own kin if it came down to it.
> Contact
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Shadows flicker about in the low lighting that was the lab that Twilight had made in the basement of the library. On one of the more cleaner tables made of steel sat a log that was alit with green fire.

Two curious eye watched the flames erratically move about as they burned the bark at a rather quick rate, leaving light but notable burns along its sides. Masquerade stood nearby with a bucket of water filled with ice and a potion mixture made to put out changeling fire.

Twilight looked the fire over carefully before scanning it with her magic. Almost as if throwing something like paper onto the flame, it grew in size and burned hotter before it died down when the magic was cut off.

“Why does that keep happening?” She voiced to herself, getting fed up that she couldn’t scan the magical flame.

“Remember what I told you?” Turning her head back to Masquerade, he reminded, “Your magic has emotions mixed in, so every time you go to use any near it, the fire will grow in power.”

Looking back and forth from pony to flame, she chuckled lightly, “Right, forgot.” And went back to observing it. Stepping back some to use her magic, she eyed the green fire to be sure it didn’t get any bigger and started to write down what she had found out.

It was true that the faux unicorn that still lived in her home gave all information on the green fire he called changeling fire, but she could not help but perform tests on it to know its inner workings. She could now see why he said she could not learn how to use this unique fire spell. The fire is made is such a way that it not only feeds on burnable things, but any emotions that might be in it.

This meant that it could still burn on its own without much fuel, and only scorch objects then outright destroy them. This also meant that if Twilight ever wished to use it, she had to find a way to not only take most of the emotion out her magic, but make the fire feed on said emotions. The idea was a paradox in its own right, as no pony can cast magic without some amount of emotion in it, making it only changeling able.

It was these same facts as to why Masquerade brought along his bucket of ice water that was mixed with some potion he had. Knowing that the fire can feed on emotions, that meant it can potentially burn on water. So icy cold water with a potion mix that destabilize magic was the recipe needed if it ever got out of control.

Tapping her chin, Twilight asked, “Are you sure there is no way of duplicating this spell for ponies?” And walked around the table at a distance, noting how the flame grew some if she got in touching range.

“Well, there are some variations of it, but nothing a pony could replicate.” Masquerade admitted in thought, “But, I‘m sure if you wanted, you could find a way of making a pony version of it.”

Putting her notes away for the time being, she tapped the floor in some thought, “And how would you propose that?” Waving him closer so the bucket he held was in range.

Walking over and setting the bucket at her hooves, Mask watched as she took a rather long steel stick and held it to the green fire. Unsurprisingly to the stallion, the fire took hold of the end that was stuck in and stayed in place while the curious mare moved it away. “Simply, if you can't make a fire without the emotion, why not figure a way to make one that sustains itself on the emotion.”

Seeing the lavender unicorn stop in place, he continued on knowing he had her attention, “I know a variation of the spell called Savage Fire, uses raw hate or rage to power it and cause damage.” With her now fully facing him he said, “Why not do something similar, only with more balanced emotions?”

As she kept her eyes on him and carefully the end of the metal stick into the fire extinguishing water, she questioned, “Couldn’t you do something like that on your own?” Wondering how something so simple could not have been done yet.

“Changelings don’t have enough emotions flowing into their magic to do something like that.” He shrugged, “In theory it should be possible, but no changeling has ever been able to do it.”

Looking to the small log, she used her magic to pull up some metal clamps to grab the object and dunk it into the bucket where it all fizzled out. Using the same clamps to pull it out of the freezing cold, anti magical water, she dumped them both on the table and grabbed her notes while heading for the stairs with, “I think I‘ll experiment with the idea.”

With a small smirk he nodded, “Go on ahead Twinkles, just make sure to keep a bucket of that water I had around. Changeling fire isn’t easy to put out.” And followed her up the stairs to turn in for the night.





A small yawn was given as a pegasus pushed another cloud next to a group of graying ones that had been gathered for the last two days. A rainstorm had been scheduled to hit Sweet Apple Acers soon, and with how warm it had been getting, they figured the rest of the area would need it soon as well. Rainbow Dash in particular, had spent all of the previous day gathering some clouds and also finding good boundaries to keep the storm in.

One such boundary was from the Everfree and its ever out of control weather that would slip by the weather patrols now and then.  She and the rest of the pegasi didn’t want any of the rouge clouds drifting in and cause the storm to go out of control, that would invite too much trouble and clean up for them.

So far most of the clouds needed had been gathered, meaning all that would be left was to get it started and keep an eye on it while it did its job. Stuffing another cloud into the ever growing storm cloud, Rainbow gave a slight yawn and stretched her limbs.

She didn’t get her nap in yet, and this had left her slightly drowsy some. It didn’t help that she had to pull a longer shift the other day after one of the weather ponies had called in sick, while she and Cloud Kicker did the work that needed to be done.

A slight bump on her shoulder brought the pegasus out of her musing as Cloud Kicker gave her a look over, “Tiered from last night?”
With a confident grin, Dash shot back, “Are you kidding, this works just so boring it‘s putting me to sleep.” And shoved another cloud into place.

“Sure, what ever you say boss.” The other mare rolled her eyes while keeping her wings beating enough to guide a few more grey clouds closer. Dash only scoffed at Kicker's amused sarcasm and went back to stuffing the clouds together.

Looking down for a moment, Rainbow caught the sight of a rather familiar body making its way through town. With slightly narrowed eyes, she tracked the black body of Masquerade, asking herself where he was going.

Noticing her bosses attention was elsewhere, Cloud Kicker looked down as well and spotted the same black Unicorn that was making his way through town. Looking up with a gleam in her eye she asked, “Spot something you like?”

“Huh?” Was all the cerulean pegasus said and turning her eyes back to the grey mare somewhat confused.

“I have to admit, he‘s a bit cute, even if a bit on the scrawny side.” Cloud said and nudged the other mare, “So who is he?”

With a few more blinks, Rainbow was able to put it together and felt even more awake then before, “Whoa, whoa, whoa- hold on!” Putting distance between her and the interested Pegasus, “I don’t have a thing for him, he‘s just some guy that my friend knows from way back or something.”

Still amused, Cloud Kicker nodded her head, not convinced in the least. Deciding to eliminate any sort of doubts, the athlete continued, “I‘m just not sure what to think of him. He said some stuff to Twilight that got her all worked up, and I have been trying to get him cornered so I can ask why he put her through such a rough time.”

“And this was recent?” The grey mare asked as she pushed some clouds into place, actually considering asking the guy out. Haven’t been on a date for a while, might be fun. She concluded to herself.

“No, it happened, what a week or so ago?” The blue pegasus told, helping push the clouds together, “Twilight says they worked it out, but I still want to know what that guy was thinking.”

Thinking for a moment, Cloud Kicker looked from the storm cloud to the almost gone form of the black stallion and asked, “When are we breaking up this cloud?”

“Two days, three if the apple trees in the orchard really need it, why?” Rainbow asked in return, gathering a few clouds that didn’t seemed to what to stick with the rest.

Giving a sly look she said, “If one pegasus cant catch him, what about two?”





Twilight wrote on a scroll quickly while looking over her notes and a few books of magic she had laying about the table before her. In his little corner of the room, Masquerade read over his own book, giving the working mare a glance before shaking his head.

She forgot about her food again, He stated in his mind as a plate with a sandwich sat on the table unattended to. Looking up to it and then at Twilight, he considered floating it away so when she goes to take a bite, it would be gone. Then after she searching around for a moment, return it to its plate, where she would be decidedly confused.

Meh, maybe later. He shrugged, going back to his own reading. Before he could read any further, a weight settled on his head and got him to look up. Just within view was a feathery head that said, “Who.”

With a slight grin, he gave a taste to the birds ever tiny emotions asking, “Hungry are we?” With an excited hoot, the owl jumped off his head and flew to his perch where an empty bowl was hanging. With a shake of his head, he put the book down and went off to do the task of feeding the bird.

With the bowl filled, and a rather happy Owlowscious, Masquerade tuned away and was about to go back to reading before stopping at the window. Looking out, he could see Daisy. Without her friends. Alone and by herself.

A chance to make contact without alerting the other two. This was a chance he was not going to pass up, and with a quick rush to the door, Masquerade walked out and began to follow closely.

Already he was starting to devise ways to make contact in a way where she figures out he’s a changeling, rather him put her on the spot. If he puts himself in a position that  makes her think she was in charge, then he could see where her allegiances lies. After a few ideas run through his mind, he decided to run with one that should put her on the defensive, and changed his path.





Going about the market distract of Ponyville, Daisy with her saddlebags filling, was going about shopping for groceries. Rose Luck was out picking up a package of seeds that would be coming in at the post office, while Lily Valley was getting a cake for later tonight.

“And that leaves me with groceries.” She huffed lightly while searching the stalls around her for Roma. Out of all the days they run out of tomatoes, Roma didn’t seem to be anywhere in sight.

With a shake of her head, she decided to forgo the red fruit for now and get the next thing on her list. Reaching back and grabbing the said item, she gave it a quick once over.

Cherries, loaf of bread, apple juice, jar of mint… she wasn’t sure what they needed mint for, but she supposed it had something to do with the cake Lily decided to get that day. She would find out when she got back home, that was for sure.

Putting the list back, she gave a look around for the next stand and gave a smile at the one with Applejack in it. When she began to make her way there, she started to slow down some at the sight of another mare. One she wasn’t familiar with.

Next to the apple mare was a pegasus mare with a white coat and silver mane. Giving a quick glace at her cutie mark, she felt a frown come over her face. She knew the Apples fairly well, and helps with tending to the trees if they noticed something wrong with their trees that they didn’t know how to fix.

She may not have any idea about sicknesses that might affect apple trees, but she certainly knew of a few other plants or funguses that could cause problems. This was besides the point, despite knowing Applejack and her family, she didn’t recognize this pony. True, she has seen her around town lately, but that was with a nearly identical copy of herself.

Coming to a complete stop, Daisy gave the mare another once over with some confusion. For every instance she had seen this pegasus, she could not help the feeling something was off about her. If she was fully admitting to herself, she would also mention some certain happenings in town.

Every now and then, she and the girls would hear the most interesting things about what goes on in Ponyville, and would even trade what they find out. But lately they had noticed…differences in stories. 

She turned away and made for a different stand, one that was giving out bread while she thought over with what she knew. More than once had she and the other two heard a story that involved a pony that apparently was seen in two places at once. At first they blew it off.

However, since those two mares shown up, she was not to sure. It wasn’t often, but they would show up in places now and then, and didn’t act like most ponies did. Ponies in general have interesting personalities, but those two acted even odder.

This was all from the rumors and gossip that floated around, so she didn’t know how much was true or just generated, but in either case, she wasn’t sure what to think of it.

Reaching to the stand and paying for the bread rather quickly, Daisy made to move to the next stand, only to run into somepony. With both crashing into the other, she was given a rather, “I‘m terribly sorry, I was lost in thought.”

Opening her eyes and looking, she saw a black as night stallion with a mane that was a bluish green. When he stood up, he lit his horn with a way to familiar color green to her likening, and gathered her things.

“Clumsy me, spilling your stuff like that.” He tasked to himself, putting a hoof out for her, “Need a hoof up?”

Warily taking the offered hoof, he pulled her up and set the bags onto her back with an uneasy smile. She gave him a suspicious look that seemed to only further awkwardly smile saying, “Not a problem…”

“Masquerade, nice to meet your acquaintance!” He nodded his head, “Sorry, I was on my way to see this pony and…well, bumped into you.”

“And who would that be?” She asked somewhat curious.

With another smile, this one more relaxed he said, “Rose Luck, I was told she was good with flower arranging!”

Not many ponies know about that, Daisy noted to herself. In fact, the only ponies that knew were her, Lily, and the local seamstress. It was a not very known fact because Rose rarely did any outside jobs and stayed at the stand she had.

“It‘s her day off, I don’t think she‘ll be able to help.” Daisy told the stallion slowly, getting the same vibe from him like that mare near Applejack. She wasn’t sure what it was, but after seeing the near replication of his black coat, mane color and sickly green magic, it was sending her a bad feeling.

All he needs is a couple of-- Daisy’s thought seemed to halt at the almost glowing green eyes that gave her a curious look as her brain finished, green eyes.

Swallowing a bit and darting her eyes around she offered, “But I might be able to ask her?”

Seeing his face light up he told, “That would be great, could we do so now?”

“Now?” She asked.

With a nod he explained, “You see, I won't be around long, so I wanted to get this job done.” And walked next to her, as if ready for Daisy to lead on.

“What is this job?” She asked the stallion that seemed to seize up a little and look as if he was trying to come up with an excuse. She could feel the uncertainty roll off him, and she distinctly noticed that even felt off.

“It‘s a, uh, job to see how flower arranging works?” And gave another ‘I’m lying badly’ smile that said otherwise.
Letting the gears turn in her head, the pink mare started to form a plan in her mind, smiling the most sincere smile she could saying, “Well, Rose is good at it, maybe she can teach you something.” Walking off with him close behind.

Making sure to keep tabs on the distracted stallion to be sure he was following, the flower pony herself went over the plans in her mind and chose as to how to make it work. With both her friends out, she had to think of another way to deal with this Masquerade then what she normally had planed.

“So…” Masquerade spoke up, “Nice weather huh?” Referring to the almost cleared skies above them both. The weather team had started to remove the storm clouds that morning, and some still lingered about.

She nodded a little with, “Could be clearer.” Watching a rainbow streak fly overhead and obliterate a good number of clouds in its wake.

Chuckling to himself, Masquerade said, “Yea, ponies seemed to love their clear skies.” The way he dragged out the word love sent a chill up Daisy’s spine and get her slightly quicken her pace.





Still holding a fake smile that wouldn’t fool anypony, Masquerade followed his target right to her home. The original plan was to get her to feel she was in charge of the situation and make her overconfident like she could handle him. What he got was nearly the complete opposite effect.

Fear, uncertainty and panic were more prominent than they should be. The only conclusion he could get was either this changeling was trying to hide from other changelings, or was a rouge that has been on the run.

“Are you alright, you seem fidgety?” Even with these words, he could still feel how uncomfortable she was. Her body would slightly tense up, muscles coiled and ready to move on the moments notice. She was suspicious he was changeling, just like he wanted, but why was she so afraid?

Putting a hoof to the bronze handle on the door, Daisy turned her face to Masquerade smiling with the slightest nervousness, “Here we are, make yourself at home!” And pulled on the handle to swing the door open with more force than needed.

Moving aside to let the stallion in first, Masquerade knew that going in first would expose his back and putting her in the position of power. As long as he made no passes to tell her his skill level, then she’ll spill. Still with his fake smile on his face, he nodded and walked right in without a worry, adding a little strut as if he accomplished something big.

The smallest of confidences blossomed in Daisy’s being when she had seen how he walked in like he owned the place. She was sure, without a doubt, this was a changeling. To what clan was still to be found, but now she was sure and the way he moved about suggested an amateur.

Closing the door and making her way passed him with more confidence in her stride she asked, “Are you thirsty, it will be a while before Rose gets back.” Seeing his nod, she gave a pleased smile and trotted to the kitchen to get a special blend for a situation like this.

Looking around the room, the faux unicron walked over to a small wooden coffee table and took a seat on one of the pillows set on the floor. He was initially confused why Daisy didn’t take her chance to attack with his back turned. When she offer a drink though, it told him that she planed to spike it with something. But that only tells him she was stalling, as it would take time for anything like that to take effect.

Casting his gaze about the room, he took note of the couch at the far side of the room, over it hung what seemed to be a ceremonial sword. Nice sword. He could only think while looking at its silver polished edge.

Looking to the walls, he noted the lack of windows, making escape harder if he were to attempt it. Most of the door frames had strung bead curtains hanging on them, meaning he couldn’t sneak through them without making some form of noise.

Looking up, he noticed a small chandelier overhead. Embroidered into the steel limbs were lines of green glass that added to its beauty. He narrowed his eyes at the object, unable to hold back the grin that formed on his face. Clever girl, using an overhanging object with small bits of changeling resin inside the glass. If I’m right, anypony sitting under it would have their access emotions gathered for latter feeding.

There was more to it then that. If he was further correct, then it was possible this changeling knew how to make it also absorb a changelings reserves while under it. And that would mean it would weaken his immune system, making the drink work all the better. Clever girl indeed.

He could see why she wanted to lead him here, it was a perfect trap for changelings that were unaware of such things. So he was glad that he wasn’t that careless. He wouldn’t be surprised if the sword on the wall was the real deal, and was there for easy access.

The door outside was slammed open without warning and making Masquerade almost go into a defensive stance. Right after the door was opened, another mare that he had come to know as Lily Valley, came dancing in while balancing a box held by twine in her left hoof.

She hummed happily to herself while she danced about the wooden floor, doing an impressive job at holding herself up with just her back hooves. Using her right forelegs during a spin, she swung the door away from the wall some before re-slamming it closed while in a forward bend.

She has some pretty good balance. Masquerade commented in his head while the mare continued her dancing some. Right as she was passing the middle of the room, her eyes caught sight of him, and sent her into a screeching halt.

Blinking to make sure she was seeing what she was, she could only give off a unsure, “Uh…” Completely caught off guard at the situation before her.

An awkward silence descended on the two, neither one really sure what to say. Both were, admittedly, caught off guard from the other. For Masquerade, it was how well this mare could dance on her hind legs as she was. For Lily, it was the question as to what a strange stallion was doing in her home and just witnessed one of her…unique moments.

“Lily, is that you?” Daisy called form the kitchen, “I need to talk to you!”

Looking from the Unicorn stallion to the kitchen she yelled back, “Who‘s the stud, and what’s he doing in our house?”

Beads clicked as they were moved about when Daisy poked her head out from the kitchen saying, “He‘s a guest, now would you get in here!” Pulling back in to finish her brew.

Giving the stallion one last glance, he shrugged in return as if unsure himself. Having a confused expression on her face, Lily got back on all four hooves with the box safely on her back and trotted to the kitchen.

All the while, Masquerade watched the mare walk by and replaying the odd show in his head a few times before shaking his head, mares, confusing bunch they are. And went back to examining the room once again, like the flower pot with a nicely growing tangle of roses growing in it.

The clicking of beads called for his attention once more and looked over to a Daisy, who calmly carried a trey of warm tea on her back with a confident smile. Next to her, Lily showed to be less sure of herself and also gave off some nervousness as she got closer.

Masquerade held his mask of obliviousness as to what was going on. He was sure the tea would be mixed with something, so he set his own countermeasures into action. Rising the flower pot of roses up with his magic and setting it to his left side to make room for tray saying, “Thanks again with the help, I didn’t want to spend my time here and not get a chance to meet Rose Luck.”

Setting the tray down, Daisy hoofed out each cup of tea smiling, “Well, what sort of mare would I be if I didn’t help another pony out now and then?” Taking a seat next to Lily that was to Masquerades right.

They waited expectantly for him to take a sip, and seeing as he had no choice with them watching him, took the tea cup into his magical grasp and took a sip. Placing the half drained tea on the table he told, “That’s rather good. What blend is it?”

“It‘s called Honey Spot, it‘s something Lily taught me to make a few years back.” The mare told, nudging her friend to say something.

With a quick nod, Lily said, “Yep, most of our teas are made with the flowers we grow!” And trying her best attempt to keep calm.

“You don’t say?” He asked, taking up the cup of tea again and slowly rotating it in his grasp, “I would have not noticed if you didn’t tell me.” Lily’s fidgeting seemed to only increase a little while Daisy rubbed her friends hoof to calm her.

With a curious look Daisy asked, “You said you wanted to learn flower arranging from rose, any reason why?”

The infiltrator went back into a slightly nervous posture and sat up a little more while placing the tea down with a tad more force. He made sure that his eyes made faster motion when looking between the two and show some classic signs of being nervous, “Oh well, you see…” Dragging on his last word to make his act more convincing, “I, uh, wanted to learn more about it because I was going to do some at a party?”

The fake earth mare gave a even less convinced look with Lily, who was showing signs of  being anxious. Looking down at the still filled tea cups, he said, “Aren’t you going to have some of your tea?”

Giving quick glance down at their still full cups, they gave the other a look, unsure how to respond. From Masquerades view point, it seems Daisy was in a bigger rush then he thought in laying her trap. Looked like all the tea was poisoned, and they weren't sure if they should drink of it.

With shaky hooves, Lily went to reach for her cup and slowly lifted it.

And completely fumbled with it as the door slammed open for the third time that day, sending the cup to clatter on the table as Rose came trotting in talking rather loudly, “And you have no idea how rude the guy was, I had to mare handle him out the door and into a trash can just to get rid if him!” And swung a hoof for emphasis.

“Sounds rough…” Said a less interested Rainbow Dash who was sulking behind the flower mare.

The pegasus beside Dash on the other hoof, only seemed to nod, “I don’t blame you, after how he went about hitting on you like that, I would have done the same.”

Though he had his feelings under control, Masquerade could not help but panic at the sight of Rainbow Dash being there. What is she doing here? The weather hasn’t been cleared away completely. With a quick look out one of the windows to confirm this, he looked back and held the urge to grind his teeth, this could go south real fast.

The other pegasus, he didn’t know. He has seen her around, but hasn’t gotten to knowing who she was, her occupation and what not. She was an unknown, and there fore added to his current dilemma.

When her eyes locked onto him, he knew something bad was going to happen there and then, “You must be Masquerade, Rainbow Dash told me about you!” Yep, something bad indeed.

“Oh, so this is who you were talking about Cloud Kicker?” Rose asked, giving the stallion a once over, “I agree, cute but scrawny.”
The Infiltrator wasn’t sure how things could get any worse at this point.

He was hoping to confirm that Daisy wasn’t a threat and know who she might be loyal to. This all centered around him being an unknown to all three flower ponies. That was effectively shoot with the intervention of two pegasi.

“So, Masquerade.” Kicker seemed to gain a predatory smile and saunter over to his side, “Tell me about you, I have heard some but don’t know much.” Shooting a look to Rainbow Dash, who seemed to look on in sudden shock.

Spotting the half filled tea cup, she gave a small smirk and took it up saying, “You don’t mind, right?” And taking it to her lips.

“Cloud Kicker, wait!” Daisy tried to warn with an out stretched hoof, all too late as the pegasus took it all in one go.

Licking her lips she said, “What, it‘s not that--” And thumped her head onto the table completely out of it.

All ponies present watched the still form of Cloud Kicker lay were she was before Rainbow slowly asked, “Is she…dead?”

“No Dash, just over dosed with some sort of sleeping tonic.” Masquerade told her simply, lighting his horn to lift the snoozing pegasus up and to the couch he spotted from before. Giving Daisy a look he said, “Overdosed it a little, did we?”

Blinking at the unicorn, Daisy almost shouted, “How is it your still awake, you took nearly more than half of it on the first go!” Next to her, Lily nodded in agreement.

“Trade secret.” He simply stated, not mentioning that when he took that drink, he used his magic to pull some tea out and use his body to hide its transfer. Because they were to his right, they did not see the tea make its way to the flower pot that was on his left.

“Alright, what’s going on here?” Rose seemed to explode after watching the whole scene.

Turning to Daisy, she glared, “Daisy, what are you doing with that tea, I thought you reserved it only for…” Slowly the gears in her head began to turn as she gave the only stallion in the room a look.

“He’s one of them, isn’t he?” She whispered while backing away towards the door, noting how worked up her friends seemed, “By Celestia, he is, isn’t he!”

She turned to bolt out the door and almost knocking a confused Rainbow Dash aside, and made a break for it. The door closed before she could even reach it, and she was no sooner picked up by a green aura of magic.

“Why can't things go right for once?” Masquerade groused to himself as the cream colored mare struggled in his magical grasp calling for help.

The infiltrator ducked as a cup went flying over his head as Daisy growled, “Let my friend go!” Taking up Lily’s dropped cup into her hooves and got ready to toss it.

“Hey, will somepony tell me what‘s going on?” Rainbow Dash yelled above the noise, bringing the ever spiraling situation to a halt.
Seeing as no pony was saying anything, Masquerade decided to just forgo his plans and be blunt about it.

After all, his cover was more or less blown, he had a changeling ready to start a fight, and two frantic mares ready to scream bloody murder to the town. So it can't get any worse at this point, and even if it could, not like it would change anything.

“Daisy‘s a changeling, like I am and I was trying to make first contact without causing a huge fuss.” Giving the blue pegasus a deadpan look he stated, “As you can see, it went rather swimmingly.”

Taking this moment to look around the room, Dash could see one Rose Luck suspended up by Masquerades magic. On the far side of the room laid a drugged to sleep pegasus from some laced tea. A fidgety and nerve wracked Lily Valley sitting at the table. One rearing for war Daisy, armed with a tea cup and tea kettle, that had previously mention laced tea. And one stallion that looked a tad irked at her unexpected arrival.

Somewhere in the Canterlot, a certain being of chaotic power was laughing hysterically for no apparent reason in his slightly shaking stone prison.

Giving one last look over everything, she commented, “Maybe I should have come another time?” Giving a sheepish smile.

“Wait, you know he‘s a changeling!” Rose shouted from her place in the air.

With a roll of his eyes, the changeling in disguise floated the mare over to her friends and set her down with, “She does, along with nine others…or eleven now.” Thinking it over and counting the ponies that knew.

Giving Rainbow Dash a fearful stare, Lily asked, “How do we know she isn’t a changeling too?” Trying to find something that would give the pegasus away.

“Unless you can fire magical blasts, you don’t have much to prove she isn’t.” The only unicorn in the room told while eyeing the pegasus, “But it does beg the question why you’re here.”

As if changing gears, a scowl formed on her muzzle and advanced toward him, “Yea, I had a question for you.” Snorting a jets of air out.

Raising a brow, unafraid of her little show, Masquerade motioned with his hoof for her to go on, despite the ponies in the room.

“About a week ago, you told Twilight about what you were, and then used her feelings towards friends to your advantage!” As she stomped up to him, the other ponies looked on in shock for varying reasons. “Next time we see her, she‘s a mess and breaks down because she couldn’t handle the stress you put on her.” Coming face to face with the infiltrator she asked, “Why did you put her through that.”

Right when he opened his mouth to speak, he was cut off by Daisy, “Celestia’s student knows about changelings!” Letting out a huff at the interruption. This is not my day, he thought with a slight twitch of his eye.

Giving concerned looks to their friend, both Rose and Lily try to calm the mare that was starting to hyperventilate, “Daisy, calm down, I‘m sure everything’s fine.” Lily assured.

“Fine, FINE!” Daisy shouted, “He told the one pony that can have a letter sent right up to the most powerful pony in Equestria!”

Hugging the distraught mare close, Rose assured, “And if that happens, then we‘ll protect you, right Lily?” With a nod of her own, the other pink mare replied, “Of course.”

Both pony and changeling looked on in shock at the new turn of events before Masquerade coughed into his hoof to gather all their attention, “I think I‘ve seen what needed to see.” Getting up from his spot and head for the door, “I‘ll be visiting now and again.”

“Hold it.” Called out a barely calm Daisy. Seeing the stallion come to a stop at the door, she asked, “Why go trough what you did, why did you do any of this?” She felt drained after the emotional roller-coaster that day, and could only glare at this changeling she didn’t know. He played her the whole time she met him, she could see that now.

Looking back to her he said, “How far would you go to protect those you love?” Giving a pointed look to both Lily and Rose, “I was only seeing if you would go that far, and if they would too.”

Opening the door, he left.





Grass rolled and tossed as the wind caressed it in the field it was part of, while the few remaining storm clouds moved by over head. They thundered and sparked, releasing another load of rain onto the ground below and drenching it all in cold water.

In the middle of all of this sat Masquerade, looking up into the stormy sky as the lighting cracked and the thunder roared. The whole contacted plan was an utter mess. There was a chance things would not get any better with Daisy now, seeing how his first impression will leave her extremely untrusting of him.

It’s possible she won't come to my aid if I or any ponies might need it, he sighed tiredly and hung his head. His soaked mane hung down low and over his eyes while he continue to contemplate what this would mean in the long run.

The rain continued to pelt the thoughtful infiltrator that couldn’t find any peace in the wild storm that sometimes help him think. Things didn’t go right, and now he had to think of a new solution, one that will hopefully fill the gap that was left unfilled.

The rain came to a abrupt halt and the wind all but died on its own. Above, the sun was shinning down on him, warming his body of the cold water.

“You know, most ponies like to stay inside when it rains.” Looking up and above him was a still dark cloud with a blue pegasus giving her signature smirk, “But your not much of a pony huh?”

Despite that cocky smirk, despite her ruining his plans, and despite her overly protective nature that started this whole mess, Masquerade could only grin, “Not my fault I‘m part changeling, I was just born that way.” And laid down on the soggy ground without any care and closed his eyes.

Looking around for anypony in sight, Rainbow Dash flapped her wings and glided down to the Unicorn with some trepidation and landed in front of him. “Listen, Masquerade.”

Opening one eye to look at the mare, she said, “I‘m sorry I‘ve been hounding you for the last week.” Rubbing her foreleg in a shy manner, “I... I just was worried for Twilight.”

Opening both his eyes and lifting his head to give the pegasus his full attention, she continued, “The eggheads smart, but isn’t street smart, you know?” Seeing his nod, she continued, “So when you were doing what you did, I felt I had to do something!”

Masquerade gave a smile of admiration to Rainbow Dash and gave a dry chuckle, “No apologies needed RD, the fault was my own.” He could feel the confusion from her and explained, “I could have done things differently, I could have done it more slowly.”

Looking to the side as if embarrassed he said, “I‘ve been an infiltrator all my life, since I was a little colt. Lying and deceit are two things I was taught to use if I wished to survive.”

When he turned his eyes back to her, Rainbow Dash could see something that was strange for her to see in anypony just about her age. His eyes looked old. In that one moment, she could see that he was tiered and worn in a sense that she wasn’t use to. It was the same look she had seen with some of the Wonderbolt’s when they told stories of when they had to do rescue missions.

“If I did things differently, if I told the truth sooner, or more gently, then I wouldn’t be in this mess.” And laid his head back down murmuring, “And Twilight wouldn’t have needed to go through something that rough.” With a faint smile he added, “I‘m just glad she didn’t have to go trough it alone.”

The ground squished as the Pegasus laid down in front of the stallion, getting him to peek an eye open again as she said, “You really care for her like we do huh?” Referring to all her friends that Twilight knew and grows with.

“An infiltrator is loyal only to their clan and family.” He recited from his days of advanced training, “But you must ask yourself, who is your clan, and who are your family?”

With a smile of her own she replied, “I think I know the answer to that.”





The door of the library slow came open as both pegasus and unicorn walked in, dryer then when they were in the field.

“So, Daisy is willing to hear me out and the other two aren’t going to panic when I stop by?” To say the changing heir was surprised at turn of events that had happened after he left the house, was a pleasant one. 

With a shrug and a grin she admitted, “Well, when you have a pony as awesome as me, you tend to get a few more chances at stuff.” Puffing out her chest and deploying her wings.

Once inside, a few crashes could be heard from the basement door before a shout made its way out.

“Mask, come here, I think I did it!” Twilight excitedly called from the basement door.

Quirking a brow next to Rainbow Dash, both Masquerade and closely following pegasus made their way down. At the end of the stairs they saw a please Twilight with her horn lit, nearby and hanging in the air was a lavender fire.

The changeling in unicorn form blinked in amazement as he not only could see a fire being held stable by her magic, but feel the emotions in it and being fed on to keep it alive. “Well, color me impressed Twinkles, you made a Changeling Fire that uses your emotions as fuel.”

Blinking a few times he added with more awe, “And can move it around freely, how‘d you do that?”

With a beaming smile she told, “Well, when you told me about that theory two days ago, it got me thinking. So, doing as I said I would, I began to experiment with the idea.”

Moving the lavender flame in front of her she continued, “After some trial and error, I found out that if I were to link my magic to a pre-made sphere of it, like a shield spell.” She explained this while making a small ball of magic, “And then add the basics of what I know of Changeling Fire, I‘d get this!” With a touch of power, the small pinkish-lavender ball ignited into a lavender fire, just like the other one she held.

Both ponies gave impressed whistles, “That’s awesome Twilight!” Dash cheered while Masquerade nodded.

“I think it needs a different name too.” The black unicorn told both mares who gave him a look. Seeing this he said, “Changeling Fire uses emotions as fuel, as such usually doesn’t have any.”

Pointing to the new fires he told, “These do have emotion in them, I can taste it. So, I think a new name would be in order, like...” Tapping his hoof on the floor and rolling his head as if to throw some ideas around in his head he said, “Passion Fire!”

Twilight blinked at the name and gave a unsure look to her creation, “But, isn’t passion an intense emotion,?” Masquerade seemed to think this over before getting a mischievous grin and walked towards a distracted Twilight who went on, “This is more of a mix of different emotions, so something else might be better?”

Dash watched with curiosity as Masquerade walked around the magical mare before walking rather closely to her side as she continued to talk. When close enough, he took his small tail and gave it a quick snap on Twilights flank.

Like lighting, Twilight jumped away with a furious blush on her face as she screeched, “MASK!!!” And gave the pegasus a front row seat to two very large lavender infernos that suddenly jumped in size.

“What do you think your doing!?” She yelled at the stallion trying to get her blush under control. He only pointed to the two fires that she held in her magic, and when she turned to look at them, she could only look on in surprise as they slowly died down as her embarrassment was forgotten.

“How‘s that for passion?” Masquerade grinned while motioning to the fires that slowly returned to there smaller size, “As you saw, the greater level emotion you have, the bigger the fire.”

Glaring at the ornery stallion she almost gritted out, “Could you have warned me first?”

“And miss that adorable blush you make?” He asked innocently, further making her blush and getting the fires to regain some of their size.

Rainbow Dash chose that moment to laugh her head off at the two.

> Daisy Discry
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Eyes stared blankly up at the ceiling as thoughts ran wild with unorganized frenzy after the days events. The sun was reaching its spot on the horizon and the room was losing light ever so steadily as the suns rays began their retreat for the day. The moon would soon rise and leave little light for anypony to use fully.

A deep breath was taken in before let out as those same eyes seemed to narrow at the ceiling as if to look at something that was in her sight.

A couple of knocks on a wooden table brought the mare out of her inner thoughts as to her friends stood next to the other with worry written all over their faces.

“Daisy, are you sure you‘re alright?” Lily gently asked, “You‘ve been out of it all day since…you know.”

Did she know indeed. Daisy almost felt cheated and nearly disgraced today for being fooled so easily by that other changeling. With a grunt, she got off the couch that once held a sleeping Cloud Kicker and moved over to the window. Both Rose and Lily watch their long time friend close the blinds and drop her pony form in a burst of emerald fire.

She turned back around and walked to them while tears seemed to threaten to spill from her glowing blue compound eyes. Her once lime mane that was kept in such nice condition, quickly turned into a ragged and hole filled one that looked like somepony added blue dye to it.

With eyes filled with regret she seemed to croak out, “I‘m sorry.” Rubbing her face free of the tears that tried to work their way out with a hole filled hoof.

“There is nothing to be sorry about.” Rose told the changeling mare, going to her side and rubbing a hoof over the smooth shell and gossamer wings, “You did what you could.”

“But what if it wasn’t enough, what if he was one of those changelings!” Daisy’s buzzing voice rose and resisted the want to bit her lip with her bared fangs, “What if I couldn’t protect you like I promised?”

The now only pink mare in the room strode up to the changeling with some grace saying, “He was obviously better than either of us thought.” And use her hoof to brush at Daisy’s silk like mane, “But even though he seemed better, you seemed to have scared him off.”

The distraught mare wanted to turn away, but could only make her eyes move to the floor, “I didn’t scare him away, he left because things didn’t go the way he wanted.”

Rose looked to Lily, as if to convey her thoughts on what should be said. Thinking for a moment, the mare scratched her blond mane for a moment before asking, “What‘s really bothering you Daisy, we can't help if you don’t tell us.”

Rose gave a comforting squeeze in the form of a half hug saying, “We‘ve been though a lot together Daisy. We were there for you when you first came to Ponyville.”

Coming to sit at her side, Lily went on with, “We were there when you needed a home and to get off the streets.”

“We were there when you were confused as to handle a few gaga stallions.” Rose chuckled, nuzzling at Daisy’s neck some and letting her love of her friend pass on to the changeling.

Copying the cream colored mare, Lily leaned on the changeling too, saying, “We were also there when you decided to tell us what you were when we found you without your disguise.”

Daisy shook in her place as her tears ran down her muzzle and trailed along both fangs before dropping to the wooden floor. There was nothing more she could ask for when it came to comfort, than these two ponies that had helped her so much.

With a shaky sigh she told, “I promised to protect you two from other changelings.” Feeling a hoof run gently over the veins of her wings she said, “And today was the first time I had to face one alone.”

By now her body shook and she fought the urge to shake her head, “I was so scared at the idea of being discovered, but when he mentioned you by name Rose.” She let out a small sob as she remembered all the obvious looks Masquerade held to a changeling, “He played me for a fool, and toyed with me because he could.”

Looking to Rose she said, “He acted like a fool, so that I would let my guard down and think I was the one in charge, when he was the one actually pulling all the strings!”

She quickly slid to the floor and cried, “When he dropped his act like he did and grabbed you before you could reach the door.” Gasping for some air she felt Rose hug her closer along with Lily saying, “I  was really scared that he would hurt you…both of you.”
“Shh, we‘re all right Daisy.” Lilly soothed while running her hoof through her friends mane, “You did alright.”

With her own smile of confidence, Rose stated, “The guy was sneaky, I‘ll give ‘em that. But I‘m sure in a straight up fight you‘ll win hooves down!”

A few sniffles were made by her, but Daisy lifted her head with a grateful smile, “Thanks girls…I needed that.”

“Any time little sis.” Rose affectingly ruffled her friends mane, “Besides, he can't be all bad if Rainbow Dash is fine with him, right?”

Daisy’s smile faded some at that, not really sure what to think of it, “I don’t know if fine is the term. She seemed angry with him, and I can't blame her.” After having her feelings played around with, she could almost see where Dash was going with shouting at him about how he did the same to Twilight Sparkle.

She let out a shuddering breath at that, Why did it have to be Celestia’s student, what could that jerk be thinking! Though no information was made on changelings for any race, all changelings knew that only a few select being would know of them.

Celestia was one of them, along with her sister Luna who at one point disappeared but was still known to changeling kind. But in either case, they knew of changelings, and said race was fearful of their wrath after what their ancestors had done in the past. The idea of one of the two knowing they were still alive made Daisy shudder in fear.

“So, what are you and him going to talk about?” Lily asked curiously, “I mean, your both changelings and he was following you today because…”

“We changelings are territorial, remember?” Daisy cut her friend off, “From what I can tell, he‘s the new foal on the block and is scoping out the place.” With some calming breaths and feeling less stressed then before, she got up and jumped to the couch.

With a raised brow Rose asked, “So he was trying to muscle his way in and show he was the new top dog or something?” Trying to understand what her changeling friend was implying.

“Nothing like that.” Daisy shook her head while thinking, “If I had to guess, he either has a few ponies to feed on, or likes, and was making sure I wouldn’t be a threat.”

The ponies exchanged looks with Lily asking, “Why‘s that, Ponyville’s a nice place, and has plenty of room for ponies.”

Shaking her head again she explained, “Its not that simple.” And sat more higher in the couch, “I‘m not from his clan, if he even has one, which means I cant be trusted.” for a moment she stopped to consider how to explain better.

Putting both hooves up she said, “Imagine two tigers, both cats are good hunters, but they like to have their space.” Seeing both ponies nod she continued, “Now, for changelings, it's something similar. If anything is in their hunting space, they will see it as a threat until shown otherwise or…” With a slight gulp she said, “Or eliminate it.”

Two more weights pressed down on the cushions on the couch that Daisy was on, shifting her left to right. She was once again put into a hug between the two mares with Lily saying cheerfully, “Then well just have to protect you, don’t we?”

Giving the lily loving mare a deadpan look, Daisy said, “Weren’t you the same pony that fainted at the sight of a stamped of rabbits?”

“That’s not fair.” Lily pouted while Rose went into a fit of laughter, “You know I have a phobia of those fifthly little demons.” Moving her hooves away to hold herself she whispered, “bouncing around and destroying flower after flower!”

While Daisy rolled her eyes, Rose continued roar in laughter.





Mornings light touched on the horizon and making the morning dew sparkle in the ever brightening light. The suns rays made its way along the ground, illuminating everything it came a crossed and waking the inhabitants.

Crawling up the wall, it found a place to filter through and began it’s invasion in. on the other side of this was a dark room with three sleeping inhabitants, each on their own bed that seemed to be stacked in a triangle pattern.

The first two were next to the other, leaving an empty space between them and cut off with a curtain. Just above the two beds was the third, being held by supports made from the other two beds below.

When the light found its way in, it touched a cream colored mare who scrunched her eyes and turned away. Not bothered by this, the light crawled along the bed and to the pony’s face once more, irritating the mare. 

With a groan, the mare grabbed her pillow and tossed herself around, holding it over her head and denying the lights prodding. This didn’t seem to stop it, as it continued to trail up the side of the curtain that gave some form of privacy from the other mare, and to the top bunk.

When it reached the top bunk, the changeling mare grumbled to herself as the light assaulted her face and did what it could to wake her. Twisting away for a moment to escape, she once again scrunched her face up as it warmed her chitin and wings.

She buzzed her wings at the pleasant feeling, but also at the sudden energy that seemed to build up with warmed up muscles. Seeing as she would be waking up soon, the changeling opted to open her blue compound eyes and grumble, “Stupid Celestia controlled sun…”

Sitting up and stretching out, she looked over the side where Lily was, smiling some at how silly her friend looked with the spirally eye sleeping mask she had on. Looking on the other side, she could see Rose trying to keep the suns light from waking her up with her pillow.

Seeing that she was the fist one awake, she gave a quick buzz of her wings and flew off the top bunk and landed on the floor. A quick wall of green fire later, and pony Daisy was once more presented to the world.

“Ovens not mapheme…” Rose grumbled in her sleep after hearing the fires whooshing sound that took place. Daisy smiled at the raspberry mane pony and walked out the room, clicking a few beads that hung at the entrance.

Walking passed the living room and into the kitchen, she gave a quick look around and started searching the cabinets. She gave another smile at what was around and started to get to work for that mornings breakfast.

She got a few bowls out, eggs, milk, batter and some blueberries that would go bad in the next few days. She quickly set to work mixing each ingredient, cheerfully humming a song that popped into her head.

The clicking of beads at the ketches doorway made her ear twitch, and with a quick taste of the air she greeted, “Morning Rose!”

“An’ morhpen to youz…” The zombpony muffled out of her barely functioning mouth, bumping into the chair she meant to go around. Giving the wooden seat a unfocused glare she went to push it, only to miss it some and fall to the floor.

The happily humming pony didn’t turn around to see what all the racket was, knowing full well it had something to do with her friends ill-tempered tendency’s after waking up. Moving in front of the sink and looking out the window, she could see the nicely made garden of flowers that she and her roommates had worked on. 

Leaning down to get a frying pan, any pony that would be looking through that same window would see Rose trying to pry her leg out form the chairs back rest. This was blocked when Daisy came backup with the needed cooking utensil with a smile and trotted to the oven. This once more gave sight of Rose strangling the chair with her fore hooves as if wrestling with it.

Lily was the last to come in, fixing the lily in her mane and walking in with a jump in her step. She gave a short glace to Rose, who was weakly pulling herself into the chair that looked no worse for ware, and made her way to her own seat.

Sitting down and looking to the ruffled up earth pony in the other chair she said, “Did we lose to the chair again?” 

With her head face down on the table and hooves over said head, Rose muffled out, “Shud up Lily.” And not seeing the big smile and slightly shaking pink mare that wanted to laugh out loud.

Getting an amused smile of her own, the mare on cooking duty called back, “Alright you two, breakfasts almost done. Lily, can you please set the table?” Craning her neck back to see a confirming nod from the mare, she then addressed the other one, “And could you please get some water for us Rose, I didn’t get any juice yesterday.”

Daisy only got a gruff sound from the mare, but saw that Rose was getting out of her chair to comply with the request. Seeing that order was reestablished, she turned back to her own task of cooking the now forming blueberry pancakes.





Somewhat similar events were going on in the Golden Oaks Library as its own inhabitants got up and ready for the day.

“Can you please repeat that?” Masquerade asked, holding a pear in his magic and was about to eat a slice he cut out.  The question itself seemed to come out of no where, so he thought to make sure.

“I said, maybe I can help with gathering the ponies you know are changelings and meet them too.” Twilight repeated, taking a moment to take a bite out of a small bowl of assorted fruit. “After what Rainbow Dash told me, I thought it might be a good idea.”

With a blank face he told, “That happens to be the same pegasus that messed up the whole plan in the first place.” Popping the fruit into his mouth, shortly adding, “But we made peace after words.”

“Anyways.” She cut him off to stop him form trying to change subjects, “I would like to come along for the next contact situation.”

Tapping a spoon on the bowl before him, Spike said, “Maybe after you help clean up the library.” Putting his arms wide to show the book piles.

Looking around with his own eyes, the unicorn stallion admitted, “It does need some cleaning, doesn’t it?”

“Why, Masquerade, are you offering your help?” Twilight asked grinning at the now full alert stallion who turned and shook his head some.

“Nope, just an open observation.” He said, looking to the door, windows and any other place he could see as an escape route. With a sudden idea he told, “Besides, if I want to make contact with those other changelings, I need to implement a new way of going about it.”

Standing up and moving to the door to freedom, he rattled on, “Like getting my cousins help, they could help with the situation and…” It was by now he could notice the lack of ground contact and a larger quantity of emotions around him. Looking over himself and confirming he was in Twilights magic, he slumped there, not fighting back.

Turning him around to face her, the librarian of the Golden Oaks demanded, “No, you are going to stay here and help for once. Then, we can both go and visit Daisy, as you need to talk to her anyways.” With one last look she said, “Got it?”

With a jet of air out of his nostrils and rolling his eyes he confirmed, “Yes ma‘am.” And felt himself suddenly drop to the ground as Twilight walked away with a satisfied smile.

Looking back and forth between the two unicorns, Spike asked, “Why don’t you ever try getting away when she does that?” Generally confused why a supposedly best infiltration changeling wouldn’t try and make a break for it.

Because I love her to much? He thought to himself while he outwardly told, “Do you have any idea what sort of power I would be fighting?” Giving a perturbed look, “Twinkles is like, three times stronger than me, magically speaking.”

The dragon scratched his scaly head at the reason and nodded, “Yea, your right. No way out of that.” And going back to his bowl of cereal.

Looking to where the lavender mare was already starting on her work, the black stallion gave a sigh of resignation and made his way to his fate. Which, in all reality, wasn’t that bad.

While they re-shelved the books that were left out during the unicorn mares research the day prior, she asked, “So what was your plan for making contact with Daisy?” Wanting to hear what actually happened.

Thinking on it for a moment and seeing no harm for Twilight to learn a little on changeling infiltration tactics, he said, “Well, it went well at first, I‘ll say that much.” Going a bit into his mind to look at how he did his act to tell it better, “I followed her into the market district and planed out the best coarse to make contact. Seeing as she was a common, and could not tell I was a changeling, I had to drop clues that I was.”

Taking some attention away from her work, she listened in more intently as he continued, “The idea was to act as a newly minted amateur that was just starting on his first infiltration job.” He paused for a moment before asking, “Where does this book go?”

Turning her attention from her stack of books, she gave the one in his magical grasp a look over and pointed to one of the top shelves. With a nod, he went on with his story, “Well, besides having all the normal color scheme of a changeling, I added in some hits of nervousness and uncertainty.”

Already, the scholarly mare was putting together all information into her head and getting a clear image of how this would turn out, “So she knew you were a changeling, but wouldn’t that mean she would go try to figure out your motives if you were acting the part of a new infiltrator?”

A grin spread on the infiltrators face at that, “Very good Twinkles, you learn quick!” And feeling a hint of pride in her bashful emotions, “But yes, I knew she would want to observe me before making any action, that’s why I had planed to put her of the defensive.”

“How so?” She asked, trying to think of a way to push another changeling to make a hasty dissension.

“Well, she had two friends, Rose and Lily, who were either really her friends, or just free food. In both cases, she would want to protect them, so I told her I was meeting one of them. Rose to be precise.” He could feel Twilights slight uneasiness at how he said this so casually. The idea of manipulating others like this must have been slightly uncomfortable for her.

Never-the-less, he carried on, “With this in place, it would threaten her directly, forcing her to investigate me further to see if I was a threat to those she kept close.” He didn’t make any move to call the unicorn out on her feelings, letting her decide to confront him on it or not.

“After a while, I had noticed she was more scared then confident. Originally, my ‘I’m new at this’ act wasn’t enough to let her feel she was in charge.” That bit still confused him some. He knew by experience that changelings were more confident when they have the upper hoof that gave a chance for a back stab. This told him she was afraid of not him, but something else. But what?

“So, when we reached her home, I acted more smug as if I had done something great to enter her home with my back turned to her.” Looking over his shoulder, he told, “As you know, turning your back on another is not a good idea, even less so when you think your all high and mighty.”

Twilight gave a slight smile reciting, “Pride before the fall. A dragon’s saying, isn’t it?” Looking over her own shoulder to see his nod before he turned back to shelving.

“It is, one that all races have learned from, not just their jerk like teenagers who usually ignore it for the first twenty or so years.” Masquerade grumbled some, unable to understand how such a race could be wise, but also fools. Then again, age comes wisdom, and you don’t get much wiser then a dragon. He reminded himself some.

“But that’s besides the point.” He dismissed to get back to his story once more, “When I got in, I added some ego to my walk and help boost her confidence some. She offered me a drink, that I accepted, and went to get it. I sat down in the living space to wait.”

He liked how Daisy had made the living space, and didn’t hold back any of his praise, “I admit, not many changelings make as many well laid traps as she did with that room. If I wasn’t the Infiltrator I was, I more then likely would have been trapped.”

Putting a book on one of the lower shelves, Twilight inquired, “Was it really that protected?” Not sure if she should be impressed herself, or worried.

“Thin and few windows to make no escape routs outside available. bead veils hanging a crossed each doorway to make sneaking through difficult or impossible. A sword over a couch, acting as decoration, but more than likely was the real deal. A chandler that was possibly rigged to slowly take away my strength as long as I was under it.” With a smirk he told with overshadowed eyes, “Yes, I think it was a nicely made trap.”

Though she couldn’t see his face, the mare could hear the smirk in his voice and the admiration he held for the trap. Not many, if any, ponies would praise another for leading them into a well made trap. It only went to show he held a place of respect for those with a certain cunning.

“What happened after that?” Twilight had to admit she was enjoying this story some. It was like one of her books where the character was the detective trying to apprehend a criminal that was trying to hide. Or a spy vs. spy story idea.

“Well…” Masquerade wasn’t sure how to word the next part, but tried anyways, “One of her friends came in at that moment, Lily, and was dancing with her hind legs while balancing a box.” Twilight halted in her movements and gave a look to Masquerade who only looked back saying, “Yea, I don’t get it ether.”

Both turning back to their work he went on, “Daisy heard her come in and called her to the kitchen. Not even a minute later they both come out with tea, Daisy giving a convincing enough smile and Lily giving a nervous one.”

He could not help but chuckle, “The tea was laced with a drug I knew, and only was confirmed when they gave me my cup and waited for me to take a drink.”

He didn’t see her look to him, but he told, “I made a show of drinking it and then made some idle chat. After which, I asked if they were going to have any of their tea, they both looked at one another as if they should drink or not.”

“Let me guess, all the tea was drugged”

The second heir shrugged himself, “If I had to hazarded a guess, I think Daisy accidentally laced all the tea in her haste to get the information she wanted, or eliminate the chances I might do something.”

“In any case, Lily took up her tea with unsteady hooves and was going to drink hers before the door was slammed open by Rose, and made Lily drop her tea.”

“That was when Rainbow Dash and another pegasus named Cloud Kicker came in and made things so complicated, I had no proper backup plans for such a scenario.” That tidbit irked him to no end, but he had to remind himself every time that no plan can be foolproof. Some things are just out of his hooves.

With a carouse look she asked, “What happened?”

With a deadpan look, he turned around to Twilights expectant look and told, “What would normally happen when manure hit’s the fan, a complete and utter mess.” She flinched at his langue, but let him continue, “Kicker seemed to try and seduce me, only to drink my tea and knock herself out because of the drug in it. Rose quickly figured out I was a changeling and tried to bolt for the door before I closed it and suspended her in the air with my magic. Lily was having a mental breakdown of sorts as I held her friend up in the air. And Daisy got aggressive when I stopped the mare from going out and blowing our cover and was rearing for war…”

Nodding to herself, the Twilight concluded, “And it went to tuataras from there.” And watched the black unicorn nod in confirmation.

With an irritated face Mask said “After a heated exchange, I showed myself the door and left them all there and to contemplate how to either fix or get around the mess that had been made.”

He then smiled softly and turned back to his work saying, “Then your hotheaded friend that had ruined my plans came along to say her sorry and was able to patch things up some with Daisy. We talked some and came to a new understanding.” Looking to a now finished Twilight he ended with a cheerful note, “And that is how my whole plan went from good, to completely destroyed, the end!”

He was please to feel and see the mares joy and laughter at how he ended his retelling of the days events, happy to know he was able to make her smile some. It was not only a nice snack, but a nice feeling that made him all warm and fuzzy in a way. Strange feelings for a changeling like himself, that likes sharp pointy and cold as steel stuff.

“Have I ever told you that you have an interesting way of telling stories at times?” Twilight said amused while the stallion finished putting up the last final books.

Sliding the last one into place, he turned to her and told, “Twinkles, I spent around six years to perfect my acting skills, who says I didn’t have time to make a nice story teller also?” Puffing his chest out and placing a hoof on it to make a somewhat dramatic pose.

With a playful roll of her own eye, she said, “I think we both know you’re a good actor and story teller.” Then looked at him saying, “Tell me something I don’t already know.”

Sitting down and going into a thoughtful look he asked, “Have I ever told you I know how to use a sword?” Seeing the negative shake of her head he nodded, “Yep, know about six styles of sword play in some sense.” Getting up and heading for the door.

Seeing that she had to follow to find out more, she looked about the cleaned up room and called, “Books are cleaned up Spike, consider it done!” And followed after the stallion asking, “What sort of sword play do you know?”





A black hoof knocked on the wooden door a few times before being lowered to the welcome mat right in front of it. Masquerade waited with his more passive face, while next to him, Twilight look decidedly a bit anxious about meeting the three flower ponies in such…interesting circumstances.

The lavender mare knew about them and Daisy’s secret love for those detective novels with plenty of mystery and crime. She herself read some of those and found them rather nicely made like the Daring Doo series.

The clicking of the door made both unicorns ears twitch as the they were given sight to a cautious Lily who glanced between the two with some nervousness.

Seeing this, Twilight gave a friendly smile and greeted, “Hello Lily, how are you this evening?”

Eyes darting to Twilight and body relaxing some at her friendly appearance and tone of voice, the pink mare smiled back, “Fine, though this morning was a little crazy as always.” It was mostly because Rose would attack the same chair every morning, but it was funny to watch so neither her or Daisy ever stopped her.

“Can't say the same, my morning are usually slow, right Masquerade?” And nudged the stallion next to her to say something.

Lily’s demeanor seemed to shift back to something more tense when she was reminded of his presents, but seemed to relax as he showed an easy grin saying, “I guess, but I still would think it would have sped up if I gave you some incisive.”

Giving him a look that seemed to ask the question in mind he told, “A bucket of cold water can wake more ponies up in a snap… maybe I should try that?” And got a glare form the mare.

“Don’t you even dare think of doing it.” She growled as his grin grew in size but dropped the subject all the same.

Turning his attention back to Lily he asked, “Could we have passage into your home ma‘am?”

With a mute nod, Lily opened the door more and lead them into the living area and motioned them to take a seat, “I‘ll go get Rose and Daisy.” Before she left the room she asked, “Would the two of you like something to drink?”

As she got a polite nod from Twilight, the changeling in unicorn form said, “As long as it‘s not drugged like before, sure.” And got a light swat on the head from the mare next to him.

With the best smile she could give, Lily exited the room and left the two alone, missing the look Twilight shot Masquerade saying, “We need to work on your manners.”

“It was a joke based on fact.” He stated, “Besides, I thought it was worth mentioning.”

With a big sigh she exasperated, “Your impossible!”

Giving her a look he replied, “And your to stiff at times.”

“I am not stiff!” She rose her voice at the stallion next to her.

With a mocking thinking pose he named off, “Well, you stay in your library for only research. Do bucket loads of work. Like to turn everything into some sort of lab experiment. Like to stay with practicalities…”

“Alright, alright, I get it, I‘m a workaholic!” She finally gave to the smug looking male, “But don’t forget that you can be lazy, manipulative, occasionally rude…”

“Don’t forget wittily handsome.” He joked to her as she snorted.

“I don’t think there is a such thing as, wittily handsome.” She told him.

With a shrug he said, “If there wasn’t, there is now.”

Hanging her head at him and his confusing nature she asked aloud, “How did I become friends with somepony like you?” Not sure if she should laugh or cry at the situation.

With a brief moment to think he said, “Well, I think it all started way back when--”

“It was a rhetorical question.” She cut off with a  deadpan stare.

Looking to her he asked, “Then why say it out loud for others to hear, when you could have asked it in your head were no one would hear and replay?”

Twilight stared down the stallion for a good long minute before saying with a half hearted glare, “I hate you.”

To which he grinned back, “I love you too Twinkles.” Knowing she was equally amused as he was at the whole thing. Alright, if he was truthful, she was still irked at him, but it was in all good fun.

Hoof steps could be heard along with beads being moved around as they clicked with one another. Turning there attentions to the closes doorframe they both saw Rose come out, followed by Diasy and finally Lily with a tray on her back.

They made there way to the coffee table just like the day before, setting the tray down and pouring each pony their own tea once more and hoofing them out. Twilight nodded her thanks to Rose who passed hers over, and Masquerade did the same, only sparing the quickest glance at the cups rim to be sure it wasn’t laced with something.

Taking her own tea and taking a sip to calm her nerves some, Daisy looked a crossed the table at both Masquerade and Twilight with some mistrust, mostly directed to the stallion. With a neutral tone she asked, “What bring you both here this fine evening?”

Losing his amused grin and trading it in for his own form of a neutral gaze he told, “I mostly came to speak with you on more equal footing than before.” Taking a sip of his tea and trying to taste for anything off, he gulped some down adding, “I also wish to apologize for my underhoofed actions.”

However, he made slight eye contact with her own saying, “But as you know, such techniques are needed to be sure who is to be trusted, and who not to.”

Giving a stiff nod she said, “I understand and accept your apology. Though, I can't say I can fully forgive you for playing with me as you did.”

With a new grin he told, “That’s all I ask for that.” But quickly replaced it with his more down to business demeanor, “But I digress, I feel I should really ask why your here in Ponyville.” And waited for her replay.

Giving the mares beside her a glance, they both nodded and nudge her to keep talking, getting her to relent and say, “I came here because my Clans gone and I had no place left to go.”

Masquerades breath almost caught in his throat, only to steady his breathing, and gave a regretful look, “I‘m sorry even more then, if that’s so…” Fully understanding her fear from yesterday, “That was why you were nervous around me, thought I might have been one of the changelings trying to eliminate you.”

Tapping her hoof on the table, Twilight asked, “Excuse me for interrupting, but why would changelings actively seek out others if there clan is gone?” Not really understanding of the situation.

It was Rose who chose to explain saying, “For a changeling, if you don’t get all the commons, there is a chance they can rally any surviving clan members and retaliate.”

The disguised heir nodded agreeing, “Rose is correct. Because we can take on the form of others, all it takes is a handful of commons to cause all sorts of damage inside a changeling clan.”

“What about drones, or the heirs that you said are more stronger than both?” Twilight continued to inquire.

“Drones aren’t much of a problem, seeing as they need leadership in order to effectively fight back.” Daisy told the curious Unicorn, “And there usually are not that many heirs to help defend the whole clan, so once their gone, the clans lost.”

The changeling in pony form ran her hoof around the rim of her cup in thought absently saying, “That’s how I lost my clan. The next heir that took control was taken in the night, leaving her two younger siblings to fight over the position. From there, things went down hill.”

When she looked up she saw two green sympathetic eyes looking at her as their owner softly said, “I‘m sorry for your loss. No changeling should lose their clan to infighting.”

“It‘s alright…I‘ve come to accept it the way it is.” She told taking another sip to calm herself, “It‘s not like I‘m the first.”

Almost like a switch was flipped, both of Masquerades eyes turned back into their more calculating focus and narrowed them, “You are aware of others, specifically in Ponyville?”

This seemed to shock all in the room but the changeling herself, “Yea, I met a few by chance trying to take some excess love from Rose and Lily. The two really help me in making contact with other changelings and not make much fuss.”

They stared each other down for a moment while he stated, “Still don’t trust me, right?”

“How can I, you’re the first changeling to corner me alone and also fool me.” She told him with a glare, “I still get this bad vibe off you that seems to separate you from the others, but I can't place where.” And squinted at him like she was trying to remember something.

He seemed to grown an amused smile at her words saying, “Then I would say you have good instincts.”

Thinking for a moment, Twilight asked, “Would you trust him faster if you knew what clan he came from?” Hoping that could help ease the situation smoothen out.

“Depends if I know his clan, there‘s a chance I don’t know them.” Daisy told, giving the black unicorn a look she asked, “What clan do you represent?”

Both eyes looking up and letting his head go side to side as if playing with the idea to tell or not, he looked to an expectant Twilight and said, “If I‘m going to revile myself, why not we do so formally?”

Raising a brow but not questioning it, Daisy said, “It is nice to meet you, I am sensor to the former Descry Clan, Daisy.”

Doing a short bow he greeted, “It is nice to meet you, I am second heir to the Malek Clan, Masquerade.” When he came up from his bow, he could see all the eyes of each mare before him wide with shock.

“Y-you’re a-a.” Lily stuttered some before gulping and saying in a tiny voice, “Heir?”

With a suddenly feeling dry mouth, Daisy added, “And of the Malek Clan to boot…I should be the one asking what your doing out here!” And jabbing in his direction with a hoof.

Seeing the sudden change happen herself, the lavender mare asked, “This isn’t a problem, is it?” Seeing all the flower ponies look to her, she shifted a bit at their staring.

“How do you know this guy Twilight?” Rose asked, “According to Daisy, the five prestige clans don’t send heirs out all willy-nilly.” And looking back to Masquerade with uncertainty.

Looking to the stallion who went back to drinking his tea calmly, she said, “We met each other when he was just a colt in Celestia’s Gifted School for Unicorns.”

With a small smile of his own he responded, “And she was just an adorable little filly back then, all bubbly and giggly like fillies are.” And taking another sip while twilight gave him a hard nudge to make him behave.

Watching the two and letting the gears turn in her head for a while, Daisy concluded, “You’re an infiltrator, only reason you would be left to interact with other foals at such a young age, to learn how to socialize.”

Gulping down what he had, Masquerade said, “That what Mother planed for by tradition.” But with an amused laugh he told, “Unfortunately, I was a tad too shy to socialize.”

Each mare giving a confused look at the black stallion, Twilight explained, “When I met him, he was nearly terrified of getting close to any of the other foals, and was eventually paired up with me one day for an assignment.” Looking to Masquerade she said, “I don’t think I would have ever met him if it wasn’t for that assignment on Equestrian history.”

The stallion gave a shiver saying, “Don’t remind me, history‘s nice and all, even more so when in a story, but what do you ponies do?” Then waved his hooves around saying, “Make it all boring with long rehearsed speeches that can put even a royal guard to sleep!”

“You‘re exaggerating.” Twilight rolled her eyes.

“But you fell asleep during one of them!” He accused.

Giving a pointed look she said, “Only because I had to put the report together because you disappeared for snacks!”

“Oi, you agreed to me getting us cake, so I went to get some!” He shot back.

With a glare she said, “Well I didn’t mean for you to get it form Celestia‘s private stash!”

All three flower ponies turned their head left to right as if to watch a verbal tennis match between the two unicorns, wondering what had just happened.

“Well it‘s no fun getting it from the kitchen, besides we both agreed that hers taste better.” He told her with a nod.

“That’s because it‘s Celestia‘s personal cake, and it‘s locked in a vault to keep others from messing with it!” Twilight almost shouted back.

Giving a pointed look he said, “I got it in the end, didn’t I?”

With her own pointed look she said, “After running and hiding from half the guard in the castle!”

Giving each other a look, the three mares could only wonder who they just let into their house.

> New Contact
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Twilight gave a satisfied breath after drinking some tea she had warmed for herself while putting down newly collected information on changelings once more. Over the time she had found out about changelings and had inquired more about them, it seemed to be only thing she would research in her spare time.

Traditions, ideals, philosophy and more could be gleaned from Masquerades telling's at times, and seemed more than happy to share. The Gem sisters seemed more reluctant to say anything, but they had parted with some things about changelings. Like how changelings that had passed their time as a clan head or ruler, would be deemed experienced enough to be given the title Elder.

It was an interesting thing she learned there. Elders acted as teachers, advisers and sometimes on a few occasions, diplomats to the clan they were from. It was apparently a tradition made to keep stability in the clans, as the Elders could help sway dissensions made by clan heads or any king/queen in power if it would cause grief for them all.

Twilights current information however, was coming from Daisy, who had given both her and Masquerade a quick history of her clan, Descry. The clan itself was a small group that had learned of a spell that could allow a changeling, drone or heir, to see another changeling that would be in disguise.

Daisy herself, never learned the spell, being to young at the time to learn it just yet. That didn’t mean she didn’t know a few other things from her clan. One fascinating subject was the clam that all changelings to the Descry Clan would at some point, be able to see through most forms of deceit. Though, Daisy doubted it to be true, she did admit that she had a knack to know when somepony wasn’t completely honest.

Masquerade had taken a keen interest in the clans ability to spot other changelings, despite the cast they would be from. Twilight suspected that it would have something to do with how Daisy knew of other changelings, despite being a common and shouldn’t be able to tell there are others near by.

Some time during the conversation, Rose had asked what Masquerades changeling form looked like, seeing he was an heir. At the time, Twilight thought it was a strange request. But when he showcased himself, Lily had commented how he looked more menacing than Daisy’s form.

Though she could agree, Twilight decided to ask how much more he could look menacing, as she had seen his cousins look not too far off. It seemed to be Daisy’s turn to show her changeling form, and give Twilight a good look at how different commons and heirs looked next to the other.

The first big thing was that a common had blue compound eyes, not the green cat eyes Masquerade had. Another thing was Daisy was smaller, more closer to her friends size, rather than Masquerade, who was nearly a head taller then all of them.

The last one had to be that despite being both changelings, only Masquerade seemed to give off an oppressive feeling. He then explained that was a small trick he had learned with changeling transformations.

With more interest in the subject, She had asked how that worked. And so began a rather invigorating telling of the four stages of changeling transformation that could be achieved.

The first stage was the most simplest, Shape.

The outer shell that gives changelings their shape, and can be done by all changelings. This however, is more or less a overly detailed costume, only giving appearance and nothing more.

Daisy also pointed out that a small discharge of magic can make the whole thing come apart, and drones had a tendency to lose focus and switch from shape to shape by mistake.

The next stage was Structure. This is used to make certain inner workings for the Shape. Though the Shape gave the appearance, the Structure helps imitate the copied body’s strengths and weaknesses that can not be imitated. This is much harder to achieve, and drones have a hard time reaching this point.

When asked what sort of weaknesses, Masquerade has said things like a dumb knee or a lazy eye could not be imitated easily. Daisy also then added that certain organs only males or females had were also added or removed to enhance the disguise further.

The third stage was Substance. This level of the transformation allowed the changing of mass, muscle and even genetics to copy the being they wish to take on. This allows for almost perfect disguise for changelings, as their body takes on the characteristics of the chosen species blood, hormones and even sweat.

It was very rare for a drone reaches this point, and uncommon for commons like Daisy to get to this point. Heirs like Masquerade or his cousins Ebony and Ivory, have a natural ability for it, and have less trouble achieving it.

The last and possibly most hardest stage was the Signature transformation. Even with the other three in place, the magical currents in the body can still be off. Any species that can sense these magical pathways and how they move can tip-off even the most well disguised changeling. This was what heirs could sense when spotting disguised changelings, the current and output of emotions in their magical pathways.

However, this level of transformation actually alters these path ways, their output and wavelength the magic is made up of, making them next to undetectable to even other changelings if done right. It was why Masquerade was considered one of the best, as he could achieve this level and be unnoticed by nearly all.

A few knocks on her door seemed to call for her attention and pull Twilight away form her work. Giving the door a curious glance, she got up and left the scroll roll up on itself to answer the door.

Opening it up, she gave a pleasant smile saying, “Hi girls, what can I do for you?”

Before her sat three small fillies all looking up with bright smiles, with the small orange pegasus saying, “Hi miss Twilight, we were wondering if we could take a look at some books?”

Rolling her eyes, the mare said with amusement, “Scootaloo, this is a library, so of course you can.” And opened it wider for the three, “What are you three looking for exactly?”

“A book on psychology!” The small filly Twilight knew as Rarity’s younger sister, Sweetie Belle. 

Twilight rose a brow at that saying, “Isn’t that a little…advance for you to learn?” Trying to understand the reasoning behind it.

“Oh, well, what she means is…” Scootaloo tried to say but was cut off by Apple Bloom, “We‘re tryin‘ at get our…uh…”

“Psychiatrist cutie mark!” Sweetie Belle finished with some excitement.

“Yes, that!” The orange filly nodded with false excitement, trying her best to seem upbeat about it.

She gave the three another strange look, but didn’t say anything about it. When it came to the Cutie Mark Crusaders, one did not question their means that almost reached Pinkie Pie levels. Thankfully, this sounded safer then their previous ideas so…

“This way girls, I think there are a few left out you can take a look at.” Twilight had to admit that Masquerade did take advantage of the libraries stocked shelves and learn what he could. Mostly on the subject the three fillies wanted to look at.

Passing the table she was working at, Sweetie Belle gave a curious look over to it and broke away from the others. Spreading the scroll open more and reading some, her eyes widened before she let go and rejoined the group, post haste.

Twilight could hear the three whispering to one another, only hearing little things that put together sounded like they would change their idea of what they were going to try.

Giving a shrug at this, and hoping they do change to something more along their skills, she stopped at some piled books saying, “Here’s a few books on the subject. If you have any further questions, come and get me, okay?”

Looking back to see them all nod, she gave a friendly smile of her own and moved on back to her spot at the table. She rolled up the scroll and decided to put it away for later. Setting it to the side and pulling a book that was next to it, she reopened it to where she left off and began to read once again.

Just outside her range of hearing, the three fillies continued their whispering with one another, casting a look to Twilight every now and then. Finally, after a while, Sweetie Belle got up and walked over to Twilight asking, “Twilight?”

Pulling her attention away from her book and looking down to the filly, the smaller unicorn asked, “Do you have anything I could, um…practice my magic with?”

Blinking at the question she asked, “I didn’t think you were practicing with magic jest yet?” Wondering when this had started and why Rarity hasn’t mentioned it yet.

“Rarity just started me a few days ago, and I was thinking that you could help me?” The white filly asked, giving two big eyes as an additional push.

With a big smile, the older unicorn said, “Sure I can, but what about Apple Bloom and Scootaloo?” Looking over to the two fillies that chose that moment to look back into two separate books.

“They, um…told me that I should take this moment to ask for help, as I was having a little trouble?” She said with a shy smile that didn’t look to convincing.

Giving the filly a strange look Twilight told, “Well, I do have a few exercises for younger unicorns in the basement.” And got up to retrieve them, “I‘ll go and get them so you can practice up here.”

Looking between Twilight and the other two, she called, “Can I help?” And rushed after Twilight.





Masquerade made his way out a door with both Rarity and Big Mac in tow. Shortly after, Toe-Taper walked to the door-frame waving, “Thanks for visiting, and don’t forget we have practice next Tuesday!”

“Eyup!” The large red stallion called, while Rarity waved goodbye herself and trotted next to the changeling in unicorn form commenting, “Well, that went well.”

Keeping both eyes forward, Masquerade agreed, “Yes, much more better than I hoped for.” Seemingly lost in thought.

Giving the darker stallion a look she asked, “Are you alright Masquerade, you seem to be somewhat out of it?” Trying to find what little body langue she could from the mysterious Unicorn.

Keeping his eyes forwards, he told, “I‘m just trying to figure out some things.” While on the inside, his mind was working overtime. The number of changelings in Ponyville is more than double either I or the Gems know. Further more, the ones we have found said they came here on necessity!

It was almost disturbing to hear so many changelings had come to this little town because of something. Division of a clan, destruction of a clan, and even hostile takeover of a clan.

Daisy was part of the former Descry Clan that was killed by infighting and then taken over. Roma, he had learned with Applejack and the twins, was part of the Deluge Clan, and they were wiped out because of a hostel clan. The recently met Toe-Tapper was part of the Ditty Clan, a clan of singers and musicians, funnily enough, and suffered a separation. Tappers faction was then shortly attacked by a different clan after the divide.

He could have been paranoid, but if Masquerade was right, then the death of so many changelings would warrant something big going on. Was it possible that the rouge clans attacking the capital were also attacking these other clans?

Was it possible they were just doing this to bolster their numbers so they could attack in greater force? And further more, how was it so many changelings were coming to Ponyville of all places to find safety?

So many questions, but no definitive answers. And heaved a sigh saying, “And let me say, they are giving me a headache.”

Stopping the unicorn with a hoof to his shoulder, Rarity told, “Perhaps you should take a rest then. If not to relax yourself, than to gather your thoughts?” The second heir went to protest but wasn’t allowed to say more, “Heaven forbid you overtax yourself, you need a clear head after all. And doing things with a jumbled mind can get in the way, right Macintosh?” Turning to the farmer.

Giving a nod and a simple, “Eyup.” Seemed to convey his thoughts in one word on the matter.

Giving a sigh Masquerade said, “Your concern is noted, but I have to meet up with Dash later to meet Serenity and gauge him.” And moved away from Rarity’s hoof that she was using to hold his shoulder to keep him in place.

“But you will take the time to rest yourself and not burn out?” She called out to Masquerade.

Craning his neck to give a smirk he told, “Ask me no questions, and I‘ll tell no lies.” And trotting off to leave a stumped Rarity.

It wasn’t the point that he was overtaxing himself that he needed rest, Masquerade had reasoned more then once to himself. It was the point that there was so much to be done with what little information he had. A month had already passed, leaving him with only four.

T-minus four months till invasion. He humorlessly thought, all ponies and changelings, synchronize your “we're all going to die” watches. and felt his amused smile slowly fade away. There was so much ridding on this, and to an extension, him.

Here he was, a single changeling, trying to undo a millennium of changeling traditions of hiding away, and doing so by nearly stepping into plain sight.

With the twins making nice with the Apple Clan, that would help make some peace. Sham was out and about with most of his clan, gathering information upon his return and better grasp what was going on.

And here he is, trying to make sure the town was secure so he might implant not only countermeasures for an invasion, but create peace for both changeling and pony kind. It was a lot of pressure knowing any mistake could cost him, but it had to be done.

So far, Twilight had been more helpful than he would like to admit. She had actually gotten him started on this whole thing much sooner then planed. If she didn’t force his hoof to show himself that day, then he wouldn’t be here.

Note to self: get Twinkles another cake with daisies. The unicorn grinned, already planning how to thank the mare he was falling for more and more. And maybe gift-wrap a book or two she doesn’t have, she’s earned it.

It was strange really, to develop a crush for a filly that you meet and suddenly find yourself thinking of them almost constantly from there on. It’s just a phase I told myself, He repeated in his mind, it’ll pass with time I told myself.

With a rouge grinned he said to himself, “Shows how much I know about love.” Chuckling at the irony of the statement seeing as to what he was.

The sound of rustling wind caught his attention, just as a voice rung out, “What‘s got you laughing?” And found his sight was overtaken by two rose colored eyes.

With his grin in place he told, “Thinking about irony and all its glory RD.” Moving around her saying, “Serenity up for this?” Searching the sky for the pegasus.

“Not today, apparently he left two days ago to visit some relatives.” She crossed her hooves, “So we can't meet him, sorry.”

Letting out a breath of air he told himself, minor set back, can be rectified later. And looked to Dash, “Well, apparently my day‘s been cleared up. What about you?”

Shrugging from her spot in the air she said, “Same here, but I was thinking of getting some practice in.” Doing a loop in the air while he moved on passed her.

“Wonderbolt‘s, right?” He questioned, but not turning his head to see her nod, “I personally know some of them.” He told, and felt her excitement spike.

Landing next to him she asked, “Really?”

“Oh yes, two of them I met during one of my infiltration missions, so it was a more passing by thing.” He told the mare that had taken up to walking next to him, “But I happen to know one pretty well, because she‘s actually a changeling herself.”

Giving the stallion a bump she asked, “No way, your saying one of you bug ponies actually made it into the Wonderbolts?”

With a smirk he asked, “What‘s wrong, scared of a little extra competition from my kind?” And could feel that spike of excitement turn into something more like pride.

“As if, I‘m the fastest there is, I bet you can't boast that with those flimsy things you call wings!” She challenged, taking to the air and doing a few small tricks over him.

“One: I don’t have wings at the moment.” He pointed out with amusement, “Two: Changeling wings are made for acceleration and precision flight.” Looking up at the more subdued mare he added, “Three: If we need to, we can change our wing type to fit our needs.”

Hovering by him, she said, “That’s cheating.” And glared down with crossed hooves.

“Not if you’re a changeling, then it‘s completely fare!” He laughed before saying, “Also, it‘s Fleet Foot, third heir to the Lue Clan.”
Scratching her head for a moment and ignoring his jab about fairness, she asked, “I think Twi said their a group of eggheads?”

Laughing openly at that he confirmed, “Yes, they are for all intents and purposes, a clan of eggheads.” Chuckling at the end at the idea. It did come as a big surprise that one of the high thinking clans heirs wanted to do nothing more then soar in the sky as fast as possible. Unlike her older siblings, Bard that was both a musicale genius and inventor, or Yellow Jacket that was a smith and enchanter by day, and flurting jazz singer by night.

That excluded their common siblings that spent their time in Canterlot doing research into newly developing machines. Out of all of them, it was Fleet Foot that chose the most straightforward of living then the think-tank she was born into.

“Fleet Foot, really?” Dash asked rather interested for a moment before thinking of something, “Now that I think of it, she is more quicker on the uptake and does pretty well on flight coronation.”

With another grin Masquerade told, “Well, having a bunch of eggheads for family would make you more likely to be fairly smart.”

Reaching the Library and nearing its door, he lit his horn and opened the door, spotting Twilight going over the books. She quickly turned around to face them before saying, “Oh, hello Rainbow Dash, Masquerade.”

Landing on the floor, Dash greeted, “Hey Twinkles, what‘cha doin‘?” Looking over all the covers in the shelves.

“Just cataloging the books, seeing if any are missing and if they’ve yet to be returned.” She told, going back to looking them over.
Rainbow gave a slight sinker of, “Egghead.” and bumped Masquerades shoulder. She however stopped at his lack of snickering and looked at his face.

Though Masquerade still had a grin of sorts, his eyes were locked on with Twilight as if bothered by something. She went to ask what was wrong, but a lifted hoof stopped her. Watching him point to Twilight he whispered quietly and calmly, “What is missing from this picture?”

Blinking at the question, she looked back at Twilight and observed her. So fare, she couldn’t see anything out of the ordinary. Just the scholarly unicorn going over her organized shelves and checking--

All thinking stopped as she had her eyes look all about Twilight for her checklist, but didn’t find one. A foreboding feeling overcame her as she looked to Masquerade who mouthed, “Get the others.”

Turning to the unicorn, the cerulean Pegasus said, “So, uh, I just remembered that I had some things to do, so… see ya!” The pegasus about faced and rocketed out the door without waiting for a reply from Twilight who turned to say something.

“Rainbow Dash seems to be in a hurry.” Twilight observed from where she stood, seemingly surprised at the sudden amount of speed used.

With an absent shrug Masquerade said, “Eh, said something about practice earlier.” And started walking to his bags, “So, did you want to continue where we left off?”

With a confused look, she asked, “Where we left off?” Lost as to what he was talking about.

Opening his bag, he pulled out his white cloak and a letter opener hidden in it, “Yea, in our research on changelings.” His eye twitched at the sudden alarm that was spiked from Twilights being, knowing for sure he wasn’t wrong in assuming this was a changeling.

“Oh, right, that.” She more hurriedly said, looking around for something before grabbing a scroll from the table, “Do you mind if we continued this upstairs in my room?”

With a more teasing smile he asked, “Why Twilight, are you asking me to come up to your room alone?” He could see the gears turn in the others head before she gave a more sensual smile.

“Maybe?” She suggested, turning and going up the stairs with extra sway in her hips.

Watching her go up the stairs he mentally shook his head thinking, yep, no way that’s Twilight. She’s too dense to figure that one out. And followed closely adding, or would have at least have the decency to be embarrassed at the idea. This seemed to only add to his worries some.

She opened the door to her room and walked right in with him closely behind. Before she could utter a word, a green veil was sent over the room, covering it in a silencing spell.

Turning to Masquerade, he simply told, “We want to keep this quiet don’t we?” And moved to the window, closing its blinds.
Nodding her head and keeping up her act, she said, “Of course, we don’t want anypony to overhear us, do we?”

With a grin he confirmed, “No, we don’t.” And quickly lit his horn to grab her and send her up into the air. Just as quickly as she was lifted, she was brought down to the floor.

Before making contact with the wooden floor, her own horn lit a bright green and covered her form to help lessen the hit. Banging and bouncing off the floor, she rolled to the side and shot a blast of green changeling fire.

Quickly, Masquerade moved his cloak into the way, casting a new spell and filling the room with more shadows and green smog. The confirmed impostor looked about in confusion at the change in scenery before locking on with the moving cloak that was on fire.

She sent a strong blast of magic at the charging cloak to stop her attacker, but quickly found that it was just that, a cloak. She didn’t have time to ponder this as she was stabbed in the side by something, and then quickly rammed.

She rolled on the ground, leaving green blood in her wake, looking up in time to see the other unicorn. She lit her magic and grasped one of the nearby busts that held up some books. Sending it to the stallion, he had no time to properly dodge and had it glance his face and making his nose bleed with red blood.

She didn’t leave time for the unicorn to recover, and sent a book as a projectile. This one he dodged, and then sent his own changeling fire right to her. The false Twilight jumped out of the way, only to find a magical blast hit her when she landed and completely make her disguise lose form at the hit area.

Before she could get up, she was grabbed by his green magic and slammed into the wall. The changeling in Twilights form charge her magic to attack, and found herself being hit by a continues beam of magic being drug down her body and slowly changing her form. Afterwards, the changeling felt dizzy and disoriented at having his disguise ripped away from a magical overload.

“Now tell me, where is Twilight Sparkle.” Masquerade demanded, feeling beyond cross that a changeling had entered into his domain and into his territory and has taken from him.

Spitting at the unicorns face he responded, “Or what pony?” This earned the changeling another slam into the wall, breaking any focus he may have had with his magic.

Glaring at this changeling that looked the part of a common, having a mane that was held in a warriors braid Masquerade asked, “You would like to know?” And let his face turn into his blank mask and locking away all his emotions.

“It‘s simple, I‘ll get you to talk.” He stated, slamming the other changeling into the wall at the smallest sight of his magic gathering.
Seeing as he couldn’t use magic, the changeling just hung there, saying nothing.

With a raised brow Masquerade said, “The silent treatment, really?” Giving an unimpressed look, “What did your clan teach you?”

All that was given was a glare and a tight lip, unwilling to say anything. Seeing that a new form of strategy was needed, Masquerade began to work his mind before remembering the silver object in the changelings side.

His blank look turned into a rather sadistic grin as he pulled out the silver object from the wincing changelings bleeding side and asked, “Do you know what this is?” Twirling it slowly so its dull silver blade was shown with green blood dripping down.

“A-a letter opener?” The changeling asked unsure of the sudden change and finding out what he was stabbed with.

With a another grin the Unicorn cooed, “Very good, now normally I‘d give you a doggy treat for answering correctly.” To this the changeling held pinned to the wall growled at him, “But since this is an interrogation, I‘m to do something more drastic!” 

To emphasize this, Masquerade stabbed the dull pointed tip into the changelings open wing, getting a yelp at the blade almost hitting one of the veins in the gossamer wing. Changing into his own changeling form, the one pinned to the wall could not hold back his fear at the malice the two glowing cat eyes held. It was made worse with the green blood going from nose to grin, looking much like a cat that had cornered a mouse and was going to toy with it.

“Now, question number one:” He said pleasantly before forcing the dull cutting edge to rip through the wing at an agonizingly slow pace. The changeling howled in pain and struggled to free himself as a almost demonic voice demanded, “Where is my Twilight Sparkle!”





Laughter filled the room as Rarity spent some time with the three flower ponies and getting reacquainted with Daisy a bit more. But as of yet, there were no changes in there visits ever since the discovery of her changeling heritage.

“Your saying that Carmel is actually trying to make a colonel to get a my attention?” Rarity laughed out, “I feel flattered, but nothing like that would catch my attention.”

With a smile, Lily asked, “Then how, you know every stallion in town has tried to ask you out once.” And watching Rarity give a long sigh.

“It‘s true, my beauty has beckoned all the bachelors to look to me and try their hoof for my heart.” Putting a hoof over her forehead she lamented, “Alas, none have shown me true and lasting feelings of love and affection.”

Taking a drink of some lemonade, Rose said, “I think that’s because your whining scared them off.” Hearing this, her two friends began laughing up a new storm while Rarity pouted at them.

Giving them all a calm look, she said “Shame on you Rose, I realize I can be a little picky at times….” But was cut off by Daisy.

“You run at the sight of bit sized mud spots” Giving the white mare a smirk, “If I remember right, that’s what ruined most of those possible dates.”

With a haughty upturned nose, Rarity said, “A stallion must be presentable when taking a lady out.”

Absently waving a hoof at the unicorn, Rose said, “Alright, we get it, you want a prince charming.” Giggling at how the seamstress was trying to hold her dignity.

Clearing her throat some, Rarity looked to Daisy asking, “Daisy, you changelings can tell what a ponies feeling, yes?”

Seeing the mare give a confused nod, wondering why the subject was changed so quickly, the white mare asked, “Tell me, do you think Masquerade has a romantic interest in Twilight?”

Before she could say anything to confirm or deny, both her friends snapped their heads to her, knowing good gossip was nearby. Her eye darted about the three that waited ever so patiently and conceding, “It‘s possible?”

“What do you mean its possible?” Lily asked, “You always know what a pony‘s feeling!” Not understanding how her friend couldn’t know.

Tapping her chin Rose realized quickly, “You don’t know because he‘s one of those heirs that can hide his emotions, right?” Seeing Daisy nod, she huffed out, “Well that’s not fair, so much for some juicy info.” Going back to drinking her lemonade.

“I only ask because I have seen him act differently around her.” Rarity told while in thought, “If he‘s not talking about his foal hood stories, he‘s talking about Twilight in some form.”

Lily went to ask for more when Rarity’s door slammed open and halted all talking that was happening. Turning to the door, they watched in shock as Rainbow Dash all but broke the door off its hinges, looking about frantically before locking eyes with them.

With a burst of speed, the pegasus was before them all nearly shouting, “A changelings taken Twilights place, Masquerade told me to get the others!”

“Slow down dear, tell us what's going on more slowly.” Rarity said in concern, putting her hooves onto the panicked mares shoulders.

She was practically shoved aside by Daisy who asked in an equally panicked tone, “Changeling as Twilight, and Masquerade sent you?” Seeing Dash give a confirming nod, she pushed her away saying, “Get the others that know, and also get Roma, Toe-Taper and Serenity if you can!”

Turning to her friends, she said, “Lets get home and get my stuff, we might need it.” And ran towards the door, missing Rainbow yell about Serenity not being home.

Making a mad dash for home, she and the other two mares slammed open their poorly abused door and ran for their shared room. Once inside they headed for a locked chest, were upon Lily reached under her bed and pulled out a key.

When she turned around, she found two questioning faces looking at her, “What, no pony looks under beds anymore.” She justified, moving over to the chest and inserting the key.

With the chest unlocked and opened, Daisy reached in and picked up what looked much like a crossbow, only for it to have a box at its top with a lever. This was her weapon that she had learned to make with her father, a chu-ko-nu, or continues crossbow.

Both mares on either side of her gave looks but said nothing at the rapid fire weapon. Giving a Rose a look, Daisy asked, “You said you can use a sword right?”

With a light shrug she told, “Only a little, and gramps old sword on the wall won’t do much. But I am a black belt like Rarity and Dash, remember?”

Nodding to that, Daisy reached back into the chest and pulled out a bag of poison tipped bolts, tossing it to Lily, “Think you can hold my bolts for me?” Seeing the preppy mare give a nod, Daisy wasted no more time and motioned for the two to rush with her.

Because of how many weird and over-the-top things happen in Ponyville, all three mares didn’t have to worry one bit if they were seen running by with a weapon strapped to Daisy’s side, or the faces that looked ready for a fight.

After all, they had a pink mare with a canon that fired compressed parties in town, how much stranger was this?

When all three mares reached the library, they each gave the other a look and carefully made their way in. moving in with Daisy leading, they gave the main room a careful look over for either unicorn.

Despite nopony around, Daisy stood on her hind legs, shouldering her close-to-mid ranged weapon and putting a hoof over the lever that was attached to the box on it.

“Where are they?” Lily questioned.

Looking around, Rose asked, “Do you think that changeling heir was wrong?” Giving one particular place with Masquerades cutie mark on some saddlebags a curious glance.

With a shake of her head, Daisy said, “I doubt it, you remember what Rarity was trying to say? If anything, Masquerade didn’t need to feel this one out to know it wasn’t Twilight.” Scanning the room for any hidden changelings.

It stayed like that for only two seconds, as the sound of hoof steps came from the stairs leading up. With all attention to the stairs, they watched and waited for whoever to show themselves.

The hoof steps got louder progressively, adding to their anxious nerves that were ready to send the signal for fight or flight actions.

Soon enough, a pony Masquerade came down and into view, looking very much cross with his bleeding nose and some green spots on his coat. When he spotted the three flower ponies he stated, “I have an appointment to keep, and left a slight mess upstairs.”

Changed into a new changeling form that made the red blood on his nose turn green he asked, “Could I trouble you three to clean it up some, or would you like to help me deal with some unsavory guests?”

While Rose and Lily looked at the other as to what to do, Daisy aimed her chu-ko-nu at Masquerade asking, “How did we first meet?”

Without blinking he said coldly, “I acted to crash into you, and then apologized for doing so. Then introduced myself, told you I was looking for Rose to learn flower arrangement, only for the whole plan to come crashing down with Rainbow Dash.”

Lowering her weapon, she nodded, “I think we‘ll stay here and guard the door.”

With furious looking eyes, but calm exterior, he nodded, “Good choice.” And headed for the basement saying, “If you hear screams of mercy, I suggest staying up here.” Then closed the door behind himself, leaving him in a slightly darker stairway. Making his way down, he began to plan how to go about his plan of attack.

If that changeling told him the truth, then Twilight was being held in the basement. The only reason so, was that she had information on changelings.

He could only conclude with this information that they were scouts for a clan, or were tipped off members of Veron or Malek. Willed weren’t into sneaking around, and both Lue and Gem liked ponies too much. The only reason he was guessing this was because his victim had passed out.

Reaching the bottom, he spotted two other changelings, one was a drone, marked by it’s slightly smaller size and fin like mane and tail. That one would be no trouble. Turing his eyes to the other robust changeling, he felt his lip twitch as he wanted to bare his teeth as the other changeling that was feeding on a cocooned Twilight.

Masquerade could see the common’s horn flare brightly to forcefully take the emotions from the mare inside her prison, who was struggling about, desperate to get free. Every now and then the heir could see her try and flare her horn, only to fail because of the cocoon stopping her magic. The liquid like gas the cocoon was filled with was no doubt making in increasingly harder for her to keep awake and use magic.

When the drone spotted him, she gave a happy smile and called, “Flints back, Flints back!” Bounding over excitedly.

Pulling away from an exhausted Twilight that was ready to blackout, the other changeling asked, “What happened to you?” Seeing all the blood that covered his squad mate.

Giving a sneer, ‘Flint’ said with irritation, “That unicorn, Masquerade, wasn’t fool as easily and tricked me upstairs and attacked.” Spitting to the side where some of his green blood landed.

“I‘m going to say he lost?” The other asked moving passed with a broad and smug smile.

“I have him contained in the pony‘s room for now. I came to switch with you until I can heal up.” And moved towards Twilight, casting his eyes about the lab and spotting some cords with metal ends. One of her gadgets from Canterlot he presumed.

Giving his cohort a look the changeling told, “I don’t know how to act like her much, I could blow our cover. And Twitchy over here isn’t smart enough, so that leaves you.” Motioning to the drone who looked offended at the name given.

Still scanning the room, he lit his horn and brought over a container of clear liquid muttering, “I suppose so, but I have a question.” Giving the label on the glass a look.

“Shoot.” The common said, looking over a few pieces of lab equipment curiously himself. It seemed to confuse him why ponies had to have such things made for who knew what purposes.

“How much would a volatile acidic compound used for breaking down organic material, hurt?” Blinking at the overly big and confusing question, the robust changeling turned to ask for a repeat, only to get a face full of what looked like water.

He screamed in pain and panicked, running blind and trying to find something to wash away the liquid burning at the exposed areas on his face. The drone jumped back in shock at her supposed ally’s attack, and was further so when she was picked up and tossed to the other side of the room by magic.

Masquerade didn’t stop there, and picked up both cords that were attached to what look like some kind of battery and cranked it on. His ears twitched at the high-pitched charging sound it made with magically made electricity built up onto it.

The large common had soon found some real water and was getting the chemical off his face, more then thankful to the ancestors that his chitin protected him some. That was quickly forgotten when two metal tips were put to either side of his shoulders, sending volts of electricity through his chest and stunning his body, making him shout in sudden pain.

Removing them, Masquerade watched the body twitch on the ground and smoke rise from the spots he had placed the metal tips. Dropping the contraption, he turned to the drone that was getting up and stumbling about. With a roll of his eyes, he charged his horn and fired a quick shot of magic. Like that, the drone was out like a light, with his surprise attack a success.

He then turned to Twilight, seeing her trying to stay awake, no doubt ready to black out from being drained for who knew how long.

She gave a grimace at him and tiredly shouted, “What do you want!” Still trying to break out of her prison that hung her from the ceiling upside-down. She was both frightened and confused, the latter being more prevalent seeing as he just thrashed the other changelings.

Letting his changeling disguise fall in a wall of fire, he could feel Twilight's relief at seeing his pony form, “Masquerade?”

Not wasting any time, he launched a gout of changeling fire to the bottom of her prison, quickly following it with a buck to rip it off. All at once, a thick mucus like vapor made by changeling magic flowed out, carrying a tiered Twilight out gently.

She coughed a few times as she was given fresh air to breath, taking greedy gulps of it to clear her lungs up. A hoof wrapped its way around her waist and pulled her up, “Easy Twilight, take slower breaths, breathing to fast will only make the haze gas worse.”

Following his instruction, she took slower breaths and felt her mind clear up some from the haze that had messed with her concentration. With shaky hooves, the mare got up slowly with Masquerades help as he carefully lead her to the stairs.

Looking around, he told her, “Lets set you down over here for a bit.” And not giving the weakened mare a chance to make any protests, “I need to detain these intruders, and you should take a little rest from this ordeal.”

Any protest she may have had was lost when she sat down, already feeling more heavy as her body relaxed. He gave her a gentile hug, very quietly whispering, “I‘m glad your safe.” Almost too quiet for her to hear.

She watch with tiered eyes as the stallion turned back into his changeling heir body and went to work. From his hole riddled hooves, a green slime was being coaxed out by rubbing them and getting it to collect into the hoof itself. He then would apply it to the changeling in front of him, coating them in a hardening resin that was used for her own prison at one point.

She felt a yawn over come her, telling her that her body wished for rest, now she was safe. By the time Masquerade was done putting each changeling into their temporary binds, Twilight was fast asleep.





Daisy fidgeted in her place as she waited for either the heir to came back up, or more of the other ponies to get here. Rarity was already there, having gather Pinkie Pie on her way to the library.

Toe-Tapper was next, bringing what looked like a cane, but soon shown a small sword hidden in it’s wooden length.

With those three around, she felt confident enough to go up stairs with Lily to see what sort of mess Masquerade said he left. To say the least, Daisy asked her more weak hearted friend to go back down the stairs to wait with the others and send Toe-Tapper up with a mop.

Letting out a tiered sigh from where she leaned on the wall, Daisy could only wonder what was going on in the basement. According to Rarity, Lily, Rose and Pinkie, there were two separate screams from the basement. They were not screams of mercy, but none of the them wished to go down and see what was going on.

Now that the upstairs was somewhat cleaner, and the changeling trapped in a cocoon filled with a heavy amount of haze gas to keep him out of it, she and Toe-Tapper had come back down to wait.

Roma was next to arrive, bringing an assortment of metal rings. Though this made a few brows rise, none commented on the choice of weapon she had brought.

The waiting was over when the basement door was opened with a green aura slowly to let one undisguised Masquerade up. On his back he used his two gossamer wings to help balance a sleeping Twilight and gently carried her to the couch. When both Rarity and Pinkie Pie went to help their friend, both Toe-Tapper and Rome got in their ways, already feeling the aggravation coming off the heir.

Daisy had soon found herself slowly moving over to her own friends, hearing a slight hum as both of the heirs wings vibrating just slightly. She watched with them all as he place Twilight down as if she was made of glass, then just looked at her.

“My bags.” His buzzing voice ordered, still staring at Twilight. When no response came, he turned his cat-eyes to them and demanded with them blazing brightly, “NOW!”

Rather quickly, all changelings in the room scrambled about the room, more afraid of his ire out of pure changeling instinct than anything else. When Roma found his bags, she all but dashed to him and placed them at his feet before backing away to the group.

All ponies stayed in place, feeling some fear themselves at seeing the ever so calm Masquerade yell like that. With his added height and more monstrous insect visage, it did nothing to make them feel safe in the same room with him.

Turning on his magic, he opened one of the bags and got out a small vile, saying in a more level voice, “Put this in a tea and mix it well. It will help Twilight sleep and regain her strength better.” Having the said vile float over to the group.

“The rest of you gather the trash upstairs and in the basement.” With his full focus on Twilight he added without looking away, “I think there are a few potato bags in the kitchen you can use.”

With a gulp, Daisy took the vile gently into her hooves, waving for her friends to follow her. A surprisingly quiet pink party pony followed with, intent on getting those potato bags. With some quiet whispers, Toe-Tapper said he would get the changeling upstairs, while Rarity and Roma go downstairs to get whoever was down there.

All the while, one very alert and angry changeling heir stood over the lavender mares body like a guard dog, daring anypony to get too close to her without his permission.

> To Feel
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Rarity carefully closed the door behind her, giving a sigh at having something separating her and the changeling heir.

“You don’t really think a wooden door would stop him, do you?” Roma watch the mare jump at her voice and watched her pat her chest a few times to keep calm.

Calming her breaths she told, “No, but it helps put my nerves at ease if I can't see him.” Starting to make her way down the steps and into the lowly lit shadows.

The tomato seller nodded next to the Unicorn agreeing, “I know what you mean, the last time I saw an heir that angry was during the fall of my clan.” It was a memory she didn’t like to remember, but it was also one she didn’t wish to forget.

Looking to the Earth mare, Rarity asked, “Why is Masquerade acting so…foul.” Seeing Roma raised brow she corrected some, “Don’t get me wrong, I‘m worried for Twilights safety just like the others, but what is warranting such aggression from him?”

Understanding what Rarity was trying to convey, Roma asked, “Have you been told about changelings territorial instincts?”

“I‘m afraid you might to be more clear about that?” Rarity responded.

Thinking for a moment Roma asked, “Have you made any contact with any changelings, like how Masquerade decided to expose me as one?”

“Yes, Toe-Tapper.” The white mare nodded, “The stallion seemed a little unsure after Masquerade revealed himself, but besides that they got along swimmingly.”

Seeing the mare next to her didn’t have much knowledge on what she was getting to, Roma explained, “Changelings are territorial to an extent.” Reaching the bottom of the sitars she tapped the ground saying, “This house he‘s been living in, Masquerade considers his territory, his dwelling.”

“But isn’t this Twilights home?” Rarity quickly asked, not sure how somepony could say somepony else’s home was theirs.

“You need to look at this in a more simpler term.” Roma rolled her eyes, looking about the lab that was set up, “Twilight just lives here, and she isn’t a threat, so he thinks she part of that territory he has claimed.”

Spotting a common that was laying on the ground still, she made her way over and gave a light nudged. She gave the steel tipped wires a glance over, getting a good idea what the heir did, “It‘s much like how a cat or dog lives in a pony’s home. They may not own the house, or the pony, but to the pet, they belong to them.”

Making her own way to the common changeling, Rarity gave a grimace and said, “That looks rather unpleasant.” Able to see the two scorch marks on the changelings sides, even with the darkness.

Roma could only agree, “Infiltrators never play fair.” Giving the green resin holding him down a look over, coming to the conclusion it was only temporary.

“Anyways, that’s what‘s happed here.” She said finally, changing into her own changing form to get to work on making a more permanent prison, “Because his territory was invaded and Twilight taken away, he has gone into a aggressive state of mind until the danger passes.”

Watching the changeling get to work, Rarity had to ask, “But hasn‘t the danger passed, why is he still in such a mood?” Over the month she had known him, Masquerade never showed to lose his temper. True enough he has showed to be nervous or slightly annoyed at certain things, but never yell like that.

“Heirs are more temperamental at times.” Roma admitted slowly, using her own memory of the heir of her clan during its fall, “They can take attacks like this personal.”

With the conversation coming to a close, both Rarity and Roma could hear a groan come form the changeling that was being bound. As soon as it was heard, a hoof came down and slammed his head into the hard floor, knocking him out again.

Rarity gave a look to Roma as to why she had just did that, who responded, “What?”

With a questioning look the unicorn asked, “Was that really necessary, he seemed bound enough not to cause trouble.”

Scratching her head she said, “His horn was still exposed, so he can use magic.” Pointing to the jagged point protruding from the changelings head, “Also, I felt like hitting something after being brought her for battle.” And clinked the metal rings all over her body.

“I must admit, I am curious to know why you brought those. Certainly not a good fashion statement.” Rarity sniffed looking at each metal ring that didn’t even look polished. They were all over the mare, some over hear neck, plenty on her forelegs, also had a few on her head.

Going back to her work she told, “Their called chakrams.” Making a rather large glob of resin to wrap around the horn to hopefully add more resistance and cancel out any magic better, “Their both a ranged and melee weapon. Good for scaring the dickens out of enemies too.”

“How so?” Rarity asked, getting an answer in the form of a metal ring the size of a bracelet go by her head and stick into a wooden table nearby.

With a smirk Roma asked, “To answer your question fully, think of having those come at you every other second.” The shocked and horror filled face Rarity held seemed to tell Roma that the mare got the point of her ring knives.





Toe-Tapper watched with trepidation at Masquerades still form just sitting over the lavender mare that was asleep. He had only met the stallion formally just hours ago, and he seemed like a rather pleasant changeling heir, if not a little mischievous with his comments. But this seemed the polar opposite of how he acted before.

Cold, calculating, analytic. It made the last Ditty changeling shiver when he could not get a read on the heirs emotions in the slightest. It was like trying to feel emotions from a rock in a desert, they just weren’t there.

His ear twitched as the three flower mares came out with Rose leading and balancing a tray holding a tea pot and one tea glass. Behind her was Daisy, fiddling with her odd looking crossbow with one hoof, and walking with the rest. Lily was the last out, carrying some potato bags that the heir had mentioned.

He wondered where Pinkie Pie was, seeing she was the one who went for them. It was possible she decided to start doing something Pinkie related in the kitchen, but he didn’t have the courage to find out. Last time he did so, she was doing something rather strange with the cupcakes.

Daisy seemed to have found a suitable spot and stood back on her hind legs, readying her weapon, but not aiming it. Lily stood by, fidgeting in her spot. Rose was the last to move, going towards Masquerade with a small tremble in her step.

The second heirs wings gave a slight buzz, halting the mare for a moment before she moved again. When she was halfway close, those wings began to buzz again, making a deep noise to ripple through the air and give a foreboding feeling. Rose came to a complete halt, not daring to make a move.

Slowly the taller changeling turned his head around to face her, using his eyes to seemingly pick her apart piece by piece before stopping his wings and turn back to Twilight.

Rose advanced again, walking into touching range before the tray was taken up in a green aura and lifted off her as his voice buzzed, “Thank you. You may leave now.”

Seeing that as a good idea, Rose backed away with some haste, returning to the comforting feeling of having her friends nearby. Daisy let out a breath as she returned to her normal standing position, taking a few extra breaths at the tension she was feeling.

The lanky stallion could understand their fear of the situation. With Masquerade in such a defensive mood with Twilight, it could be seen as a risk to anypony to get close to him. As of this moment, he was looking over the tea with a critical eye, as if it was possibly poisoned when he had no reason to think it was.

When he was done with his inspection, he placed tea and tray down next to himself and went back to observing Twilight as if looking away might cause her to disappear.

“I‘m not sure if I should find this creepy or sweet, that he‘s standing guard over her while she sleeps.” Lily Commented quietly to the others, keeping her own eyes locked onto the changeling that didn’t seem to move an inch.

Moving over to the bags now on the ground, Toe-Tapper picked one up and took it towards the contained changeling in the upstairs room for later transport. To where, he wasn’t sure, but he was sure that he would find out later. This bag just gave an excuse to get out of the room the heir was in, and not risk his ire.

For Masquerade himself, the four behind him didn’t matter to him at the moment. No ill feelings could be felt from them, but he couldn’t be too careful at this time, right? After all, this is what I was concerned would happen. He concluded to himself, looking down at Twilight’s sleeping form.

The tea didn’t appear to have any poison, than again, why would it. Twilight was a pony, not a changeling, so no reason to poison it.

Unless those other changelings did something to make it poisoned, the idea was shaky at best, but he didn’t feel like taking any chances right now.

With a smooth and controlled breath, Masquerade reached out with his changeling senses to feel the emotions in the mares being, unable to suppress the shiver he felt. She felt so empty to how she normally felt, so desolate and uncaring. She still had her emotions, he could feel their spark and fire, but it was tame to what it should have been.

He was not kidding to Twilight when he said a pony became a shell of their former selves when drained of emotions. No changeling knows the reason behind it, but the emotions a pony had seemed connected to who they were.

In a sense, some changelings believed they didn’t take the emotions, but the energy given off by the soul itself. There was no proof to this, but when a pony lost all emotion, they just seemed like husks with no life in them. In truth, this was how the stories of zomponies arose, living dead that had no concept of love or hate.

Another blemish on what my race can do to others. Was the passing thought that made his wings buzz in anger and eye light up in rage. Those these cases are rare, and don’t happen often, they do happen. He was one of the few who tracked those irresponsible enough and eliminated them from the equation.

This was the reason he was so angry, for not being here and protecting the one who has helped him so much. The same pony who actually helped him even as a colt. The same one that is now weak and helpless to other threats that I could have prepared her for! He so wanted to kill those changelings, rend them and bisect them over and over so they would never be a threat to her.

But I can't, the heir reminded himself, I need to know who they are, who they work for and why they are here. The last thing he wanted to do was make an incident with another clan and face their wrath on losing their own. He was good, but there was only one of him and an unknown number of them.

With a gentleness he rarely like to show, Masquerade brushed Twilights mane slightly with much care. He didn’t care the others were looking, and further didn’t if they knew how much he loved her. Right now, she needed both his and their help to get better. And hovering over her like some overprotective attack dog might make things worse.

No, he needed to get some distance, some time to himself and settle his mind before he snaps again. His Twinkles needed him to be in top condition with no distractions if he was going to help her properly. That meant he needed to get his mind off any resentment he holds of those three changelings.

The library door chose that time to be slammed open by one huffing Applejack that was followed in by Ivory and Ebony that had two fans hidden under their wings.

Masquerade turned at the sudden sound, already having his magic lit and ready for battle and placing himself between the possible threat and the downed mare. Buzzing his wings and baring his fangs, the Infiltrator hissed angrily to make sure he was deterring what was seen as a possible attack.

“Masquerade, it‘s alright, it‘s just Applejack!” Daisy called out, putting herself between the angered heir and the apple mare, readying her own weapon once again.

Both sides stayed in their place, ready to move at the first sign of being provoked.

Behind Applejack, Ivory calmly closed the door while Ebony walked on ahead, passing by both Applejack and Daisy and her friends without a care in the world. All four mares wanted to stop her, but the greater buzzing and hissing made them think twice at trying.

With somewhat annoyed eyes, Ebony said with a firm tone, “Cousin Masquerade, cease this faolish behavior at once, it is not helping.” The buzzing and hissing went down some, but not away until Ivory came up adding, “We are here to help cousin of ours, but we can not do so with you acting like a rabid dog.”

Stopping all his actions, the stallion realized that he was acting like a dog would, barking and growling in his own way. With a few calming breaths to regain himself Masquerade all but ordered, “You two tend to her.”

Any protest the twins might have had died at his frustrated and burning eyes. Wisely, they didn’t say anything to provoke the unpredictable infiltrator and scuttled past him to the mare that laid asleep, happy that he was at least back to thinking again.

Applejack felt taken back at the sudden subdued nature the twins showed after their earlier show, but when the heirs eyes landed on her, she understood why. They seemed to hold nothing but enraged fury that made her almost want to back away.

“When the changelings are brought up, make sure their put in the potato sacks for later transport.” He said, walking passed Applejack and the flower ponies like they wasn’t there, “I don’t care where they are put, so long as they are detained and not found.”

Taking a gulp to steel herself, Applejack asked, “An‘ where ya‘ll headin‘?” Turning around in time to see him veil himself in fire and be in his pony form.

“To clear my mind of these irritating emotional reactions before I rend somepony ten fold!” He snarled towards them all, making his eyes gain their cat like appearance to the point it made the mare’s jump away.

He let out another snort at his lack of control and nearly ripped the door off with his magic, leaving out it with a slam.





Consciousness came in and out for Twilight from where she laid, hearing things going on before silence overcame her once more and place her into a dreamless sleep. Whenever she reached this place, she could not help but feel numb.

It was a strange feeling to have on your own feelings in some sense. In here, she felt alone, scared and confused. But it all seemed to distant, like a muted sound that one could only just hear. There, but unable to make it out.

There was somepony beside her, she knew there was, but who was beyond her. The darkness would not recede away, and the sounds of the world outside her mind faded in and out at seemingly random intervals.

“Ah think she‘s awaken, Twi, ya alrigh‘?” Applejack, she knew that voice to be her friends voice. Friend. The word seemed to not have much meaning to her for some reason, not like it should.

Two other voices soon came up, taking her attention away from those thoughts, “Applejack of Apple Clan, we do not think it wise to wake Twilight yet, she needs rest.” It seemed so…strange those twins spoke in unison. How was it possible at times, to be so synchronized with the other?

With some effort, Twilight forced her eyes open, watching as the world came back into view of yellows, browns, blues, greens and so many other color spectrums. This gave way to each part of the place she called home, filled with wood and paper along every floor and wall.

She gave a few blinks before looking around slowly, finding Applejack and both Gem sisters sitting nearby as the former looked at her in concern. “Hey Twiligh‘, how ya feelin‘?” The orange mare asked softly.

The question made the unicorn pause in thought as to how to answer. How do I feel? The question confused her mind. She could say fine, but that’s not how she felt was it?

“I…” She tried to say, only finding herself unsure what to say next. After a few moments she went with, “I don’t know.” Summing up how she was feeling, or lacked at the moment.

Feeling a tap to her side, she looked to Ivory who was holding up a cup of tea saying, “That is to be expected. Daisy had filled us in on what happened.” Taking up the offered tea, she could hear Ebony continue where her sister left off with, “You are suffering from emotional withdraw. It will be some time before your strength returns and your body can rebalance itself.”

“What‘s that mean ‘xactly?” Applejack asked confused at all the words the two used.

“It means, Applejack, that Twilight will be weak and tiered until her body can produce the energy needed for her to move again.” The two said at once, waiting for the librarian to finish her tea saying, “We urge you to return to sleep after this drink, it will bring you back to health more quickly.”

With a somewhat absent nod, Twilight downed the rest of her tea and laid her head down once more. Once again, she felt the numb feeling overcome her body, and soon enough she was inside the endless void that was her mind.

Ebony and Ivory gave sad sighs as the Unicorn went to sleep again, noting that who ever the changeling was to drain her, did so irresponsibly. With the knowledge they had about their cousins love for this mare, and how low her emotions were, they understood why he was so protective.

It would take time, but Twilight would recover form this. A week at the most, to refill her body with the proper amount of feelings she needed to live and not be some walking husk.

Then again, even one whole day of draining would not make her fully a husk-like-zompony, but a full day of it might make her lose something. Like the ability to love, hate, or feel sad. Masquerade was possibly terrified of the idea with Twilight not just having no emotions in her, but losing something that made her who she was.

The very idea scared them too. They liked Twilight the way she was, they didn’t want her to change.

“Is she gonna be alrigh‘?” Applejack’s voice bought them out of their shared thoughts and look to the concerned mare.

With reassuring smiles they said, “She will be in time. It was good she was found so soon, otherwise side effects may have occurred.” Feeling the farmers alarmed feelings they assured, “We assure you, Twilight Sparkle will be back to normal within the week!” Making sure to pat the mare to assure her more.

Letting out a breath she nodded, “I trust ya. The both of ya.” Looking over to Twilight sleeping soundly she told, “I just wish ah got here sooner.”

Ivory went to the tea and picked it up, setting it on a table and going to the kitchen to retrieve something to keep it warm while Ebony agreed, “We all do Applejack, but none of use had no way of knowing ahead of time.”

She was right, Applejack knew. There wasn’t any way for them to have known some changelings of the more unfriendly sort would come and do this. She was glad Twilight was safe, and happy that the ones responsible were being hauled off by the flower ponies and the two other changelings in pony form.

Part of her wondered when her life, as well as her friends lives, had gotten even more complicated then before.

Probly started with ‘em Elements, an’ Nightmare Moon. Thinking with that line of thought, she nodded in her head that yes, that was when things got complicated in their lives.





A flash of green light lit the surrounding rocky area before a small crack was heard. Another seemed to follow the last as a few pebbles went rolling about. A third joined in and sent a new shower of rocky bits raining down before it stopped.

Masquerade stood with some form of focus as he stared down his improvised shooting range of rock targets on their rock stands and yards measured by rock lines. He also had a pile of rocks to replace the ones he destroyed, and even more to toss at said targeted rocks. Rocks were good for that.

They were also good for crushing stuff. Or building little towers, that can be knocked down with thrown rocks. Or grinding against others into dust. Or possibly using them to cause serous head injury. Rocks are very versatile things for just being a heavy lump. The black unicorn noted.

Using his magic to stack another group of rocks together, he didn’t notice how it resemble a changeling like shape. Not like he cared, in fact, it made his aim a bit better.

This was proven when he charged his horn with another light magic beam and sent it right at the targets ‘head’ and decapitating it. He didn’t really feel satisfied enough and decided to start launching his ‘rock ammo’ at the rest of the body, decimating that too.
But in the end it was pointless. Unchallenging. Unfulfilling.

Nothing that I want to make me feel better. He grumbled, tossing a small green fire to gnaw away at one of the rocks before it died out from lack of emotions.

At times like these, he would go to his Mother and ask her for wisdom and guidance into matters of the mind. He may have been smart, but Masquerade knew he sometimes lets his own instincts get the better of him. It was a weakness as much as a strength.

It made him an effective Infiltrator, as he followed these instincts to their fullest and hearing their guidance at how to track his prey. How to properly entice them into traps. Whispering to him when a possible threat was close. Telling him how to fight savagely and hit the weaknesses in his enemies.

All the same, it could lead him to trouble. He was a predator and a parasite, hunting and leaching at both times, not giving him good insight as to how to act around others.

He let these thoughts run on their own, watching absently as the green changeling fire he had made slowly die away from lack off fuel. Usually, if he didn’t look for Mother, then she would chose this time to walk up and say something profound and wise to put his mind at ease.

But she wasn’t here.

But somepony else is, he noticed, turning around to try and track who he thought he felt. He didn’t see anypony, but the feeling was still their just…How did…

Turning around again, but with utter confusion, he was greeted with a stack of rocks in a pony shape. With a blank stare he said, “If you were a normal pony, I would ask how you do those things you do.” Taking a moment to think he decidedly said, “However, your beyond the reasoning of logic, so I will not question it, else I will put whatever sanity I have left at risk.”

That seemed to be the tipping point as the rock pony feel apart to show a laughing Pinkie Pie. Letting the pink enigma laugh away, Masquerade just sat and waited for her to finish. He was not in a good mood still, but he would be at the very least courteous to her. After all, turning rocks to dust did relive some stress and frustration, and her hyper emotions weren't overloading him for once.

Must have gained an immunity to it, was the absent thought.

After she was done, she got up and looked around the destruction he had brought upon the rocks in the area and asked, “Why are you attacking poor innocent rocks?”

With a dull look, yet with a still sharp mind he replied, “They challenged me to a one vs. one-thousand fight.” Taking a look around he told, “It’s strange, no matter how many I blast to pieces, they just keep multiplying, even if their a bit smaller.” This got the response he wanted, getting more laughter from the mare.

Her amassment was nice to snack on, it was making him feel better at least. Not greatly so, but enough he knew he wouldn’t snap at her. Maybe.

“Not to be rude, but is there a reason for your visit here?” From what he knew, she would rather be with Twilight and hanging around the mare until she woke up. That was what he wished to do, but he needed to calm down before anything else.

With a bright smile she said, “Well, Applejack‘s with Ivory and Ebony taking care of Twilight, Rarity is cleaning up the basement of that icky green stuff used to hold those meanies you stuck down, Rainbow Dash and Fluttershy haven’t gotten there yet, Rose, Lily, Daisy, Toe-Tapper and Roma all ran off to put the those changelings someplace else…” Taking a large gasp of air to fill her lugs, she calmly finished, “And I‘m here to cheer you up with cupcakes!” And pulled out a tray of said treats from…someplace.

Masquerade blinked.

He then blinked again to be sure his eyes were working.

The unicorn blinked a third time to be sure that yes, those were indeed cupcakes, and yes, they did just come out of nowhere. He again wished to question what was up with this impossibility of a pony, but knew not to ask.

Suspicions of the reality beings powers and ignorance of certain physics aside, the stallion appreciated the gesture. Even if he didn’t show it, he was smiling on the inside some, “Thank you, but your concern isn’t needed here.” Seeing her deflate some he told, “You should go back to Twilight, she needs you more than I do.”

Getting up and turning around to find something else to occupy his mind and get in a better mood, he found himself nose to nose with the same mare who said, “But I made these just for you!” Backing up and showing her assorted goods, “See, this ones apple with buttermilk frosting, and this ones lemon with vanilla frosting, this ones vanilla with orange frosting-”

Putting a hoof up to tell her to stop, he said, “I understand, and I‘m grateful, really.” Giving out a sigh while thinking of the right words, “Listen, I know your trying to cheer me up, but Twilight needs you more than I do.”

Using the same hoof, he placed it on her shoulder saying, “When she wakes up, she will be tiered and maybe unable to feel anything for a while.” With a ghost of a smile he asked, “But, I have a feeling I know of a little cure to help get her up and moving again.” Seeing he had her full attention he asked, “What do you ponies say is the best medicine?”

With a sudden jolt of energy that poofed her mane back up she exclaimed, “Laughter!”

With a nod he patted her shoulder saying, “Yep, so why don’t you go on back and make sure she gets her daily dose of laughter?”

Seeing her nod, she placed the cupcakes before him telling him, “And while I‘m doing that, you can have your daily dose of cupcakes!” And quickly bounding off with a number of jumps and leaps like she was made of rubber.

He also rose a brow when she started hooting uncontrollably as she bounced around, but thought nothing of it.

Looking down at the treats he let out a amused sigh and shook his head thinking, Mares, what’s a guy to do about them?
> Just for You
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Shadows flickered and shifted about as a green candle and it’s green flame lit the confined tent space from its spot on the table it stood on. Below it was a map of Equestria and marked with all it’s notable areas. A hoof came down and traced a line form Ponyville to Appleloosa, and quickly moving to Dodge Junction. Total time, one week.

The path made its way past the badlands and right to Baltamare, going through Fillydelphia and stopping at Hollow Shades. Two to three weeks travel. Moving on, it reached near Catnterlot, already the time was worked in the ponies mind, at least a weeks travel.

Sham carefully looked over the path, already knowing that Appleloosa and Dodge Junction had been passed. The first had allowed them to gain some profit with the Zap Apple jam they had gained from the Apple Clan in Ponyville, but not as much as they could. The Apple Clan in Appleloosa had traded a number of their produce for more equipment and wood, apparently loosing a barn from a small fire.

Nothing was gained from Dodge Junction, as most of the trains had left with their supplies and shipments, and therefore no trades were made. Then again, they were able to trade some apples for cherries from that one pony, but it didn’t actually gain them a profit, just another means to gain it.

Their next destination would take time, and plenty of planning. Sham knew of the things that could randomly happen during these trails, even more so when they were still close to the Everfree Forest.

Weather patrols did their job well, but the random and sometimes even dangerous storms from the Evefree can't always be detained. All it would take is one good storm to set his clan back for days or weeks depending on the severity.

The first heir didn’t move an inch at the tents door being pushed open, keeping all focus on his current task of figuring out the best paths Chance and his scouts had found for him and what he should expect in Baltamare.

“A letter for you Sham.” Chroniclers young voice broke through the quiet, “It‘s from your sisters.”

Only giving a nod that he heard the young adviser in training, the colt set the rolled up parchment on the table and waited. Lifting his hoof and taking up the letter, Sham broke the wax seal and began to read.

Not even getting past both his sisters nonsensical greetings, he narrowed both eyes at the events that had taken place since his leave. Not even a week, and already Masquerade had found changelings, began making contact with said changelings and also found some hostile changelings.

His sisters were safe, so he found that a good bit of news. The mare his cousin had a fascination with however, had found herself on the wrong end of a changeling cocoon prison.

This could be problematic for relations, He told himself, already working on plans that could correct this, Her safety will be Masquerades first priority if I know him, and therefore will ignore more important tasks!

With swiftness, Sham picked up a new parchment and began making a response. He liked Masquerade's plan, despite it being near borderline crazy, but if done right would have a large profit in the end. Peace from the ponies, and even greater trade using changeling merchandise. But his cousin needed to be focused.

And there are only two ways for that to happen. Already working on the possibilities in his minds eye, he could see the first option was to remove her. This was possibly the most stupidest thing he could do actually, as the way his sisters described his actions with her, he would go on a mare hunt if she just disappeared.

The second plan he started to form would work as well, distract him with the threat of things getting worse and forcing his hoof to get to work. Or it may push him to have the others do his work while he tends to her, Sham’s eye twitched, seeing a problem.

Another option would to possibly have her go someplace of her own will and leave for a bit, leaving Masquerade alone and having to do his work. This wasn’t an option however, as she would be too weak to do anything, so that idea was of no use.

He stopped his writing as a new idea worked its way to the front of his mind. Setting his writing utensil down, he calmly asked, “Chronicler, what do you know of one Twilight Sparkle?”

Blinking for a moment to think, the young colt told, “Twilight Sparkle is a unicorn mare from Canterlot, born to Twilight Velvet and Night Light. Both own an estate that belong to the House of Twilight, a more minor noble family of Canterlot, and therefore have little influence.”

Shame rose a brow in interest so far, not only on this one ponies lineage, but also how his assistant had come a crossed this information, “Their has been confirmation from our sources that she is something called the Element of Magic, one of six that were used to fight and bringing back Princess Luna.” Now he had both brows up high while looking at the parchment before him. He wondered if Masquerade knew of that detail.

“She is also personal student to Princess Celestia since the age of six, and has proven to be one of the most powerfulest unicorns to date.” The colt droned on, not really paying attention to how Sham had all but stopped what he was doing to stare at him. When he did notice he looked down and began to scuff the floor in a circle saying, “I sometimes look through the reports our scouts make.”

Waving a hoof to show it was fine, the self-proclaimed genius leaned on his elbows and folded his hooves over the other in deep thought. This is even more problematic then I had perceived. Having the urge to grit his teeth.

Holding out a hoof expectantly, Chronicler got the queue he had learned and rushed off to a box. Opening it and using his green magic to pull out a long pretzel stick, he rushed back and put it in the awaiting hoof.

With the familiar salty treat in his hoof, Sham placed one end into his mouth, absently chewing on it like one would a cigar as he thought. The heavy grains of salt seemed to relax his body and mind, letting his thoughts flow more freely then when he was turning them over and over.

Twilight Sparkle was a powerful magic user. Twilight Sparkle was highly educated. Twilight Sparkle was an Element of Harmony. Twilight Sparkle was taught by the solar monarch. Twilight Sparkle was part of a noble family. Twilight Sparkle had connections with those in higher position. Twilight Sparkle….

Has the greatest Infiltrator to come from the Five Prominent Clans wrapped around her hoof, and doesn’t even know it. A plan was needed, and the one he had in mind was possibly dangerous in some sense, but the pay off was too good to resist.

With new plans in his mind, he set to work on writing his letter again, giving specific instruction he knew both sisters would do, if not enjoy doing. After all, it was confirmed that he is the new clan head to the Gem Clan.





A light groan echoed in the lowly lit room of one Twilight Sparkle as she slowly came back to the waking world once more. She moved in her place to get out of her bed, but quickly found a hoof keeping her down, “You keep resting, if you need something me or Spike will get it.”

The tiered mare cracked an eye open to find Masquerade once again in her room and trying to tend to her once again. For three days straight that seemed to be the only thing he did with his time, tending to her and her needs.

Slowly shaking her head she said, “I just need to stretch my legs, I feel confined in this bed.” Struggling against the stallions strength.

With a grunt, he let up and got up from his sitting position, “Alright, I guess you do need a little exercise to keep your figure, but back to bed after that.” He told firmly while holding a hoof out.

For once, Twilight was glad she felt embarrassed or angry by his words, it showed she was getting better. Granted, these feelings didn’t feel strong enough for her to make any move to lash out at him, but they were there, and that was what mattered.

But she supposed it wasn’t all that bad, having both Spike and Masquerade act as butlers for her. But on the other hoof, it was near annoying how much they worried over her. Masquerade actually going as far as sleeping at the floor by her bed to see if she needed him on a moments notice.

He might give Rainbow Dash a run for her Element if he keeps this up. She joked to herself, giving a few light giggles as she used the offered hoof to stand up on shaky legs.

With a raised brow the stallion asked, “Did you suddenly develop ticklish hooves while I wasn’t looking?” Making sure he was close enough to catch her, but far enough Twilight didn’t feel like he was babying her.

“No, I was just thinking.” She smiled, taking some easy steps and giving each leg a good stretch, feeling a rush go through each limb as they moved.

With his own smile he commented, “Your gaining strength rather well, a few more days and you should be back to lazing about this place and reading none stop.” This got him a weak, but still firm, smack to the back of his head, still smiling despite being attacked.

Twilight was between amused and abash at his comment saying, “Says the stallion who more then not, does nothing but sit around and take walks.”

He went to retort, but kept from doing so when one of Twilights legs decided to give out on her. With quick reflexes, he bent down and caught her, slowly nudging her back up to stand again.

Watching her take a breath to get control of her body, Masquerade said, “How about we head down stairs, get you on the couch and a few books?” He was hoping that the mare would take the offer so she can get the exercise she wanted, then could pass out on the couch if need be.

“No, the beds fine.” Twilight told, already making her way to the comfortable mattress and warm blankets. The whole short way, she used Masquerades body to help support herself and get back in before plopping down. Without needing to be told, he brought the covers back over her and laid himself down on the floor.

“I‘ll be down here if you need me.” He told, taking this moment to rest his eyes and think without any visual distractions. Above him, Twilight hummed in a absent tone before going quiet, presumably to sleep.

He didn’t get to stay their for long, or as long as might have liked. A light tapping alerted him to the door, raising his head to let all senses lock onto it’s source. Spike, he confirmed to himself, feeling the mix of worry and concern flow about the small dragons from.

Setting his head back down with the knowledge there was no threats, he relaxed and waited for the dragon to make his appearance. It didn’t take long, as the door opened to allow him in.

Masquerade peeked an eye open in Spike’s direction, asking with a hush tone, “Yes?”

Throwing a thumb over his shoulder he said in an equally quiet voice, “Fluttershy, Pinkie Pie, Rarity Applejack and Rainbow Dash are downstairs.” Looking to his adoptive older sister he told, “They want to know how Twilight's doing.”

With a light sigh, he got up and moved silently to Spike saying, “I‘ll fill them in. can you keep an eye on your older sis?”

Spike crossed his arms telling, “I don’t mind keeping watch, but let me remind you I am still her assistant.” In a sort-of no nonsense tone.

“Sure thing, whatever you say little bro.” He grinned, giving a light noogie on the dragons head, walking out the door and to Twilight's gathered friends.

When Masquerade reached the ground floor of the tree-house-library-thingy, he was bathed in a room that seemed to give off varying levels of concern from the mares in it. This all seemed to turn into relief when he entered their sight.

“Hey Mask, how‘s Twilight holding up?” Rainbow was the first to speak, getting right up to him while hovering in the air.

Using a hoof to bring the pegasus down to earth, he stated, “She‘s getting better and recovering at a steady rate.” Looking to each one he informed with a smile, “Like I told her not to long go, she‘ll be up and about reading within a few more days.”

“She‘s awake!” Pinkie almost zoomed past the stallion, if he didn’t turn his magic on to catch her poofy tail.

“No, she‘s asleep.” He corrected calmly, having a very good idea where his cousins got all their energy from. “I suggest waiting for a bit or coming back later if you want to visit her.” Gently moving the pink mare back into line with the others.

Looking him over, Rarity asked, “Masquerade, have you eaten lately?” Seeing his questioning look she told, “You seem…thinner then last I saw you.”

“I‘ve been snacking.” He brushed off, knowing the drop in weight could be because he wasn’t getting nearly enough emotion as he should.

“Rare‘ means a full blown meal, no‘ little nibbles of treats.” Applejack narrowed her eyes at the black Unicorn.

Sitting so he could hold both hooves up in a non-threatening  display he said, “I‘m fine really, Twilight takes priority until later notice--”

“Don’t be feedin‘ us tha‘ now!” The farmer seemed to threaten, “Ya‘ll need t‘ take care your self too.” She berated him to make him see reason.

Rolling his eyes he told, “And I am, I assure you.” Putting both fore hooves down again, “I‘m fine and am working at highest efficiency.”

Applejack gave a withering look to the changeling, having the highest inkling that he wasn’t telling the full truth. So far he had not said anything for her to exploit, but her friend was right, he lost weight.

“We could take your place.” All eyes turned to the quiet voice that belong to Fluttershy, who all at once, hid behind her mane at the sudden attention.

With a smirk forming on her muzzle, Dash agreed, “Yea, we can take over for you.” Like the idea some.

Pinkie was another story, “Oh, that’s a fantastic idea, we can all pitch in and help-- oh and visit her when she‘s awake, I can cook with Fluttershy, Dash could maybe read her a book of Daring Doo!” Her enthusiasm was infectious to all the mares in the room, each one growing their own version of a smile.

“That’s all good and well Pinkie Pie.” Masquerade coughed, cutting her off, “But don’t you all have obligations to tend to?” Not that he didn’t want the help. This actually brought him the opportunity to actually feed more on the towns naturally gathered love, and not risk taking anything from Twilight.

Each one got into their own mental check lists with Applejack being the quickest, “I got nothing‘ till night comes ‘round, so I‘m good.”

Pinkie was next after her, “Same here, the Cakes have been keeping up with orders and wont need me till later to watch the twins, so I‘m sticking around.”

“I had just finished filling out my own orders and wont have any more work until my next order comes in.” Rarity smiled, “So I‘m free for the day.”

Feeling a nudge to his shoulder, Masquerade looked to Rainbow’s smirking face as she told, “Face it bug boy, we‘re all cleared for the day. Even Fluttershy had me help her set her animal friends up for the day so she could visit as long as possible.” And waved in the general direction where the shy mare was giving her shy smile.

With a defeated sigh that he only half meant, he groaned, “Fine, seeing I am out numbered, I‘ll go and do something than tending to Twilight’s every need.”

“Now don’t go and try to guilt trip us.” Rarity sniffed at the stallion, “We are merely looking after your well being as well as Twinkles, Right girls?”

Getting a number of different yes’s, Masquerade gave another suffering sigh. Mares, why does it always have to be mares that cause me the most trouble and headaches!

On one side, he was glade to possibly have some feeding time, on the other, he still din't want to leave Twilight until she was able to care for herself again. She has Spike, and her five friends, that should be more than enough at this time. The logic was sound, but his instincts once again told other wise.

With a controlled breath he nodded, “Alright, alright, you’ve persuaded me.” He forced himself to give in, despite wanting to be stubborn, “I‘ll go and have some time to myself while the rest of you tend to Twinkles.” Almost storming to the door.

“Just ge‘ out ther‘ and have some fun, we‘ll take care o‘ things ‘ere.” The orange mare ordered him playfully watching him make his way to the door.

Opening the door wide, he gave one last sigh and saying softly to them, “Thanks.” And not giving them a chance to respond as he closed the door on them.

Each pony gave the other looks before Rarity said, “That stallion makes me wonder at times.” Getting agreeing nods from the others.





A yawn broke though the silence as two eyes reopened to the world, but still having a groggy feeling. Twilight gave another more lighter yawn and shifted in her spot to face the door. Instead she got an eye full of yellow fur.

Scrolling her vision upwards gave a new view of a smiling Fluttershy, “Good morning Twilight, how was your rest?”

Blinking owlishly at first, she finally said, “Good.” Giving the room a once over asking, “Where is Masquerade?” Considering he had not left her side for the last three days, it felt rather off for him to just not be there.

“Well, the girls and I came to visit you and see how your were doing.” As if she just remembered, she turned to Twilight nightstand asking, “Would you like something to drink?”

Looking over to the same stand, the tiered mare could see a pitcher of water resting on a tray and a cup that was still unfilled. Giving a shake of her head, Fluttershy returned to what she was saying. “Rarity noticed that Masquerade might have been neglecting his own well being, and with the other pitching in, convinced him to take the day off.”

With another look, Twilight asked, “What do you mean neglecting?”

With a slight shuffle of her hooves the shy mare told, “Rarity pointed out he looked…thinner?” And heard the bedridden mare to give off a sigh.

Of course he would do that, wouldn’t he? Her inner thoughts echoed, I wanted to help him for things like this, but I’m the cause of it this time. It confused her why he had to push himself like this.

“Please tell me you were able to get him to take the day off.” She groaned, hoping against hope that they somehow got the stubborn mule to have some time off.

With a pleased smiled the yellow mare nodded, “It took some convincing, but we all were able to talk him into going.” Looking to the side she said a bit more quietly, “But I still feel a little bad for pushing him into going.”

Giving an amused shake of her head Twilight said, “He‘ll be find Fluttershy, some time to himself might actually help.” Reaching out from her covers to give the other mare a light tap on her shoulder.

With a small nod from the pegasus, Twilight looked past her asking, “You said the other girls are here?” Getting a more expressive nod, she smiled saying, “Can you help me up, I think I would like to go down and visit them.”

Wordlessly the mare did as asked, helping her friend out of bed and to the floor where her weak legs shook from some effort. Using her wing to steady the unicorn, she heard a small “Thanks” and help guide her down the stairs.

The first thing to greet them at the main floor was the smell of something sweet and strong. The next thing was more of a who, being Rainbow Dash looking up from one of Twilight's books and giving a excited wave, “I see your finally awake egghead.” Setting the book aside to get up and make her way over.

Casting a look around she asked, “Where are the others?” Having a good idea where one of them was with the delightful smell of baked sweets.

Jerking her head to the side Rainbow told, “In the kitchen. Applejack wanted to cook you something, Rarity decided to help her cook for us all and Spike followed her like a puppy. Then Pinkie thought that a few butterscotch cookies would be good and went right in with them.”

Giving her friend a once over she asked, “How you holding up anyways, you look ready to keel over any moment.” Going to the lavender unicorns side to aid Fluttryshy in guiding her to the couch.

“I‘m still tiered from the whole…draining process I was put through.” Twilight told, giving a shiver at the mere memory of having her emotions ripped away from her. It was not pleasant in the least, feeling like her whole being was being sucked out of her and leavening…nothing. She could not think of a way to explain it or put it into words.

Fluttershy gave a concerned look to the unicorn when she mentioned the reason for her weakness. It was obvious to her that Twilight was scared of it, and didn’t wish to go through it again. “Do you want to talk about it, you don’t have to, but it might make you feel better?” She softly asked.

Twilight opened her mouth to say no, but held herself off from doing so. Thinking about it, turning them away would be just like how Masquerade would turn any help away when it came to his well being. I would essentially be doing what he has for most of his life, She realized, taking a rather deep breath and readied herself.

When she had reached the couch and helped onto it, she launched into how she felt, “It started with one of the changelings that took Sweetie Belle‘s form and tricked me downstairs.” With closed eyes she could see the moment in time her back was turned and seeing a green light flash in the room before her body went limp.

“He paralyzed my body with some sort of spell, and started putting me into one of those cocoons.” Rainbow Dash and Fluttershy stayed silent with rapt attention, unwilling to interrupted their friends retelling. “When I was fully trapped inside, he filled it with this…gas that felt like some sort of thick slime.”

Twilight gave another shiver at the thought of the same magical gas surrounding and caressing her body, “It was hard to move in, and when I breathed it my thoughts were hard to keep straight.” Taking a gulp of air to calm herself she went on, “Then came the rest of the changelings.”

This was the part she was reluctant to tell, but seeing as she had gotten this far…“The one who bound me lit his horn and started to take my emotions and…” She hadn’t realized it, but tears began to well in her eyes while she looked for the right words, “I felt so numb, so cold and alone…”

She gave a sniff while closing her eyes, seeing the event from that day replaying before her again, “Every time they feed on me, forced my own feeling out of my body, it was like nothing started to matter.” She remembered putting up a fight, after feeling the effects of the spell come undone did she try and free herself.

With out Twilight's notice, both pegasi put their wings over the unicorn and try to comfort her as she cried, “I tried to break free, tried to move. But that stuff got in the way, I felt so scared and helpless!” After nearly three days of not feeling anything, Twilight was now feeling her emotions come back nearly full strength. Only, they were not what she wanted to feel at that moment.

“And it dragged on, I don’t know how long, but every time they came down to feed, I lost more and more of myself. Everything just started to feel numb, I don’t think I even knew I was numb, it was like nothing mattered!” By now her sobs and wailing got the attention of those inside the kitchen, bringing them out to a shaking Twilight.

“W-when Masquerade came in disguised as one of them a-and.” Giving a look of uncertainty to Fluttershy she could hardly say, “I watched him come to me, looking hungry like all the others there.” She shook in place trying to sort her feelings.

She felt both wings and hooves tighten around her, but gave them no mind, “I-I watched him…I thought-- he was so relentless.” The ponies and one dragon wanted to ask what was happening, but at Rainbows look, they thought otherwise.

“Be-because I didn’t know it was him, I-I got scared again, or I think I did, I don’t know!” With her eyes closed again, she could once more see the scene of one single changeling, suddenly using one of her acid like chemicals she used to break down some plant matter for further study. 

She was not sure how it was left out, probably from one of her experiments earlier, but seeing Masquerade use it as a weapon sickened her some. Then for him to toss that changeling drone, though fed on her a little, was more or less harmless, tossing her into the wall. Then came the battery she used for some of her mechanical experiments.

She had heard everything during the whole exchange, and while numb to it at the time, right now it shook her to the core at how cruel Masquerade could be, how efficient he would go about his attacks.

“I wasn’t sure i-if should have felt relived or scared when he showed himself to me… it was like I was looking at somepony else, somepony that wasn’t Masquerade.” It was hard to swallow for her in a sense. The shy and even reluctant little colt that was scared of nearly every pony but her, now a trained infiltration expert that knew how to graft into a group. Then proceed eliminate them by any means.

A gentile hoof brought her chin up and brought Twilight out of her thoughts to find Rarity’s concerned yet comforting eyes, “Hush now darling, don’t fret.” Being joined up by the others, and surrounding the dazed mare, “He may seem different, but I‘m sure he was just as worried, if not more so.”

“I’ll say.” Applejack’s strong voice confirmed, “Tha‘ boy was more roun’ up than a rattlesnake ready t’ bite.” The comparison was rather ironically close, seeing as the changeling used a snake like actions to get his work done.

Rubbing her hoof along Twilights forelegs, Dash added, “The guy likes you Twi, if anything I would say he was just as scared.” Any more words she might have had died in her mouth as she spotted every pony in the room looking at her.

“I-- he what?” Twilight could barely get out from her now completely confused mind, “Likes me, as, as in--”

With a shrug the pegasus told, “Like likes.” And poked her with a hoof, “I may not be as smart as you Twinkles.” Smirking some at Twilight’s confused face, and motioned to Rarity with her head, “Or as sharp as Rare‘ over there, I‘m not stupid. I know when a stallion has something for a mare when I see it.” Smiling in some satisfaction.

“I can concur with both him having interest.” Rarity told, getting the blue pegasus to puff up some, “And with you not being sharp.” making the flyer deflate. Giving a glare to Rainbow Dash she scolded, “It might have been better to have told Twilight this after she had settled some.”

With a slight tilt of her head, Rainbow looked to the mare in question to see her stuttering in place, with her words of comfort only adding to the stress on her mind.

“I-I, why would he-- but we, and the…” Were just little bits that could be formed in her mind as she tried to form some reason other what Dash was implying. Masquerade told you changelings were territorial, so that would be one reason to fight, right? Was one thought, while another countered. Than why would he cater to my every need, get so defensive around me?

“H-how…” She placed her hooves over her face, feeling the wet tears on her cheeks but ignoring them to figure out this latest problem. One that strangely made sense… Unless…

“T-that can't be right, we‘re old friends. I-its not like he spends all his time around me.” She reasoned out loud to assure herself, to deny that the very idea was false and impossible.

Tapping her chin in thought, Pinkie said, “Now that you mention it, I don’t see him around anypony else but his cousins and us a few times…” Garnering everypony’s attention, mostly Twilight's, “Doesn’t he mostly spend his time here with you and Spike?”

“No, don’t be silly. He-he spends time with Spike too.” She tried to deny further, unable to believe the evidence that was suddenly appearing out of no where.

With a roll of his eye, the dragon told, “Only when your not around, other wise he‘s next to you talking ‘bout changeling stuff or listening to your research notes from your studies.” Slowly coming to the same conclusion as all others in the room.

Silence descended on them all while they tried to process this information. It didn’t seem right, but if one looked at all this, they would clearly see that Masquerade had feelings for Twilight. 

Rarity wanted to cheer to herself that she was right from the start, but now may not be the right time. With Twilight's rather distressed state of mind, she chose to change the subject all together and defuse the situation, “Might I suggest we go back into the kitchen before the food burns?”

Faster than lightning itself, Pinkie Pie suddenly rushed out of the room yelling, “No, not the cookies, anything but the cookies!!!”

“Wha‘ do ya mean anythin‘ but the cookies? Wha‘ ‘bout my pie!” The apple farmer called in equal alarm, just remembering they had forgotten about the food that could very well start a fire if left for too long.

With those two gone for the moment, Rarity raised her hoof again to get Twilight to look at her as she told, “Don’t think about it now darling, just go on and rest some, okay?” Getting a jerky nod from the lavender mare, she nodded herself and gave Dash a glare that said ‘we’ll talk later’, getting the speedster to flinch some.

Both winged ponies jumped off the couch to let Twilight lay down and close her eyes, doing what she could to relax her overly active mind at the possible discovery of Masquerade’s feelings. She wished to deny it, but evidence pointed to the same conclusion.

It can't be right, it can’t be. She wanted to shake her head. Can it?





Masquerade basked in the warm sun, allowing his black fur to heat up at the suns rays and making him relax. He was once more in the park, enjoying the ever abundant positive emotions floating about and practically gorging himself on the amount of it in the area.

He had to admit that some time to think was a good idea, but with no storms being made, he settled for another pass time of his: pony watching.

He may have been able to mimic the body, but the interaction ponies made with one another was something he had to see and feel.

It sometimes astonished him how ponies acted, so peaceful and blissful of the world and just enjoy life as it is. No huge secrets behind every clan wall. No skeletons stuffed away in closets. No cloak and dagger tricks to get what you want. Just peaceful and happy communities.

Well, almost peaceful and happy. He snorted in thought, laughing at his own joke. Despite everything the sun deity had done, crime, strife, racism and even rape were still around. As long as their was good, evil was around to poke fun at it and entice those foolish enough to follow in its ways.

And sometimes its not because it’s for evil reasons, a thought reminded him. Sometimes, it is out of desperation or need. It was something he didn’t like to admit, but being a creature that thrives in the shadows, he knew all too well this was the truth.

A sad and tragic truth if there ever was one.

With a mental shake of his head to remove such thoughts, he paid more attention to a couple that began to pass him up, emitting strong feelings. Lifting his head to see what was causing it, Masquerade could not hold back the smile that formed on him. With some pride, Time Turner and Ditzy Doo passed him, both the reason for the disturbance.

The crossed eyed pegasus had her smiling head leaning on Time Turners side, while said stallion was just walking on with his own smile. Running around the two was a young grey unicorn filly that was excitedly moving about them, jabbering something or other.

I see she got that date she had asked ‘him’. Masquerade grinned to himself, mentally patting himself on the back at the manipulation he had done. He can't say he was proud of tricking those two into getting one another’s affections, but he also didn’t want them to suffer being alone from the other.

Also, it was still fun to do so, a guilty pleasure if there ever was one.

A lonely clock maker that has nopony to share his innovative mind with, and a loving mother of two, who wishes to give her all for them. They needed the other. He just felt they did, and made it so. That was what an infiltrator did, make things better for the whole and not be noticed or credited.

Needs of the many, over the needs of the few. That was what Mother had taught him and his siblings. But what if it was the few, that effected the many, do you then put their needs before the many? The thought made him frown, but it was one he hopped to solve right at some point in time.

But for now, he was just going to lay in the sun relaxed, and bask in the love that surrounded him.

> My Little Secret
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





The rosters call echoed though the vast acres of trees and farmland to rouse those from their slumber and wake them for the rising day. In her room, Applejack gave a few gruff mumbles from her bed before rubbing her eyes and wakening for the day. She had work to do, and only so many hours to do it. With that in mind, she rolled out of her bed and gave a fast shake of her head to wake up before reaching for her hat on the night stand.

In the room close to hers, Big Macintosh was in the same boat, giving a deep yawn and a slight twist of his neck to get a few pops. Just like his sister, he rolled out of bed and got moving to his yoke that was hung up and put it on.

Just outside his door, two drowsy, yet awake twins walked through the hall and right to Apple Bloom’s door. Giving the other a sinister look, they quietly snuck in and silently made it over to the youngest member of the Ponyville’s Apple Clan.

Peeking over the edge, the sisters gave the other one last devious look before pouncing on their prey. In an instant, Apple Bloom was awake and began to squeal and laugh at being attacked, “I-Iv, Eb!” She squeaked, unable to fully talk with all her laughing, “I‘ma ‘wake, I’ma ‘wake!”

Yet the two did not let up at all, continuing to poke and tickle the filly, all the while giggling.

Coming out of their own rooms, both Apple siblings nodded to the other and walked down the hall, following the joined laughter. Looking in, Applejack smirked some saying, “Now ya two, stop ticklin‘ my sis. Got lot‘s o‘ work t‘ do.” And getting them to settle down.

“Eyup.” Mac nodded, motioning with his head for them to move. He then turned around and left for the stairs to get started on some choirs before breakfast.

Jumping off the bed and happily trotting over to the large stallion, both Ebony and Ivory seemed to snuggle at each of Mac’s sides.
Applejack gave a somewhat suffering sigh at the two sisters, unsure how to get them to stop doing that with her brother. Granted they were like family, but it was like they could not stop being close to her older brother at all.

The eldest sister turned around in time for her sister to finish getting her bow on and follow her out. Looking from the Gem sisters to her own sister, Apple Bloom asked, “Do ya‘ll think all changelings do tha‘?”

Applejack gave a snort at that, not sure how to answer her sister completely. Ever since the family was told of the whole changeling secret, her little sister had been asking question after question about them.

“Ah don’t know.” She admitted, “Could ask Twi though…or tha‘ Mask fella, he‘s changelin‘ too.” The thing was, she was thinking of doing so any ways. The Twins had been acting…even more touchy then usual, especially towards her brother.

Looking to her sister and patting her head she told, “How‘s this, I was thinkin‘ of askin‘ Twi a few more things today. I‘ll ask ‘er myself.”

With a large smile she nodded and ran ahead to help granny make breakfast, leaving some other choirs to Applejack.





Deep and controlled breaths were taken as Twilight read over her latest research project into her latest dilemma. Somewhere off to the side was Masquerade, going over his own reading of old documents and research he had done. He was the reason for her current predicament she was trying not to stress over.

Ever since Rainbow Dash all but blurted out that Masquerade liked her in a romantic manner, the unicorn had found herself constantly questioning if it was true. On one hoof, she didn’t find the idea that bad, knowing him as long as she did. On the other hoof, that was years ago, and has turned out to be some other species entirely!

Would a relationship like that even work? She questioned herself, finding the question ridicules in a sense as he can just become a pony anytime he wants. She cast a quick look, trying to be sure the darker unicorn didn’t notice her.

Masquerade just sat in his place, ears perked in a way to alert himself if she needed him. All she had to do was say his name and he would be right at her side and ready to help in any way he could. After all, her body was nearly back to full strength, but her magic was another matter.

Turning back to her book, she began to look at the gathered evidence once more. Two nights before, she had spent her dinner with her friends and discussed Masquerade’s interest in her. Just like Pinkie Pie had pointed out, he spent nearly all his time around her.

Twilight let out a groan of frustration, trying with all her mind to figure out her tangled feelings on the matter. He was nice to her and seemed to be willing to help at any time, but also had moments of mischief he used to tease her in either joking ways or flattery. She would be lying if she said she didn’t enjoy his flattery some.

She could not say she was attracted to him in any way, as he had been a very good friend to her and only just that, a friend. But at the same time she couldn’t see a bad relationship happening around a pony who could literally know when your feeling hurt, and would comfort you at a moments notice.

He was also lazy and would do no real work on his own. Unless I ask him or pull him along, then he grumbles about it and complies. She faced-hoofed at the absent thought, wondering if her mind was working against her.

Unbeknownst to Twilight, Masquerade was keeping tabs of her feelings while she was thinking to herself. It was easy to say he was growing concerned at all the conflicting emotions going on in the mare. Looking up from his own work he thought, what is going through that mare’s head?

Getting up and silently moving over to the lavender unicorn, he once again looked over her shoulder and read what she had before her. A brow lifted up at her choice of research.

With a light grin he asked teasingly, “Are you trying to turn relationships into a lab experiment too?” Taking some enjoyment from her yelp of surprise and the sudden feel of embarrassment of being caught red-hoofed. Though he didn’t take any of the thrown out feelings to feed on, he still enjoyed the slight taste of it.

Trying to get her breathing under control from another surprise the stallion seemed to enjoy so much, she turned her wrathful gaze to him. All he gave was an amused smirk, just taunting her to say something so he could counter it with something witty.

She took the bait, deciding to use a threat of experimentation, “I swear to Celestia Mask, one of these days I‘m going to drag you down to my lab, strap you down and--”

“Have your wicked way with me?” He grinned, feeling the surge of her flustered emotions go to an all time high. It actually impressed him how red her face had gotten, he was expecting steam to be coming out of her ears soon.

At that moment, Twilight could only gap at what the pony before her had just implied. Any and all words were taken right out of her and left her completely shocked as one thought ran through her mind, oh Celestia, he does love me! What do I do, how do I go about this?

Masquerade’s amused grin slowly faded at the sudden whirlwind of emotions going through the mare. This was not like his Twinkles in the least. She would get a little flustered, then yell at him, he’d say a sincere sorry --or snarky remark-- and they be back to being buddy-buddy.

Putting a hoof to her shoulder, he noted her suddenly tensing and asked more softly, “Twinkles, are you alright, you seemed more stressed than normal?”

“W-well I-- that is to say…” Twilight stumbled over her own words, trying to find something to say with her conflicting feelings running wild. After all, she had a changeling heir with the capability to maybe kill, in love with her!

Shifting his eyes to look just past her he said, “How about some fresh air?” And nudged her to follow next to him, “It might help clear up your head some.”

She nodded mutely, jerkily getting up from her pillow seat and making her way to the door. Seeing this, he told her, “Big easy breaths Twilight, it‘s not like were getting ready for a marathon run, right?” Trying to joke with her.

Deciding to follow this advice, she did just that, taking a big breath in and letting it out. Two more times and she seemed to relax a more and gain some control over herself.

This didn’t last long for her though. As soon as she turned to the stallion, she was once again reminded of her problem. She wanted to address it, but didn’t know how. She had been reading though some books on the matter, but they almost seemed sketchy as to go about it.

She had not noticed that she was staring, but Masquerade did and decided to ask, “Was there something you needed Twilight?”

Jumping at the question she said, “No, I was just--” And stopped herself from completely denying it. Taking in breath she asked, “Masquerade, do you…” Feeling her resolve melt away at his green eyes.

Seeing them expectantly waiting for her, she darted her own eyes around, “D-do you--” And noticed some ponies all talking and laughing, “--have any friends?” Smiling awkwardly at the end.

Twinkles, I love you and all, but we really need to work on your skill in hiding your motives. The changeling in unicorn form thought, knowing something was up, even without his ability to feel her feelings, “Yes, I have you, Spike and your other friends, even my cousins.”

Shaking her head she said, “No, I mean actual friends.” Seeing his blank stair she told, “Ponies you go out and do things with, talk with and have time to have fun with.”

“Like you?” He asked innocently with a tilt of his head, completely confused where she was trying to go with this.

With a more violent shake of her head she said, “No-- I mean yes, but…” The lavender mare sometimes wanted to ask what went thought the changelings head at times.

Stopping in place she grounded out, “I mean, do you have any friends in Ponyville that are not me, Spike, my friends or your cousins.” As he opened his mouth to answer she added, “And you can't use anything ‘bug’ related.” Making him snap his mouth shut.

Waiting for a time she asked, “Mask, have you really been spending you time here nearly alone?”

Not meeting her eyes he said, “I‘m not alone, got you and Spike, the Twins--”

Stomping her hoof to cut him off she said, “I know that, but you can‘t just close yourself out like that to others.” Getting a good look into his eyes when he looked up. When her eyes met his during that moment, she understood.

“Your still scared of meeting new ponies, aren’t you?” Twilight watch as he looked away again and lightly ran his hoof in a small circle in the dirt road. She had assumed he had gotten over it, seeing how he would act around others, but it was just a act. He was using his acting skills to try and hide his nervousness and overall fear of meeting new ponies.

Taking a look around herself to make sure she wasn’t causing a scene, Twilight nudged the stallion and beaconed him to follow her. Casing his own look around, he grumbled something under his breath and followed her.

They walked along not saying a word to the other, lost in their own thoughts. Twilight gave a brief look to the stallion next to her and could see that even if he was holding himself without a care, she could still see his uncertainty in his eyes.

Maybe the colt I know is still there. She thought with softening eyes, he’s just hiding behind a new mask, and not that white ceramic one he carries.

Seeing her destination in sight, she sped up some and forced the unicorn beside her to pick up his own pace. He eased up some when he noticed a bench as their destination, glancing around at the familiar scene. Seeing Twilight sit down on it, he followed suit, setting himself down next to her and waited.

Seeing her hoof point to a couple of ponies, she said, “That‘s Lyra and Bon-Bon, their both friends with Fluttershy and sometimes come to visit her.”

He gave a questioning look to Twilight, but looked to the ponies anyways. Lyra was a mint colored unicorn mare with a blue-silver and white mane. Her yellow eyes held a certain quality of fanatic like determination as she talked on about some subject she was going in depth on. Beside her was a tan earth mare with a curly blue and pink mane, smiling and rolling her eyes at her unicorn friend.

Seeing a lavender hoof pointing again, he heard, “And that’s Ditzy Doo, she and Pinkie get to gather to bake muffins now and then.” Looking up, he once again saw the crossed eye mare fly overhead with a bag of mail.

Hearing the mare next to him giggle, he watched as she pointed once more, “And over there is Berry Punch and her daughter Ruby Pinch. They come over to Applejack's and do a few games with Rarity and Rainbow Dash.”

While looking over the nearly identical mare and filly, Masquerade asked, “I know there is a point to this Twilight, but what are you trying to get at?” Still feeling lost, despite coming up with a number of reasons why she was doing this.

Feeling a hoof on his back, he turned to Twilight and saw a look of concern on her face, much like his from when he felt her emotions in flux, “I want you to make friends with other ponies Mask, but I‘m also worried why your so scared of the idea.”

He wanted to back away, try and find a dark place to hide and not tell her. But where is the problem in telling her? He didn’t want to, end of story. But was there a reason not to tell her?

“I--” What does one say when they don’t want to tell others the truth, but also don’t want to lie?

Looking around at all the passing ponies, he asked, “Promise…” Taking a slight gulp of air to steel himself more, “Promise not to tell anypony?”

At his nervous behavior, she realized he was scared of saying it, but was willing to trust her with his secret. It was just like when he reviled himself to her, he fully trusted her and believed she would follow though with his trust.

Bringing a hoof up she mimed, “Cross my heart--” Making a crossing motion over where her heart would be, “--hope to fly--” Taking up her other hoof, she made a flying motion with them, and ended with, “--stick a cupcake in my eye.” Putting her other hoof gently on her closed eye.

An amused smile found its way to Mask's face at the scarily similar swear that changelings used and nodded to her. Casting one last look around, he lit his horn its sickly green color and cast a spell.

Twilight watched in some amazement as a extremely thin bubble of magic was made around them, nearly invisible to any passing by, but still able to see if one looked closely.

Seeing her awe face, he explained, “Silence bubble, it‘s like a silencing spell, but made smaller.” Seeing her nod, she gave him her full attention, waiting for him to tell his secret.

With another paranoid look around, even if nopony could hear them he said, “I‘m afraid of not being accepted for who I am.”

“But you are.” Twilight told him.

With a look he asked, “Am I?”

Seeing her stumped look he said, “Your friends can say they know me, but do they? Do they know who I really am, what I do to be what I am?”

With a start she said, “Your not afraid of them knowing your changeling, but of your real self?” Twilight can almost see it, after the events five days ago, she could clearly see why he would be. Any pony in their right mind would flee at the sight of another willing to cause such harm.

“I had the aptitude to be an Infiltrator, Mother saw it the moment I showed it.” He told, trying to assure himself this was the right thing to do, even if his mind screamed otherwise, “So, as by tradition, all Infiltrators are put through a years worth of learning before their first test.”

Having Twilight's rapt attention he said, “The idea is to drop the child into a environment they could adapt to easily and learn about those surrounding them.” Looking to the clear sky he smiled sadly, “Mother thought it would be best that I not only socialize, but learn some, and put me into a school to teach young unicorn minds.”

Twilight's eyes went wide, not at the notion of teaching foals how to infiltrate enemy territory by doing this, but how this was essentially how their first meeting was made possible. “But when I got there myself, I was scared out of my mind. I was to learn how to act like a pony, laugh like a pony, talk like a pony.”

Looking down to the ground he said, “I was to be a pony by the end of my four year trial.”

He had to do that for four years! The mare shouted in her mind in shock. She would think he would have supervision for this, but apparently he was to do it alone.

“Mother would come around to check on me, make sure I was still hidden and didn’t let my guise slip.” Twilight relaxed at that, happy to know changelings didn’t just abandon their foals like that.

Feeling her relief he lightly chuckled, “You could almost imagine her confusion that I was only able to get close to one pony.” And catching her attention once more, “I was so scared of actually letting myself be known of what I would become, that you found me.”

He went quiet as if trying to think of a way to keep talking, “I don’t know why we got paired up, or how we stayed together, but I felt safer with you around.” Shaking his head to keep from going in that direction he continued, “For some reason, you gave me confidence you didn’t care if I was shy or strange. You accepted me for being... me…”

Running his hoof in a circle again he echoed, “I‘m afraid of them seeing who I really am.” And glared down at the ground, “Afraid of them seeing the deceitful liar that is willing to torture, kill and break the minds of others to get the job done.”

Now laying down on his half of the bench he finished, “I‘m afraid of them seeing that I am a creature of the shadows, something that runs from the light and does unspeakable things.”

He felt a hoof on his back again, rubbing soothingly as Twilight's voice said, “But I accept you, and I‘m sure my friends would too.”

“Do you?” He asked, craning his neck so he could look at Twilight with his green cat-eyes, holding the same oppressive look that caused fear in many that looked at them.

Just like so many other, Twilight found herself wanting to back away from him and from the danger her mind was warning her of and pulled her hoof back. But she didn’t run like her mind wished, instead she just looked back, fighting her own instinct to run and--

Is he afraid of me? The question made her whole body uncoil and relax as she looked back at his natural eyes, but why, why would he be scared of me?

It didn’t take much thinking with what she now knew. From what she and her friends had figured out, he loved her, and right now, he was scared of not only telling his secret, but afraid of her rejection.

“Your more than just a pony who does horrible things.” She told him softly, putting her hoof back on him, “You don’t have to be afraid, of any of us.” His gaze seemed to turn more into a glare, as if to tell her to go on and fear him.

With some stubbornness of her own, she decided to get right at the problem, just like she promised she would, “Mask, you don’t have to be scared of me, or my friends. You might be a assassin and murderer and I don’t really agree with what you do--” She said, feeling guilty for using those words of him, “--but your still my friend.”

Pulling at him, he complied and rose so she could give him hug with her left foreleg, “And I accept you for who you are, no matter what.”

The unicorn mare could feel his frame tremble and shake in her grasp, and when she looked to his eyes, they were once more pony in shape. He seemed to be fighting his own tears from coming out, and was trying to keep a strong face by smiling at her.

With her own smile she told, “You’re not just some changeling in pony form, your Masquerade, that shy colt I knew since I was a filly.” And for the first time, Twilight watched her oldest friend close his eyes and let out a few tears of relief and joy.





After Masquerades little episode near the park, Twilight had decided to just spend some time with the stallion and maybe introduce him to a few ponies. He seemed to do better at meeting others if he had somepony else to introduce him.

“So, first thing we should do…” The librarian said with some enthusiasm, knowing that she did not have a plan for this, “Is maybe, get something to eat?”

Masquerade gave Twilight a raised brow, making the mare stop and consider, “Of course, if your not hungry, we could always snack on something like…Ice cream?”

With further confusion he asked, “What’s ice cream?”

With a sudden halt, she turned to him and asked, “You never had ice cream?” Seeing his negative response, she smiled, “Then I think its time that you have, come on!”

With the mare suddenly darting off, the black stallion rolled his eyes and galloped after her, only slightly wondering what she was up to. But he had to admit, he liked how she was being spontaneous for once, added a certain flare to her personality.

He followed her right through the town and keeping pace with her easily, seeing that even with her body up and going, she still was recovering some.

“Take it a bit more easy Twinkles, your still trying to regain strength, remember?” Seeing her nod and ease up, he did as well, going from gallop to canter.

They didn’t have much further to go, their destination being Sugar Cube Corner. Masquerade made sure to be the one to open the door, seeing as Twilight couldn’t use her magic just yet, and went right in. At the counter was a blue mare with a strawberry and pink mane, giving a cheerful smile at the two, “Hello Twilight, what can I get‘cha and your friend here today?”

With her own cheerful smile Twilight said, “Hello Mrs. Cake, my friend here hasn’t had an ice cream before, was hopping you could get something that would make a good impression.”

With a even bigger smile, the earth mare nodded, “Well, I‘ll be sure to whip something up in no time, just wait here.” And headed to the back, leaving a smiling Twilight and a confused Masquerade.

They didn’t need to wait long as the mare came back out with two cones and hoofed them out. Masquerade swiftly use his magic to bring both white treats that sat on their edible handles a look over while Mrs. Cake said, “Consider it on the house this time.” And gave a wink to Twilight.

“You don’t have to, I was going to just get one for my friend here.” Twilight tried to say, “Or at least let me pay for mine.”

With a amused shake of her head, the baker told, “Now Twilight, with what you, Pinkie Pie and the rest of you friends do for Ponyville, I‘d say you‘ve earned at least one free cone.” And began to shoo the two off, “Go on, enjoy your ice cream.”

Deciding not to complain about it, the two turned around and left out the door. The older mare watched them leave and commented to herself, “They make a rather nice couple, don’t you think so dear?”

Coming out from the kitchen doors, Pinkie Pie nodded, “Yeppers!” bouncing along with a box on her back, “These doughnuts go to the Cliff‘s, right?” Getting a nod from the older mare, Pinkie jumped up with a ‘Meep-Meep!’ and zoomed off in a pink dust cloud.

A dust cloud of pink was what both unicorns saw after they had exited the building and traded confused looks. After a moment they nodded the same thing, “Pinkie Pie.” And moved on like nothing happened.

Finding a seat under the shade of a tree, did they both begin to eat their separate icy treats. Twilight hummed in delight at the vanilla taste while holding the cone in her hooves. She noted that it had been a while that she had an ice cream from Sugar Cube, so she was rather happy to get one.

“How is your Masquerade?” She asked, turning to the changeling in ponies form.

Taking a few more licks, he turned to her and stated with a straight face, “I can’t feel my tongue.” Then went back to licking while Twilight laughed.

This is nice, the second heir reflected, sitting here and just taking time to spend around Twinkles like old times. Granted there was always a book near the filly --now mare-- but this was different. How it was different was up in the air to him as he didn’t know what, but something was.

He stopped devouring his treat for a moment to analyze it and see what emotions were sticking on it. What ever it is, its not on the ice cream. It’s good though, even if it numbed my tongue. And went back to eating it.

“Ther‘ ya‘ll are, been lookin‘ fer ya since I got t‘ town!” The drawling voice brought Masquerade out of his thoughts and to a galloping Applejack who slowed to a halt asking, “Twilight, I gotta ask you, ‘r him ‘bout changlin‘ habits.”

Shooting a look to the stallion next to her, who shrugged in a ‘I don’t care’ sort of way, Twilight asked, “Ask away.”

Taking a breath she said, “Alrighty then, the twins been actin‘ a tad different fer a while now, all touchy an‘ wha‘ not.” Seeing she caught Masquerades attention now, she continued, “Any reason fer them to start getting a bit too friendly with others?”

Twilight shook her head in a negative, unsure of what Applejack was conveying, “I don’t think so…I haven written anything like that down, what bout you Mask?” Not getting an answer she looked to the black unicorn confused.

Said unicorn was in deep thought, trying to remember something. It was familiar, but he had to make sure, “Touchy and more friendly as in…?”

“As in, I‘m havin‘ trouble keep ‘em off my brother than I normally do.” She seemed to emphasize by stopping her hoof, “An‘ they ge‘ more grabby with my sis Bloom too.”

There was a rather loud clunk as Masquerade faced-hoofed to himself groaning, “I knew I was forgetting something that day!” Looking back up to find their inquiring gazes he told, “Their going through a Cycle.”

With some concern in her voice, Applejack asked, “I hopin‘ tha‘s not bad.”

Tapping the ground he told, “Depends on your point of view.”

“Hold on, maybe you should explain what a cycle is.” Twilight cut off, knowing that Applejack was going to stress out more and more if she didn’t get her answer.

Nodding he said, “Well, it basically means their going through something like a heat cycle--”

“Their what!” Applejack and Twilight both yelled, drawing a number of heads to them.

Waving both hooves before him to get them to quite down, he cast another silence bubble and gave a lick to his ice cream while glaring a little. Seeing them calm down some for him to explain he told, “I repeat, it‘s something like a heat cycle, not is a heat cycle.”

Calming down a little, the farmer asked, “Wha’ do ya mean like a heat?” Dreading to know the answer.

Absently floating his edible cone around as it had no more frozen treat, and broke some of the cone off saying, “It‘s a time were a female changeling begins emitting pheromones through their bodies to mark a potential mate.”

Popping the waffle tasting cone bit into his mouth he continued, “The idea behind these pheromones is not to attract a male, but rather shoo off other females from their selected mate.”

Scratching her head Applejack asked, “Wha’s the point of tha?” Confused by the idea of it scaring other mares away than grab a stallions attention.

“Changelings can shape shift.” Masquerade reminded, “Ergo, if selected male turned into, lets say, a griffon, then normally females of that species would go to him.”

Twilight caught on quickly to how it worked, “But the pheromone keeps them away, making it impossible to find a mate besides the one who marked them!”

Grinning to the mare next to him, the infiltrator said, “I‘d give you a cookie for being smart, but I don’t have any at the moment.” And got a light swat on his ear.

“So it‘s mare repellent, I‘m all good with tha, bu‘ wha‘ ‘bout any extra stuff?” Applejack rushed on, trying to find any other problems.

Sadly taking the last bite of his treat and gulping it down, Masquerade said, “Well, they‘ll have more stronger maternal instincts until the cycle‘s over. And they‘ll try to persuade their chosen to be something more…oh, and if they rub enough pheromones on the guy, it will stick around for about a year.”

That seemed to be the last straw for Applejack, as she rushed off to possibly stop her brother from becoming mare repellent for the next year. Though, the idea wasn’t bad to her, she also didn’t want her brother to just not get hooked up, that wasn’t her choice.

Still by the tree, both unicorns watched the orange mare speed off as Twilight asked, “We should help her, don’t you think?”

Giving the lavender mare a look he told, “If you were part of the Apple Clan or a guy, then yes. But since your not, I wouldn’t suggest it.”

Giving him questioning look she asked, “Why not, is it another changeling thing?” Getting a nod from him.

“She didn’t let me finish.” He said, “They will also be a tad more aggressive around other mares, unless their family or related to Mac.”

Blinking at that she nodded agreeing, “I see what you mean.” Looking at where her friend had ran off to she asked one last question, “Can we help in any way?”

Thinking for a moment he shrugged, “I don’t think so.” And looked to where Applejack ran off to, “It would be best if Applejack handles it, we would just get in the way.”

“What makes you say that?” She asked, watching as the bubble around them dropped.

“Who better to listen to than family?” He simply said getting up, “But if your that concerned, we can go. Just stay close in case the sisters do get aggressive.”





Applejack rushed over the hill that lead her into one of the fields where she was sure Big Mac was working on moving a dead tree. Stopping a moment to take a look around, she heard the sound of grunting and ran in that direction. Nearing the spot, she came to a halt when she saw three ponies. Or rather, three Big Macs, all tugging away at the same dead stump in the ground.

I gotta admit, it’s nice t’ have a pony tha’ can do tha’. She thought to herself, remembering all the times they would change form to help aid their work. She shook that thought off and yelled, “Ivory, Ebony, the two of ya got‘s some explainin’ t’ do!”

All at once, the three red ponies stopped their pulling to look at the orange mare. Two of them engulfing themselves in green fire and letting the ropes fall on their smaller forms. Shrugging free of the ropes, Ivory and Ebony moved towards Applejack asking, “Is something the matter Applejack of Apple Clan?”

“Ya darn right somethin’s the matter! Ah went t‘ have a chat with Mask an‘ Twi, an‘ hear somthin’ ‘bout cycles!” The earth mare accused the two pegasi, who flared their wings and back up.

Looking between each other for a moment they both stuttered, “W-we are not sure what you mean.” Backing away from the second oldest Apple sibling.

They both made small yelps when they backed into something warm and sturdy, looking back to find Big Mac standing in their way and giving the two a curious look.

Advancing on the two, Applejack said, “Oh, I‘ma sure ya‘ll know what I‘m talkin‘ ‘bout!” Getting in range to start poking Ebony and Ivory with a hoof, “Mask said tha‘ you two are triyin‘ t‘ get my brother stunk up with some…phara-nonsense an‘ try ‘anvan ‘em to yer selves!”

As each word was said, the two slowly sunk down, first by sitting down, then ever so slowly sink lower and lower. They really didn’t want to get scolded on this particular subject, even less by Applejack.

“If ya wanted t‘ get his attention, ya‘ll could of asked ‘im.” The orange earthen finished with a nod to the sisters that looked a bit subdued.

Looking at both his sister and the two Gem’s, Big Mac asked, “Is tha‘ wha‘ this is all about?” They all looked to him, apparently forgetting for a moment he was there, “Tha‘ they like me, right?”

Both sisters looked away with heavy blushes while Applejack asked, “Yer sayin‘ ya didn’t notice?”

“Nope” He shook his head simply.

Giving him a look she said, “Ya‘ll knew tha‘ they were up t‘ something‘ an‘ didn’t do nothen‘ ‘bout it?”

“Eyup.” He nodded.

By now both Gem sisters were looking at Mac surprised, just as much as his own sister was, “An‘ ya didn’t tell me ‘cuz?”

Pointing at the two pegasi that were acting shy, he said, “They been tryin’ t’ tell me fer the last two days.” To which, they both blushed deeper at finding out he knew the whole time, “An‘ telling‘ ya would of made it harder fer ‘em.”

Somewhat angry she asked, “Are ya‘ll imply‘an tha‘ I‘d ge‘ in the way of them telling‘ ya?” Glaring right at her older brother.

“Eyup.” He nodded.

Deciding she wasn’t winning with him, she turned her gaze down to Ivory and Ebony and said, “I don’t scare ya from askin, do I?”

Blinking the twins said at once, “Is that not what you are trying to do now?”

The mares eye twitched a few times before she screamed, “Consarnit all!” Throwing her hat to the ground, “Ya‘ll make this harder than it should!” And stormed off.

Macintosh just stood there watching Applejack stomp off in frustration before glancing down at the two mare’s that now laid on the ground looking ashamed.

Feeling somepony tap her shoulder, Ivory looked behind herself, giving her sister a mental queue to do the same. Seeing the large stallions green eyes peering down at them, they said, “We are sorry for not telling you Macintosh of Apple Clan.” And laid their heads down into the grass.

With the sound of hooves making their way around them, they found Big Mac once more standing before them saying, “Nope.” Lifting Ebony’s chin.

“Your not angry?” Ebony asked confused, while her sister tried to figure out what she was tasting from the pony.

With a simple shake of his head he denied, “Nope.”

With somewhat shy fiddling of her hooves, Ivory asked, “Does that mean…you‘d have us as…more then what we are?” Feeling as equally nervous as her darker sister.

With a soft smile he nodded saying, “Ponyville has plenty o‘ good folk.” And nudged the two up to their hooves, “Bu‘ finding‘ a good mare to settle with can be'a tad trick.”

He turned around and picked up his sisters hat, craning his neck to hang it on his yokes metal rod. looking back to them he told, “They need t‘ be strong, ‘ave responsibility an‘ be faithful.” Motioning with his head for them to follow.

They did as asked, giving unsure looks to the other before following the red pony as he continued, “Ya‘ll are different, bein‘ all sneaky an‘ dishonest.” They both flinched at that, knowing their changeling nature earned them some bad points.

“However, ya also devoted.” He nodded, “An‘ show tha‘ you‘re willing t‘ pull yer weight ‘round here an‘ take car o‘ the family.” Reaching over the hill and gaining sight of the home to the Apple family. 

Waiting for them to be standing next to him he said, “The question is.” Making sure he had their full attention, “Is if‘en your willing t‘ go full way fer this, or half way.” And gave them a look, “Cuz their aint no half way with us Apples. Ya‘ll do yer all fer the family as a whole, or you aint family at all.”

Trading look, both Gem’s gave agreeing nods with Ivory saying, “The clan is our family.” With her sister following up, “The family is our clan.” With some shaking in both their steps, Ebony said, “The Apple Clan stays together by honor, and the Gems by mandate.”

Nuzzling to either side of him, Ivory told, “We would prefer to do so by honor, for we…” And gulped starting to lose her nerve, while her sister jumped in, “We wish for your love!” Wanting to almost hide after shouting it. After her sisters shout, Ivory added, “Would you take us in as your lovers?”

They shook in place a bit, scared of being rejected, but they knew otherwise. They could feel that he didn’t reject them, and was only insured by the two strong forelegs that was put over each of their shoulders.

All that was given was one simple word that melted any lingering fears, “Eyup.”





The clock ticked on steadily with its pendulum going back and forth as a aging Granny Smith watched a more than angry grandfoal walk back and forth in the livening room.

“--an‘ t‘ get a chance t‘ help ‘em get to work bakin‘ I tell ya!” She ranted on, “Why, I can‘t get Mac t‘ even see tha‘ not at all!”

With a suitable smirk the wizard old mare said from her chair, “I won‘t mind none, be nice t‘ see some young‘ins runnin‘ ‘bout.” Relaxing more into her rocking chair as her second youngest grandfoal came to a halt.

“Granny, I‘d think ya‘ll of all ponies wouldn‘t agree t‘ this!” She almost yelled, feeling frazzled over the whole thing.

With a snort the elder mare said, “Yer thinking‘ this over the wrong fence Applejack.” Stopping her rocking to give a hard look, “Mac aint show no interest wi‘ any mare in town. An‘ when those two change-what’s-it’s tha‘ are next to family want t‘ show ther‘ love, ya‘ll go at them like a hound after a varmint.”

As much as she would not admit it, the Apple matriarch was right in that regarded. Bu’ still, Applejack told herself, if’en they would jus’ be honest ‘bout it, I’d have less trouble with it!

A knock at the open screen door called for the two Apple’s attention as a voice asked, “Are we allowed passage in?”

Looking to the entrance to their home, the farmer was greeted with two unicorn’s at the threshold, waiting for permission to enter. Giving a slow nod to them, she watch the black unicorn light his horn and open he door for Twilight before entering in himself.

Giving Applejack a concerned look, the lavender mare asked, “Are you okay Applejack, did things go alright?” Both she and Masquerade had heard the farmer yelling from the fence line. To say, she had a good idea things didn’t go well, especially with the orange mare missing her hat.

With a snort she said, “’Alright’, wouldn‘t be the word I‘d use.” And stomped her hoof in irritation grumbling, “Them two jackals an‘ their no good backstabbin‘ dealin‘s with deceitful actions.”

Masquerade raised a brow at her choice of words, but decided to say something instead of stay quiet this time, “You did take into account that they were raised to ‘backstab’ and taught to ‘deceive’ others, right?”

With a sharp look, Applejack asked, “An‘ how does tha‘ justify it?”

“It doesn’t.” He told simply with a blank look, “But it does tell you why they did it.”

Looking out the door and back to the stallion she said, “Alrigh‘ I‘ll hear ya out.” But then jabbed a hoof at him, “Bu‘ don‘t go thinking‘ I‘ll take it as an excuse fer ‘em both, got it?”

With a calm nod he repeated, “Got it.”

Breathing in and taking stock of his thoughts he said, “Being changeling means you live near those that have had to learn to use deceit to either get what they want, or keep safe.” Taking this time to look around, he could see a number of photos of the Apple Clan, mostly of the current family, “Because of this, young changelings must be taught some form of trickery so they can not only survive the world, but other changelings.”

Looking back to Applejack he told, “They probably didn’t say anything because they knew if they marked him, no female, pony or changeling, would take him.”

Blinking the second oldest Apple sibling said, “Are ya‘ll sayin‘ they wanted t‘ protect Mac?”

The changeling heir only shrugged, “It‘s possible, but you would have to ask them yourself.” And darted his eye to his left, “Like, let say now?”

Just passed him, Big Mac with both mare of interest came in slowly, trying not to interrupt the conversation. But with the infiltrator selling them out, they became the center of attention.

Both Gem sisters shifted in their place, but a gentile nudge from the Stallion that was a head taller then them seemed to reassure them. Stepping away from his comforting presents, they sighed and moved past Twilight and Masquerade to come face-to-face with Applejack.

With bowed heads they said, “Applejack, we have wronged you and wish to apologize for keeping our…cycle a secret from you and your clan.”

The orange mare felt taken back at the apology, but when nothing else came from them she thought over the black stallions words. For a moment she considered yelling at them,  but seeing their sincerity at being sorry for the mistake --one that was taught to them no less-- was rather  profound.

With a sigh of her own she admitted, “You‘re not the only ones tha‘ need t‘ say their sorry‘s.” Dipping her own head, “Ah could of talk t‘ ya more evenly, bu‘ went on an‘ started barkin‘ when I should of asked.”

Looking at the two sisters that had raised their heads back up she asked, “Can ya‘ll forgive me too?” Her answer came with two bright smiles and getting tackled to the ground in a tight hug.

Masquerade chuckled at his cousins and their rather touchy way of doing things. Beside him, Twilight was also laughing at the scene, unable to hide her amusement as they started to tickle the orange mare.

With a sound of Big Mac clearing his throat, he beckoned the two pegasi back to him while also getting Applejacks hat from where he had it. All three mares trotting over, Ivory took Mac’s left, with Ebony took his right. Coming up to the offered hat, Applejack looked to either sister that was smiling and up to her older brother.

With a soft smile she said, “Ya‘ll got yerself a couple of fillyfriend’s, don’t ya?”

With his own soft smile he answered, “Eyup.”

> Gathering Together
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Masquerade stared ahead with a from of dread and fear that he rarely ever felt. He wasn’t sure as to why he had agreed to this, and partially wondered if staying in this place called Ponyville was slowly sapping away at his sanity.

True, he did think of doing something like this at some point in time, and true this will be not as bad as the other option, but still he didn’t like the idea in the least. There was only one reason why he was even doing this.

“How did you talk me into this Twinkles?” He turned to the lavender mare who was helping set up a table with a punch bowl and cups with her now active magic.

Looking to him with a sweetest look she said, “Because I thought it was a good idea, along with every other pony.” And lit her horn again to rise a few streamers into the air where Rainbow Dash flew by and attached them one by one.

She could not contain her smile at moving things with her magic, after not being able to for nearly a week. In a way, it gave the unicorn some perspective on what it would have been like to actually lose her magic, making her the more grateful to have it back.

Pouting and scuffing his hoof with the floor he muttered, “Never was a part pony…didn’t like the crowds all that much.”

Next to him, one of the boxes of supplies blew open with confetti and a fanfare of kazoo sounds as two pink hooves gripped his face as a pink mare said, “Not a party pony, how could you say that!” Giving a large gasp afterwards as if the very idea was sucking away at her life.

“Maybe because I‘m not a pony in the first place?” He said with his squished together cheeks, waiting for Pinkie Pie to let go. He was happy to have an immunity to her now, but it still more or less burned when she was touching him like she was now.

Letting the unicorn go, she asked, “But what about the crowds, they‘ll be changeling, not ponies!” Referring to the whole idea of the party in the first place.

Twilight had gotten it into her mind that since Daisy, Roma and Toe-Tapper knew some changelings, then they could potentially meet them all in one go with a party like this. Turns out some of the changelings in town knew each other and then some. This party was to being them together and also mix the ponies who knew, into it to help smooth things out further.

Masquerade, however, didn’t like the idea of being in such a large crowed, “That only makes it worse, changelings trust their clans and family, rarely do they trust other clans and families.” And working his jaw from being gripped so tightly.

Pinkie Pie seemed to deflate some, but was stopped from doing so when two voices giggled, “It is not your fault Pinkie Pie of Sugar Cube Corner.”

Above them both were Ivory and Ebony, high in the barn rafters hanging a few piñatas for latter, “Cousin Masquerade is just suffering the side effects of feeding on Twilight's more flustered emotions.”

“How so?” Rarity asked from somewhere else in the room, also helping with getting the party ready. Next to her was Roma, who came along with Toe-Tapper to help with the whole idea too.

“Well, its like this Rare.” Roma smirked, feeding more cloth that was being used as curtain for a stage Applejack had gotten up, “Every emotion a changeling feeds on effects their thoughts some. If a changeling feeds off happy feelings, there more happy. If they feed on excitement, they get more excited. If they feed on embarrassment, they get more shy.” Then sent a look to the black Unicorn, “Right mask boy?”

“No, I just feel that being around a number of strangers leaves me exposed to possible attacks.” He justified, trying not to show his nervousness over the idea of being surrounded by unknowns. Granted, he did have backup plans for such cases, but that didn’t help his nerves.

Rolling her eyes Twilight said, “You‘re just upset that you can't go sneaking around. You‘ll get over it.” She heard him give off a huge sigh, but not try to dispute it.

“Mask, min‘ getting that ther’ barrel?” The deep voice of Big Mac called from the far side of the barn, “I need ‘em fer waterin‘ the new saplings!”

Hearing another drawn out sigh, she heard him use his magic as he called, “Sure thing Mac. Need anything else that might call for my magic touch?” Making his way to the red farmer who seemed to appreciate the smaller stallions help.

“Tha‘ Mask fella is sure strange.” Commented a smaller voice that drew Twilight's gaze downwards.

“Apple Bloom, ah, what are you doing here?” She asked uneasily as her eyes darted to Ivory and Ebony for a moment and seeing them raise a black banner that was spelt in big green letters ‘Welcome to the Changeling Gathering Party!’ with a changeling Pinkie Pie doodle at the end.

Looking up at the older mare, she said, “Applejack‘s out in the orchard buckin‘ apples, an‘ told me t‘ come an‘ help with the party.” While giving two large expecting eyes.

Twilight was unsure how to respond, but luckily didn’t need to when both Gem twins glided down and landed to either side to her assuring, “It is alright Twilight Sparkle of wonderful Library, little Bloom knows of our secret.” Moving past the unicorn to nuzzle the younger filly they cooed, “And she has done well to keep said secret!”

Giggling, the yellow filly tried to push the two touchy sisters away saying, “Iv, Eb, ah gotta help with the party, stop ticklin‘ me!”

“But its so fun tickling little Bloom!” They playfully whined, going in to start poking and jabbing.

Shaking her head at the two sisters and their playful gestures, Twilight nudged them both saying, “Why not you give Apple Bloom her tasks? Then you can be around her and she can still work as Applejack asked.”

Giving the other a glance while looking at Twilight, they gained mischievous smiles and Ebony said to her sister, “No wonder cousin Masquerade likes her.” Getting Ivory to nod to her sister saying, “She is smart and knows how to get work done!”

Before the lavender mare had a chance to ask what they were talking about, they snatched up the small filly and took off, giggling as they did.

The librarian stood there for a moment, trying to puzzle out what just happened, slowly coming to the realization of Masquerades feelings again. She lightly blushed at the idea but shook it off. Think of it later, this party comes first. And stomped off to do her own work.





With another grunt, Applejack heaved the next wooden board she had and got it standing. Wiping her forehead and looking at the circle pen that she had helped make, she turned her attention to Daisy. Said mare was pushing a rack of sorts over and setting it next to the ring they had made.

Hitting the wooden barrier with her hoof to get the mares attention, she asked, “Wha‘s this here pen fer?” Wondering what the reason was to even set it up at all.

Taking in a breath to calm herself and remember she can trust this pony, Daisy told, “Changelings, no matter the clan, enjoy a sporting event we like to call Challenging.” Walking over to the ring and giving it a somewhat far away look she further told, “It can almost be seen like a old tradition changelings have. Something like the duels and fights griffons have.”

“So ya‘ll figh‘ in this ‘ere ring?” Applejack summed up and motioning into the ring she was leaning on, “Aint tha‘ a bit, I don‘ know, a bit harsh or somthin‘?”

With a light giggle Daisy explained, “A challenge is a old tradition and game most young adults play.” Going up and leaning on the improvised barrier she reminisced, “It is not a fight to beat the other up, rather a game of learning and adapting.”

Looking to the orange mare and seeing her confused face she explained, “It would be like seeing how far you can jump or weave through posts. Only in this case, we see how fast we react, change and adapt to the other.” Looking back into the ring, Daisy could remember back when she would watch such games go on with her other clan members.

Seeing the smile on the fake ponies face, Applejack asked, “Did ya do this much?” And motioned with her head to the empty ring.

Looking to the other mare in surprise she told, “Oh no, I wasn’t that skilled to try. I also wasn’t old enough at the time, was just getting use to some sword play.”

“Well, if you want I can give you a few pointers.” The new voice made both ponies jump and look over to the rack Daisy was pushing to find Masquerade with a number of sticks.

Patting her chest, Applejack practically yelled, “Consarnit Mask, ya‘ll nearly gave me a heart attack!”

Grinning at the apple mare and setting the sticks against the rack he said, “Now why would I go and do that?” And leaned on the rack with crossed forelegs, “After all, Twinkles would talk my ear off if you go and do that on me.”

“Then don‘ go sneakin‘ up on me!” She berated the stallion who still held his grin.

With a laugh he told, “I wouldn’t be much of an infiltrator if I did that, now would I?” Lighting his horn with its sickly green aura and picking up two sticks. Giving a look to Daisy he asked, “How’s a quick lesson?”

Getting off the barrier and standing before the heir, she shuffled her hooves some saying, “I don’t know, I haven’t really done much in sword play.”

With a playful roll of his eyes he told, “That’s why it’s a lesson, not an actual challenge.” Putting out one of the sticks, leaving most of it free of his magic.

Giving the three foot stick a look over for a moment, Daisy changed her form slightly, giving herself a Unicorn horn and losing some of her earth pony mass. Applejack gave a curious look at how a little change made so much difference if one looked closely. Both changeling jumped into the rind, taking up a stance at either end and holding out their blunt weapons.

Looking over how Daisy was standing, he noted rather pleased that she was trying to mirror him, “Alright, I‘m going to show you some basics that you can use for some light sparing, ready?”

Seeing her nod with a gulp, Masquerade made a steady advancement towards her with his ‘sword’ in front of him, “Lets start with some basic defense. Attack me.” Letting the ‘sword’ ease down to his side.

Seeing this, Daisy swung her own straight at him in a downward swing. Instead of blocking, he dodged to the side, “Evasion will be your main defense, not actually blocking. Again.”

Moving to a new position, she tried to sweep horizontally, once again he dodged, by backing away. Nodding for her to try again, she went for another over head swing. This time he did a light swing at the tip of her stick with the more lower half of his, and sending hers off course.

“The top half of your sword can be redirected easily, and as you see, leave you open.”

Applejack watched on rather interested in the practice going on and made a note to herself to show Twilight this. Seeing it was some sort of changeling tradition, the curious pony might have a few questions.

Another clack was heard as Masquerade blocked an attack that was swung near his legs, “Remember, the tip can easily be controlled by your opponent, as most of your grip is near the bottom.” Pushing the weapon away and bringing his own up to his side he asked, “Do you think you have some idea how defense works?”

Seeing her nervous nod, he smiled, “Don’t worry, I‘ll take it easy, I‘m more use to a two foot blade and not a three foot one after all.” And went in to do a few easy strikes for Daisy to practice with.

Admittedly, what most ponies would call a violent sport to watch, was some what enjoyable to observe. It almost gave the feeling that she should be rooting for somepony, even if it was just some light practice.

“Ya‘ll are lucky tha‘ ya get magic to do all tha‘ fer ya.” She could not help but laugh out as the changelings continued on.

Giving the shortest glance at Applejack, the black unicorn stated, “Well, there are a few six foot sticks there, you can always join in!”

“No thanks, I‘ll leave the bruising to ya shifty folk.” Applejack told with a teasing smile, and turned to leave.

Batting away another swing Mask called, “Suit yourself, but you never know when you‘ll find the skill useful!” And reared up to avoid another leg sweep, “By the way Daisy, how is it you don’t know any sword play?” Returning a counter swing that tapped the mares shoulder.

Snorting at being hit, she went for a thrust, only for it to be batted away with the lower part of his weapon, “If your talking about the sword on the wall, it belongs to Rose‘s grandfather, who was part of the royal guard at one point.” When he attacked, she decided to do what he did, and batted away at the top half on his stick and sent it away and leaving him open.

He grinned openly at her learning and held his place as she tapped his shoulder with a light whack. Pulling away some, he nodded to her and brought his stick up to bare once more, “So, it‘s there for looks?” Deciding to hold his stick sword next to his head, and pointing at Daisy’s.

Seeing how he held the sword of sorts higher, Daisy positioned hers more vertical, “Yes, Rose keeps it around to remind herself of him and some of her families ties with Equestrian military.” Deciding to wait for the first attack then do her own.

Seeing she wasn’t going to make the first move, he took initiative for her and switched form, having the sword next to his head, to having it at his side, still facing her.

He went for a thrust, where she brought her own weapon to bare and parried the attack, controlling Masquerade’s weapon to go wide while she could counter. He dropped his weapon and dodged to the side, almost letting his reactions take over.

“Good parry.” He nodded again, going around her to pick the stick up again, “You‘ll find that parrying isn’t something you should do much. Miss your mark or fall for a faint, and it will leave you open.” Readying himself he smirked, “Now, lets throw said feints in, shall we?”





With a list of names before her, Twilight checked each name off while sorting through each letter that would be sent. Most of the barn had been done on converting it into a party like gathering place, and the few things that she knew changelings like were set up as well.

The two Gem twins brought a bowl of what they called, ‘Love Candies’ which was a type of changeling candy that was commonly made for slight enjoyment like a jawbreaker. Pinkie Pie had quickly found out that they don’t taste anything like candy for ponies at all, seeing it was the emotions in them that gave the taste.

Inside Applejack and Daisy were setting up something called a “Challenge Ring” and got a brief explanation from Masquerade that it was a sporting form that changelings enjoyed to play.

Turns out it was also used to settle some disputes between two changelings or gain ownership of something, and was traditionally held as a more honorable way of conducting business that could not be settled by talking.

With a quick look around, she could only confirm the stallion had snuck away again while she was distracted. He seems to enjoy doing that to me, Twilight thought, slightly annoyed at the stallion.

Rising up the next letter and sighing it, Twilight said absently, “Alight, this ones for Cipher Splash.” Ready to place it into one of the piles she had made.

“Give it here Twilight.” Rarity called, “Her house is on my route home, and I wanted to fix myself up for tonight’s events.” Brushing her mane to get it’s curls to fluff up some.

Floating it over to her fellow unicorn she said, “Just be sure not to be too late.”

With a light toss of her head, Rarity told, “Twilight, I might be fashionably late, but never late.” Giving a wink and walking away with a light laugh.

With her own smile, Twilight went back to sorting the few letters before her and waited for either Pinkie Pie or Rainbow Dash to stop by to pick up and send them.

Pinkie Pie had gone back into town to get some other treats such as cupcakes, cake, more cupcakes, some candies, cookies and a few extra cupcakes. Why they needed so many cupcakes was out of Twilight's grasp of understanding, but she supposed that it wouldn’t hurt anything to have extras.

Rainbow Dash had ran off to help Fluttershy with a few things at home and make sure the shy mare could be able to join in the festivities. She hopped the canary yellow pegasus wouldn’t get too frightened at all the changelings that would eventually be coming that night.

Masquerade had seemed to voice plenty of concerns for such an idea, and had gone as far as make a list of reasons why it was a bad idea, and also a list of backup plans if said things were to happen. Maybe I should add paranoia to his list of faults.

Scribbling another name down and checking that off, she gave a slight turn of her head to see Mac with Ebony and Ivory to either side of him, “Somthin‘ on ya mind Twilight?” The large stallion drawled slowly after noticing Twilights somewhat tense moment when was in thought.

Rubbing her head some she said, “Just wondering why Masquerade is so worried about all this.” And turned back to looking over the letters again.

“Cousin Masquerade has plenty reason to worry.” The twins said, “Changelings are territorial, and don’t play nice with other clans they don’t know.”

“I understand that.” The unicorn told with a gesturing foreleg, remembering the incident nearly a week back, “But we can't let that stop us from trying and getting them to play nice.”

Both changeling heirs gained grins and nodded, “If that so, than make sure to keep cousin Masquerade close, would make good deterrent.”

Blinking, Twilight asked, “Why would I need him for that?” Only getting giggles from the two. Looking to the stallion she asked, “Do you know what their talking about?”

With a nod, Big Mac gave, “Eyup.”

After waiting a moment she said, “Your not going to tell me either, are you?”

“Nope” He shook his head, smiling some as Twilight groaned.

Giving suspicious looks to either Gem sister, she told Big Mac, “Their corrupting you with their sneakiness, aren’t they?”

With knowing smiled the twins told, “Ask no questions, and we‘ll tell no lies.” Giggling all the while under the unicorns glare.

The large stallion gave slight chuckle and nudged his two fillyfriends to get moving. They still had some work to do, and he preferred to do it now and be done with it then later after a party full of changelings.

Twilight mutely watched them leave, seeing one of the twins whisper something to Macs ear and getting him to laugh. She smiled some at the interaction, but also felt a little sad in some way. The more she had looked into romantic relationships, the more she wanted to know why they left her so…

Wanting, longing, needy? There was plenty of words to bring up, but none seemed to fit. Adding Masquerade into this only made her confusion grow again, and leave her uncertain as to what to do.

She decided to put those thoughts aside and refocused on the party to be. After all, she could see a rainbow contrail heading towards her.





Calm deep breaths, Masquerade told himself, holding a perfect mask of calm as a number of ponies began to file in, Think of this as a joint diplomacy mission. Your part is to act as overseer, only intervening at the sight of trouble.

Looking to the entrance where the two Gem sisters sat with their new coltfriend, he added, Ivory and Ebony are the going to be primary scanners, able to keep tabs on them all and alert us to danger.

This was made easier by the fact they had their telepathic link. This was made better with them having their battle fans hidden under their wings.

Another look to the far side of the room showed Daisy, Rose and Lily, all chatting with changelings still in their disguises. It took some time, but he was able to persuade Daisy to bring her unique contraption and keep it hidden for later use.

Roma’s a different story, but not a terrible one. Strangely enough, the mare had taken up to being around Rarity more, and was using her chakrams like some accessory. Rarity too, had some golden bracelets, necklace and headband to somewhat match Roma’s silver weapons. Nopony would think them, or at least Roma, armed with weapons.

On the stage was Toe-Tapper with his cane and doing a few warm ups for later singing. Surprisingly to the second heir, he brought a gust in the form of a earth mare with multiple blue beads in her berry like mane.

Torch Song was apparently the final pony to the Ponytones, and at Rarity’s and Mac’s insistence, brought her into the ever growing secret. At this rate, the whole town’s going to know about changelings. He thought while rolling his eyes, wondering how it went from one pony knowing too…

Forget it, not worth counting now, He shook his head to look around again. Twilight and her friends were spread about, talking with a few changelings in their pony forms and making last minute checks.

He blinked and did another scan of the barn, already noticing something was off. With a sigh he asked, “Yes Pinkie?” It still bugged him that the pink mare could get so close to him without any logical reason, but it was also good practice at predicting others. Lot of good that did with this one though.

“Why are you here when you could be out their having a good time?” She got right to the point, grabbing one of his hooves and starting to drag him along the ground, “Come on, their‘s games, punch, love candies, cupcakes--”

Why me? He thought slightly irritated, but did noting. She was only trying to make him less of a party-pooper and relax some. She just keeps forgetting that a huge number of changelings can put other changelings on edge.

Darting his eyes to the side, he spotted a grey pony making her way past and formed a plan in his mind.

Meanwhile, Pinkie Pie was still dragging the unicorn along saying, “--and I told gummy, ‘though gobstoppers are nice, they don’t compete with a good jolly rancher’ because, you know, they have more flavors and are great for making cupcakes with candy tops, know what I mean!” Turning around to lift the pony she was dragging into the air.

“Um…sure?” The grey unicorn mare asked, completely confused what had just happened and why she was being held by Pinkie.

Blinking a few times, they hyper-active mare said, “Oh, hi Cloudy, where‘s Mask?” Lifting the mare up more to see if Masquerade was hiding under her.

“I--” Was all Cloudy was able to say before being dropped to the ground where one Pinkamena diane Pie was looking this way and that for one Masquerade.

Both blue eyes looked about quickly for the tricky changeling, already trying to see where eh could have hidden, “You maybe good at hid and seek Masky!” She said with a sing song voice, “But I am the champion of hide and seek, so you can't hide forever!” And darted off.

Meanwhile, Cloudy looked around very perplexed and confused asking, “What just happened?”





With a list in magic and a quill at the ready, Twilight began to check off a few last things before seeing that all was in order. She gave a pleased smile and turned around to count the current number of ponies.

With practiced ease, her eyes scanned the crowd and counted each body while finding them on her list and checking them off. All together, there were twenty-seven changelings, excluding the six she knew being: Masquerade, Ivory, Ebony, Daisy, Roma and Toe-Tapper.

That makes thirty-three changelings, all in Ponyville collected under one roof. The unicorn mare gulped a little at the prospect of so many changelings gathered in one space, but if things went as planed, then Masquerade didn’t have to search them out and confirm them to be friendly‘s.

Waving her hoof to Applejack to close the barn door, she moved her way to the stage and politely asked Toe-Tapper and Torch Song to step off stage and get the other two Ponytones for a latter performance.

That was a suggestion made by Toe-Tapper, as changelings seemed to like music as much as ponies; even if they didn’t to it at the drop of a hat like they did.

While the barn doors closed, Twilight spoke into the mike to gather everypony’s attention, “Hello and welcome to today’s gathering!” Looking around to make sure she did get their attention, she notice from the corner of her eye Masquerade was on the stage.

Ignoring this and making sure not to jump at his sudden appearance, she continued, “Now, before we begin the party--”

“Which will start really soon!” Pinkie Pie shouted from somewhere in the crowd.

Trying to give her friend a questioning look, but failing to find her, Twilight returned to her announcement, “I would like to encourage you all to be yourselves this evening.” And nodded to Rainbow Dash, who let loose the black banner.

Gasps filled the room as all changelings in pony form saw the banner that said ‘Welcome to the Changeling Gathering Party!’ Taking their queue, all six known changelings reverted back to their natural form, gaining more gasps form them.

Walking up to the mike with Twilight, Masquerade tapped it twice to gather their nervous attention as he spoke, “I would like to say, that this was not my idea.” And was promptly swatted by Twilight who gave him a withering glare.

Despite this he went on, “But, I was asked to do this by Twinkles here, so here I am, telling you that we have nothing to worry about.” Silence preceded the room as each pony looked around looking scared.

With a huff he spoke up more strongly, “I assure you all, there is nothing to fear.” And motioned to Twilight, “I have come to Ponyville nearly a month ago and decided to reveal our race to pony kind.” The emotional tidal wave of fear flowed all over the room, giving the heir a good feel of what they thought.

“And they accepted it, if not reluctantly.” Stomping his raised hoof to be sure none of them drifted away into their thoughts, “Today, we can shrug off out of out costumes and actually talk to those who we hid from for so long.” Then smirked, “Also, we‘ve got love candies over near the food table, we all know they taste better with a changeling body.”

They all traded looks of uncertainty and fear, unsure as to what to do at all. Masquerade saw this, and went to say something--

Only to be beaten to it, “What are you all waiting for!” Pinkie Pie shouted by the mentioned table, stacking some cupcakes into a tower, “It‘s time to party!”

And jumped off the table launching the sugary treats into the air. On reaction, each pony caught a cupcake in their hooves. Seeing this a good moment, Daisy walked to one of the ponies and nudged them, making sure her changeling form was seen. With some reluctance, he let his pony body disappear in a flash of green to leave a common changeling behind.

From there it was like a domino effect as more and more changelings either worked up the courage to show themselves, or collapse under the peer pressure of being left out.

Masquerade had to admit, having ponies that didn’t panic at the sight of their bug-like counterparts seemed to have helped. Feeling a slight nudge to his side, the heir looked down a little and the now shorter mare at his side as she smiled, “I told you things would work out fine.”

Giving a small smile he said, “The night is still young Twinkle Sprinkles, so don’t gloat just yet.” And got a slight shove.

“I‘m not gloating, and stop using that name!” She glared up at the changeling that was nearly a head taller then her.

Putting up a small act as if to think it over he said, “Well…I would if…” And looked her up and down, “Naw, I might consider not using Sprinkles, but never stop using Twinkles.” Then quickly jumped away as she went to hit him again.

Going after him she shouted, “Oh no, your not getting away from me!” Jumping after the laughing heir who made a turn through a group of changelings trying converse with Big Mac.

With a green flash of fire, Twilight stopped and looked around in sudden confusion. Before her were a number of changelings, but no Masquerade in sight. Changeling. She reminded herself, remembering the green flash. He must be hiding as one of them.

So began her search of the illusive heir that had mixed himself into the changeling hoard around her. While she did, she was happy to note that no fights had broken out yet and that the changelings had started to relax more and more into the party.

Every now and then a green flash of fire would happen, signaling one of the changelings shifting into a new form. At one point, Twilight had come a crossed a group of Toe-Tapper’s all harmonizing into a singing group. Another was when somepony, or someling in this case, decided to play a game of ‘Find the pony’ and had ten others change into Rainbow Dash.

She drifted over to the food table after searching for nearly ten minutes and had decided to get a snack. Bringing up a few candies and popping them in one at a time, she cast her gaze to the spotting game. Each changeling and pony were doing their best to find the original pegasus pony, but no luck as of yet.

Then walked up Rarity, looking over each one with a critical eye as each cerulean flier taunted and goofed off in the air, looping and circling around the other to keep them mixed up. After a few moments, Rarity pointed to the one flying overhead saying, “You’re the real one.”

Rolling her eyes she said, “And how would you know, we all look the same, even if I‘m 20% cooler than the rest.” Smirking down at the unicorn while crossing her hooves.

“True, you all do look exactly the same…” The white mare admitted, playing with one of the golden bracelets around her hoof, “But only you would gloat like that.”

“I don’t gloat!” She said insulted, and quickly stating, “I’m telling fact, right guy‘s?” looking to the other doppelgangers who all faced hoofed.

Twilight giggled lightly as her fast friend blew her cover by emphasizing herself more than the rest. She then noticed one of the gusts at the table taking one of the love candies and humming in delight after putting it in his mouth.

Seeing this as a chance to introduce herself, the unicorn got up and moved next to him saying, “Hello.”

Looking to her, he gave a gulp that took the candy down and gave a awkward smile waving, “Uh…hey.” Unsure of what to do really.

“Are you alright, you seem a little nervous.” The lavender mare observed, seeing as he shifted side-to-side while looking at him.

Gulping and looking about he said with a buzz, “I-its strange to talk to ponies without…you know, staying hidden.” Doing all he could to stay in place.

A hoof was swung over him and caused a start before calming down at the familiar pony that hung on him, who laughed, “Calm down Serenity, not like we ponies bite.”

Taking a few controlled breaths he told, “No they don‘t.” Then sent a small glare with his blue eyes, “But as you‘ve shown Rose, you ponies can certainly throw others around.”

Her laughing stopped as she asked, “Your still not sore over me tossing you into that trash bin are you?”

With a blank look he responded, “It was a dumpster filled with rotten foods, so yes, I still am.”

“I remember that!” A voice called from under the table.

Both ponies and one changeling, all looked under the table to find nothing, and came back up to give the other a look. It was rather sudden, but Pinkie Pie popped out from one of the bowls that had a tin lid on her head saying, “That was kinda funny seeing Rose throw you like that, and we all know why!” Disappearing back into the bowl the closed with a clank.

They looked about to see if the mare would show up again, but apparently was done with her sudden show. Giving the two a confused look Twilight asked, “What did she mean by ‘we all know why’?”

Sliding a hoof full of holes over his face, Serenity said, “Rose is a black belt, and likes to toss guys she doesn’t like.”

Rolling her eyes she said, “You were hitting on Lily in the worst way.” And gave the changeling a hard look, “I mean, really, you were going to make the mare faint with some of the stuff you said!”

Backing into the table a little he defended, “It was my first time trying seduction and I was starving, can you blame me?” Slightly scared of the idea of being picked up and tossed by the mare again.

Giving the evil eye to him a bit longer, she shrugged saying, “Eh, if Daisy can forgive ya, then so can I.” Turing around and leaving a shaking stallion.

Letting out a breath, he looked to Twilight who was giving him a look of her own saying, “You tried to seduce Lily?”

With an embarrassed cough he said, “Three years back, was new to town and was hungry.” Pointing in Rose’s general direction he said, “Thought I could get a quick snack, but I was never good with talking to others, so I more or less messed up.”

Casting her eyes to the flower ponies she said, “Then you found yourself in a dumpster of rotten food.” To which Serenity nodded.

“Quite you mopping common.” A younger voice called, drawing both of their attention to a somewhat smaller changeling eating one of the cupcakes, “You’re a changeling, show some dignity.” And took another large bite.

Giving the diminutive changeling a look over, Twilight said, “Excuse me if I seem impolite, but are you an heir?” She only asked because his eye’s had the same green cat-eye look that both Masquerade and the Gem sister possessed.

“Yea, what of it?” He snapped back holding himself with a form of self-importance while he took another cupcake from the table with his green magic.

Pushing past the slightly snooty behavior, the mare said, “I‘m friends with three heirs, so I was just making sure that I wasn’t wrong with how I spotted the similarities.” Noticing that two other changelings --commons by the looks of it-- walked up to the small heir in a slightly protective manner.

Looking up at her with a board look he asked, “I doubt other heirs would consider you a friend, but bliss is ignorance.” And took up a love candy to have.

“You can’t be sure of that.” Serenity said, but backed up when the smaller heir glared at him, sneering at the changelings fearful actions.

“Yes, I can.” He stated with a nod to himself as if it was right, “Heirs are to keep commons in line, as they keep drones in line.” Giving the lavender unicorn a look over he said, “Ponies fit into the common section half the time.”

Twilight gave the teenaged heir a disapproving look saying, “Regardless, you can not just brush others off so callously, or say who others are friends with like you know it as fact.”

With a upturned nose he told, “It is fact, you just blindly follow what you think you know.”

She went for a return-fire on the changeling, but was stopped when an all to familiar black hoof was put in front of her, “Or you are to arrogant to see otherwise.” Masquerade in his pony form glared down at the changeling who wasn’t looking.

Turning around to face the unicorn, he somewhat spat, “What do you know pony?” And was given a close up look of the unicorns change.

“I know plenty.” The heir stated, “I am second heir to the Malek Clan, Masquerade. You are?” Using his greater height and unimpressed stare on the younger changeling heir.

Holding back the urge to gulp, he said with false bravado, “I am first heir to the Frisk Clan, Trace.” Trying his best to not seem intimidated by the more taller, and no doubt, stronger changeling.

With a piercing gaze Masquerade said, “I would like to inform you, Trace, that I will not tolerate any skewed truths you tell my friends.” Making sure that the younger male got the hint and back down.

With a sniff the younger told, “You know as well as me, that ponies are not up to standards like we changelings are.” Not really paying any head the two commons behind him trying to get him to stay quiet.

The Malek heir noticed this, but said nothing, saying evenly, “That is because they have a different society and way of thinking than us.” Looking up to the two commons that seemed to freeze in place he asked, “May I inquire who the head of you Clan is?”

“There isn’t one, I‘m next in line.” The young voice said, bringing the heirs eyes back down to the smaller changeling, “These two are just looking after me until that time.”

Twilight chose that that time to speak up, “What do you mean, are you saying your clan’s gone too?”

The small heir gave a glare at the unfazed unicorn while a female changeling from behind him stepped up saying, “The Frisk Clan was destroyed seven years ago.” And gestured to the male changeling next to her, “My bond-mate and I were guards for the Clan Head, so when the clan fell, we took their son and ran to here for safety.”

That’s another to add to my ever growing list, The heir thought while feeling dread slowly form in him. Something was not right with this to him. So many changelings all congregating in one place, each one losing their clan. Either this town is cursed, or something more is at play. 

“I‘m sorry for your loss then.” He gave a short bow to the three, “Losing your clan can not be easy.” Focusing a look at the young heir.

The male waved his hoof saying, “Think nothing of it. It was years ago, and this town has shown to be great place to live, right Keen?”

Moving next to Masquerade while Serenity took that moment to sneak away, Twilight said, “I‘m sorry, we never introduced ourselves. I‘m Twilight Sparkle.” Putting a hoof out.

Seemingly relaxing a bit more, the two commons mirrored her and put their own hooves out for a bump, “Keen Eye.” The mare told.

After bumping his own hoof, the stallion told, “Wind Guardian, or Windy Guard, both work.” Smiling in his own humor.

Turning to the Malek heir they bowed lightly, “I am First-guard to the Frisk Clan, Keen Eye.” Keen told before rising.

“I am Sky-guard to the Frisk Clan, Wind Guardian.” Wind also returned up from his bow.

With a pleased smile at the politeness they shown, Masquerade gave a more formal bow saying, “I am second heir to the Malek Clan, Masquerade.” Returning up he did not hold back a grin saying, “I have to say, it‘s not too common for guards of your position to become bond-mates.”

With a curious look, the unicorn mare asked, “Is bond-mate the same as being a married couple?” Giving the two another glance over.

With a light chuckle the taller heir told, “In a sense you could say that.” Giving the two another look, “It‘s different for each clan, but it translates to the same thing more or less.” And asked, “How did you two come to union?”

Trace gave a suffering groan as the couple lit up and lunched into their story while he muttered, “Not this again.” Looking about for a means of escape.

> Roma Deluge
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Inside the darkened room, a lone keeper of time stood at attention and waited as it counted the seconds that slowly went by. It waited ever so patiently before the time was nigh for it to get to work.

The room was then filled with the ever persistent ring of the clock that dutifully did its work to wake up its owner and get a pat on the head for its good work.

Instead, it was grabbed by a hoof and repeatedly smacked into the night stand over and over and over and over. Seeing as this was not stopping the incessant ringing, the foreleg the hoof was connected to, rose up and swung quickly to launch the clock.

With a clang, the small mechanical marvel ceased it’s noise making, causing the owner to sigh in contentment. This was short lived as a few small clicks later, the clock was back with a vengeance, giving off it’s never-ending ringing.

Next door to this home, the neighbors were woken up by a yell of frustration. They got up groggily and looked to their own clock, nodding to themselves that it was time to get up.

Back inside, a somewhat raging Roma Deluge glared down heatedly at the clock as it rang on as if to mock her. With a snort, she roughly picked it up and tapped the button on top, silencing it at long last.

Placing it on her night stand and giving it one last glare she muttered darkly, “One of these days, I‘m going to take you right to Time Turner and have you recycled for parts!”

The clock said nothing, unseemingly fazed by the threat she had given it while making her way to the bathroom for her morning rituals.

Leaning on the counter, the changeling still in pony form glared angrily into the mirror that showed her frazzled state from her sleeping habits of constantly moving. Her coat was all mussed up and her curly brown mane in tangles.

Calming down some, she focused on each detail in full, then to how she normally looked. All at once, a green fire enveloped her form, turning the once messy mare into the everyday normal pony look she had grown to love.

She stood there for minutes, going over what had happened over the course of the week. First was Applejack with that infiltrator, nearly going into interrogation methods to find out if she was a threat or not. After that was a mess with those three changelings and that mare Twilight Sparkle.

She gave a light shiver at that, still remembering those green eyes of fury Masquerade held as he brought the mare up in such a gentile manner. He certainly has the hot’s for her…wonder if she knows? She absently thought before shaking the thought off. As fun as play match-maker was for a changeling, she didn’t want to try it with an heir in the mix.

“Dat would be some scary crap.” She said to herself, shaking her head free of even trying such a idea. The only way that would end would be with her incinerated and her ashes used as fertilizer.

Finding her tooth brush, she began the tedious task of cleaning her teeth. Without the use of magic, seeing as that would be cheating to her, as she was suppose to be an earth mare.

Once she was done with that, Roma headed straight for the kitchen to get something to snack on. Though food wasn’t really needed, she had to admit that ponies were really good at making all sorts of food.

A few knocks stopped her in her tracks, making her wonder who would stop by her house this early in the morning. But thinking on it, it could have been that Durpy mare again with a package.

So turning around, she headed for the front door, grumbling slightly at being bothered so early in the morning.

Grabbing the door handle and opening the door, Roma blinked a few times to make sure she was seeing who she was and asked, “Mind telling me why you’re here marshmallow?”

An indigent splutter of words rolled from Rarity for a moment before she composed herself and tried not to glare, “I hope I didn’t bother you this morning Roma.” Almost growling the name out from the insult, “But Twilight had asked me to inform you of something she had thought up last night at the Apples.”

With only mild interest in what the magical pony was up to, Roma raised a brow expectantly while she waited. The white mare looked about saying, “It would be best in closed spaces and away from prying eyes?”

With a roll of her eyes, she motioned with her head for the ‘marshmallow’ to follow her in. Rarity smiled and gave a polite nod as she passed, missing the ‘I don’t care’ look Rome did while casting her eyes to the side.

Inside, Rarity gave Roma’s home a once over, noting all the pictures of tomato’s on the walls with silver frames. Wait a moment. Giving the frames a closer look, she could see a sharp edge around each one. With a nervous glance around, Rarity noted she was in a room filled with Roma’s Chakrams.

“This is a very…ah…nice collection of photos you have.” She smiled, doing her best to seem calm despite being in a room filled with ring knives disguised as picture frames.

With a shrug Roma said, “It‘s a hobby.” Going straight for the kitchen, “Hungry, was about to grab some grub.” Moving right passed Rarity like she wasn’t there.

Following along the unicorn admitted with a sheepish smile, “Well, I did miss my morning meal, so if it‘s alright with you then I would be delighted.”

“Help yourself.” She told her guest with a slight shrug, “It‘s not like I need the stuff to live.” Walking pass the open door way and right to a cabinet where she got out a pan.

Rarity watch curiously as the changeling mare set to work making her meal, setting the pan on the stove and putting some butter on it while it heated. Without turning around from her task she said, “Go on, snoop around, grab what you want.” Cracking an egg and pouring its contents on the heating pan.

Looking around and spotting a few fruit sitting out she asked, “Are you really fine with that, I don’t wish to impose--”

“See food, take it, eat it.” Roma cut off while flipping her eggs over with a found spatula, “Not like it‘ll last forever.”

Seeing as her host didn’t have any problem with it, the unicorn lit her horn and floated over a nice red apple. Taking a nice bit out of it, she smiled happily at the amazing taste of the Apples produce.

As if remembering something Roma said, “Oh, before you do take anything, you might want to skip on the fruit.” Stopping Rarity from chewing further.

“Ya, they‘ve been there for a while, and I think some bugs got into them.” A horrified look came a crossed the white mares face and she looked to the apple and rushed to the trashcan, spiting out the chewed up bits of apple.

She went to scrape her tough with her hoof, but came to a halt at the up roaring laughter coming from Roma who said, “I-I can‘t believe you fell for that!” Almost falling over as the pranked mare gave a dumbfounded look.

Her laughing stopped when the same apple bounced off her head as Rarity huffed, “Ruffian!” Looking away in a very offended manner. This only seemed to start Roma’s laughter up once again while scooping up her eggs onto a plate.

Looking back to the mare, the unicorn sniffed, “Somehow, your even worse than Rainbow Dash when it comes to behavior.”

With a smirk, Roma told, “Hon, I‘m can be pared with some thugs down in the slums, behavior means nothing to me.” Taking easy bites from her breakfast.

Keeping an eye on the pouting ‘lady’ the tomato vendor said, “Wasn’t there something your purple friend wanted you to tell me?” Taking time to savor the last bits of her meal.

With a suffered sigh Rarity told, “Twilight thought that since the changelings here in town seemed to know some others, that we could throw a party to hopefully bring them together.”

Time passed and Roma did not make a sound. Looking to the mare to see why, the seamstress could see that the other mare was holding back her emotions before they broke like a overfilled dam.

“Y-you mean she--” And lost herself to laughter for a moment, “--she thinks that we can just, what, toss ‘em all in one room and the‘ll be all buddy-buddy!” Continuing her laughter like she was told the best joke.

Seeing Rarity’s unamused look she said, “Oh, your serious.” And sat there for a moment before saying, “Dang, that brood’s got guts, especially after what just happened to her.”

“Yes well, Twilight can be strong willed when it comes down to it.” Rarity smiled, knowing that the lavender mare was tougher than she sometimes looked, “But, I was told to tell you and get your vouch for this gathering.”

Roma sat in thought, rolling over the idea of squishing an unknown number of changelings all in one room and not knowing what would happen. After some consideration she nodded, “I‘m in.”

“Wonderful!” The seamstress beamed, getting up to leave but was stopped by a hoof. Seeing that Roma still had more to say, she sat back down and waited.

Polishing off the last of her eggs, she placed the plate aside and said, “There‘s only two reasons I‘m doing this.” Holing up a hoof she told, “Number one, if this works out, I have to congratulate that mare for doing something this gutsy.”

And slammed her hoof down, saying with a glint in her eye, “Number two, if this falls through badly, then I get a few heads to knock together.”

Rarity mutely nodded, not sure if she should feel relived to have Roma’s willingness to fight for them if things go bad, or disturbed the mare seemed to entertain the idea of causing bodily harm to others.

Getting up again while giving an uncomfortable smile, Rarity excused herself and made for the door saying, “It‘s in three days at the Apple‘s barn. See you soon!” Leaving out the door with some hast.

Now alone in her kitchen, Roma twiddled with her plate a bit before smirking to herself, “You know, I might like this whole crazy idea that backstabber came up with.” Already planning a visit to Rarity’s home to help with preparations for the party.





Rarity took her time to sew the magenta fabric that would be the stage curtain and hummed happily to herself. In the next two days would be the party, so she had plenty of time to finish her part of the work.

A small rumble of hooves made her ear flick slightly as her younger sister, Sweetie Belle, trotted in saying, “Rarity, somepony’s here to see you.” And looked behind herself saying more quietly, “Somepony strange…”

Turning to her younger sister she said, “Now Sweetie Belle, it‘s unbecoming of a young lady to make such comments about guests.” Taking her glasses off and setting them to the side.

“Sorry.” She apologized, only to quickly point out, “But she just seems so…” Dragging off to find the right word.

Holding a hoof up she said, “hush now, I don’t want to hear it.” And moved passed the younger sibling, “I‘m sure they are just here to find some wears to…” Slowly coming to a stop when she spotted who her sister had met.

Looking away from one of Rarity’s dresses, Roma smiled saying, “Hey Marshmallow, I have to say, some of these look pretty fancy.” Poking the artistic creation with some curiosity.

Giving a look to her sister she whispered, “I retract what I said, this pony is a different matter.”

Looking back to the fashion designer, the vendor asked, “Why, are you talking about me with my back turned?” Smirking as she did.

“Roma, what do I owe this…surprise visit?” Rarity smiled, walking over to the more rougher pony in a welcoming way.

The changeling wasn’t fooled, but gave credit to the mare for trying to hide her feelings with the pleasantries. Walking up to the other mare, she told, “Oh nothing really, I just happen to be around and thought to maybe give a hoof with helping with your part.”

Darting her eyes about she said nervously, “There is no need for that dear, I have everything perfectly under control here.” Trying to politely turn down the help.

Now close enough, the mare nudged Rarity with an elbow, “Come on now, we‘re friends right, I‘m sure there’s some sort of help ya need?”

The seamstress could only look on in uncertainty at the other mare before her. It was true they got along, but she didn’t recall reaching friend status with her. Then again, why am I so reluctant to have her as one? She questioned, not finding a reason but for the… lack of decorum and mannerism the mare had.

“Well.” Rarity started, coughing into her hoof to clear her throat, “I can’t say I need any aid at the moment, perhaps later when I’m moving the curtain?”

With a raised brow, Roma looked to a almost forgotten unicorn filly saying, “Your sis isn’t much for being helped, huh kid?” The older mare watched Sweetie Belle only shake her head, seeming to thinking it better not say anything at the moment.

“I would ask that you don’t mix Sweetie Belle with a young goat.” The elder sister sniffed, felling a tad offended.

With a roll of her eye Roma told, “Foal, kid, does it matter?” Shrugging as she did, not in the least caring what the two thought, “Both are younglings in the same sense to me.”

Poking her sisters side, Sweetie Belle asked, “Rarity, what’s a youngling?” Not recalling the word form the dictionary she liked to brows through every now and then.

Not giving the mare a chance, Roma told, “Basically, a foal.” Deciding to go look around the shop a bit more.

With a glare Rarity told, “It is considered rude to answer a question given to another, Roma.” And watch the mare give a amused smirk.

“Kid got her answer in the end, didn‘t she?” Heading for the door, “Well, I don’t seemed to be welcomed her for now, later.” Leaving with a airy wave of her hoof.

After she left, Rarity played with the idea of going back up and finishing the curtain she had been tasked with. But the final words Roma left with did make her feel a little bad for being…less par then usual.

Huffing in frustration, she headed for the door saying, “Now that I think of it, I might go and do some shopping.” Walking out the door to find one smirking Roma.

Closing the door with control calm, she gazed at the mare before her stating, “You planed this, didn’t you.”

“Maybe.” Was all the tomato vendor gave while turning around, “Now get your butt in gear, I‘ve got plenty to say.”

With a suffering sigh, Rarity followed along saying, “Fine, but I have a few stops to make.”





“That’s not what happened!” Rarity nearly shouted to the mare next to her, “You didn’t come to my shop to help, you barged the door in saying you were there to annoy me!”

All the changeling at the party looked on in both fascination and confusion of the interaction of the two mares before them. Roma was just telling them what she and the mare next to her had been doing for the last three days with enthusiasm.

Rarity kept interrupting with actual facts that made sense.

“Fine, so I came in to bug you, so what?” She said, taking a large gulp of her punch, “Not like you mind, I don’t think you heard half the words I said.”

Giving a pointed look, the unicorn told, “I would disagree, after all I did take up your suggestion on these golden accessories.” Holding herself up more to show off the golden rings that adorned her head, neck and hooves. This got the oh’s and ah’s from the surrounding changelings that seemed to like the fashion idea.

Rolling her eyes, Roma spotted something worthy of interest to her. With another smirk working its way onto her muzzle she told, “Whateve‘ just don’t let the glamour go to your head, okay Marshmallow?”

With wide eyes, Rarity turned around and yelled, “I thought I told you to stop calling me that!” Quietly seething to herself as the mare walked off towards the food table.

Composing herself, she turned back around to the shocked faces of all the changelings and pleasantly saying, “Now do tell me, what is changeling fashion like?”

Roma gave a snort of amusement at that last bit before getting to far to hear. She liked to be around Rarity, if not for the company then to tease her.

She now understood why that infiltrator did it so much with that unicorn of his, it was so fun watching a pony’s reaction. Granted, she was implying something about the mares looks, but this only further showed how vain the mare was and furthered her own amusement.

Seeing her target in sight, she picked up her pace and circled around the table. Once in position, she waited for her target to get close enough. She smiled at the young teen that was sneaking away from the infiltrator and his mare as they talked to two commons she didn’t know. Apparently Masquerade was tracking him but didn’t seem to show any indication of trying to stop the smaller heir.

His eyes flicked up to her and then to the youngling before turning back to his current conversation. Apparently the big bug wants me to keep an eye on the kid. Rome thought, looking down at the scrawny teen that was doing his best to seem incognito as he was. That’s sad…so sad it’s not even funny.

She waited patiently for the heir to come closer to her, all the while he was casting a look back to the group to make sure he wasn’t spotted, “Hey kid.” And yelped in shock with being addressed.

Scrambling a bit and trying to cover up his embarrassment, he looked up and scowled some at the changeling before him saying, “What do you think your doing common?”

With a board look and a raised brow she said, “I should be ask‘n you the same thing kid.”

“I am not a small goat!” He snapped hotly to the mare before him.

With a shrug she told, “Your words, not mine kid.” Only further adding to his growing irritation that came off him. True it didn’t taste all that great, but it felt good to finally talk down to an heir. This was a golden opportunity she could not pass up.

With a glare he said, “I will have you know, common, that insults to me will have consequences.” Puffing up his chest and looking the part of nobility.

Brats got a pair to be all superior like that, Roma thought with a risen brow. Or stupid, could be he’s that too, another part of her mind worked out.

Poking, or rather shoving the small heir she challenged, “Then back it up pipsqueak, words aren’t going to cut it.” Striding past the now subdued heir that looked on a gap.

“You would dare talk to me like that!” He called to her, trying his best to keep his composure at being brushed away.

With a roll of her eyes she said, “I just did, genies.” Making her way to Daisy and leaving a grumbling heir who looked on in disdain.

She didn’t make it five steps before she felt someling tug at her tail to make her stop. With a patricianly angry look, she rounded on who would of done it, only to stop herself from yelling when she didn’t spot the offender instantly.

“Down here you common!” Came the now annoying voice below where Roma could see the tip of the young heirs horn.

Looking down with faux surprise she said, “Oh, their‘s the perv who pulled on my tail.” Smirking at his flustered feelings, “Didn’t see you there at first pipsqueak.” Those feelings quickly turned to scorn as he scowled up to her.

Breathing out a overly angered air from his nose, he ground out, “I am first heir to the Frisk Clan, Trace.” And gave the most anger filled glare he could muster, “And I demand that you show me the proper respect--”

Shoving a hoof to his mouth she interrupted, “And I‘m Rome of the Deluge Clan, bla-bla-bla, was there a point for you tug on my tail brat?” Still irked that the younger changeling had the gall to actually pulled on her tail. 

Gritting his teeth he told, “I‘m challenging you!” Letting his cat-eyes glow fiercely as he could get them to.

He waited for what seemed like forever as Roma just stared at him with a few other changelings that were in earshot. The tense moment was short lived, as the older changeling began to snicker before it turned into full out laughter.

“This is serious you brood, I’m challenging you!” He stomped his hoof, trying to show some form of control over the common before him.

Still laughing at the turn of events she said, “You, challenging me?” Still in a fit of giggles, “How old are you pipsqueak, because I don’t think your old enough.”

Thinking for a moment he decided to try playing on her pride, “What‘s wrong, scared of being beaten by someling younger than you hag!” To his increasing annoyance, this only seemed to increase her laughter.

“Scared of you?” She question calming down, “Listen hun, your cute with the whole tough guy act, but there are others more scarier then you in this place.” Seeing a disbelieving look she said, “Don’t believe me huh?”

Shaking his head, the vendor sighed and looked around before spotting both Ivory and Ebony in their changeling bodies and hanging next to Mac. Pointing to the she said, “See those two?”

Looking in the direction of her pointing hoof Trace asked, “The two lovely heirs right?” Eyeing them some.

Rolling her eyes at him she told, “Ya shorty, those two lovely heirs.” Then added a warning tone to her voice, “Though, you better not try anything with them kid, they are pretty attached to that stallion.”

Ignoring his look of shock she went on, “But that’s not the reason I pointed them out.” And gave him blank look, “Thing is, just one of them is more scarier then you are, and they aren’t even the big-bad-bug here.” To this she looked past the small heir to the more taller one with Twilight.

Following her gaze, Trace spotted the heir from earlier that had caused him some discomfort to be around, “You mean the walkin‘ scarecrow?” Not that he would admit it, he had an image to keep.

Looking down at Trace, she smirked a bit saying, “Scarecrow?” Then back up at the heir saying, “Fit‘s him, don’t it?” And chuckled some, “Oh, I think I‘ll keep that one, thanks for the idea pipsqueak.”

With an indignities yell he demanded, “Stop calling me that!”

Giving his head a rough noogie, she told, “But it fits you so well!” Getting another idea in her head, “But if you hate it so much I can always call you shrimp, shortcake, cupcake, tinny, flea--”

“Are you deaf as you are old!” He yelled, finally losing all patients with the mare, “So are you going to take up my challenge or not?” All this had was the desired result to pull in every changeling or pony that could hear them, and then some as others followed the curious crowd.

Roma gave the smaller changeling a disapproving look and shook her head, “Listen kid, you have guts I‘ll give ya that, but I don’t think I could even if I wanted.”

Trace narrowed his eyes and continued to glare, tiring to intimidate the stubborn common, “And why, pry tell, is that?” Advancing to seem more threatening.

“Because I would not allow it.” Trace’s advance came to a stop at the voice of the taller heir who also had a disapproving face. Next to him was Twilight, looking on with some curiosity and concern for the younger heir. Close by stood Ivory and Ebony, each ready to move at the signal given by their cousin.

Walking towards the younger heir with Twilight trailing slightly behind, Masquerade said, “I have been talking with your guardians and have come to realize that they don’t know how to tend to an heir, only protect.”

Both green eyes burrowed into Trace’s own, giving the young changeling a distinct feeling of being plucked apart by the older heir, like some would to a fly’s wings, “You are the first and only heir to the Frisk Clan, yet you do not know how to behave as proper candidate.”

Roma deciding not to be part of this, began to back away from the two. She came to a complete halt when his eyes turned to her, freezing her in her place, “Though I have no authority over you, I suggest you at least use some manners while in public like this, Roma.” She nodded but didn’t move from her spot.

Turning back to Trace he asked, “Tell me first heir Trace, why do you keep falling to Roma‘s taunts?” Walking up so he was towing over the young teen, “Is it self worth, a chance to prove yourself, to show your superiority over others?”

The first heir didn’t know how, but he had soon found himself cowering under the stern look the more older heir was giving him. The only time he was ever under such a scrutinizing gaze was with his parents, his original parents before their death. He looked around for help for his two guardians help, but didn’t see them in sight.

Where are they? He panicked, still darting his eyes around, why aren’t they doing anything! And looked back up to the still waiting Malek that only had a blank…everything. It scared the smaller changeling to know he couldn’t taste any emotion from the tall heir, giving him nothing to go by.

The tension was high as the currently strongest heir was looking down on more weaker one. Both guardians wished to intervene, but were scared of the consequences that it would cause. It was obvious to them that Masquerade was not to be crossed, and only seemed reinforced with how he seemed to demand respect from just being in the area. It did not help to know he was part of one of the five prominent clans.

“Masquerade.” A lone voice pierced the silence that had fallen in the room, “I don’t think this is the way to go about this.” As Twilight walked around Masquerade and stood next to the smaller heir.

Turning his cat-eyes to Twilight, he said with a warning tone, “Twilight.”

Flinching, but holding her ground at his piercing gaze she asserted, “He‘s lost his clan, you said yourself that it can‘t be easy.” Looking down to the surprised Trace she went on, “Can you blame him for being scared, for missing his parents and trying to hold on to what connect him with them?”

Trace looked away, trying to hide the fact he wanted to cry at that, or show any sort of what he thought was weakness. After all, he was a first heir and had to hold the appearance of being one. But why defend me? He questioned to himself at the mares actions.

“That is no excuse.” The changeling heir told coldly, “He needs to get it into his head that he can‘t just strut about like he owns everything he see‘s.” Letting his wings open up beside him to add some more intimidation on instinct.

It had the desired effect on Twilight, as she felt the urge to back away. But once again she surprised him by holding her ground and further saying, “That maybe true, but maybe helping him would be better than bullying him!” And took a step towards Masquerade, body shaking with adrenalin rushing through her body and giving he the urge to run.

All changelings looked on in shock that this mare, a pony for that matter, was willingly going toe-to-toe with an heir. In their numbers, the other element bearer’s shoved, moved or flew over the changelings to get to Twilight’s side, worried for their friends safety around Masquerade for once.

Rainbow Dash was the first to get through, having a distinct advantage with her wings, “The eggheads right you know.” Crossing her hooves and hovering closer to them, “You can‘t just bully others into behaving and stuff.”

Turning his gaze to the flying pony, Rainbow’s confidence seemed to plummet on the spot and drift back some as if hit by a physical blow. She now understood why Rarity and Applejack said looking at him scared them. Both eyes that always held some form of mischief or amusement were now filled with some form of malice that told her to either back away, or suffer the consequences of making him even cross.

“Mask!” The unicorn called, bringing the heirs cat-eyes to her adrenalin shaken body, “I‘m asking you to please, just take it easy.” And took a breath to calm herself, “I don’t know if this is some tradition or your way of living, but even you must see this can only make things worse.”

Masquerade stared at Twilight, trying to puzzle out how correct she was. On one hoof, this youngling needs discipline and be taught to not be arrogant with his potential power. This was his first thought, the one dominated by natural instinct of how a changeling conducts teaching methods to the younger heirs.

On the other hoof, I can’t make an example that power is what is required to achieve success, but sometimes careful control. The was his more logical mind at work, reminding him that any hostility can not only reflect badly on him, but cause all the changelings to fear him rather then trust.

Looking down at the young heir, he noted that he had moved himself more towards Twilight, perhaps feeling it was safer near her than anywhere else. He is still young despite being at a teen age, and it would only be natural for him to try and assert his claim as first heir. He sighed, softening his gaze as he looked up to Twilight.

The mare in question could hear her heart beating at a fast pace, preparing her body for the fight or flight response that would occur at a moments notice. She would be at admittance that she was scared of her old friend now. She may had faced threats on varying levels, but she hadn’t faced one the likes of him, being a trained killer and assassin by his own admittance.

So when he looked at her, she felt her body relax a little at his much softer gaze saying, “I suppose your right.” And nodded slowly while the surrounding changeling observers eyes seemed to bug-out at the scene, “Mercy and kindness needs to be exercised just as much as discipline and strictness.”

Training his eyes on Trace, he told, “I may not take any action because of Twilight‘s intervention.” Watching as the changelings body relax some, “But know that the Malek did not come to be known as great leaders because we are born to be, but taught to be.”

Looking back up to Twilight, he gave a smile and nodded to her, turning around and leaving them so he could think on what had just happened. Putting up his disguise, he made for the smaller barn door and exited out, closing the door behind himself.

As soon as it clicked closed, he could hear and feel the buzz of amazement and wonder inside, knowing that Twilight had just effectively put the ponies in an even greater light and possibly secure an alliance of sorts. After all, defending one of their own kind earned points, but defending one of their own kind while fighting against something they feared gained respect.

You truly are an amazing mare Twilight, worthy of being called a Malek. He stopped walking after reaching the first hill past the main gate, sitting down and looking up to the clear sky full of sparkling diamond like stars. With a smirk he thought, you are like a north star really, guiding others to what is right, than what should be done.

He sat there in thought for a time, just admiring the night sky in all its glory. It wasn’t sudden or fast, but he felt the steady growth of emotions draw near to as a voice spoke out, “I wanted to thank you for hearing me out.” And seated themselves next to him, “I was a little scared you wouldn’t listen.”

With an amused, yet soft smile Masquerade said, “It should be I that be saying thank you Twinkles.” Turning his gaze back down to the world around him, particularly to one lavender mare, “If anything, you might have stopped me from making a mistake.” Looking back up to the sky. Ever since the night princesses return, the night sky has never looked better, he absently thought to himself.

Twilight looked to the infiltrator who was admiring princess Luna’s work asking, “Why do you say that?” Wondering why he would say such a thing.

“If I did what I was thinking, I might have put a wedge into them, make them fear me and possibly each other.” his face morphed into one of remorse saying, “I could have made things worse and driven them in trusting each other out of fear then in unity.”

Looking to her with a smile of gratitude Mask told, “Then you came in, scared but willing to stand up to somepony you knew had the ability to harm you.” And put a hoof on her shoulder, “You became a beacon to them.” Then grinned to himself, “A north star to follow, as you were willing to put yourself in harms way for another.”

Twilight felt her cheeks flush some at the praise that he didn’t seem to stop on, “You did what I nearly wrecked, unite them through trust, and gained their respect because of it.”

With a curious look he asked, “By the way, why are you out here with me? The only reasons I‘m here is because I‘m no party pony and needed to think.” And tasting her feelings to decipher the reason for her being outside.

With another blush Twilight told, “I‘m not exactly big on the whole praising thing.” Scuffing her hoof in the grass as she did, “And I wanted to see if you were okay after that…”

Humble and caring, is there nothing that I can’t seem to like about you? The black unicorn thought amused, “Well, as you can see I‘m fine and fit!” giving his signature grin as he did. Looking up he said, “Also, it‘s a rather nice night. I think I might just stay out here and stargaze.”

With a smile of her own she asked, “Do you mind a little company?” Looking up to the breathtaking portrait made in the heavens.

“Not at all Twinkles.” He told, feeling her lean on him and relax some to enjoy the sky with all the creatures of the shadowy night, “Not at all…”

> Unexpected Delivery
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





With steady wing beats and carefully memorized eye of her surroundings, one blue pegasus flew quickly a crossed the skies above Equestria with her white mane flowing naturally in the wind. In her hooves she clung onto a box, a delivery given to her by her brother's as a request.

She didn’t question how they retrieved such valuable cargo, or why it was at their own home, but never the less she was tasked, if not asked, to bring it to the receiver.

Pink eyes scoured the land below, looking for her destination she was searching for. For a moment she thought about where she was going, trying to remember its name. Poloville? And shook her head at that.

Pansyville…no that’s not it. Popyville?…no, still wrong… After a few moments her mind found the word she was looking, Ponyville, that’s it! Shaking her head as if to wonder how she could not remember.

How could I forget, this is that town Cloudsdale gonna use to fill their water storage. That was about as far as she knew really, seeing as it was Spite Fire’s turn to oversee the next water transfer. Personally, she didn’t like the whole overseeing task.

Granted the praise was nice, but she would rather stay in her quarters and study up on flight patterns, tactical usage of deployment, and resource efficacy. After I get at least five hours of flight time, otherwise I’d get board out of my mind, she cracked a smile, spotting the wanted town in the distance.

“Masquerade, here I come.” Fleetfoot smirked some, doing a nose dive into the town. Nearly last second, the wonderbolt did a loop to slow down and miss the ground, touching down smoothly as she did. Just as quickly, she moved the box from her forelegs to her back, balancing it so it didn’t feel uncomfortable

She smirked to herself, going through each calculation she had made during the whole dive and playing with the numbers in her head like a game. Looking about the rural town around her, Fleetfoot frowned a bit as she tried to think of how she would locate her old friend of the family.

Thinking back to what she was told, he was currently staying with one of the Elements themselves, Twilight Sparkle. Part of her smirked at the thought, amused how her two older siblings complained that they could not get to fiddle around with such magical items.

Probably for the best, she nodded internally, knowing those two numbskulls, they would build some machine that would blow up from overloading reactor or something. She wasn’t sure if it would be the reactor, but for geniuses, her brothers certainly make plenty of ‘progress in motion’ explosions.

Looking around, the pegasus had to admit the little town was nice, and the weather was well managed for being so close to the Everfree. The surrounding townsfolk were welcoming and the air was filled with energy. It was nice vacation spot from what she could tell.

Looking around, she smiled at the sight of a mare moving a cart of tomato’s, deciding to ask for directions. With a charming smile she called, “Excuse me!” Stopping the mare, “I need directions to one Twilight Sparkle?”

Looking Fleetfoot up and down she asked rather rudely, “Who wants to know?” Giving a rather board look.

Scrutinizing the mare herself, Fleetfoot could distinctly tell something was off. Everything looked right, but it was a distinct feeling she got only from certain ponies. With an absent wave she told, “I can tell your busy.” To which the earth mare snorted, “So I‘ll just go someplace else?”

With one last look she told, “Fine by me, after all, all I‘m giving out today are tomato‘s and nothing else.” Turning her head away and moved on.

With her own snort, she walked off muttering, “Stupid vendor.” looking for another source of information. It actually surprised her how much her brothers forgot to mention where to find this mare, or if she actually lived here.

She took another moment to think of who to ask again before both ears perked up from a gasp of, “Whoa, Fleetfoot!” And rolled her eyes, not really in the mood to deal with fans.

“Please not now, I‘m looking for a friend of mine and--” Turning round to address the pony that was most likely some adoring fan, halting all words seeing who was before her, “Hey, aren’t you the winner of the best fliers competition, Rainbow Dash right?”

The pegasus mare before the wonderbolt nearly squee’d in excitement at being remembered. Doing her best to hold down her excitement, she beamed, “Yep that’s me!” Unable to hold down her wings that were shaking with her energy, “Winner of the Best Young Flyer competition!”

Chucking at the younger mares radiating excitement, Fleetfoot told, “Well, as much as I want to talk, I got this package to deliver.” Gesturing to the wooden box.

“You said you were looking for a friend.” Rainbow nodded before asking, “Does he happen to like putting on performances?” Remembering the conversation she had with the stallion about the wonderbolts identity.

Lifting a brow she asked, “You know Masquerade?” Curious how the ever illusive stallion would make friends with somepony like Dash.

With a cocky smirk she said, “Yeah, at first I didn’t like the guy, being such a actor he was.” Not noticing the slight narrowing of Fleetfoot’s eyes, “But we came to an understanding later on and I have to say, he‘s a pretty cool guy.”

Thinking on it, the white mane mare asked, “Could you show me to him, this box isn’t getting any lighter.” Referring to her burden that she had lugged all the way from her families house. Lazy brothers, saying their too busy with ‘work’ to do this themselves.

With an eager nod she told, “Sure thing, follow me!” Flying overhead towards Golden Oaks Library.





A fidgeting hoof continuously tapped on the wooden floor was lavender eyes scanned the book before them, only halfheartedly committing it to memory. Twilight felt nervous, or more accurately, anxious for a letter to come at any moment.

The following events at the changeling party had somehow brought her closer to Masquerade in some sense, one she didn’t fully understand. So far, each book she looked into has given her a plethora of information, but none of it seemed to give her the answer she was searching for.

She had read about the effect love has on a pony. She had read the physiology behind most ideas of how a pony perceives love. She had even gone on to read a few romance novels the Gems loved so much to glean anything at all. But all she got was a big headache trying to puzzle it out.

The number of things love could range from could be as simple and innocent as love shared with friends, or as wild and carnal as can be with those who like its touch. There was also love that a mother had for their child, one that would cause them to do the impossible, or the love two beings shared with one another.

She would think with all this time, they would have some books on how to solve problems like these, but to her dismay the possible answers she got were mostly suggestions and ideas that could work to further a relationship. And those were from pamphlets left out for free, so they were unreliable.

So, after three days of this, she finally broke down and sent a letter to the one pony that could give her any real advice with nearly a thousand years experience backing her up.

However, that letter was sent last night, and so far she had yet to get a reply, so it was understandably messing with her mind. What if she decides not to answer? Was I wrong in thinking the Princess would know what to do? No, of course not, she probably busy with work! Unfortunately, all her bottled up feelings were drawing the attention of the one who started the whole dilemma.

I have to figure up what is up with Twinkles. It wasn’t a thought to remind Masquerade, rather a statement of what he should do. The only problem was he didn’t know what was wrong. Twilight had tendency’s to get finicky over things, or overreact now and then, but this was different.

Looking to his bags, he used his magic to pluck up his favorite white smiling mask from it’s place and got up to check on the unicorn that was still fidgeting. He gave a light tap to alert her, only to get a gasp and a jump from the mare with a spike of panic.

Toughly concerned, but not deviating from his plan, he grind, “Relax Twinkles, it‘s just me.” Enjoying some of her embarrassment she gave off, “What has you so worked up these last few days, some big project for miss sunshine?”

Lightly swatting the stallions foreleg she told, “Mask, that is no way to address the Princess, even if in privet.” Trying her best to keep some amusement down.

Rolling his eyes playfully he lamented, “Whoa’s me, you didn’t smile, am I losing my touch?” And looked as if he got the proverbial light bulb over his head, “Wait a moment.” Levitating his mask in front of Twilight saying, “HA, now your smiling, I win!”

Unable to hold her amusement, she giggled at his antics and gently pushed the ceramic mask away with her hoof, smiling, “Did you just come over here to fool around, or did you have a real reason to be over here?”

Looking as if struck he said, “Twinkles, are you saying I can't just walk over to say hi?”

Rolling her own eyes this time she told, “You don’t do things for no reason Masquerade, you always have some reason when you did something, big or small.” And gave a pointed look as if she caught him.

“But do you know the reason, or are you assuming there is a reason because that’s what I commonly show?” He grinned, making the mare stop and consider that. It was possible he did things for no reason, but she could not remember a time he hasn’t done something like that.

Gazing at him she could only think, crazy as he can seem, there is always a method to his madness, smirking slightly, “Your just trying to throw me off.”

Masquerade gave a return grin saying, “Bravo, you‘re catching on.” Getting up and going back to his space to put away his mask.

She smiled, feeling more relaxed after that little tidbit of bantering the stallion seemed to enjoy doing with her. After doing it so much with him for the last month and two weeks, she could say she was enjoying the challenge of his speech craft and trying to out do it.

Thinking about it, she noticed there was something about how he teased her. How he used his words to pluck at her, but still was careful at how he did so. Thinking about Rainbows words about him, she called, “Masquerade.”

Turning his head from his things to give Twilight his full attention she said, “I-- ah, I have a question.” Taking a gulp of air to calm herself.

Seeing this shift in her whole being, he nodded, waiting for her to ask the question that was no doubt plaguing her for nearly two weeks  now. It had caused him for some concern, and found himself intervening at different times to make sure she was alright.

I can do this, just ask him how he feels…no big deal. she assured herself and built up her nerve asking, “Mask, do you--”

The banging on the front door stopped them from going on as Spike yelled from somewhere, “I got it!” Running past the two.

Silence fell between them and Twilight felt that same nerve just evaporate in moments after she spent so much time gathering it. She wasn’t sure if she wanted to ask with others around, it was hard enough to ask him in private.

The changeling in unicorn body went to tell Twilight to ask her question, only to find a voice call for his attention, “Delivery for one Masquerade!” And turned his head to a familiar sight.

“Fleetfoot?” He asked curiously while getting up and feeling her out, “What are you doing here, thought you would be with training recruits or something?” Wondering what the wonderbolt was doing here.

Tossing her head to the box on her back she repeated, “Got a package for you, straight from my brothers.” Trying to get it off gently.

“Here, let me help.” Rainbow Dash said, flying up to get a good hold and bring it to the floor.

Both unicorns moved from their places to meet up with the new pony with Twilight commenting, “Well, I certainly didn’t expect to see another heir to show up.”

Fleetfoot froze in place for a moment before looking up to mask saying in a quiet voice, “You mean Bard and Yellow Jacket weren‘t kidding about you telling ponies about us?” Looking between the two mares in the room.

With a risen brow he asked, “What are you scared of, you use explosives as a weapon.” Not giving a glance at the alarmed looks that two ponies and one entering dragon gave.

She glared saying, “I use them carefully, not toss them about like a maniac Masky.” Shoving the box saying, “Anyways, I‘m sure you‘ve been waiting for these for a long time.”

With widening eyes and an egger look, Masquerade lifted the box and put it aside and tore into the box, acting much like a colt on Hearths Warming Eve.

“Wow, what’s got you so worked up bug boy?” Dash asked, surprised at the eagerness the stallion used to attack the box with to get it’s contents.

With a somewhat foreboding and low laugh he told, “Something I‘ve missed for much too long and could have used weeks ago.” Removing the last object in the way to pull out a belt with somewhat triangle shaped holsters on either side.

Looking around, he closed the windows with his magic and hastily transformed into his changeling form, making the others jump for a moment. He didn’t pay them any mind and put the belt around his waist and fastening it. Just as quickly he turned back, belt adjusting to his changes.

Looking him over Twilight asked, “Are those sword sheathes?” Now understanding when he mention how he like using swords. But something seemed off about the sheaths, mostly because of their triangle like shape.

“So, you duel wield swords?” The speedster asked, trying her best not to sound awed at the idea of seeing a pony fight with two swords.

Grinning he told, “No, I like to use Blades one at a time, much easier to use one sword at a time.” Getting a glint in his eye that Twilight was familiar with, right went he was going to do something.

With a raised brow the pegasus asked, “You named both your swords blades?” Not impressed at the name at all.

With a snicker he told, “No, that’s just the acronym for them all.”

Now understanding why the sheaths looked off, Twilight along with the others got a front row seat as he used his magic to grab not two, but six swords out. The unicorn mare gave another look over on the sheath, noting that two of the swords in a sheath would be closest to the body, while the third would be on the outside bump making the triangle shape.

With some flare, Masquerade moved them as one, making the sharp edges glint with what light there was and dance about with his practiced control. He soon stacked them into a line, only showing one sword. Twilight took that moment to look at the two foot sword, from tip to pummel.

Ten inches were used for the hilt, going from pummel to guard. The other twenty inches was the sword itself, being one-and-half-inch inch wide from blade to back, and looked to be on one-forth’s of an inch thick.

At first she was rather impressed at the black sword with silver edge looked. But that was changed when he separated them, show that even know they shared the same shape to some extent, they each were made differently.

Holding up the first one that had a number of edged teeth with a sharpen tip, Masquerade told while holding a maniacal like grin, “This is Barb, used for gripping, pricing, ripping and tearing.” Then pulled it back.

The next had no edge on either side but its tip, and had six holes going up its length, a indented line connecting them all, “This is Lace, used as a focuses point for my magic and to cast some spells while wielding it.” Before pulling it back too.

The next was like the first sword they saw before Barb, but unlike it the blade was on the back side rather the front, “This is Angle, used to cut in a different direction, and good for confusing opponents.” And pulled that back as well.

The next one was almost like Lace, having a sharp tip, but all the rest was blunt steel that had some form of words on its length, “This is my anti-magic sword, Disarray, used to block, stop or dispell magic.”

The next one had a rather thick blade near the bottom half, but the top was missing some of itself, making a hook like end with a sharpen tip, “Ensnare is what I named this one, used for disarming or catching a running target.”

Then he brought up the last one, the one they first seen, “And this is Saber, the basic sword most are familiar with.” Bringing all swords up he said, “Together they are B.L.A.D.E.S.” And sheathed them all at once with a cheerful smile, “Any questions?”

For a moment none were asked.

But soon enough, Dash asked the most obvious, “Isn‘t that all heavy?” Thinking how so much weight could slow the changeling down.

He gave a shrug saying, “Not as much as it would. I mainly sent it to the Lue brothers to help make a better enchantment for the sheaths to reduce weight.” Shifting in place he nodded, “And they did, feel more lighter then last time.”

Thinking it over Twilight asked, “What about Disarray, how are you able to hold on to it if magic doesn’t work on it?” Not able to comprehend the problem.

Pulling out the sword in question, he showed where his magic was gripping. Looking at it, Twilight saw that the handle grip was made of a different material that was nearly as dark as the sword, allowing for grip. With her curiosity sated, she nodded and he returned it to it’s place.

It was Fleetfoot who asked next with, “Why was it in the hooves of my brother’s, besides that enchantment?” She as a changeling heir knew that a weapon was something special, more so for heirs as they commonly make their own and name them. A strange tradition she didn’t understand.

With another grin he told, “Well, I had this idea I wanted to do, but didn’t have any skill in it. So I sent Blades over to them with a letter of what to do.” Seeing their expectant faces he said, “If they did their job right, then these little sharp friends of mine can now launch out much faster.”

“What does that mean?” Spike asked in confusion, “Do you, what, throw them?”

Looking around, Masquerade asked, “How good are your shielding spells Twinkles?” And focusing his eyes on the basement door.

“Alright I suppose, why?” She asked suspiciously.

With a jaunty trot to the door he told, “An experiment and demonstration is in order!” Opening the door and waving for them to follow him down.

Seeing no other reason not to, they all made their way to the door and down the stairs. At the bottom, the black stallion waited patiently and said, “Now, if you would please put up a shield over yonder, I can show you what I mean.” Gesturing to the far side of the room.

Wondering what he was up to, but deciding to do as asked, Twilight lit her horn and cast a shielding spell her brother had taught her. The pinkish hued bubble formed on the wall, ready to hold against the oncoming attacks.

With his maniacal grin back, Masquerade lit his own horn in its green magic, using it to power a more newer array made into the sheath while also sending some to grip Lace. As soon as his magic touched the hilt, the sword went flying out like a canon and impacted the shield with a loud clang.

Twilight gave the slightest winch at the blow, feeling the force in the blow, giving her a clue that it would make a nasty bruise. The shield was smaller then what she normally made, and wasn’t fully powered, but for this demonstration, it was all she needed.

“That was awesome!” Rainbow cheered while the sword floated back, “That‘s what you had those eggheads do?” Looking on in excitement at the weapons.

With a smirk he told, “Down girl, their mine and only mine.” Sheathing Lace into it’s place.

Rolling her eyes at the stallion, the wonderbolt said, “Yes, I think we understand that.” Making her way upstairs, “I don’t know about you, but I‘m heading home. I only have so much free time before I have to head back to the team.”

Waving up to her, Masquerade called, “It was nice to see you again Fleet, say thanks to those brothers of your for me!”

Looking up to one of Equestria’s greatest fliers, Rainbow Dash rushed up after her calling, “Hey, you don’t mind if I tag a along a bit do you?” Getting Masquerade to chuckle at the wonderblts fan.

Stretching some Spike told, “Well, lunch is soon, so I think I‘ll go fix something up.” And left up the stairs too, leaving only the unicorns in the lab.

Next to him, the lavender mare looked at the swords with wonderment and some unease, and was unable to stop herself from asking, “Have you ever used them on a pony?” Only realizing afterwards what she said and covered her mouth.

Looking to her, he used his magic to bring each sword out and place them on a table, waving to her to go on and look at them. While she did so, the door upstairs closed, signaling everypony had left.

The first one Twilight was looking over was Disarray. She felt a rather large unease about this sword the most, seeing as it was meant to be anti-magical.

“Twelve.” The word snapped the mare out of her thoughts as Masquerade said, “That’s how many confirmed kills I‘ve made with Disarray.” And moved up to it himself continuing, “One griffin, nine unicorn, and two changeling.”

Twilight gave the sword another uneasy look before looking to Lace. Again, Masquerade told, “Fourteen kills, five diamonds dogs, four changelings, and five griffins.” And shook his head saying, “I preferred those deaths more, as they died in their sleep inside an illusion.”

Giving a look she said, “You don’t like it, do you?” Seeing him look over each sword as if remembering the kill count with each one, “Taking the…taking the life of another?”

With far off eyes he said, “It‘s something I don’t like to talk about.” Running a hoof over saber gently and remembering the first time it tasted blood, “Knowing that you have to take away something that is irreplaceable…it hurts in some sense, knowing they will never come back.”

He then looked over to Barb, remembering it’s first time tasting blood, “I remember them sometimes.” Gingerly lifting Barb from it’s place with his magic, “The ones I had to assassinate or kill because they were a threat.”

Twisting it in his grasp Mask said, “Eighteen confirmed kills, all griffin…” And ran his hoof down its teeth, knowing it would not cut him if he went down with them.

He looked over to a somewhat scared, but also concerned Twilight. He knew she wanted to know what was wrong, why he was in pain at that moment.

Sighing, he floated Barb over to her. At first Twilight was reluctant to take it up, but slowly, she let her own magic mingle with his. She felt the cold chill his magic had, taking bits of her own emotion, but also restrained in a way not to take it.

When he let go and allowed her to hold the weapon that had slain so many he said, “It was winter, three years after I left the school. It was my first infiltration mission alone.”

Twilight listened in to him as she moved the sword around, feeling it’s weight and balance, “The Veron had gotten Intel that there was a group of griffins that had discovered an old clan hive.” Looking up to the stallion who looked off into space he went on, “I was sent in to confirm and possibly sabotage any and all findings that confirmed of our existence.”

“I did as asked, infiltrating their ranks as one of their own and finding out all I could.” He blinked his eyes as he fought back some tears that threatened to come out, but held them back, “I made friends with each one of them. Knew how they thought, fought and worked within the week.”

Seeing his difficulty, Twilight placed barb down with its siblings and sat next to the infiltrator, rubbing his back. It seemed to help, and he seemed to calm some saying, “Turned out it was a old clan hive…but it wasn’t uninhabited.”

Seeing him pause and seemingly hold his breath, she lightly pressed, “What happened?”

Looking to her, Masquerade asked, “Are you sure you wish to know?” Making sure she knew he was not holding back anything. Seeing her nod he continued, “It belonged to a Blood caster…a changeling that used fear and paranoia to power these…”

A look of fury came upon his eyes as they reverted back to his cat ones, some tears spilling while hissing, “Vile and unacceptable magic’s to grace this world.”

She was afraid to ask, knowing he dodged the questions about changelings that used fear, greed and envy to power their magic and bodies, “What…” She cleared her throat to removing anything blocking it, asking more clearly, “What do they do?”

He remained silent for a time, mulling over his words, not wanting to talk about it. I need to talk about it at some point, his mind conceded and nodded, “Blood casters can become victim to extreme paranoia and hallucinations…using their magic to control others bodies or sacrificing them to use their blood as a weapon or a means to aid themselves.”

Twilight felt her stomach flip and eyes go wide at the idea of using magic in such a horrid way. She didn’t need to ask what happened next as he continued for her, “I don’t know his name, but he used this magic to turn them all on each other, and soon enough I had to fight for my life.”

Looking to Barb he told, “I made my first kill that day, following my instincts of self preservation and forced to kill eighteen griffins I called friend before I could reach the one responsible for doing that to them.”

The Infiltrator closed his eyes tightly, remembering how each one fell. Some were controlled by the Blood casters magic, moving their bodies against their wills. Others were ambushed and turned into emotionless husks that had no will to live, and so followed the casters orders. The last ones gave into paranoia, attacking the others thinking they were the changeling in disguise.

He didn’t notice the tears work their way to the ground as he said, “I can hear them still you know, feel their pain and taste their fear…” He gulped hard, using his will to continue on, “Only one of the twenty-five made it out, and she had nearly lost her mind from everything that had happened.”

Twilight hugged him close, giving comfort in the only way she knew how at the movement, “I couldn’t kill her, not after I had done…”

Looking down he said, “I broke the rules and took a risk by using the best illusion I could craft with Lace, and made her believe that everypony but her died because of a monster.”

Slumming he smiled, “She believed it, and got to live while I was forgotten. Never to be discovered again in the snowy peeks along with a destroyed clan hive.”

Masquerade quieted down, taking comfort in the mares embrace that was keeping him strong and heard her ask, “What was her name?”

With a rueful smile he told, “Gale…her name was Summers Gale.” And let a few more tears drop before rubbing them away, “She was a good friend. So optimistic and hopeful…And trusted me when I asked her to trust me one last time before she would never see me again.”

He got up and moved over to his swords, picking them up one by one to put them away. Watching as he did this she said, “Thank you for telling me.” Causing him to pause, “That can’t be easy to talk about.”

Nodding he said, “Never is, and I hope it always will be.”





Twilight sighed in contentment with a smile while rereading the same book she had only skimmed over earlier that day. She didn’t rush her reading much though, still thinking over what Masquerade had told her.

After he had left for his little corner up the stairs, the stallion had gone and disappeared again, this time leaving Blades bundled up with a now very burnt cloak.

After some time she had come to realize that the story he told her about his first kill --or kills if she thought about it more literally-- worked into his shyness in meeting new ponies.

He made friends with those griffins, learned how they acted and seemed to understand them very well. Then he felt that he had betrayed them when he was forced to kill them so he could live. All his mission was, was to make sure the changelings as a whole were kept an unknown or a myth.

I can’t imagine what he had gone through after all that…gives a new perspective of being afraid of making friends. The Element of magic thought while going over the next line, finding it less interesting than what she was thinking.

“Hey Twilight.” Spike greeted while carrying a bowl of fruit to the table for his lunch.

With a nod she greeted, “Hello Spike.” And went back to her reading.

“Hey Twilight.” Spike greeted while carrying a bowl of gems to the table for his lunch.

Nodding again she returned, “Hello Spike-- wait…” Stopping herself to look at the duo who both mirrored the other as they ate. Blinking at the sight, Twilight worked out that Masquerade decided to play another one of his pranks and roped the drake into it.

Stopping themselves from taking the next bite of their respective meals, both Spike’s looked to Twilight asking, “Something up Twilight?” In near unison.

“Mask, what are you doing?” She asked slowly, darting her eyes between the identical dragons and trying to figure out which one was the real one.

With them both smirking they told, “Well, getting something to eat of course!” And dug back into eating.

She looked between the two, trying to figure out who was her assistant, and who was the changeling. She watched the two as they ate, feeling a little hungry herself.

Looking from his bowl to the gems, Spike asked his doppelganger, “Trade ya a pear for a emerald?”

Eyes locking onto the offered fruit, the other replied, “Sure thing!” Tossing a sought out emerald for the green fruit.

“Ah-ha!” Twilight exclaimed, making one Spike fumble with his gem while the other caught the fruit with little trouble while looking to her. This only made her smile further and point to the Spike with the fruit bowl, “You’re the real Spike!” And point to the one with the gem bowl, “And your Masquerade!”

The two stood still while looking to the mare in some shock. It was then the Spike at the gem bowl began to laugh and quickly change back to Masquerade saying, “Oh, good job Twinkles!” Pushing the bowl with gems to Spike.

Eagerly, the small dragon pushed the fruit bowl towards the changeling and practically dived into the gems before him with gusto. With his grin Masquerade asked, “How‘ed you figure it out?” Enveloping the pear from before to take a bite.

Pointing to her assistant she told, “Spike asked for an emerald, one of his favorite gems.” And then to the stallion saying, “And you took the offer just as quickly as he gave it out, proving further you were the fake.”

Getting up to tap the table they sat at she further explained, “But it was my shout that really did it, as you seem to always keep collected even with sudden surprises.”

Masquerade cloped his hooves together with a beaming smile, “Bravo Twinkles, bravo!” While also thinking, now to work on her lying skills.

She gave a shy smile at the sudden praise, but took it anyways. A burp sounded through the room as a scroll dropped from the green fire that had come from Spike.

Looking from the letter to spike, the second heir asked, “Spike, were you eating scroll while none of us were looking?”

With a playful glare the dragon told, “You know Celestia sends letters through me, why ask now if I eat any?” Grinning as if he caught the stallion in his own words.

Tapping his chin he told, “Well, you were just eating, and you do burp after you eat stuff, so…” He dragged on with his returning grin as the dragon gave an annoyed look.

Ignoring the two boys, Twilight snatched the letter and excused herself while grabbing a few books she had been reading. Masquerade watched curiously, but didn’t bother asking with why she wanted privacy.

Closing the door to her room and giving a sigh of relief, Twilight dropped all her book off at the nearest table while she opened the letter reading--



My faithful student, I can not say much on the subject to you, as it is something that can escape even my grasp at times.

To love another can mean many things, as you no doubt have researched on your own so far. The Love your asking about however, is something that is gained when two ponies are willing to set aside some of their differences for the other’s happiness, and doing so unconditionally.

I will admit this subject can be difficult to explain, as I have only come a crossed such feelings once or twice in my long life. It is not something that can be put into words, only felt.

From your teacher: Princess Celestia

PS. I feel I should ask, who is this young stallion that has taken interest in my dear student of mine?



Twilight reread the last line over and over, trying her best to figure out how Celestia had figured out she was the mare of interest. She had quadruple checked her letter to make sure she was not the target of this whole problem. To double things, not even her teacher could give her a straight answer!

With a loud groan, Twilight fell face-first to the floor grumbling, “I give up!”





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I do not own My Little Pony: Friendship is Magic





Masquerade looked about the pegasus filled area a once over, trying his best to keep track of each pony as they either flew laps around the dirt track, or talk with apparent friends.

Beside him, Twilight levitated a fan with a meter built into it’s stand, as well as a can of disinfectant  for some reason. beside her, Spike had a clip board that had a number of faces belonging to some of the pegasi in the area. Looking to the dragon beside him he said, “So, this is a rather big thing going on, right?”

With a nod the young drake told, “The water from Ponyville‘s reservoir is going to be used to supply water for Cludsdale to make rain clouds for all of Equestria.” Then gave the stallion a look asking, “Didn’t you watch the film back at the library?”

With a shake of his head, Masquerade said, “Of course not!” Grinning as he did, “I came back in time to see both you and Twinkles making it out with that contraption of hers.” Nodding to the mare who was setting up the small fan.

Soon enough, two pegasi wandering over with curiosity at what the unicorn was up to. Other soon followed, also in the same wonderment as the two mares.

The first mare pointed down at the fan asking, “What dose this machine do?” Giving it a unsure look.

With a smile Twilight told, “This is an anemometer.” Gesturing to the small device, “It measures velocity and measures it into wing power.”

Well, aint that nifty? Masquerade thought to himself with some amazement. He could see the reasoning behind something like the machine before him, gauging a pony’s power like that.

“--Thus gauging your cumulative H2o gathering potential!” Twilight finished cheerfully, obviously happy to give out the needed information. Taking both hooves up and knocking them together she asked, “Any questions?”

The stallion had to use what willpower he could to keep from laughing. The faces the pegasi were doing while she explained her little gadget showed that they had no clue what she said.

The pegasus next to the first one that asked, said, “Yeah.” And promptly turned to both him and Spike--who was going over the list now--and asking, “What exactly does this machine do?”

Letting out a slight snicker, Masquerade said, “Put simply: it tells your speed and wing strength.” Hearing them go ‘oh!’ after explaining it. Casting a look to Twilight's annoyed face he poked her saying, “Hey, Spike and I understood you, right Spike?”

Any reply she was going to give was stopped by a rather loud cough from somewhere in the crowed. Almost instantly, Twilight looked over all the ponies calling, “Is that you again Thunderlane!” Bringing up the can of germ-killer with her magic.

The pegasus in question turned around to see who was addressing him, only to be face-to-face with a floating can that attacked him with anti-bacterial vapor while Twilight said, “Please, we need to have a germ free environment!”

Watching the can fly away he said, “It wasn’t me, it was Blossom Forth!” Pointing to the mare he was talking with just seconds prior.

“Liar.” The black unicorn whispered to Twilight discreetly while Rainbow Dash flew down with crossed hooves.

Turning towards Twilight, but keeping Thunderlane in sight, Dash told, “Don’t listen to him Twilight, he‘s just trying to get an excuse to skip out on tornado day in bed.” And called out, “Why don’t you come over here and be our first test flier Thunderlane!”

Masquerade gave a light chuckle at the stallions slight spike in fear that quickly turned into annoyance. He had to admit, Thunderlane was always amusing to stalk when it came to understanding his behavior. Even more so with Dash around, she scared the feathers off the guy!

“What‘s so funny?” Twilight asked, watching the darker pegasus fly over to the starting point and ready his wings.

With a smile the infiltrator waved off saying, “Nothing, just something that past my mind.” Feeling some of his mane pull as the stallion flew by and make the fan spine quickly.

Leaning down to get a better look at the meatier, Twilight announced, “We have nine-point-three wing power.”

Landing with a puffed out chest, Thunderlane got a number of cheers, while also getting some additional attention for one of the two mares from earlier.

Behind them, a rather large and heavily built white pegasus rushed up giving a loud, “YEAH!!!” Grinning at the smaller stallion as his own form of cheering.

Rainbow flew up next, taking her time to loosen up and prepare herself for her run. Masquerade raised a brow at her, wondering why she had to take so much time for her part.

With a quick rev of her wings, the rainbow mare took off at much greater speeds then Thunderlane did, rushing past them to the point that Mask almost wondered if his disguise was pulled off. He certainly felt Twilight bump into him some at the wind-force that hit them and mussed up her mane.

When they got their footing back, Twilight took a look at her friends rating and announcing, “Sixteen-point-five wing power!”

Blinking in place and looking to her, the unicorn stallion asked, “Mind repeating that Twilight?” Unable to comprehend what he just heard.

Over the cheering pegasi, Twilight repeated, “Sixteen-point-five wing power.” Pulling down her mane into place with her hoof, “Why do you ask?”

Taking a hoof to tap the side of his head he told, “Making sure my ears are working.” But thought, she generated nearly seventeen wing power over what? Gazing to the track and trying to place the numbers in his head, two-hundred feet, while doing a turn near the middle of it?

Any further thoughts came to abrupt halt as he tasted something in the air. It was familiar, but he could not place it on the spot. Determination with…what is it?

Masquerade racked his mind over it before a voice called out, “Hello Masquerade!”

With a slightly slumping form he said, “Now I remember.” Turning to find Cloud Kicker’s smiling face thinking, the other mare that ruined my plans.

He felt uncomfortable by the slightly hungry look in her eye, apparently fixed on him in particular. Twilight however didn’t notice when she looked up, “Oh, hello!”

Giving Twilight a sideways glance she politely waved with a wing, “Hi there.” While her feelings somewhat told other wise. Turning her eyes back on Masquerade she told, “You’re a hard pony to track Masquerade.”

The stallion felt the rare urge to run from the mare who was advancing on his location saying, “I like to keep to myself.” Doing his best not to scoot away.

Right when she was about to say more, Rainbows voice yelled over, “Cloud Kicker, your going to be up next!” Apparently done with her little rally speech to the others.

Sighing, but not completely bothered, Cloud Kicker looked to the black unicorn, giving a wink saying, “Be sure to cheer for me!” Taking off towards the starting line with a quick flap of her wings.

With a smile Twilight noted, “Well, she seemed friendly. You know her Mask?” And waited for a moment before looking around saying, “Mask?” Not finding the stallion in sight.





Rarity took another sip of her tea while going over one of her latest drawings for a dress pattern and listening to Twilight and Rainbow’s day. So far, the pegasus had finished her telling on how Fluttershy had been scared off by the stress of being watched by the others.

Both unicorns wished they could do something about the problem, but nether one could think of anything that would spur the yellow pegasus back into action unless it had some form of dire need.

Twilight’s telling was somewhat different, catching both of her friends attention when she mentioned that Masquerade had pulled another vanishing act after Cloud Kicker showed up.

“That is peculiar.” Rarity said in thought, “I know you say he likes to run off at times, but you said he only did this right after Cloud Kicker had shown up?”

Rolling her own eyes, Dash said, “I think it‘s because she‘s trying to move in on him.” Seeing both inquiring looks she explained, “Before the whole messing up of his plan, Cloud Kicker was trying to hit on him, but ended up being knocked out.” Rainbow had to admit, that was rather funny to watch.

Shaking her head Twilight asked, “But why would that be a problem?” And took a sip of her tea before thinking aloud, “I mean, if he‘s changeling, then wouldn’t that mean he would take the opportunity to have more love to feed on?”

“You forgot the part of where he likes you.” The pegasus reminded, making Twilight freeze at the motioning of it. Giving a curious look she asked, “Have you even asked the bug boy about that yet?”

Tapping her hoof on the ground she told, “Well…not yet-- but I‘m going to!” Giving both mares quick looks, “I was just looking up some books on the subject on how to best breach it…” She narrowed her eyes at her tea saying in a defeated voice, “But I keep hitting dead ends.”

Rainbow went to say something, but was stopped from doing so when Rarity asked, “And what revolves around your research?” Already working out the possible problems in her mind.

Taking a moment to think she told, “Well, I first started with some physiological structures for male interaction and reactions towards potential mates.” Tilting her head to the side she added, “But I quickly changed books, remembering that being changeling, his psychological profile might be different form most stallions.”

Rainbow Dash gave the white unicorn a look, as if asking why she was letting Twilight go over her failed research. What she saw was Rarity completely focused with every word Twilight told, as if figuring out a puzzle.

“--so with that, I figured his interest in me could be allotted to knowing me for so long. But this is quickly shot down with the fact we haven’t been in contact since I was around eleven, and that was six years ago.” The lavender mare went on, now immersed into her mind and trying to figure things out further, “I also tried to fit how I think of him, but can't get passed the fact I still see him as a friend, so I can't go any further from there!”

Rapping her hoof on the table to grab the studious unicorns attention, Rarity asked, “How did you go about with looking at your feelings?” Thinking she may have come up with something.

“Well…I looked at out interactions and how we respond with one another--” She began to tell while Rarity shook her head.

“No Twilight.” The seamstress cut off, “Don’t think of it as a analysis from a test, how do you feel about him?” Trying to emphasize the feel, as that was what was possibly missing.

Catching onto what the upper class mare was trying to say, Rainbow added in, “Yeah Twinkles, what are your likes and dislikes about the scarecrow?” Seeing Twilight confused glance, Rainbow told, “It‘s what Roma likes to call him.”

Nodding to that and thinking on it, she said, “Well, I can say that he can be nice when he wants to be, but also annoying just as much.” This was contributed with how Masquerade was willing to listen in and talk with her at any given time. This also was where his annoying actions came in, teasing her and  playing around with her words.

“He can be lazy, paranoid and on occasions rude.” Much like how he acted before the changeling party, or before meeting Daisy with her by his side. Her features softened some as she told, “This seems to also work into who Mask is, being careful of others, and doing his best not to hurt them to much.”

If one got to know him more, they would see like she did, that Masquerade sometimes didn’t mean harm. After all, he has gone through a lot with what he had to be. Remembering the conversations she had with the changeling heir so far, mostly in regards to his mastery with the cloak arts of infiltration.

With a small laugh she told “I also think I understand why Masquerade teases me so much.” Making both mares in the room cast looks with one another before turning back to Twilight who said, “It‘s just his way of being playful with me.”

“Excuse me if I interrupt here dear, but what makes you say that?” Rarity asked, bringing up both hers and Dash’s thoughts to the surface.

With a smile the lavender unicorn told, “I‘ve come to understand that he has a skill in manipulating others, and because of this he uses it to pluck at my feelings in a non-harmful way.”

Looking down to her cup she held between her hoofs, she said somewhat softly with a light blush, “In a way, I think I might enjoy it a little. Maybe I do because he makes me feel beautiful every time he makes a flirting comment on my figure or my mind.”

“Or special because he holds me in such high regard with how I do something, or how I look at a situation the way I do.” She then looked out the window to the clear blue sky with a far away look, “I almost feel like somepony more when he says some of those things, even if they‘re annoying at times.”

Silence fell on the room as each mare was left to their thoughts for a moment and think over what was said.

“You‘ve got it bad.” Said a voice that startled the three. Turning around, they all saw Roma waltz right into Rarity’s home saying, “If I didn’t know better, I would say you got bit by the love bug.” Grinning at her own joke.

Sitting up more and glaring, Rarity spoke, “Roma, I believe we had a conversation about barging into other ponies homes.”

With a absent wave the vendor told, “We did, but I figured, we‘re friends right? So the same rule doesn’t count here!” Smiling after saying that and taking a seat at the table.

Giving the earth toned mare a curious look, Twilight asked, “When you said I had it bad…what did you mean by it?” Unsure how to take the comment.

Rolling her eyes at the unicorn, Roma told, “It means what it means little miss mage, you like the scarecrow as much as he likes you.” And poking the lavender mare, “I mean, I don’t need my eyes to see that, being changeling and all.”

Holding a hoof up Rainbow said, “Wait a moment, you’re saying Twilight is in love with Masquerade?”

With a confused look the earth mare asked, “What, she doesn’t know?” Giving the other mare a look saying, “I mean, having a crush or two can help clue one in, right?”

Twilight gave no answer for a moment before telling, “I was too busy with my studies to do much else.” Giving a sheepish smile as the curly manes mare looked at her a gap.

Fixing her jaw back up she said, “I…that is to say…” Coming up with nothing she conceded, “Wow…I‘ve got nothing‘ to say to that.”
This made Twilight look down a little embarrassed at her previous life style, while Dash laughed at the changelings stupor. Rarity only smiled, happy that the normally noisy mare was for once, silent.

Looking about the room, Twilight got up saying, “Well, it was nice catching up with you Rarity.” Moving her empty cup over to the teapot in the middle of the table, “But I should get going, I told Pinkie Pie I would taste test some candy she wanted me to try.” And headed for the door.

Getting up herself, Rainbow nodded, “Yeah, I better be off too, want to beat Fillydelphia‘s record after all!” Speeding out the door with Twilight.

Now alone, Roma looked over to Rarity with a smirk saying, “Say Marshmallow, I got a question for ya.”

Wanting to growl at the nick name, but still retaining her proper stature, she nodded, “What would that be Roma?” Taking a sip of her tea to keep her façade of calm.

With another smirk Roma asked, “Do you think you can make something for my chakrams?”





“Again.”

That one lone word seemed to ring loudly in the woods both Masquerade and Toe-Tapper were in, both with their weapons of choice and sparing with the other. The solid clang of steel resounded in the air, scaring off small animals of all sorts.

The Ditty changeling found himself more than outmatched by the heir and his unique sword style, keeping him on his proverbial toes as the Malek changed swords and technique on a whim.

He bought his sheathed hidden weapon back up to block another swing and use his better grip on it to push the blunt edge of Lace back. Almost like clockwork, Masquerade brought his magic sword back, griping the next one at random and attacking with it instead. Seeing the new threat, Toe-Tapper drew out his blade, stopping the strike.

By now, Masquerade had sheathed his last sword and now held Angle, being used in a power-struggle with the surprisingly good ditty changeling, who was in his earth pony form.

The black unicorn had to admit that the common knew how to fight with only his hooves quite well, as was demonstrating this to its full effect. The stallion held this power-struggle with his blue counterpart for a second longer before breaking off.

Backing away to gain distance, Masquerade brought Angle down to his side with the edge down to the ground. This gave the appearance of being open for attack, but was in fact a way to deal with up-to-down strikes.

Toe-Tapper knew this very well, and also knew it placed him at a disadvantage, seeing as he needed to stand upright to even use his swordsmen skills as a earth pony. His cane designed sheath for his sword help with this, acting as extra support while fighting.

“Again.”

When those words left Masquerades mouth once again, Toe-Tapper readied himself for the next onslaught of strikes. Masquerade did a feint left, quickly switch to right and forcing Toe-Tapper to back away.

With an opening before him, Toe went in for a thrust, quickly finding his target dodge it and sent his sword to tap his own away. Being open himself, Toe-Tapper quickly retreated back, trying to distance himself from his opponent who was advancing.

“Any reason you asked for a spar?” The tall stallion asked, using his cane-like-sheath to bat away a strike, “Most times you would just be hiding away in some dark corner.” Twisting to the side and find a good vantage point to strike back.

Just as quickly, Mask brought out another blade while turning himself, keeping some of the top of the sword in the sheath as a improvised grip on the whole blade and block the strike.

Pushing back with his whole body, he drew out Ensnare and sheathed Angle, “Yes, but I thought I‘d do a little practice after getting Blades back.” Swinging another attack from high left, to low right.

Wary of the hook like part in the sword, the Ditty changeling backed away, unwilling to get disarmed of his only weapon, “I noticed they’ve been well crafted, who made them?” Spotting an opening and going for it.

Seeing the next attack, Masquerade back up, using his sword to try and catch his opponents’ weapon saying, “I did, with some help from the Lue brothers.” Smirking as he caught the sheathed blade and gave a quick flick to send it aside.

Toe-Tapper felt himself go off-balanced at his cane being yanked in another direction, watching with some despair as it went flying to the side and out of his reach.

Now using both his forelegs to keep himself up, he soon found Ensnare’s tip near his nose while Mask asked, “Give?”

With a nod form the taller stallion, Masquerade brought his sword back into it’s sheath, looking over to the weapon he just tossed and using his magic to bring it back.

With a small smile he told, “It‘s hard to find other changelings willing to spar with me, mostly reluctant to because I‘m an heir.” Holding the sword-disguised-as-cane to Toe-Tapper.

Accepting the offered hidden weapon back, Toe-Tapper responded, “I understand, and I would have done the same if it were not for my last occupation.”

“And what would that be?” Masquerade asked curiously, already knowing the current occupation the changeling took up was singing teacher.

With a proud smile he told, “I use to teach and spare with the heirs while they were still young.” Walking on all four legs once more, “Got to teach a few of the Commons too, with a drone that was able, here or there.”

Looking to the common, the heir asked, “So an instructor?” Finding the dirt road that would lead out of Whitetail Woods, and back to Ponyville.

With a good natured chuckle the singer told, “I suppose I was, wasn’t I?” Carefully fixing the cane so it was held under his right foreleg, “And you, I know, were an Infiltrator and a master of the Cloak arts, but what else?”

For a the smallest moment, Masquerade considered not answering the question. But he needed allies, and who better than this one, who seemed to be heavily integrated with the ponies?

“I did all the missions requiring the need-to-know bases, so most, if not all, are secret.” He settled with, still not completely trusting of the other changeling, “However, the ones I can talk about are mostly rouges changelings, or rouge casters.”

With his interest pique, Toe-Tapper asked, “Rouge casters as in…Savage casters, Blood casters, Necro casters and Mind casters?” Going over the four in his mind and shivering, “I don’t envy you.”

The second heir nodded, “Not that many are around, but when they are, I usually bring a team with. You know how dangerous a Savage caster can be.”

Shaking his head the Ditty changeling said, “Don’t remind me, the last time I saw one, she turned herself into a giant cricket!” Casting a glance at Masquerades confused look he clarified, “She resembled a bulldog cricket, and ate half the changelings sent to kill her.”

“I don’t know if that’s better or worse than the ones who go arachnid.” Masquerade grimaced saying, “Had to bring down two twins that turned into scorpions, that was not fun.” That was one of his more grave missions, seeing as five died under his care. Two to being ripped apart by claws, and three by poison.

The blue stallion nodded in understanding, going over his own experience with the one Savage caster he had to fight. He was somewhat glad that he didn’t have to do that sort of work any more. The life of a singing teacher suited him just fine, after all that was what the Ditty were good at: singing. Not fighting twelve foot insect’s that ate changelings for breakfast.

Looking ahead, Toe-Tapper could just see the spot that was his house, located near the edge of town with a few other homes. He gave a cheery smile, remembering that today was Ruby Pinch’s turn for a lesion that her mother, Berry Punch, had asked for. A friendly duo those two, he happily thought.

Masquerade gave a glance at the suddenly upbeat stallion, cracking a smile but not saying anything. Instead, he enjoyed the peace and quiet of the outskirts of town. It was no rainstorm, but it was relaxing enough.





With the days training over for the day and having nothing else planed for it, Cloud Kicker soared in the skies, now searching for one black stallion. Ever since she had seen the black unicorn, the pegasus could not help but be intrigued at what little was known about him.

True, her first meeting didn’t go as planed, falling asleep for no apparent reason like she did. Now however, after spotting him, she had taken up the challenge to know who he was.

So far, all she was able to scrounge up was that he knew how to stay off the gossip radar.

So she had resorted to just spying on him and trying to initiate conversations at ‘conveniently’ placed times. This only proved so effective, as he had a knack for completely falling off the her map at any given time.

Now that I think about it, Pinkie Pie hasn’t even thrown a party for him! The grey mare realized somewhere in her mind, knowing the pink party mare loved to throw parties for newcomers. The idea that she missed this one was very surprising, and interesting…

When she had seen him on the field that day, she knew she had to get a conversation with him. There was that other mare he was talking to, but she didn’t matter at the moment. After all, according to Dash, he was single still.

But alas, like all other times the unicorn was no where in sight. It was strange how a darkly colored pony could blend into a brightly colored crowed. But, if she thought about it, he always stayed closer to the buildings where shadows would be during the day.

Just adds to his mystery! She thought giddily somewhat, feeling a sort of thrill when trying to figure out a new pony that nopony knew. He had secrets, she could feel it in her gut. And I’m going to be the first one to uncover them!

With a new found energy, she shot off in a new direction, searching carefully with her eyes to make sure she did not miss him. This same energy began to waver after about a half hour later, still finding no trace of him.

She scanned the ground a little more, spotting the lavender unicorn form before, but not the black one she was searching for. With a quick thought, she realized the two somehow knew the other.

Which means I might find him if I follow her! She thought, knowing that there was a slight chance of it happening. Adjusting her wings, she made a slight dive down to glide over the buildings and keep better track of the mare.

Cloud Kicker followed the unicorn through town, already having an idea where her destination would be with the most popular bakery in town just ahead. When close enough, the mare did indeed go inside, leaving Cloud Kicker to think over what to do next.

She could wait out here until the mare came back out, probably there for some baked goods. Or, go in, seeing that Masquerade could be inside as well.

Going over it in her head, she could only think, I won't get anywhere without taking some kind of risk, and dived down towards the ground. Besides, if he’s not there I can always get something to eat, a shortcake did sound good at the moment to her after all.

Landing on the front of the steps of the bakery, the pegasus walked on up and opened the door. Looking around she found the place rather empty. Strange, ponies are usually all over the place. Shrugging and wondering where the unicorn was, she let the door close behind her, not noticing the closed sign was up.

Cloud Kicker continued to scan the vacant room with confusion, wondering where the mare had disappeared to. Some giggling made her head turn to the kitchen doors where voices could not be heard. Moving over to the wall near it, she focused on her hearing to eavesdrop on what was going on.

“I have to say, these are really good.” Twilight’s voice said before taking a pause, “I didn’t know you two knew how to make candies like this.”

A duo of identical giggles came from the kitchen, with two unfamiliar voices saying, “We do much traveling, remember friend Twilight Sparkle?” Rummaging could be heard as the two voices said, “Try this one, is one of Brothers favorites!”

“Oh, can I have one, please, please, please!” Pinkies voice excitedly came, giving the pegasus the feeling the party mare was bouncing in place.

“That reminds us friend Twilight.” One of the new voices said, “My sister and I wonder what you think of our cousin as of late?”

Choking suddenly followed this question from sompony, and also causing the pegasus to feel things stop for a moment.

After the chocking and coughing died down, Twilight nearly stuttered out, “W-what do I think, what do you mean?” Giving cloud Kicker a good clue that the mare was flustered about the idea.

“We know something’s up.” Cloud Kicker could practically hear the smirk in the mares voice when she said this, quickly followed by, “We can tell even more after asking.” Then as one, both voices said, “So, what do you think of our cousin Masquerade?”

He has cousins? Was the first thought that went through the pegasus’s mind. This was quickly followed by the realization that they were implying this Twilight, possibly like the stallion she was trying to catch!

Twilights gulp could be heard while she shakily told, “I, well…I don’t know what to think really.” Nervousness evident in her voice, “I want to say no, but with what I found out from Rarity, Dash and Roma of all ponies, I just don’t know!”

Giggling could be heard again while Pinkie Pie said, “Then ask him, you said you would, so why not now?” This made Cloud Kicker want to rush for the door and find the stallion first, but she held her place to hear in some more.

“I-I don’t know. I mean, I could but…” Doubt filled the unicorns voice, apparently confused about her feelings on the matter, “What do I even say to my long time friend when it comes something like this?”

Oh, now their long time friends! The grey pegasus shouted in her mind, feeling irritated that the odds were stacking up on her on this more and more. Fortunately for her, it seemed to make her more spurred on to try and get the stallions affections first. Why, she wasn’t sure, but the idea of it being competitive made her want to try harder.

“Well, how do you usually tell him important stuff?” Pinkie Pie asked before a rattling noise could be heard with some crunching.

Tapping on the hardwood floor echoed a few times before Twilight replied, “Well…I just tell him.” And nearly shouted, “But every time I try, I either get scared or interrupted!”

“We are just surprised cousin Masquerade has not noticed yet.” The twin voices said, “Then again, he is most likely unsure how to approach this situation too.”

That got all ears perked from inside the room, and out side.

“I thought he was good at talking with other ponies?” Pinkie said in thought, “Are you saying he‘s shy?” Saying it in a joking way.

“Actually Pinkie, I think he might be.” Twilight told her friend with some thought, “He‘s always been shy, even if he doesn’t show it much, he is…”

Taking a deep breath Twilight told, “I think I‘ll head home…and think about this more.”

Hearing this, the pegasus panicked and rushed to the door quickly, exiting out it just as Twilight walked out the kitchen telling the mares behind her, “Thanks for the candy…and the talk.”

Following the unicorn out, the Gem sisters told, “It is no trouble friend Twilight Sparkle, we are glad to help.”

Bouncing up to her friend, Pinkie Pie said, “And remember that we‘re still here if you need to talk.” Tapping the lavender mares nose adding, “Or candy!” And bounced back into the kitchen saying, “Common girls, we‘ve got some cooking to do!”

Ivory giggled, happily gorging on the mares bubbly attitude and trotted in while her sister remained behind saying, “Before you go Twilight, I wish to have a moment of your time.”

Stopping herself from leaving, Twilight turned her attention back to Ebony with a curious look saying, “Sure thing...” Unsure what the darker sister wanted.

Walking up to Twilight she said, “You love him Twilight Sparkle, not as fiercely as he does you, but we can feel it.” And tapped the unicorns chest, “It is up to you to let those feelings grow or not.” Then turned around to leave, “We do hope you do so, you wont find a more loyal changeling infiltrator.”

After Ebony was gone, Twilight turned around to head for home, her mind spinning what Ebony had said to her.





Cloud Kicker sat on a cloud and watched the unicorn mare make her way home with her head tilted down in deep thought. The pegasus herself, was in deep thought too, trying to come up with a way to nab the stallion before this Twilight Sparkle did.

It’s going to be a uphill challenge, that’s for sure. she noted to herself, knowing full well that the unicorn had more time with him, knew him better and was already friends with him. By all rights, she didn’t have a chance at getting even a date out of the guy.

But a stallions a stallion, they always turn their heads when somepony more pretty comes along. Was her next thought, having more then once gotten a stallions attention just from looks alone. If anything, that’s all she might have to do, look more appealing than what’s in front of him.

As shallow as it might sound, it was close to truth in most cases. After all, with a society that has more mares then stallions, only the more appealing gain the most attention.

This however begged the question of what the black unicorn liked when it came to looks. Having nothing to go by, all Cloud Kicker could do was amplify the points most colts would look for and use that as leverage.

Spreading her wings and deciding to head home herself, the grey mare continued to ponder over her current puzzle and come up with a way to catch Masquerade’s attention.

It could be possible that flaunting myself might make him think less of me. This meant that she had to highlight her looks only a little, rather than greatly. But that also might not catch his attention.

Thinking on it a little longer, a thought came to mind, one that soon began to shape into a possible plan.
> To Ask
> --------------------------------------------------------------------------

I do not own My Little Pony: Friendship is Magic




Masquerade scanned the board before him with a trained eye as his mind worked over each plan and its calculated result. Already he had a number of traps primed for his offensive, but didn’t feel it was time to revile them just yet.

Before him sat Spike, fidgeting in place as he tried to figure out what his next move should be. The dragon was use to playing chess with Twilight all the time to pass the day when nothing was on her schedule. But unlike the by-the-book mare, Masquerade on the otherhoof, was devious.

He looked up to the stallion, noticing that his face showed noting while he kept his eyes on the board, not rushing the dragon in the least. This didn’t bring any comfort to the young drake however, as he could see the gears working in the unicorns mind. Planning, plotting and scheming while he tried to figure out what move to make.

Lifting a claw, Spike gave one last glance to the black pony before taking up his white bishop and taking Masquerade’s black rook. Just as Spike finished his move, the stallion went into action, taking his bishop and replacing it with his own.

The dragon could only blink slowly, knowing it was once again his turn and that his queen was in danger. Looking back up he noted that the pony was back into his ‘scheming mode’ while he waited for Spike to make his move again.

No, unlike Twilight who took her time to make her move, Masquerade moved quickly and swiftly, using his opponents time to think up plans and strike quickly. Heaving a sigh and sliding his claw down his face, Spike once again looked over the chess board and tried to work out what to do next.

Twilight giggled from the table she sat at while having a sandwich. Watching the two play chess was rather fun to watch, in the case of how Masquerade seems to trick Spike at every turn.

She had decided to wait about telling Mask about their feelings, seeing that she didn’t fully understand her own as she originally thought. So, when she and Spike were not helping Rainbow Dash with keeping track of wing power needed for the tornado in the next two days; she would take her time to just think about how she felt in general.

When she thought of him, just of who the Stallion was, she didn’t just see a changeling heir that was the deceiving and cold hearted killer he said he was. Nor did she see the once shy and reluctant colt he was before, almost afraid to approach others, but still have the courage to sneak cake from her teacher.

Who she saw, who she believed Masquerade to truly be, was who he was trying to --ironically enough-- masquerade as. A stallion who was cautious and playful, using his past experience as a guide for himself.

That day he told me of changelings, he could have stored me away and became me. She told herself, already knowing she was repeating an old thought, he could have taken my form and nopony would have noticed. It scared her some to know that was completely possible, and could have happened.

But that only seemed to make her like the black unicorn that much more. He sees friendship as trust…and him telling me his secrets makes me his only true friend. It was saddening to think of it that way, but that was how she could see it.

Thinking over much of what he told her, of some things he had done or has done to others made her both disgusted or afraid at times. If anypony else was told of the things he had done, they would have panicked and tried to get rid of him.

So why did she not fully panic and run to the Princesses? It didn’t take much thinking, the answer was right before her.

I don’t panic because I trust him too, it set a smile on her muzzle when thinking about it. He trusted her with his secrets, and she trusted him to be who he was and not trained to be.

The things she read about romance was also starting to come together to her, like she had all the pieces, just didn’t know how they worked. Love was the main ingredient that they all told of, but there were others ones that were touched on, but not completely reviled.

Looking to the door, the mare smiled and got up saying, “I‘m going out for a while, I‘ll be back!” Opening the door and throwing out, “And behave yourselves while I‘m gone!”

“Sure thing Twinkles, I‘ll make sure Spike doesn’t burn the place down!” Masquerade grinned while waiting for the dragon’s move.

With a roll of his eyes, Spike shot back, “Your one to talk you fire-bug, you use fire magic too!” Moving his white rook to take a black pawn.

With a smirk, the stallion said, “True, but I usually do it in the lab or kitchen, you do it anytime you belch.” Using his magic to move his black queen and stating, “Check mate.”

Twilight giggled at the banter the two had become accustom to, much like her sibling relationship with Spike. Closing the door and unable to hear the dragon curse at his loss, Twilight looked towards Sweet Apple Acres direction and began her walk there.





High above on a lone cloud, one grey pegasus watched as the unicorn mare left her tree home/library. She waited until the mare was out of sight before taking flight and landing at the front door. 

Knocking, she waited for a moment, going over her plan in her head. Over the last few days, she had been learning a bit more about the inquisitive mare that lived here and what she did. Learning she was a librarian with a dragon assistant was what she found first. Then she had learnt about her apparent link with being a student to Celestia.

With this, she had worked out that the first step was to shake the mares appeal for the stallion by getting his attention. For that to happen, she needed to get him alone.

When the library door did finally open, she was greeted by the small dragon assistant and gave a friendly smiled, “Your Spike right?”

Rising a scaly brow, he nodded, “Yes, and your Cloud Kicker right?” Looking her up and down some.

Holding her smile she said, “Yep, I stopped by to let you know that Rarity needed some help with something, and I offered to let you know.” Giving out a half truth, knowing that the dragon had something for the mare.

Looking torn, the young dragon look from the library and past the pegasus mare before yelling inside, “Hey Mask, mind keeping an eye on the library for a bit?” Not seeing the smirk that worked its way onto Cloud Kicker’s muzzle.

“Sure thing bud, where you off to?” Came the stallions voice that sent a shiver of excitement go up the mares spine.

“Rarity‘s!” The purple dragon yelled, running past the mare who caught the door that almost slammed closed.

Gently pushing the door back open, she walked into the main room that was the library and spotted the black stallion sitting in a corner on the far side of the room. Before him was a small wooden table that had a number of scrolls and documents that he was going over and even writing on.

Near the wall was what she believed to be his saddlebags, shown by his cutie mark on one of the bags. Next to those was a burnt up white cloak, wrapped around some sort of long object she couldn’t make out.

When she was fully in the room, both his eyes locked onto her and seemed to go over her whole body in moment before asking, “Can I help you?” Uncertainty filling his voice.

Giving an innocent smile, she said, “Not yet.” Walking towards one of the book shelves, making sure to add some sway in her step, “I was just interested in finding something to read.” Scanning over the number of book before her.

Masquerade only narrowed his eyes at the mare, feeling the hairs on his back rise, his changeling instincts trying to rise the wing that were absent. He didn’t like how the mare was looking at him, and it sent him wanting to run.

He, however, could not leave the library unattended with a guest inside. This left changeling in unicorn form feeling cornered, giving the unpleasant feeling of aggravation.

Cloud Kicker watched the stallion out of the corner of her eye, smiling some at his tense form with both eyes locked onto her. Looking up some, she smirked to herself again, standing on her hind-legs and opening her wings fully. She made a show of batting at one of the book to get a better look at it, swinging her tail side to side and tongue sticking out.

Seeing this, Masquerade closed off all feelings that left a board and blank look on his face as he watch the mare reach for a book. Looking back down he said in a dull voice, “You know I can just reach that for you.”

Grunting, she said, “No, it‘s alright, I can reach it!” Stretching herself further up.

Giving a brief glance up he mentioned, “You are a pegasus right?” And saw her nod to him some, but keeping all attention on the book before her. Raising a brow he asked, “That means you can fly right?”

With a laugh she told, “I wouldn’t be much of one if I couldn’t right?” And continued to reach for the book.

He waited for a moment for her it figure it out, but instead she continued to reach for the book. Having enough of the ridicules display she was putting on for him, he said, “It would also mean you could just fly up and grab the book.” Looking back down to his current work.

Cloud Kicker stopped trying to reach for the book, feeling a little embarrassed for not doing it sooner, and a bit perturbed that he didn’t seem to show any interest at her show. That usually works on the first try, she thought bitterly before taking flight and getting the book.

Giving it a look over, she decided she didn’t want it and shelved it back into its spot and taking a look around for another. All the while she continued to make suggestive movements, each one seemingly failing to catch the stallions attention.

This might be more harder then I thought, she internally told herself, finding the challenge somewhat exciting, and tried another tactic on the stallion that seemed to show no interest in her.





Applejack bucked another tree with her legs and sent another hail of apples to come raining down into the baskets set out for them. She lifted her foreleg to wipe some sweat that had gathered on her brow from the constant work and gave satisfied nod at what she had gathered.

Stretching out some to loosen up her body, the farmer leaned on the tree she just harvested and relaxed a bit while turning to Twilight. The mentioned mare was using her magic to pick a number of apples and place them in the baskets set out for them, running her mouth on her current thoughts.

“--so with consideration, I was trying to figure out how to talk to him. But every time I try, I keep finding my mouth stopping from working.” The orange mare didn’t stop her friend from talking, just letting her go on uninterrupted as she continued on her current problem.

I anit no Rarity, bu’ I can see why Twi’s all worked up. She thought while the lavender mare continued to talk on about how she would approach the situation she found herself in.

Applejack shook her head saying, “Twiligh‘ I‘m the last mare to talk t‘ about this stuff ‘bout.” Getting the unicorn to stop, “Ah mean, sure I can give ya some advice ‘n what not, bu‘ I aint no good at this relationship stuff.”

Shuffling her hooves, Twilight said, “Well, so far all the others said I should just talk to him…but that doesn’t seem to work with me…” Moving a full basket to the side saying, “So, I thought I‘d ask you and see what you think I should do.”

Taking time to think over what she was told, Applejack said, “Now, ah don’t know if this would work, bu‘ maybe ya‘ll better try somethin‘ more open?”

“Something more open?” Twilight echoed, unsure of what her friend meant.

Shrugging and pushing off the tree to get back to work she told, “Actions speak more louder than them fancy words Rarity likes use‘n.” Bucking the next tree to get it’s bounty of apples, “Maybe tha‘s what ya need t‘ do, use action an‘ not words.”

Thinking over the idea, Twilight could only shake her head this time, “How would I even go about that?” Confused with the concept of action before words.

“Ah don‘ know, I‘ma farmer, not a love doctor.” She told while gesturing back to here her house was, “I‘d leave tha‘ t‘ those twins tha‘ follow my brother like a couple of kittens lookin‘ fer attention.”

Giggling at that, Twilight asked, “How have the Gem sisters been doing, I haven’t seen them since Pinkie Pie asked me to taste test some candy.” Replaying some of the conversation she had with them in her mind.

With a roll of her eyes Applejack said, “Oh, those two ‘ave been peachy.” While groaning on the inside with, an’ been sneakin’ in t’ Mac’s room t’ cuddle every night. The first time she saw the scene made her almost want to toss them out of her brothers room. “Ever since they go‘ together, it‘s been near impossible t‘ separate ‘em.”

With a confused look Twilight said, “You don’t sound to happy about it.” Remembering how the apple mare acted last time when she found out about the whole changeling cycle.

“It‘s not tha‘.” Applejack shook her head, “I‘m more than happy Mac got himself a couple o‘ mares t‘ help ‘em.” Giving another strong strike to another tree, “Bu‘ they sometimes ge‘ an inch too friendly fer this kind o‘ relationship.”

Thinking on it, the mare suggested, “It could be a cultural thing.” Remembering how touchy the twins could be, “Maybe  female changelings just get more friendly around others?”

“Maybe…” Applejack conceded some before saying, “Could ya ask Mask ‘bout it…just in case.”

Smiling, Twilight nodded, “I can do that.” And turned to leave for home again, “Thanks for the talk AJ, it helped.”

Waving, the apple farmer called, “Don’t be a stranger Twi, our door’s always open!”





Cloud Kicker almost wanted to yell in frustration at the stallions stubbornness and ever present cold shoulder. So far, nothing had worked on him, and he didn’t seem to even acknowledge her attempt to advance on him. Since her normal tactics of drawing attention weren’t working, she went for the more physical approach.

This proved to be even more frustrating as he had conveniently chose then to start ‘organizing’ the books in the library. Not only was Masquerade constantly moving around to avoid her, but books would go flying by to block her path.

What does it take to catch this guy! She yelled inside her mind while keeping a strained smile on her face, “I could help with that, it wouldn’t be any trouble!”

“No thank you.” He told the mare simply, noticing her approach and used another book to make her stop while it wizzed by, “I also couldn’t ask for a guest to do this, would be improper.”

Masquerade wanted to be somewhere that wasn’t here at the moment, and was trying a number of his own tactics to counter the mare that didn’t seem to get the clue that he wasn’t interested.

With a twitching eye he thought, isn’t it suppose to be the other way around? Moving out of the way just as she got in reaching range. You know, the stallion being the blockhead that wont get the clue that the mare has no interest?

He wasn’t sure why his normal ploy for being unattractive didn’t work. After all, being rude, cold, unapproachable and downright ignoring her didn’t seem to do a thing. It only seemed to spur her on even more.

Kicker was just about ready to pounce on the black unicorn and just pin him to the ground so she could have his full attention and maybe demand for a date after finding out his reasons for being stubborn. This was forgotten when the front door opened and let in Twilight Sparkle who looked at the scene before her with some confusion.

With a large smile, Masquerade said, “Twilight, good to see you!” Rushing up to the mare saying, “Hey, I was thinking about heading out, need me to pick anything up?”

Giving the changeling heir a strange look, Twilight went to say no but stopped from doing so when she saw his desperate look in his eyes. Looking past him to see the pegasus quickly getting out of her pouncing pose and off looking for books, the unicorn understood.

Quickly thinking she said, “Oh…ah-- I was going through town and noticed these great looking…” And darted her eyes about, trying to think of something. Spotting a cooking book she blurted, “Pies! I saw these pies and came back here to get some bits to buy them!”

The infiltrator wanted to flinch at Twilight’s ‘I’m lying smile’ but only told, “Well, allow me to get it for tonight then!” And used his magic to pull Blades to him, undoing them from his burnt cloak, “I‘ll be back in a jiffy!” Running out the door like his tail was on fire.

Closing the door for the stallion that had just rushed out, the librarian turned her gaze to the last occupant in the room, who quickly ducked there head into an open book. This would not be nearly as suspicious as it could be…if the book wasn’t upside-down.

Twilight gave a sigh to herself and decided to go about shelving some books that seemed to be laying about the area, wondering why so many were out.

While she went to work on that, Cloud Kicker sat in her spot and stared at the upside-down book in thought. Seeing as her original plan didn’t gain her anything, then she would have to go about it in a different manner. Peeking over the edge of her book, she began to devise a new plan of attack, deciding to remove her only competition before trying for Masquerade again.

“So Twilight.” She said as casually as she could, flipping the book right side up when she finally noticed, “You and that Masquerade going out or something?”

The unicorn almost lost grip on the book she had, saying, “N-no, not at all.” And calmed herself, not yet, I should really say…

Gauging how the lavender mare acted, Cloud Kicker continued, “Just wondering if he‘s free or not.” Noticing Twilight’s ears perk some, “He‘s been eyeing me the whole time I was here.” Granted, the stallion did it in a cautious manner, but the unicorn before her didn’t need to know that.

Assuring herself that the pegasus didn’t mean it in a improper way, Twilight told, “Mask can be a little shy around new ponies he hasn’t met before.” While inside she worked out the reasons behind Cloud Kicker being here.

“He didn’t seem too shy to me.” Cloud Kicker said in a sickly sweet tone, “He seemed a bit more forward with me today.” Smiling as she said this.

Trying to shake her head at what the other mare was implying, Twilight said, “I hope he didn’t seem rude, he does that on occasion without meaning to.” Feeling the need to fidget.

With a sudden thought, the pegasus hid her smile behind the book she had saying, “I don’t mind much, as rude as he can sound, he‘s also a flatterer.” Seeming to grin at Twilight's more rigged body, “I wonder if he‘s the same guy who the mares near the pub talk about…”

Twilight was in a internal struggle with trying to separate what she knew as fact with this new information being fed to her now. She knew Masquerade went for walks a lot, and truthfully she didn’t know where he disappeared to most of the time.

Giving the magical mare one last look over, Cloud Kicker closed her book and set it aside stretching, “Well, I should probly go now, I have a weather shift and all…” Getting up and leaving out the door with new idea in her mind, “And tell Mask that he can visit me any time.” Winking as she did.

When the door closed behind the grey pegasus, Twilight shook her head again to get her current thoughts out. For some reason, the idea of Masquerade likening the pegasus somewhat…hurt.

But I have no reason to think that! She told herself, all evidence points to him likening me. She had her friends, the stallions actions, Roma’s input and his cousins.

But their changelings, and they don’t appear to be above lying to get what they want. A crushing feeling seemed to grip inside Twilight's chest, forcing her to take a breath to calm down again. She had no reason to doubt Masquerade, not in the least.

But the worry was still on her mind, even as she continued to work on organizing her library with full focus, picking up her list and making sure everything was in order.

No matter what though, the same thoughts came rushing back to her over and over. Was it possible that his acts of kindness and care were just a farce? Shoving a few more books into place and checking them off her list she said, “No, he wouldn’t play with my feelings like that. He doesn’t know I even like him…”

She stopped her work to think about it for a while, remembering that the twins were surprised Masquerade didn’t apparently notice her like for him. Take a gulp she said, “No, no he doesn’t…”

She looked down, trying to sort her thoughts out and understand why this was bothering her so much. A droplet of water seemed to come from no where as it splattered onto the wooden floor and cause pause.

Lifting her hoof to her face, Twilight felt the beginnings of tears starting to come out from her eyes. Why am I crying, why would this bother me? They weren't couples yet… And she hasn’t really pushed him about how he felt for her so there was no reason for her to feel…hurt?

Was it the prospect that she had feelings for the changeling that, admittedly, was possibly the best choice she could make if she ever did look for a coltfriend? After all, they knew one another so well back during their school years, and Masquerade seemed to put effort into reaching that point again.

Or is it he just wants to remain friends? There should have not been anything scary at the idea, but something about it made her just a bit antsy. But why should it, they were just that, friends.

“But what if I don’t want to be just friends…” She muttered before her words registered in her mind. She wanted to bang her head on something, but also wanted to figure out why she had just said those words.

Is it possible, she thought slowly while turning around to head for her room, that I do love him, but am just too afraid to admit it to him?

Reaching her room and pulling the door open, she located the letter Celestia had sent her and reopened it to read it. The same words greeted her like they did days back, making her question what she should do.

With a shaky breath she asked herself, “Or am I afraid to admit it to myself?”





Masquerade hummed to himself while going over the number of pies before him, trying to figure out which one to take. Apparently in his rush, he had grabbed his swords instead of his bits, leaving him stuck just standing there and looking at the delectable deserts.

He was a however, a master infiltrator of his kind, so looking for a few loose bits wasn’t any trouble. What was, is trying to figure out what pie to get with what little he had. It was taking a good chunk of his mental power to figure out what to do.

Big Mac waited patiently for the black unicorn to chose which apple pie to take, more then willing to help his other customers while the smaller stallion thought things over.

Pointing at one, Masquerade asked, “This one‘s apple with hints of cinnamon and is five bits, right?”

“Eyup.” Mac nodded, peering over his shoulder in time to see Ivory back from the delivery he had sent her on. For a moment he wondered were her sister Ebony was, but at the look of the sun, he guessed to find Apple Bloom and make sure she got home safely.

Putting the allotted amount on the wooden stand, Masquerade smiled taking up the pie, “Alright then, I‘ll be shovin‘ off then!” Turing around to head home where he could potentially have some.

Trotting through the town with a brisk pace, Masquerade held his smile, nodding to other ponies and being friendly all around. Inside, he felt a little guilty at practically ditching Twilight with that pegasus mare and also a bit wary of every grey pegasus that moved by. He would say something was wrong with that mare, but he began to decide that there was something wrong with every single pony in this town.

I think I can be counted as part of this giant loony-bin. He chuckled to himself, still trying to get over the occasional crazy that would randomly happen. That wasn’t including all the things caused by the local changeling population, or Pinkie Pie.

He suddenly stopped and tasted the nearby emotions again, already knowing what he felt. Darting his eyes about, Masquerade ran into the closest dark corner he could find as the mare he had just escaped walked by with a pleased smile on her face.

Peeking out, he gave an internal sigh of relief see that she was nearly gone, blending in with a number of ponies walking about. He couldn’t place his hoof as to why she made him uncomfortable. But if he had to make a drawing as to how he felt with her around, it was like when a Savage caster turned into an insect or arachnid like monster that would like noting more than to eat him alive

To say, it wasn’t pleasant feeling in the least.

When the pegasus mare was completely out of sight, that was when the changeling in disguise decided to start his trek back to the library. He briefly wondered if Spike was back from his visit to Rarity’s.

Doubtful, Mask shook his head, that little guy has it for her…why is beyond me, but hey, I don’t mind. Love was love, and as a changeling, he had no problem with the idea for the two. Well, Rarity might, but that’s completely up to her.

Seeing his destination in sight, Masquerade gave a grin and picked up his pace. He had a few more documents he wanted to finish and use to get his mind back on track. Thanks to all the changelings under Twilight’s unforeseen influence, he had more resources to work with for the coming invasion.

I also need to find a way to ease the pony populace if outside hostilities happen too soon. It was something he didn’t like to think about. If the current Queen of the five prominent clans does go through with the invasion, then the ponies will distrust all changelings. He was hoping by some chance to stop the invasion or at the very least fight them under Celestia and Luna’s radar, but he knew that would not happen.

Heaving a sigh, Masquerade greatly hopped that Sham would have some good news and information when he got back. He didn’t like being stuck in one place and twiddling his hooves. He was an Infiltrator, meant to sneak in and do what needed to be done without being noticed.

Then again, it’s not so bad here. He shrugged, knowing that his exciting life wasn’t over yet. Once things get back on track, then maybe he can find some job that called for investigations or something. Every other job he looked into seemed to boring and wasteful of his skills.

Opening the door to the unicorn mares domain, the black stallion placed the pie down on the table for later and gave a quick glance around for his favorite mare.

He rose a brow when he didn’t spot her anywhere and called out, “Twinkles, you still here?” Wondering what she was up to, undoing the belt to Blades and set the swords aside. He wandered about the library space, scrunching his face as he still tasted the spoiled emotions that remained from Cloud Kicker that still seemed present.

He really hoped that would go away, he preferred the emotions both Twilight and Spike left lingering about. Both his ears perked when he heard the clopping of Twilight’s hooves, while also gaining a concerned frown at her once again swirling emotions. 

Turning around to face the mare in question, his frown only deepened at the somewhat sad smile Twilight was holding. Taking a few steps to her he asked, “You alright Twinkles?” Giving the mare a once over, and asking the first thing that came to mind, “That pegasus didn’t say something did she?”

“I‘m fine.” She told smoothly, impressing the stallion that she lied so effectively for once, “I just have a lot on my mind.” Walking past him and straight to the pie on the table and taking a seat.

Masquerade watched her carefully, wondering what was really going through the mares mind, “Are you sure?” Knowing she didn’t feel alright, “I can tell something’s off.”

Twilight remained silent, head hung low as he mentioned that he thought something was off.

After a while she said, “Why do you ask, we both know you can taste what emotions I feel.” Looking back with tiered eyes, “Is there a reason you don’t just point it out fully?”

Holding back the urge to shuffle his hooves, he told, “You know I don’t like to pry into your life Twilight.” Taking steps towards the mare and sitting next to her, “I do it more as a courtesy thing, to try and be respectful.”

“But I‘ll admit, you have me worried, your emotions are all over the place.” Taking his hoof and placing it on her shoulder, “Will you please tell me what’s bothering you?”

There was a brief moment Twilight took to think over her words before she spoke with, “After you left, Cloud Kicker had…mentioned some things.” Feeling unsure what to say.

Feeling Masquerade rub his hoof gently on her upper foreleg, she asked, “Do you like Cloud Kicker?”

Masquerade suddenly stopped his comforting and choked on air and gagged on the spot, “Twilight please, don’t say that!” Shivering in place, “That mare‘s emotions taste like rotten eggs to me, it takes a special kind of changeling to like that!”

Though it wasn’t meant to be a joke, he could feel some relief and amusement flow from Twilight at his words while cracking a small smile, “So, those things she said--”

Quickly holding a hoof up, Masquerade said, “Please no, if she made some sort of suggestion I liked her in any way--” The very thought made him sick, “--then I might be better off not knowing.”

But giving her a curious look he asked, “But is that what‘s really bothering you?”

The lavender mare gave an uneasy look as she shifted her weight from one side to the other, trying to work the words out of her mouth, “It‘s just you…” And stopped herself for a moment to try and reword what she thought, “What I mean to ask is…” Taking a gulp of air while her legs quivered, “D-do you like…me?” Ducking her head back down.

The last part seemed to come out as a squeak to the changelings ears, but he had heard her, and could not stop his eyes from widening at the question. But when it was asked, nearly two weeks of strange behavior suddenly clicked in his head.

Wow, talk about being a moron… He thought, feeling the need to repeatedly bang his head on a wall saying ‘stupid, stupid, stupid’.

Looking at the lowered head of mare, Masquerade really wished she didn’t ask. He could always lie to her…but doing so would only make a rift between them. I was hoping to tell my feeling after the who impending invasion issues. Apparently, fate had other plans for them.

Taking a hoof to raise Twilight’s head up, he told, “Twilight, you have done so much for me, and for no reason but for being my friend.” Thinking back to Cloud Kicker and her persistent actions towards him, he told , “Before I came to Ponyville, I would have taken advantage of that mares feelings and not given a second thought about you or how you might have felt.”

Twilight felt heart brake at such an idea, making her almost wishing to pull away. But she stopped herself, wanting to keep her eyes on his to know the truth, and asked, “But you wouldn’t now?”

Casting his eyes to the windows about to make sure the blinds were closed, Masquerade turned back to Twilight while changing back into his changeling heir form.

Though more taller and imposing then her own body, Twilight could see he looked more relaxed and unguarded then he normally did. She didn’t feel scared of him as she did when he first changed, something that in some form surprised her. After everything that had happened, the only thing she felt was slight shaken at what had happened earlier that day.

With a sigh Masquerade told, “No, I wouldn’t.” And used a hoof to gesture to his insect like body that had harshly glowing green cat-eyes and long fangs fit for a predator, “I am something ponies would fear, a preverbal wolf in sheep’s clothing, ready to strike at any time.”

“But you don’t fear me.” He said, “You decided to look past that and not see…what you see before you.” Then rapped his armored chest, “But what was in here.”

With a calming breath, Twilight used her hoof to hold the changelings holed filled hoof on his chest saying, “That’s because I don’t see the killer you tell me you are.” Getting a surprised look form him, “I see a grown stallion that admits his faults, and is willing to remain faithful to those he loves and trusts.”

Looking ashamed she told, “Trust that I misplaced because I didn’t have enough faith in you.” Looking down with guilt at nearly assuming he was playing with her feelings, “I should have trusted you more.”

“And I should have told you sooner.” Bringing the mares head back up as he explained, “That way, we could have avoided this little mess, and I wouldn’t have caused you to suffer for nearly two weeks.”

Looking to her and steeling his nerve Masquerade said, “Because in truth, you changed me.” Twisting his hoof around to now hold the mares, “When we were young, you showed me what it was like to have a friend, and changed the way I was taught about how things worked.”

With a small smile he told, “You inspired the changeling inside of me, that change was needed.” With pride shinning in his eyes he continued, “For every mission and kill I‘ve done, I saw the changes that we changelings needed, all because I remembered that young filly who gave her love unconditionally to another.”

“What I‘m trying to say is…I love you Twilight Sparkle.” He finally said, feeling a weight lift off him and adverted his eyes, “I love how you think, I love the way you blush, I love how you’re a workaholic that thirsts for knowledge.”

Looking back to the surprised mares face he said, “I love you because you helped me see the world in a new light, one that is absent in a world filled with shadows.” Then turned his face to the ground, “And I don’t know if I can continue to live without that north star that you had made for me to follow.”

Twilight felt…overcome by what the changeling had finally admitted to her. She wasn’t sure how to take the admission, or how to respond to it. But just looking at him, she could see him tremble, scared of her possible rejection.

I’ve never seen him look so…vulnerable. Over the time she had gotten to know him from colt to stallion, Twilight had never seen Masquerade look so venerable and afraid. She wanted to reassure him, but how would she go about that?

What words could she use to describe how she felt, what she thought and get it passed her normally tongue-tied mouth. Looking to him, she decided to follow some advice she would never think of doing.

Feeling Twilight's hoof now raising his chin, Masquerade gave the mare a curious look, scared of what her reply was.

So, it came as a shock when instead of words, he got a full on kiss by the mare who pressed her lips closely to his. For a changeling who often gleaned emotions off a pony from a distance, the direct contact gave him the full package of what she felt about him.

His eyes widened and glowed brightly at the sudden burst of love, embarrassment, joy, excitement, fondness, sorrow, and all around passion in the kiss. Both wings buzzed erratically against his will, getting a rush from the sudden flux of energy flowing into his body. Likewise, his jagged horn spluttered in both green and aqua colors, acting much like a miniature firework as his magic was given even more power.

This lasted for all of five seconds before Twilight with a flushed face, pulled back and looked shyly to the stallion who seemed frozen in place. Soon enough, his front hooves slid to either side of him and let him hit the ground with a thump only saying, “Wow…” With the goofiest grin.

Forgetting her flustered state, Twilight giggled at the stallion who seemed to look off into space with unfocused eyes, saying, “D-does that--” Taking a moment to clear her throat some, “Does that tell you everything of how I feel?”

She only got a slow dreamy nod from the changeling before he made a sudden ‘hic!’ and giggled to himself. Twilight smiled at him and watched the changeling slowly get up unsteadily, swaying side-to-side and saying, “I feel--hic!--funny, but ha--hic!--happy!” Giggling a bit more.

Slowly that smile turned into a frown as unicorn asked, “Are you feeling alright Mask?” Wondering if kissing him was a bad idea now.

“I--hic!--I feel greatest!” He slurred a little on his unsteady hooves, suddenly tilting to one side. Quickly, his legs moved to balance him, but instead sent Masquerade stumbling into the bookshelf, making the lavender mare flinch.

Pushing off the shelf, he stared at it and asked, “Where this--hic!--post come fr--hic!--phrom?”

Blinking at him, Twilight watched in concern as he crashed into the table in the room and face planted into the pie, giggling to himself  while spouting slurred words mixed with hiccups.

Hearing the door open, Twilight heard Spike say, “Mask, I‘m back--”

“Spike, get Daisy or Roma!” Twilight shouted, “Something’s wrong with Masquerade!”
> Ebony & Ivory Gem
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Daisy with her friends rushed quickly behind one purple dragon that had urgently come to their door step and tell them something was wrong with the Malek heir. Even though she didn't like the changeling heir, or trust him for that matter, Daisy still felt some obligation to help.

She and her friends weren’t left too much in the dark as to what Masquerade was trying to do in Ponyville, trying to unite changelings and ponies. Though, the Descry changeling wondered why he would try for something so…dangerous.

After all, if it was just ponies, we wouldn’t have any problem with showing ourselves. She thought, already having experience with her friends. No, the main reason for their hiding was the alicorn sisters. Mainly the older one who controlled the sun.

Whatever the reason, it didn’t matter at the moment. Their one ticket to peace for both changelings and ponies was apparently in trouble, so right now she could put aside reasons and hates from the changeling.

When they nearly broke the door off its handles, Lily shouted, “What‘s wrong, we came as quickly as we…could?” Slowly losing her panic as she, Rose, Daisy and Spike watched one unicorn mare try to keep Masquerade from crashing around.

“--hic!--And so it be--hic!--be said, let--hic!--let there be CUPCAKES!” The second heir in his original body slurred, rising up to stand on his rear-legs. Unfortunately, he had no balance and fell on his back, giggling as he did.

“This is new.” Rose said while watching the scene with amusement, “Say Daisy, you didn’t tell me changelings could get this drunk.”

With a sigh, the pink mare told, “Not in the normal way, no.” Shrugging off her bag of supplies she thought she would need. She apparently didn’t really need them, but she had to know what happened.

Walking up to Twilight --who was trying to calm the heir down-- Daisy told, “Twilight, you can calm down, Masquerade’s just suffering the after effects of an overcharge.” Eyeing the taller changelings antics and wishing she had a camera.

“Overcharge?” Twilight repeated, quickly using her magic to catch the changeling that had stumbled a bit.

With a lit up face, Rose said, “I remember you talking about that!” And started to laugh, “Oh this is rich, Daisy, please tell me you packed a camera!”

With a smile she shook her head, “Sorry, but I didn’t.” Turning to look at Masquerade who was going on some tirade about reporters and how they always show up at the worst of times, “But I‘m wishing I did.”

Calming down at how easy Daisy was taking the situation, Twilight asked, “So, nothings wrong with him?” Looking back to the changeling that was still going on about some nonsense.

With a calmly waving hoof Rose told, “He‘s fine, just suffering what Daisy likes to call, ‘A changelings equivalent of being drunk off their hooves’.” Putting the lavender mare at ease.

A thump was heard as the changeling had collapsed onto the ground again, giggling and hiccuping every now and then. Working his way through the ponies, Spike poked the changeling a few time, electing giggles from the downed form, “So, this will pass?”

“Eventually.” Daisy nodded before gaining a knowing look, “But getting an overload of this kind requires a lot of love.” Leering towards Twilight who began to blush, “You could say he‘s drunk on love.”

Like bloodhounds, each of Daisy’s friends locked onto the unicorn mare, all but asking what happened. Lily was the first to say, “We‘ve been hearing from Roma that something was happening between you two.” With the most bubbly smile.

Nudging the mare with an elbow, Rose said, “You have got to share the details on how you made that guy go gaga over you.” Casting a look at the still downed changeling who had past out on the ground, hiccuping even then.

With how the conversation was going, Spike rolled his eyes and announced, “I‘m going to bed.” Deciding it was a good enough time to do so. Sure there was a few more hours before Celestia set the sun, but he didn’t mind a few extra hours of sleep. As long as he got away from this conversation, he was good.

With Spike’s exit out of the room, all eyes turned to one unicorn, who gulped at all the attention thrown her way. Looking to Masquerade, Twilight lit her horn and carried his body up and over to the couch. His goofy grin returned while enveloped in her magic, apparently enjoying the emotions it held.

Twilight smiled at that some, before some giggles from behind reminded her that she had an audience. Once the changeling was situated, she turned to the three flower ponies saying, “Well…when Mask admitted to...loving me…” Getting a number smirks while she flushed some more, “I wasn’t sure what to say.”

Seeing as they wouldn’t say anything, Twilight continued, “I‘ve been thinking about what to tell him for a while, but every time I did, I‘d back out.” Running one of hooves in a circle on the floor.

Rolling her eyes Rose said, “You got nervous and choked every time you tried bring it up.” Nodding to herself, “But that’s past, what happened now?”

Seeming to blush more, Twilight said, “W-well…since changelings could taste feelings, I thought I could share them all by…kissing him?”

At this, Daisy burst out laughing her head off and falling on her back, “N-no wonder he-he‘s so kooky!” Despite her roaring laughter, Masquerade merely hiccuped or giggled in his sleep, completely oblivious as to what was happening.

Rose joined in with her friend, finding the whole situation funny too. Lily however smiled and sat next to Twilight, patting her back saying, “Well, good for you.” Giving a quick glance to the changeling, “Does that mean your officially a couple?”

“I hope so.” Twilight said, looking to Lily, “It took me nearly all my will just to do that, I don’t know if I could again any time soon!”

Calming down from her laughter, Daisy told, “Well, I‘m afraid that’s not an option.” Getting a little more serious to catch he mares attention, “If you don’t show your feelings often enough, he wont gain any needed resistance to it.”

Taking a moment to think over the pink mares words, Twilight said, “Are you saying that he‘ll do this every time I kiss him?” Looking back in worry at the heirs prone form.

Waving the other mare off, Rose told, “Na, what Daisy means is you give him a smooch every so often, so he doesn’t become a drunk.” And thought aloud, “I wonder if we can get Pinkie Pie to catch a picture of him like this?”

Giving a light shove to the cream colored mare, Daisy said, “Point is, if you don’t do that, then he‘ll just go loopy and be useless for a day.” She let Twilight think that over before continuing, “So, if you do go steady, give him plenty of hugs, some kisses now and then and keep an eye on him if he does get like this.” Pointing over to Masquerade.

Still with a flushed face, Twilight nodded to them asking, “So, Mask will be back to normal tomorrow, right?”

With a small shrug Daisy told, “Depends how big his reserves are and how much you charged him.” Thinking it over some saying, “His body should be able to convert it soon enough, and with how skinny he is, I‘m guessing he’ll burn though it faster than most.” And gave a nod, “I‘m sure he‘ll be back to normal when he wakes up.”

Twilight absently nodded to herself for a moment before say, “Wait, are you saying changelings can‘t get drunk from alcohol?”

Daisy went respond, but was cut off by Rose who said, “Are you kidding, if they‘re in their bug bodies, then yes.” And swung her hoof around Daisy smirking, “But if they ‘re in a stage-two disguised as a pony, then no.” Shaking her pink friend saying, “Isn‘t that right Daisy?”

With a glare Daisy growled out, “I thought we would not talk about that ever again.”

“Oh come on Daisy.” Lily giggled from her place near Twilight, “It‘s a funny story, and we can always leave out the more embarrassing bits.”

Rolling her eyes Rose told, “But those are the most juicy parts of the story!” Getting a light whack from the changeling in pony form.
Twilight felt herself relax more with the three and their antics. Getting up, she offered tea to the three, seeing this as a good time to get to know the flower trio better.





Morning sunlight crept out from behind the hills and mountain tops just outside of Ponyville and made their way towards the tree filled apple orchard. At the sun’s prodding, the roster on his post woke up, knowing his task for that morning.

With a ever familiar crowing of the roster, Big Macintosh began to move himself and get ready for the day-- but had to stop when he noticed that something warm shifted on his back. With a small sigh, he craned his neck to spot both Gem sisters on his back, sleeping contently with happy smiles.

He could not help but gain his own smile at the two, finding it rather adorable in some way. True, it was a slight hassle getting out of bed when both of his fillyfriends decide to cuddle with him like this, but he wasn’t complaining. They were warmer then a blanket, and pegasus feathers were rather soft compared to the scratchy wool.

Never-the-less, it was morning and it was time to get up. Nudging the closest sister--being Ebony--he roused her from her sleep saying, “Come on, time t‘ get up.” Shifting some to help wake the other sister who was sprawled over his lower back.

“But your so comfy.” Ebony tiredly pouted from her spot on Mac, hugging the stallion closer. Ivory herself shifted herself a bit more, making sure not to be shaken off, “Can’t we snuggle for five more minutes, Beau?” Giving off a small yawn at his nickname.

Lightly shaking his head at the two, Big Mac said, “We got work t‘ do today.” Nuzzling the darker sister saying, “If‘n I ge‘ it done early, then we can relax some near the pond.”

Ivory picked her head up gave a wide smile saying, “Sound delightful, don’t you think sister?” Playfully nudging the other pegasus with her head.

Ebony gave a slight groan of protest of her sisters pushing, but had to admit the idea sounded good to her, “Sunbathing does sound nice…” Slowly drifting back to sleep.

The other pegasus however, had other plans. Getting a mouth full of her sisters golden mane, Ivory gave a few firm tugs muffling, “Up sister, up!” Letting go after rousing her sister a bit more.

While Ebony groaned and slowly dragged herself off the stallion, Ivory jumped off Big Mac with a flap of her wings and excitedly danced in place. The large pony chuckled a bit and helped the more sleepy mare to the floor before giving a quick peck on her cheek.

Just like all other times, the changeling under the pony guise seemed to perk up like she had a few shots of coffee, while also ruffling her wings. A small whine came from Ivory who felt a little left out. A quick peck on her cheek and she was right as rain like her sister.

Opening his door, Mac let the two mares trot out with happy smiles before exiting his room himself. Outside his room was Applejack, giving the two Gem sisters a reproachful look while shaking her head, “Ah swear, those two are jus‘ too grabby a‘ times…”

Mac watched along with his sister as the two entered Apple Bloom’s room once more, going in to tickle the filly awake again. Hearing the inevitable squealing of their youngest sister, Mac only nodded, “Eyup.”

By some miracle, the smallest Apple of the family had escaped the two pegasi and dived behind Mac saying, “Protect me!”

Somewhat rushing out of the fillies room, both sisters pouted saying, “No fair using Beau as shield!” Flanking either side of their coltfriend to try and get at Apple Bloom.

“Alrigh‘ you three, that‘s enough.” The apple mare said, rapping her hoof on the floor, “Got a big day ahead, an‘ I ant wastin‘ it!” Then headed for the kitchen.

“Eyup.” Macintosh agreed, nudging his youngest sister along to get ready for school later. Once she was scampering off to her room, the large farmer motioned with his head for both sisters to follow him.

Both sisters quickly looked back to Apple Blooms room and exchanged looks, grinned as they began to exchanged thoughts, we are escorting little Bloom to school yes? Getting a nod from her sibling, oh, most definitely! Giggling as they continued to send each others thoughts.





With her mane and tail brushed, pink bow tied in its place, school supplies ready for the day and a nice breakfast, Apple Bloom trotted out rather happily with Ivory and Ebony closely following her.

With warm smiles on their faces, both the Gem sisters watched as Apple Bloom make her way out the door with contentment flowing from her. Before both pegasi could make it out the door, a orange hoof was placed on Ivory’s shoulder, stopping her from moving. Ebony noticed her sisters awareness of being stopped, and halted herself to look back at what stopped them.

“Before ya‘ll ge‘ going, I‘d like t‘ say somthin‘.” Applejack said while looking past the two to see her baby sister had stopped when she noticed the two’s absents.

With smiles they nodded, “Of course friend Applejack, say what you feel.” Smiling some at their unintended pun.

The earth mare gave a slight chuckle at the two while shaking her head, “Ah just wanted t‘ let ya know tha‘ I appreciate the help.” Giving the the smallest glance to the kitchen where Granny Smith was working, she told, “Mac‘s never been more up, work‘s been ge‘n done, Granny‘s gald hevin’ ya ‘round an‘ I got more time t‘ get more important stuff done.”

Taking her hat off and holding it to her chest she said, “Wha‘ I‘m tryin‘ t‘ say is I appreciate what ya‘ll been doin‘ fer the family.” And gave a bigger smile when spotting Apple Bloom patiently waiting, “An‘ we‘re all happy ya‘ll help keeping‘ an eye on Bloom, means a’lot.”

Turning to fully face the other mare, both sisters nuzzled either side of Applejack, almost stumping the mare at how close they like getting. Once done Ivory told, “And we would do so as long as we are able.” Ebony nodded with her sister adding, “The Apple Clan, though as small as most nomad clans, have been a family clan to the Gems.”

Seeing Big Mac going back up the stares for his forgotten yoke, both sisters giggled, “We hope to be able to do more for the Apple Clan and get the chance to call you sister.”

Not giving the mare a chance to reply, both sisters moved with impressive speed out the door, leaving a small breeze in their wake. They both rushed slightly ahead of the filly, playfully dancing side to side and urging Apple Bloom to give chase.

Despite the small shock the twins gave, Applejack could only laugh a little at their antics as they played a small game with ‘Little Bloom’. Hearing the heavy steps that were her brothers, she said, “They are real gems, aint they?”

With a smile Macintosh told, “They do come from a family of ‘em.” Electing a laugh from his sister.





The small chasing game both Ivory and Ebony had started, lasted for a few minutes before they stopped when Apple Bloom was slowing down. They kept in mind to keep it fair and not fly, but they still showed the filly that they were much faster then they looked.

With the smaller pony tired out, both sisters went into asking what Apple Bloom was doing for school now, wanting to know if they could help in some way. The filly just shook her head saying, “All ah go‘ is math t‘day. Nothin‘ I or my brother can‘t handle.”

“That is good to know Little Bloom.” Ebony smiled, “It is nice Beau has time to help you with your learning.” Ivory nodded next to her in agreement.

With a curious look between the two, Apple Bloom asked, “Eb, Iv, I‘ve got a question.” Gaining their full attention and ready to answer her. With a another curious glance she asked, “Why do ya‘ll call my brother a bow?”

This got giggles from the two as Ivory explained, “The word we use is spelt, B-E-A-U, not B-O-W.”

Leaning her head down to be more eye level with the filly, Ebony told, “And it means coltfriend, or suitor in our case.”

Looking between the two again she asked, “How is it tha‘ both of ya can be my brothers fillyfrinds? Ah thought it was always jus‘ colt an‘ filly like Cheerilee taught?”

Giving the other a questioning look, both sisters exchanged thoughts for a moment. Do you think we should tell her? Ebony asked, wondering if it was right for them to tell the young pony. I see no problem with it, she will learn sooner or later. Ivory shrugged mentally, and who better to learn from than soon-to-be family?

They both gained smiles at the thought, but shook it off to answer, “Normally, you would be right.” They told as one, “But it is not uncommon for ponies to have more than one in a relationship.”

Tilting her head to the side, Apple Bloom asked, “It aint?”

Shaking their heads they told, “Ponies once formed what were called herds, which is a relationship with one stallion with two or more mares.”

Patting the filly to gain her attention, Ivory told, “Some times this dose not work, as some mares don’t wish to share, and break them up from fighting.”

“Than why don‘t ya‘ll fight?” Apple Bloom asked, “Ah ‘member seein‘ somthin‘ like it happen, bu‘ ya‘ll don’t?” Confused a little at the concept.

With giggles, Ebony took over with, “Both I and my sister are different, you recall what we are underneath, correct?” Getting a nod she further said, “Like most of our kin, twins are born with an ability to hear the other at all times.”

“Or see and feel what the other see‘s and feels.” Ivory pitched in while putting a wing over the younger pony, “Some say it is like a pony in two bodies.”

With wide eyes, the yellow filly said, “Really?” Trying to wrap hear mind around the idea of being in two bodies.

With even more giggles, Ebony told, “No, we are still different, just share our minds with the other.” And gave a look to Ivory who looked suddenly alarmed and said, “Like how sister hates getting dirty.”

With an upturned nose, Ivory told, “Dirt can be hard to remove from a white coat sister.” Then smiled herself, making her sister give her own panicked look as she knew what Ivory was up to, “After all, I don’t think frogs are scary.”

“I‘m not scared of them.” Ebony reminded while shivering, “Just gross and slimy…EYCK!” Making the small filly giggle at the two’s banter.

With a small chuckle of her own, Ivory said, “But to fully say, sister and I can be with Beau the way we are because there is not problem with it.” retracting her wing and waving a hoof in the air she said, “It may not be a social norm any more, but it is still tolerated.”

Calming down from her gross out, Ebony nodded, “As long as sister and I agree to share and love Beau, then no problems will occur.” And shot a glare to her sister saying, “And no pink!”

Looking hurt, her sister pouted, “But pink is such a nice color, so happy and joyful!”

Shaking her head, Ebony told, “If anything, it should be purple, a color of royalty, fit for heirs for both clans.”
Rolling her eyes Ivory said, “You only say this because you like purple as I do pink.”

This continued on for most of the walk, just the two bantering with the other with Apple Bloom as their audience. True enough, they could carry out the whole conversation in their minds, but having a third member to side with one or the other was rather fun to watch.

Soon enough though, they arrived at the school house. Other fillies and colts gathered at it’s entrance with parents or siblings, who each greeted the school teacher Cheerilee. The maroon colored mare with a duel colored pink mane waved at the trio that made their approach, smiling widely at the sight of one of her students.

With a quick goodbye, Apple Bloom rushed away from the two sisters and into the school house to meet up with her friends, Scootaloo and Sweetie Belle. In no rush, the two pegasi walked over to the teacher and gave polite nods, “Good morning Instructor Cheerilee.”

Waving her hoof at the two, the mare told, “Please, you can call me Cheerilee girls, there‘s no need to address me so formally.” Smiling at the two she noted, “You two seem to be in a chipper mood this morning.”

With big smiles they told, “We are hoping Beau gets his work done early today, he said he would go to the pond with us today!” Looking ready to jump in place.

Shaking her head with a laugh, the school teacher told, “I can see why your both excited.” Giving the two a somewhat far off look, “It‘s good to know that big lug finally has somepony to keep an eye on him.”

Both Ebony and Ivory patted either side of Cheerilee’s shoulder’s say, “Don’t worry none, we will be sure to keep your old friend happy as can be!”

“I don’t doubt it, you two are like a pair of Pinkie Pie‘s.” Cheerilee laughed while looking to the side, “It was nice seeing you two again, but I have a mother to talk to.”

Looking behind themselves to see a tall yellow colt following next to his mother, the twins nodded and opened their wings to take flight. Once they were gone, Cheerilee turned her attention to the two, sighing at the small talk she needed to have with Snail’s mother.





The surrounding air seamed more warmer then on most days, something that was perhaps intentional for what was to happen soon. Roma gave a slight glare up at the cleared sky and somewhat cursed the soon to be tornado day.

Why did my overhang have to break? She grumbled to herself, knowing it was going to be a long day in the warm sun. this was going to be less pleasant as her stands overhang was broken form a freak accident just days prior.

Any and all grumblings were stopped when two voices called out, “A-yo Roma Deluge!” Turning in time for two pegasi to land in front of her stand, and right before she could lock her door.

“So, what do I owe the pleasure of having both, Snuggle & Cuddles near my house?” Roma asked the now giggling mares who approached her.

Looking about quickly to make sure nopony was listening in, they said, “We came to check up on your ‘guests’ for the last two weeks.”

With the door closed and locked, Roma told, “Their in my basement, all bundled up and asleep.” Remembering the majority vote she, Toe-Tapper and the flower ponies made as to who would keep the detained changelings that attacked Twilight. She thought it was unfair for the two other ponies to add their votes, but she couldn’t complain much.

Deciding to help the mare hitch up to her cart/stand, they asked, “Are they getting fed their allotted amounts?” Lifting either side of the cart so Roma could slip in.

Giving a nod of thanks she told, “Yep, flower girl comes by every now and again to make sure I have all the love they need.” And muttered to herself, “Greedy little maggots, even if their sleeping most of the time.”

Looking to them, Roma asked, “When is that scarecrow going to talk to them, can‘t keep ‘em around forever you know.” Tugging a few times to make sure she was strapped in good.

“Cousin Masquerade would love nothing more than to rip them to pieces.” Ivory told, backing up so the mare could start moving. With a nod, Ebony added in, “It is why we are waiting for brother to return, so we might properly handle the situation.”

Giving them one last look, Roma told, “Well, if that cousin of your does get to a go at them, remind him I‘d like to have a few swings of my own.” Pulling away from them saying, “After all, lots of crazy happens in this town, but I can‘t have any fun without showing off!” More than irked that showing any sort of fighting skills might tip off her identity.

The two sisters rolled their eyes, remembering quite well how much Roma enjoyed causing any sort of body harm on others since the changeling party. It was a good thing the mare held back, most that fought her in the challenging ring were sure she had somehow managed to put bruises on their shells.

The thought amused the two pegasi, turning around to head for the Golden Oaks Library for a quick visit with Twilight and Masquerade. They both eagerly hopped Twilight took up their advice to talk to their cousin, they both thought they would make such a nice couple.

Do you think she asked after you told her how he felt? Ivory asked her sister, somewhat leaning on her twin sister. Hopefully, it would be a shame if she didn’t try. Ebony responded, also leaning some on her sister in return.

They passed a number of ponies up while they made their way to their destination, during which they traded thoughts. One such thought was what they would do when spending time with their Beau. Ebony gained a rather mischievous smile on her face at a thought, the same one that soon transferred to her sister who mirrored her and caused them both to giggle.

Do you think he would? Ivory asked, blushing at the idea. Ebony nudged her lightly with, and why not, feathers always need tending, and having another to help would be welcomed, no?

They both continued to giggle to themselves, knowing that even if it would be considered a bit inappropriate, the intimate act alone would make them all feel a little closer. Something the two really wish to happen with the farmer. Practice would be needed of course, seeing as pegasus wings are sensitive and could hurt rather harshly if preened wrongly.

Seeing the tree home in sight, both Ebony and Ivory opened their wings and gave a strong flap, helping them rush over to the door and knock on it as soon as possible. A muffled “Coming!” Came from within before the door opened with one Twilight Sparkle smiled, “Hello girls, how are you?”

Immediately picking up on the unicorns happy feelings swirling within, the two grind saying, “Has our cousin finally come out with how he see‘s you?”

With a light blush showing on her cheeks, Twilight nodded, “He did, last night in fact.” And moved out of the way, “Would you both like to come in?”

Accepting the offer, they both walked in with smiles and looked about the room to see if there were any changes. They came to a stop when they spotted their unicorn cousin, hiccuping in place every five seconds while trying to write some things down.

Looking back to the lavender mare for an explanation, she only told, “Emotional overload.” And getting both twins to nod in understanding and grin even more.

While Ebony walked off to talk with their cousin, Ivory pushed Twilight to the side and asked, “So, what did it take for you to talk with our cousin, friend Twilight?”

Looking away some but seeing no reason not to tell, Twilight told, “Well, there was this mare that was trying to move in on Mask.” Looking to the stallion in question she said, “When he left to get away from her she…said some things to make me lose trust in him.”

Both Ivory’s and Ebony’s wings reflexively fluttered a bit, with the white mare saying with an edge in her voice, “You don’t say?” Already plotting with her sister to get back at whoever this mare was.

Putting a hoof on the pegasus’s shoulder Twilight told, “Don’t worry about it Ivory.” Looking completely calm on the situation, “Now that my heads been…cleared up of how I was trying to think of Mask...” Smiling at the thought some, “I can handle her on my own and try convincing her to back away.”

With a pleased smile Ivory said, “He‘s your stallion now, isn’t he?” Giggling after she had said it aloud and making Twilight once again flush, but still keep calm.

“We had a small talk this morning after he was able to work off the access love from his system.” The unicorn nodded, “And we both agreed to take our friendship to a more…greater level.”

Giggling again, the white mare said, “In laymen’s terms, he‘s your coltfrind.”

Rolling her eyes Twilight said, “Yes, it means he‘s my coltfriend now.”

Without warning, Twilight was pulled closer by a hoof that held her close to a warm black body as Masquerade’s voice said, “And that al--hic--also make you my fillyfrind!” Chuckling at Twilight’s surprise.

Looking up at him from her spot, Twilight told, “I need to put a bell on you or something.” Unsure if she liked it when he just popped in as he did. Though, she could say she didn’t like it when he just vanishes.

“Many have tried.” Ebony started while her sister followed up with, “All have failed.”

Rolling her eyes, Twilight told, “We‘ll see about that.” Pushing the stallion away lightly, who gave no resistance and let go. She had already learned without asking that, yes, changelings apparently get more touchy if their in romantic relationships. Daisy even pointed it out that it was a natural instinct that sometimes was hard to resist for some.

Masquerade has been showing to be more touchy almost instantly after agreeing to the idea. The idea wasn’t that bad to her. Fact was, she somewhat enjoyed having him close for one, as he spent most of his time at a distance. That reminds me, I need to tell Applejack that it’s apparently normal for all changelings.

Taking her seat at the table where a cup of coffee sat as well as one of her books on magic theorem. After yesterdays events, she had gotten interested into how emotions effected changelings, and was thinking about asking Masquerade some more questions.

That was to say, after she had finished helping Rainbow Dash for today and also for tornado day. Until then, she was going to review what she had on magic and be able to make any correlations with the subject.

With smiles, the Gem sisters gave winks to their cousin mouthing, ‘go get her, tiger!’ and dashed for the door, giggling madly as they did.

With an amused sigh, Masquerade hung his head while shaking it, hiccuping before he was done. I can’t wait for that to pass. He hissed in his mind, hiccupping again as if to taunt him.





Swiftly as their wings could carry them, Ebony and Ivory made a speedy flight over the town and towards the local Apple Clan, so they could help out. Getting use to farm life wasn’t too difficult for the nomadic duo, as the only real difference was that they stayed in one place opposed to needing to move every other week or so.

The calm farming life had actually gone well for them, having a home to come back to and sleep in. Or the same vast area that was part of their home, allowing for free roaming whenever they pleased and be considered their land. 

Gliding just over the tree tops, the two sisters searched for their favorite pony, more then willing to get started on some work to hopefully help him finish sooner.

Ebony was the first to spot Big Mac, pulling along a cart filled with tools to help tend to some of the trees further into the orchard. Ivory followed her sister who went into a dive, following any and all instructions her sister gave from within their shared minds so they could land near the stallion.

Macintosh pulled the cart behind him at a steady pace, completely oblivious to the two pegasi overhead and diving down at his location. All he knew was they left to take Apple Bloom to school and would be back later. When that later was, was beyond him, but some time later.

Latter did indeed come when he felt two strong gusts of wind on either side of himself and two wings being put over his back. He nearly jumped at how sudden it all happened, still not to use to such quite entrances’ the sisters enjoyed doing.

Making sure he was calm, he evenly spoke, “Apple Bloom make it t’ school alrigh‘?”

With big smiles they responded, “Eyup!” Giggling to themselves at the switch around of talking.

Mac smiled himself, entertained by the two. Looking ahead he said, “Welp, ah suppose it‘s time t‘ get t‘ work.” Spotting the trees that needed trimming.
> True Nature
> --------------------------------------------------------------------------

I do not own My Little Pony: Friendship is Magic




Masquerade gave a long drawn out yawn from his place on the floor where he had chosen to take a nap. He wasn’t tiered, or needed rest for that matter. The changeling was just a tad board and felt like he could take a moment to just do…well, nothing for once.

Still is boring, he thought sorely while laying his head on his hooves. He could feel the small pricks on his back, letting him know that owl of Twilight's had decided to use him as a perch again. Not that he mind, the owl was harmless enough so he had no problem with him just sitting there.

The reason he wasn’t doing anything was that he just felt like laying around and doing nothing at the moment. There was no Twilight to tease or hug. There was no Spike to tease Twilight with or talk to. Most of his documents have what they needed for the day, so he felt that he was finished with the days paper work…

“Mask I‘m back!” Twilight’s voice called from the front door and rousing him up from his partial sleep.

Raising his head and smiling he said, “Hey Twinkles, what‘s got you so hyped up?” Feeling surges of positive emotions coming off in waves from the mare. His answer came in the form of a box that was floated over to the table by Twilight’s magic.

Getting up carefully so not to disturb the bird on his back, Masquerade walked over to the table with some curiosity as the cardboard lid was lifted up. As soon as it was, he could taste bits of love and joy in the pastries before him and asked, “What sort of treats are these, doughnuts?”

Using her magic to hold up one of the pastries she told, “I stopped by Sugar Cube Corner with Rainbow Dash and Fluttershy for a small treat for how great they did with the tornado.”

Offering the one in her magic to her still new coltfriend, Masquerade took it up in his own magic, giving a quick thank you while taking a bite. Chewing for a bit, he told, “Is it me, or do I taste you in these?” Referring to the emotions inside. Owlowiscious seemed to chose that time to take to the air and go to his perch, finding this a good time to preen his wings a bit.

With a nod Twilight told, “I ran into Serenity while I was there, and mentioned how changelings liked getting food from those they like.”

Shaking his head, Masquerade sighed, “Changeling grape vines, fastest way to get news out.” Chuckling all the same with the thought that every changeling in town knows about them now.

“You changelings seem to like gossip a lot.” Twilight smirked a little while taking up a doughnut herself, “Anyways, Pinkie Pie offered to help me make a batch, and I think they turned out good.” Taking a bite out of hers and humming in satisfaction.

Looking it over she said, “It‘s not Pony Joe‘s but I like them.” And took another bite.

With a grin, Masquerade told, “I can‘t say the same, since they were made with your love, it already rates high for me!” Nearly gulping down his own treat.

With a start, the lavender mare said, “Mask, I have a question for you.” Watching as he snapped all his attention right to her, “I was wondering if you were willing to tell more about how emotions effect changelings.”

For a moment, Masquerade seemed to entertain the thought of not going in-depth about that, as he only explained mostly the surface of the inner workings of the effects of emotions. But if I really want to go through with this relationship, do I really want her in the dark?

Part of his loyalty to the five clans seemed to demand he withhold information that would tip the scales greatly. But he had to keep in mind, if a fight ever broke out were he had to defend Twilight or an attacking clan mate, he would chose Twilight. Then be branded as a traitor for siding with another that was not part of the clan.

That’s saying if they ever found out, but the situations is the same no matter how one looks at it. So with a nod he said, “Alright, but make sure to bring a good amount of supplies to write this down with.” Getting up to walk.

“Where are you going?” Twilight asked the black unicorn who headed for the basement.

Opening the door he told, “To the lab, might as well keep any prying ears from hearing in.” Then headed down the dark hall.

Twilight rolled her eyes at his paranoid nature, but had to conceded that it was possible for a pony to walk in unannounced at hear something they shouldn’t. Grabbing the last of what she needed, the lavender unicorn headed down the stairs herself, closing the door behind herself.

Making it down the stairway, Twilight was please to see that the stallion had bothered to turn the lights on this time. Apparently, changelings and dark places do just fine, so on occasion the black unicorn didn’t turn on the lights. Gave her a scare when he just seemed to pop out of no where when the light flicked on.

To the side, Masquerade had taken his time to arrange some seats and some paper laying about the room. He also put the chalkboard nearby, ready for use if needed.

Taking a seat with a smile and setting her things down, Twilight waited patiently as her stallion began to use the calk to write down some emotions.

From top to bottom came, love, sorrow, excitement, embarrassment, calm, confidence, envy, fear, lust and hate.

With that done he turned back to Twilight saying, “These are the main emotions that changelings feed off of.” Then wrote some more emotions next to the main ones being, joy, pain, thrill, shyness, tranquil, pride, jealousy, terror, greed and rage.

“These emotions fall nearly into the same groups, having nearly similar effects.” Turning to Twilight he told, “I never did cover these in full as I should have, but today I will be.” With a grin he told, “I am Masquerade, your teacher on changeling emotional effects class.”

The mare couldn’t hold back a giggle at his acting of a teacher before he got back to the lesson he was giving by starting with the top one, Love.

“Now love, as you know, is our main source of food, having next to no draw backs and is possibly the sweetest emotion we can get.” Writing this information down on the board while Twilight did the same with her note pad.

Masquerade continued to write down information as he went on, “Now, what love dose to a changeling is reinforce their bodies and minds further, meaning that little amounts do little, but large amounts can make a changeling extremely powerful.” With that down, he turned in time to see a hoof raised and nodded, “Yes Twilight?”

Putting her hoof pack down she asked, “What about your overcharge, wasn’t that a large amount of love?” Only getting a slight tinge to her cheeks at its mention.

With a smile he said, “Yes, but it was too much at once.” Walking to his left explaining, “A changeling can only take in so much at a time. Much like how a pony can only eat so much.” Waving to the list of emotions he said, “When we feed off emotions we need to process it, otherwise we overcharge and can experience side effects.”

“Like you getting drunk?” She smirked.

“Like me getting drunk…” He nodded, flattening his ears to his head. “Anyways!” He perked back up, trying to ignore his own embarrassment, “This emotion can boost all power in a changeling, allowing them to use what we call, Grand Casting.”

Thinking for a moment and holding her hoof up so she could ask, Twilight said, “I remember you saying that emotions can create different spells, what sort of spells does Grand Casting do?”

Using the chalk, the stallion drew an arrow pointing down saying, “Turns normal magic, into grand magic.” Then shrugged, “Simple as that, no fancy spells or new skills, just amplifies what you have more greatly if you have enough.” But then tapped his chin saying, “Though, it has a tendency to turn our magic pink for some reason…”

Shaking off his last thought and tapping the board to the next emotion down he said, “Sorrow, as you know, isn’t sought after because of it‘s negative effects.” Twilight shifted a little at that, remembering what he told, “But those who can wield this yellow colored magic become Hunger Casters.”

Once again, he began to write on the board while explaining, “Hunger Casters can leach magic or emotions off others easily, making them more dangerous to approach when they use their magic.” Quickly, he wrote down three names and tapped each one, “Three spells that seem to naturally occur for them are these three spells.”

“Hunger Vortex: a twisting magic storm that draws in the surrounding emotions from friend’s and foes alike, draining them and strengthening the user.” Tapping the next one he told, “Magic Leach: can be seen as a controlled version of this, making a condensed ball of magic that stick to a target and drains the target of power. But the caster doesn’t get anything from this.”

Looking to Twilight he tapped the last one saying, “This is the more dangerous of the three, Drain Chains.” turning back around to write out and say “This spell is made to launch out chains of draining magic from user to target, taking power for target and bringing it to user safely.”

After writing some of this down, Twilight asked, “Have you ever fought a Hunger Caster?”

He nodded saying, “A few, and the best way to handle them is not to get close, and force them to feed off their soundings to get too full.”

The next one he began to write under was excitement, and the lavender mare could see the grin forming on Masquerades face as he told, “Excitement is much like caffeine or way too much sugar. Too much makes one all hyper active and twitchy.” And joked, “Like Pinkie Pie!”

Twilight snorted at that saying, “Hyper active, yes. Twitchy, no.” Feeling the need to laugh at his joke.

Shrugging he said “Same difference.” And went back to writing, “We like to call this group Hyper Casters, mainly because changelings just start moving around so fast.”

With a curious look Twilight asked, “How fast are we talking about?” Thinking back to the Running of the Leaves last fall and how quickly the ponies ran during that event.

“Fastest we have on record reached nearly forty five miles and hour.” And turned back to her saying, “That is running speed with no spells aiding them.”

Running the numbers in he head she asked, “And when you add in the spells?”

Thinking he said, “Two or three times that, depending on the hyper spell they use.” Writing out one called Blure Speed, “Blur Speed works by coated one self with a light amount of magic, allowing for extremely fast and agile movements by reducing friction and adding some sort of adrenalin effect.” Putting down max speed at seventy.

He made another saying, “Hype Charge is basically a amplified common spell known as kamikaze fall. A changeling cloaks themselves into a magic shell for protection and charges at whatever they wish, usually from the sky like a bomb. Unlike the falling spell however, they are to move in a straight line and tackle aside things, or cause a magical explosion if hitting object full on, so they can‘t adjust their coarse during this.”

He then wrote down it’s max speed, being hundred-sixty miles per hour.

The last one he wrote down was Reaction Dilation, “This spell is like the Blur Speed, but instead of just making you faster, it increases reaction speed and recognition to even greater heights, meant so they can dodge about.”

With a smile he told, “Ebony and Ivory are Hyper Casters, and let me tell you, they can move when they use that blur spell or be hard to hit with the reaction one.”

Thinking about his earlier comment about her friend, Twilight said, “Is that part of the reason their around Pinkie Pie so much, they can use this type of magic with her emotions?”

Masquerade nodded some saying, “That, and excitement has a spicy tinge to it and also has a knack of turning magic a magenta color.” Seeing Twilight's puzzled look he shrugged, “Don’t ask me why, but magic takes on a certain color with one select emotion.”

As if remembering sometihng he added, “It should be mentioned that Hyper Casters lose steam if they use this sort of magic too much, being like caffeine and what not.”

Turning back to the blackboard once again he said happily, “Right, my favorite emotion, embarrassment!” And grinned to Twilight saying, “As I have told you, this can make changelings a bit shy, but with the bonus of making our magic slightly disruptive and allowing us to be Disruption Casters.”

Quickly, the changeling wrote down the three spells saying, “Disruption Wave is the most common one to gain. It’s a wave of magic that destabilizes other magic users within range, at the cost of disrupting their own magic.”

“Magic Blocker is used on a exit point for magic, and can block it to cause a build up or feedback.” Looking this one over he turned to the lavender mare and told, “Was on the receiving end of one of these, not pleasant. Feels like your burning up on the inside since your magic can't get out.”

Twilight grimaced at that saying, “I sort of know what you mean.” And thought back to her more younger times where she was just learning magic, “I had so much magic in me, that sometimes it felt like my horn was burning because too much was being forced out at once.”

He nodded to that before smiling and saying, “Disrupter Shot is the spell I was able to learn, letting me use a shot of magic that disrupts the signals in the body and mess with the magical flow for a tad bit.”

Walking away from the chalk board he told, “Want a demonstration?”

Seeing this as a good opportunity to learn more, Twilight got up and stood next to him as he asked, “Mind putting up a light shield over there?”

Nodding and casting the spell she asked, “Why do you want it to be a light shield?” Watching as his green magic was replaced with a aqua color.

“Don’t want to give backlash, it disrupts magic remember?” He explained, apparently worried about causing some form of harm, “Ready?”

Giving a nod, she watched as he pointed his horn towards her shield and fire a gout of aqua disruption magic. When it hit, it seemed to splatter like some kind of goo, making the shield fizzle out when hit.

Twilight flinched as she felt the told backlash, feeling a numb feeling much like the first time she was paralyzed by the fake Sweetie Belle. She gave a shiver at the thought while a hoof touched her back.

“You alright Twilight?” Feeling her discomfort and wondering if he had used to much power. The idea was ridicules, as he was sure it was low powered, and Twilight as a powerful magic user, but he still wanted to be sure.

With a sigh she said, “Sorry…it just felt like the time I was…you know, paralyzed.” Scuffing the floor a little. Taking a deep breath in Twilight said, “Come on, you still need to explain six more emotions.”

With a concerned look Masquerade asked, “Are you sure, we can talk about it if you want?”

Smiling to him, Twilight said, “Thank you, but it‘s alright.” Then looked over to the board, “Just a bit of a bad memory is all.”

Shaking his head Mask told, “Alright, but remember, you can talk to me about it any time.” Getting a nod from her, he went back to the lesson.

“Calm emotions don’t provide much in the sustenance category, as they lack energy unlike the rest.” He said, putting down a number percentage that read one-forth when compared to the rest of the emotions, “It turns magic blue, and can make casting magic easy.”

Writing down the three common spells he said, “Needle Line is a extremely fine and focused beam of magic that users use to hit specific targets, and can be used for surgical needs.” Putting out a few other uses such as helping to make fine edges on weapons, removing potential dead tissues and some other uses.

“Hexagon Shield is self explanatory, a hexagon shaped shield that is extremely strong and resistant to most other spells.” Putting down ‘Anti-magical’ next to it, “It really does handle magic attacks well, but not so much physical.” And laughed, “I‘ve heard of some that break just by tossing small rocks at them, but take a beating if you only use magic.”

The next thing written down was Needle Storm as he told, “This spell is basically fast and continues line of needle sized beams that can cut through defenses due to there high magic concentration.”

“Much like how one would make a stream of water become a jet of water by making it more focused.” Twilight  thought aloud while looking at the board stating, “These spells don’t look hard to do.”

Nodding to her, Mask said, “There not, the only reason changelings become Pierce Casters is because they get great control over their magic.” Before going onto the next emotion, “Confidence on the other hoof, can be seen as the complete opposite of what I told you.”

“Head strong, and powerful output, Surge Casters lack control, but make up for nearly over the top magic with plenty of muscle behind it.” The lavender mare took interest of the sudden turn about of style of magic use, writing down each thing Masquerade told, “This orange magic may make control next to impossible, but none dispute that it can get a job done with a few pushes.”

“Magic Blast is a short but powerful blast all around. Magic Pulse is a strong push of magical power in one direction. Magic Bomb is…well, a bomb.” Underlying them all as he explained them.

Turning to Twilight he told, “These emotions I have just told you are possibly the most safest for a changeling to feed off of. It may slightly change our psyche, but it‘s not too harmful in small amounts.”

Looking to the board, the student pointed out, “What about those four, envy, fear, lust and hate?” She knew of their effects, but Masquerade still had not gone into full detail as to what they could do.

With a gulp he said, “These last four are dangerous.” Marking a skull next to each one, “Not just to those around them, but to themselves.”

Tapping to sorrow he asked, “Remember when I told you sorrow was slightly addicting before?” Getting a nod from the mare, he pointed to the last four saying, “These are very addicting, and part of the reason they're dangerous.”

“Envy is going to be our kick off.” Writing down the information he knew, “It turns out magic a darker green, makes us extremely focused on goals, resentful to those that may surpass us…” Taking a breath to steady himself he said, “And grants the ability to control that which is dead.”

Twilight seemed to splutter at that saying, “C-control the dead?” Not sure if she should let Spike near any zombpony comics any time soon.

He nodded grimly saying, “Necro Casters is what we call them. Using their magic to raise the dead and use them as they wish.” And wrote out some notes on the what their magic does, “They have all the usual spells one would think of raising the dead. But, they can also use the shadows of the dead to make wraith's to do their bidding, or cause body parts to form into some sort of monster.”

Twilight felt a tad sick at the thought of somepony using the dead, or disgracing it for that matter, just to fulfill their goals. With a somewhat green face she said, “And they willingly do this?”

The changeling heir shook his head saying, “Not all the time, some just get a taste of it and lose themselves.” While he wrote up the next emotion he told, “Don’t get me wrong, not everyling that feeds on these become inherently evil, they just have a harder time controlling themselves.”

When he finished with aspects of fear saying, “Blood Casters, users of fear and magic as red as the blood they use to power their magic.” Turning to Twilight he said, “I told you about how I encountered a Blood Caster for the first time.”

Twilight nodded from where she sat and flipped through her notes saying, “I remember, and have it written down here.” Finding the page she said, “You told me he took control of their bodies and used their…blood, as a means to fight and even heal themselves.” The idea still scared her, that somepony would dare go into such magic.

Looking up from her notes she told, “I can see why you changelings don’t like talking about this…It‘s rather…”

“Dark, vile, brutal?” Masquerade surmised mostly to himself before shrugging, “I‘ll admit, it‘s not a pretty thought knowing that we can cause so much suffering.”

Taking up the chalk again he put down Lust next saying, “Lust belongs to the indigo magic Mind Casters, who as name suggests, knows magic that effects the mind.” Turning to the lavender mare again he smiled sadly, “My mother happens to be a Mind Caster, and has shown others that though dangerous, can be useful.”

Putting down the information he knew once me he spoke, “I remember she would use this magic to subdue enraged warriors, cure the insane and ensure loyalty in the ranks before changelings lost their lives…”

Coughing to clear his throat he straightened up, “But as I said, they can be dangerous.” Quickly finishing the information he had down, “They can persuade the minds of others, hypnotize with song, or make those of the opposite sex their slaves with pheromones.”

“Do you miss her?” Twilight suddenly asked from where she sat, getting the stallion to pause and look to her.

With some sadness he nodded, “At times, when I might feel angry or confused…Mother knew just what to say and how to say it.” And gave a dry laugh saying, “Mostly because she knew how the mind worked so well, she didn’t need to use her magic to calm me down.”

Smiling softly the mare said, “She sounds nice…do you think I‘ll ever meet her?”

“I don’t know.” Masquerade admitted, not knowing himself, “She‘s mostly an elder now…still eligible to become Queen if she wants to, but she wouldn’t do that unless necessary.” Shaking his head before returning to the lesson.

With a sigh he said, “Last one, Savage Casters.” Writing out information for this one as well, “I‘ve told you some about them, makes them more aggressive, less sociable at times and vicious fighters.”

Near the end of the things he wrote, Masquerade drew some insect like symbol and tapping on it saying to her, “I can’t say what a Savage Caster all gets, but one thing they have in common is the bestial form.” On the inside the changeling shook a bit, a little scared of the idea.

Making sure to take a deep breath to calm himself and not let Twilight see his nervousness he told, “Since bestial forms are the only largely known spell they use, I‘ll tell you right now that when used, changelings turn into insect or arachnid like monsters.”

Drawing out a wasp and a scorpion he said, “Those that do, more then not, lose their minds. But those who can remain in control can gain powers that we changelings don’t fully understand.”

Putting down the chalk now, Masquerade sat down and looked over everything he had written down, knowing there was more there then he had told. Plenty for Twilight to go over and glean from if left alone.

His ear twitched slightly when Twilight moved next to him to take a better look at everything he had put down. To say, she was fascinated by all the information before her. Sparing a look to her coltfriend, she asked, “What else can you tell me?”

With a grin he asked, “What is it you wish to know?”





Twilight gave a long drawn out yawn and ran a hoof over her face after hours of going over everything she could think of at the time to ask Masquerade. Before her sat what could only be called a book's worth of gathered information she had on changelings. It held everything she knew now, adding notes, scrolls or the odd piece of paper she grabbed at random, it was everything she knew.

She had played with the idea of asking the Gem sisters some questions on female changelings, as Masquerade had mentioned that he still only knew so much. True he could take on the body of a mare, but that did not mean he also got the urges or instincts of them.

That was another thing she had learnt. Despite their shape-shifting powers that exceeded anything she knew, they still could copy so much. Apparently instincts did not come with the packaged deal, just like they couldn’t just use spells that others naturally knew or completely act like others without learning a bit about them. 

Part of her wished she could send a letter to Celestia on what she had learned, but the fear of what might happen still clung to her mind. She had gone to the trouble of asking the surrounding changelings of what they thought about their rulers. They said they loved her, but also said they would never show their changeling nature, scared of her wrath. When asked about Luna, half didn’t know what to think, while the other half came to like her.

What happened back then to cause the changelings to fear the Princess's so greatly? Twilight had asked herself more than once, wondering what was hidden in the past of the changelings.

Coming from the stairs, Masquerade silently walked down and gave a look over Twilight, absently thinking how cute she looked to him. This was brushed aside when he remembered why he had come down, and smirked a little at an idea.

Going into full stealth mode, he snuck towards the unsuspecting mare, already feeling some excitement at the idea of stalking something. Creeping closer, he waited for the unicorn mare to set down her quill and read over what she had written. That’s when he decided to strike.

“What‘cha doin‘?”

Twilight squealed at the sudden voice next to her and fell to her side. Before she could get up, Masquerade pinned her down and began to tickle her relentlessly.

“M-Mask!” She yelled while laughing uncontrolled, “S-stop it!” Trying fruitlessly to escape from under her coltfriend that was over her.

Stopping for a moment he grinned innocently, “But you looks cute and adorable when tickled.” Poking a spot on her tummy that elected a giggle from her.

With her own magic, she pushed the stallion and making him fall onto his back. As quickly as she could she got up and began poking and tickling him, and finding out something very interesting. The stallion was apparently, extremely ticklish.

“AGH, U-uncle, un-cal!” He cried, while laughing even more loudly then his fillyfriend was just moments ago. Twilight didn’t waste this moment and continued her assault, apparently able to stop him from escaping because he was laughing so hard.

Twilight stopped her tickling when the stallion had all but emptied his lungs of air, only making wheezing sounds for his laughter because of how empty they were. Taking his time to fill the organs back up with air, Masquerade sat up and grinned to a smiling Twilight saying, “Feel better?”

With a small giggle she asked, “I do, but it‘s not like I was feeling down?” Wondering what his little playful actions were all about.

With a shrug he asked, “So what, you‘re feeling better then before right?” Grinning as he did.

Shaking her head she said, “I can never win with you, can I?”

Standing up and motioning her to follow he asked, “Which is better, to win with prestige, or to lose and learn from it?” Going back up the stairs to let the mare ponder on his words some.

After following him up the stairs, Twilight spotted a rather familiar basket on the table with a just as familiar white and red checkered blanket tucked in it. Giving a curious look to the stallion that had strapped on Blades, Twilight continued to follow him as he brought the basket into his green magic and made for the door.

With a quick realization she asked suspiciously, “Is this some sort of date?”

Looking to her he asked evasively, “Is it?” Not giving an answer to her question while exiting through the door.

The librarian followed along, trying to get an idea what the stallion was up to. After a while and nearly exiting town she said, “Well, you did ask me to follow you, and you‘re bringing a basket of food for a picnic for apparently just us two…”

Still with his grin on he said, “I don’t recall actually asking you anything, you just started following me after I stretched my neck a little.” Laughing on the inside while Twilight gave a annoyed look.

“I also just happen to find a basket to carry a few things I wanted to snack on later, and found a blanket that I thought would help keep it cold.” And gave her a playful look, “So who is to say I was going for a picnic?”

They stopped talking from there and just enjoyed their surroundings while heading towards the outer edges of Whitetail Woods. Taking some time to find a nice hill that was surrounded by some trees, only then did Masquerade begin to set up the blanket and the food with it.

He soon waved his hoof for Twilight to take a seat as he began to serve out food to her and himself later on.

Looking at the daisy sandwich in her magic, she turned to the stallion and said, “I‘m pretty sure this is some date you planed.” But smiling anyways while she took a bite.

Rolling his eyes he admitted, “Alright, guilty as charged.” And took a bite out of an apple he had packed. Chewing and gulping it down he told, “But in my defense, I‘d like to say I thought we both needed it.”

With a inquiring look she asked, “Why do you say that?” Finishing the rest of her food off quickly before washing it down with a bottle of water the black unicorn had brought along.

Smiling he said, “We‘ve been working ourselves a bit much, and Rarity had told me I needed to take some time off.” That was two weeks ago, but who cares? “So, I thought that since we‘re a couple now, why not I do this?” Putting out his forelegs out for emphasis.

Twilight smiled at him, happy to know he was thoughtful to go to the trouble and bring her along. Maybe I could use some time to relax. She nodded to herself some while saying, “You‘re probably right, we all need a break now and then.”

They just stayed on the blanket and enjoyed the day that slowly passed by while absently talking and eating. Masquerade discarded his belt of swords to the side, and laid down on the blanket. After a while, Twilight reached with her magic to grab the last daisy sandwich that was made--

Rather quickly, it was snatched up by Masquerades green magic that hung it before her. Giving her coltfriend a look, she only saw a lopsided smile on his muzzle as he lazily laid were he was. Shrugging in her mind, she went to grab it again, but found it move aside as soon as her magic began to touch his.

Casting a glare towards the stallions location, she found that he had gone and vanished on her again. Looking around, she saw her sandwich begin to float away from her. Following it direction, she saw Mask off to the side with a playful grin and holding the sandwich tauntingly.

Getting up, Twilight could not hold her own playful smile that began to form, getting into a pouncing position much like a cat would. Almost mimicking her, Masquerade suddenly dropped down some, much like a dog would before running off with something they shouldn’t.

With an unspoken signal, Twilight took off after the stallion, who also ran away from her with the daisy sandwich right next to him. With swiftness that seamed natural for his skinny form, Masquerade weaved and jumped about the wooded area, Twilight keeping pace and using her own routes to catch him.

Scanning with his eyes quickly, Mask saw a nice place for a jump, speeding up so he could build the momentum needed. Tensing his legs at the right time, he sprang from his place on the ground to a heightened log that was sticking out of the ground. Using his skills form being an infiltrator, he turned around and leaped over Twilight, bypassing her and getting away again.

Twilight scrambled to a stop, turning around to the stallion that was getting way. With narrowed eyes, she lit her horn, knowing a way to catch up quickly. In a flash of magic, where Twilight once stood was now empty one pony.

Masquerade blinked when he felt Twilight just implode from his senses, but soon felt that confusion turn into panic as she reappeared not only in his sense, but before his eyes in a flash of pink. With surprising agility, he ducked under the mares lit magic and passed her up, just getting by the skin of his teeth.

Just when he thought he was free, he felt somepony tackle him and make the both go rolling down the hill. Reaching the bottom, he made sure he was on the bottom to take any possible bad landings before flipping Twilight over and saying, “Pinned ya!” Now forgetting about the sandwich.

Looking up at him, Twilight gave a smirk and quickly reached up, kissing him quickly on the lips and making him freeze up for a moment. That was all she needed to flip him over and be on top and say, “Tricked ya.” Already hearing him hiccup slightly.

“Go--hic!--good one Twin--hic--Twinkles!” He grinned, before hiccuping again. He wasn’t overcharged, but apparently she loved him more then he knew. With another hiccup he said, “Aw s--hic!--stag, not this--hic!--again.” He grumbled a bit, but smiled all the same when Twilight began to giggle at his predicament.





After Masquerade had worked off a bit of the suddenly gathered love and they both cleaned up the site they ate at, they both laid on the checkered blanket, watching the sun begin to set. They both laid side-by-side, both enjoying the others presents, Masquerade possibly more because of his changeling nature.

“This was a good day.” Twilight sighed as the sky was washed over with dark hues and the stars began to come out to play for the night. She snuggled up to her stallions side, taking some comfort in being closer to him.

With a smile she asked, “Remember when we were younger and we would snuggle up to one another after one of our study times?” Thinking back to the times she spent so much time in the Canterlot Library.

Gaining a grin he said, “I thought it was your study time, I was just there because you dragged me with.” And got a light shove from his fillyfriend. With a small laugh he said, “Yes, I remember Twinkles.” Looking up to the star filled sky.

The mare continued to smile and say, “You use to ask me so many questions as to what some of those books said.” Leaning her head on his neck, “It felt nice to know that others did appreciate what I learned.”

Looking down to her he told, “Well, you were a special filly back then, even if everypony didn’t realize it.”

With a smile, Twilight said with confidence, “I love you Mask.” Nuzzling into the crook of his neck.

With a light kiss below her horn he told, “And I love you, Twilight Sparkle.” Resting his head over hers.





Dear Princess Celestia

I’m sorry I have not written back about your reply about my inquiry, but I had found myself quickly busy.

When you had given me the reply you did, I was confused as to why you couldn’t give any details I wished for. Now however, I can see what you mean.

Love, in a way, can not be explained simply. It is like friendship, but with bonds unlike any I can think of. It calls for trust between the two whom decide to become lovers, and faith that the other will know what the other might need.

I have learnt this today because of my own coltfriend.

As to who I speak of, I must ask: do you remember that little colt named Masquerade?

He had came into town almost a two months ago now, and we have just recently become a couple. Today he took me out on a surprise date, and I have to say that I never felt so close to another like him. We seem to understand one another, and I admit, share some secrets now.

I don’t know what may come out of our relationship, but I for one will make the most of it. Thank you for your help.
From your faithful student--

“Twilight Sparkle.” Celestia smiled to herself while reading the latest letter that she had received from her student. The sun monarch looked over the name of the stallion in question, remembering quiet clearly the young colt that was so shy around every pony around him.

Despite his sneaky behavior, she found him a perfect influence on the young filly she had taken on as her student. If not to help boost her self esteem, then to gain a friend. She had watched the two grow up, eventually watching the colt show signs of a crush for her student.

It was sad to see him leave in a way, leaving Twilight nearly alone to study in that library they had. But now, she was more the elevated to know they had found one another again, and as lovers no less!

“Another letter from thy student Twilight, my sister?” Luna’s voice asked from the balcony as she slowly flew herself in.

With a soft smile Celestia nodded, “Why yes, and you wound not guess what she had sent!” Having a little trouble holing back her joy. Seeing her sister waiting to hear she told, “My young student finally got herself a stallion!”

This made the lunar monarch smirk and note to visit the mares dreams that night.

> Trough thy Dreams
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





The Dreamscape, a world filled with mystery, intrigue and all the fantasies one would hope for in a place that only exists in the minds of those who dream. It was a place were one might be as they wish without others to judge them, or a place of refuge from day to day problems. 

But for Luna, the self made protector of this realm, it was a wonderland of imagination, hope and possibilities for the future. Granted, there were the occasional pesky nightmare that called fore her intervention, but otherwise she was free to roam this place freely.

Tonight though, she was going to delve into the dreams of one Twilight Sparkle, the prodigy student to her sister and ‘pen-pal’ since last Nightmare Night.Strange terms ponies use these days, She absently thought while moving through the vast navy-blue space filled with the stars of dreamers, in our time, we would just say we were sending letters to those close to us.

Flying closely to one of these stars, Luna could clearly see it slowly form into a six-pointed star with an additional five stars with six points. Peering inside, she could see the slight reflections of what the dream held within. Gently, the princess of the night slowly moved through the glass like shell and slipped into the dream itself.

She softly landed on polished marble floors that lined the large corridors and arcing pillars. In the center were carpets of ruby shades, lined with golden trim as they lead down each hall. Large windows with stain glass were set above each entry way to the guardians to her left, letting in pleasing aromas and a crisp breeze.

Guards stood at attention at their posts, and some servants going about their daily duties of keeping the castle in top condition. All these ponies however, were not who she was looking for. Walking the halls, she searched for her targeted pony and where she might be inside this dream.

Foalish giggling and scampering were heard, making the princess stop and listen in. It got steadily louder as time past, letting Luna know that all she had to do was wait for whatever it was to come to her.

Around the corner came a small filly, joyful smile on her face and purple eyes lit with wonder. She moved her small lavender legs quickly, blowing aside some of her indigo mane with it’s pink stripe.

Luna blinked, realizing this was Twilight as a foal, and that she was indeed in Caterlot Castle. But why would she dream of now? She wondered to herself, quickly finding the answer as a colt with a coat black as night and a mane of deep-blue rushed along side her. On the colts back was a plate that had a lid, hiding its contents from those around them.

“Think we lost them?” The filly Twilight giggled, rushing past a specter Luna who watched in interest.

The colt looked back saying, “Nope!” And picked up his pace as his own green eyes seemed to scan the hall before calling, “There!” Darting for a pillar.

Following his lead, Twilight darted for the same pillar and hid behind it with the small colt. For a moment nothing happened after that, but was quickly past when one chef and a small group of cooks rushed around the corner. They charged on by without bothering to look around, going down the hall and turned down the next hall.

When they were gone, both foals giggled from their hiding place as Twilight loudly whispered, “That was scary!” Not holding back her amusement, “We could‘ve been caught!”

The colt then giggled, “But we didn’t, and they don’t know who did it!” Peeking out around the corner to look around saying, “Their gone.”

They both walked out of their hiding place with Twilight now holding the plate and asked, “What’s in here anyways?” Apparently wondering what could have been inside that would make the cooks chase them.

Tilting his head he said, “Cake?” Not sure where Twilight was going with this.

With bugged out eyes she said, “You took the Princess cake!” Looking about frantically as if the solar ruler would pop out of no where with an angry scowl.

Luna snorted to herself, amused to know her sister still had a sweet tooth, even during her banishment. What made it funnier was that her sister had told her of a time where her cake would mysteriously vanish during the day, with no culprit found.

Looking to the small colt she thought, I have apparently found my sisters cake thief. Looking the colt over with a raised brow. He didn’t look like much, being nearly the same size as filly Twilight. He was a unicorn just like she was, but has even less baby fat on himself, leaning on being underweight. So it begged the question, how did this little colt steal such highly guarded cake?

Not that I can complain, I think his thefts have done good for my sisters figure during that time.. Luna smirked to herself while she followed the now moving foals.

With a cute little smile, the colt said, “Nopony see‘s, nopony knows!” Lighting his horn and trying to take hold of the plate.

The young filly rolled her eyes and just walked on, apparently not even noticing the colts attempts to get the plate from her magical grasp, “No Masquerade, this cake is the Princess‘s, we can‘t just take it.” Making her way towards where Luna suspected the kitchen was.

“But Twinkles!” The colt whined, “Don’t you ever wonder what something like that tastes like?”

That made the filly halt and seemingly think to herself. She lifted the lid a little to take a look at what was inside, getting a whiff of the freshly made sugary delight within.

Looking about she told, “To the library!” And rushed down the halls with one colt on her heels.

Luna swiftly followed, both entertained and curious. After her sister had read the letter form her student, she had gone on to tell Luna about the small colt named Masquerade and how he was apparently shy around all ponies but Twilight. But after a while, something nagged the lunar princess about the colt. For some odd reason he looked…familiar to her.

Perhaps I knew of one of his ancestors? She thought, knowing that every now and then she would see a pony that looked like somepony she knew from a thousand years back. Her sister said it was something called genetics, a subject that made her head spin some.

Soon, the dream began to warp some, fast-forwarding to the library and allowing her to see them sitting a table with the pilfered cake, sharing with the other.

Twilight seemed to be enjoying her little bites, humming in slightly guilty satisfaction while reading a beginners spell guide. Masquerade, though taking bites, would constantly scan the area as if expecting somepony to show up. 

Looking around, Luna took a seat on one of the pillows in the room and just watch the interaction of the two. With a flash, some ‘popcorn’ appeared next to her with a ‘large pop’.

Taking a few sips of the nonexistent drink, he could only shake her head again at what the present day ponies came up with. Tis not a bad thing though, Luna smiled as Masquerade hid himself a little when ever a pony would pass by, foods such as this popcorn is wonderful to snack on for a show!





Twilight’s eyes looked over the clipboard she held in her magic while she poured a beaker of liquefied changeling resin into a small glass pan. Next she took a few other chemicals and mixed small amounts in, trying to figure out the resin to much greater extent.

Like most other attempts, the liquefied resin refused to fully dissolve, showing that it could take any harsh punishment she did to it. The only thing that seemed to have worked on it was, surprisingly, her rather recently acquired Passion Fire spell. Like most things channeling related, the resin seemed to absorb emotions, only on a much smaller scale.

She surmised that the emotion powered fire spell worked because emotions were what helped hold the resin together so well. Since the fire feed off emotions, that meant that it would take the resins strength away before the fire itself, melted what was left. She looked at the small pan in thought, placing it aside for later and taking up a new beaker.

This beaker she didn’t have any fear of touching with her magic, seeing as unlike the rest of the changeling samples, didn’t feed off the emotions in her magic. Twilight eyed the contents with some apprehension, getting small flashes back to when she was trapped in the cocoon.

Inside the beaker was something Masquerade called Haze, a gas changeling produce inside their lungs before expelling it through their mouths. This sample was donated to her by her coltfriend, who had warned her to not breath any in.

Swaying the beaker from side to side, she watched the gas move about as if it was some slime-like-liquid then a viper it was identified as. From what she was able to gather, the gas was made up of chemicals that when breathed in, cause entropy or if mixed differently, excitement. Water molecules or any sort of moisture is also gathered in, making it’s liquid like effect. This is all held together by some magic to create this…gooey vapor.

She had found out rather quickly that if hit with a simple spark of unfocused magic, the field holding it together falls apart, dissipating it. In other words, when alone, it can be easy to get around. But mix this with resin that saps one of strength and also making sure a pony already had breathed a good amount in… The idea of escape were none existent, and once again reminded her of her experience with them.

She shivered at the thought, knowing that it would possibly haunt her every time she thought about it. Looking up the stairs, she thought about talking to Masquerade about it. She certainly felt better when she told her friends about her experience, but it didn’t have the same effect as she might have hopped.

Turning back to her experiments, she shook off the thought, deciding to just do what she did best and let the rest slip away. Working on figuring out how magic works was something she enjoyed doing, and letting the research just sweep her away always did wonders for her mood.

A small cough made Twilight stop in her work and turn to the stairs again, spotting Spike who said, “Somepony‘s here to see you Twilight.”

Putting down her work and giving it a look over to be sure it was safe to leave alone, the unicorn nodded and followed the dragon up the stars asking, “Who is it Spike?”

“Caramel, he said he wanted to ask you something.” Spike shrugged, opening the door that led them to the main room.

Entering in, Twilight saw the mentioned stallion standing off to the side and looking about the library with it’s vast amounts of books. In the seemingly darker corner of the room, Masquerade watched the stallion with suspicious eyes, keeping to his work but always keeping Caramel in sight.

Rising a brow at her coltfriend, but not saying anything about it, she approached Caramel saying, “Good evening Caramel, what can I help you with today?” While Spike walked off to continue sorting a few books that were returned.

Turning his attention away from the shelves of books, the tan coated stallion gave a charming smile saying, “I was making my way though town to get something to eat, and stopped by to ask if you wanted to go grab a bit with me?”

From where he stood, Spike jumped as the changeling in disguise made a low hiss, only heard by him and not the other two who were talking.

With a dismissive wave Twilight told, “Thank you for the offer, but I‘m not hungry at the moment.” And turned to head back towards her lab, “I was in the middle of some experiments, and I think I might be onto something!” Getting giddy at the thought of a new discovery she might have found.

Looking around he asked, “Well, how about tomorrow, I heard Hay Burger was going to have a half off day?” Moving next to the mare as he told this.

“That’s nice of you to offer, but I have some things already planed out for tomorrow.” She said simply, not even registering that Caramel was trying to keep her attention on him, “Fluttershy had asked me if I could help her make day planer for the next week, and I couldn’t refuse to help with it!”

Thinking quickly, Caramel asked, “Do you have any free time?”

The lavender mare stopped as it seemed to finally click in her mind, “Wait, are you asking me out?” Giving a curious glance to Caramel.

Nodding he smiled, “Yes, yes I am.” Standing slightly awkwardly, “So…would you go out with me?”

If she had not gone through so much research into the subject of dating, Twilight might have turned the stallion down for research instead. Now however, she might have accepted his offer to see what it was like. But was quickly swatted aside with Masquerade as her coltfriend.

Looking to the mentioned stallions corner, she could see him glaring at Caramel while also keeping Blades close to him, and fur slightly rising where his insect like wings would be. Looking back to Caramel she told, “Sorry, but I‘m spoken for already.” Nodding over to Masquerade that relaxed some, but still held his swords next to him.

Leaning over to get a look at the black stallion, Caramel said, “Oh, uh…” Now understanding why the pony was giving him such a suspicious look when he had asked for Twilight, “No hard feelings?”

With one last look over, Masquerade relaxed a bit more and set Blades aside saying, “None at all.” Going back to his own work, “As long as you don’t move in on my Twinkles, I‘m good.”

“Possessive.” Twilight rolled her eyes at him.

Looking up quickly the changeling in unicorn form said, “Oi, I resent that!” Feeling his lip twitch.

Rounding on the stallion she told, “What, we both know it‘s true, you almost glare at every stallion that even look at me.” Smiling on the inside as Masquerade acted insulted.

“I do not glare!” Crossing his hooves and stating, “Just transmitting through my eyes that they are not to come to close to you.” Nodding as he said this. Caramel just stood awkwardly as the two continued their bantering, completely forgetting about him.

Smiling, Twilight told, “And I don’t mind that, as long as you do it to those who actually try wooing me.” Then snapped her eyes open when Mask gave a small howl in her direction.

Seeing his grin she said, “Oh, ha-ha Mr. comedian.” Rolling her eyes at the stallion.

With his grin still in place he reminded, “Now Twilight, I‘m an actor, not a comedian.” But sat up more saying, “Though I do appreciate the praise of my humor.” Shinning his hoof on his coat as he did.

Backing up some Carmel said a bit loudly, “Well, since I‘m in the way, I‘ll just show myself out and get that lunch I was talking about.” Exiting out a bit hastily as he said this.

Masquerade smile, now completely relaxed as the stallion had ran out of the tree. With a small twinge rippling in his sense, he looked up to see a slightly annoyed Twilight who said, “We really need to work on your social skills when it comes to dealing with other stallions.”

Holding a hoof up he told, “By changeling standards, that would be seen as being restrictive of ones self.”

With a raised brow Spike asked, “Hissing and glaring daggers at somepony is considered restrictive?” Pushing a book back into it’s place on a higher shelf.

“You were hissing?” Twilight asked blankly.

With a shrug he told, “If this was a changeling clan hive, I would have floored the guy for even hitting on you.” Going back to his documents while thinking, in changeling society, I’d be technically be giving Twilight a bonding band…Eh, maybe much later.

With a sigh she admitted, “I suppose that‘s better than you attacking every pony in sight.” Shaking her head at some of the culture differences, “I‘ll be down in my lab if you need me.” And turned to go back to experimenting with her changeling test objects.

Once Twilight was out of earshot, Spike asked the heir, “You seriously would have floored Caramel over that?”

Looking up from his work Masquerade told, “Well, technically, I would have done far worse…” Tapping his swords to get the message through, “But since were in a land of peaceful ponies, I don mind playing by their rules.” Diving back into his work.

The dragon blinked at the changeling, looking from the swords to where Caramel was previously standing. Turning around and starting to get back to work he muttered, “Harsh.”





Two hours later, the door was once again knocked on, drawing the attention of one changeling who was trying to win a staring contest with an owl. He lost due to looking away at that moment.

With a pointed look, Masquerade told, “This aint over you flying feather duster.” The librarians pet only tilted his head saying, “Who?”

With a huff, the black unicorn got up and walked towards the door. Opening it wide he went to greet whom was at the door, but felt it die in his throat when he not only tasted the pony’s feelings, but also who was before him.

“Hello Masquerade.” Cloud Kicker cheerfully smiled and gave a wink, “I was passing by and thought to ask if you‘d like to go out and grab a bite?”

Masquerade took a step back, noticing a few extra things on the mare like the blue mascara or the lightly added makeup blush. She also had a blue bow tying her now braided mane to the side and exposing more of her neck.

With a unsettled smile he politely told, “Thank you, but no thanks, not hungry at the moment.” Ready to slam the door and hide in the closet as he thought, besides, I can't eat with the taste of your emotions, jeez what is that?

Apparently not one to be shaken off so easily, the pegasus made her way forward for every step the stallion took back. Fluttering her eyes she asked, “Something wrong handsome?” Continuing her advance on the retreating stallion, “I‘m not making you nervous, am I?”

“Nervous, no not in the least!” He grind uneasily while altering his retreating course, “Perhaps unsettled might be the term to use…” And lit his magic to grasp the door just outside of his sight.

Cloud Kicker’s eyes darted from his lit horn to his eyes and finally the door that was being effected. Quickly, she gave a light tap to his horn, making all his focus break, sending him tripping and falling to his rear-end. With a smile she asked, “Are you playing hard to get?”

Masquerade’s eyes seemed to only grow in size in his predicament and going through what he could do. Don’t panic, you’re a master at cloak and dagger techniques, just use your knowledge to escape this.

The only problem was that his normal silver tongued tricks didn’t work, and his disappearing acts only worked when ponies took their eyes off him. I could cast an illusion on her? The idea appealed to him, but who knows what Twilight might say about using magic on others like that.

The door Masquerade was trying to reach chose that time to open up and let in one Twilight Sparkle, complete with clipboard and some notes. She scribbled away at the clipboard, muttering to herself about how adding sugar made such an interesting reaction.

She found herself running into something, making her take a step back to see what was in her way. Looking up she found Masquerade, sitting and looking very relived. This confused her, until she looked past him to find a slightly annoyed pegasus, who quickly covered up her displeasure.

“Hello Cloud Kicker.” Twilight greeted somewhat slowly while trying to figure what was going on, “Is there something I can help you with?” Quickly looking to her stallion that was trying to scoot away.

Noticing where Twilight looked, Cloud Kicker looked to the retreating male and simply put her hoof down on his short tail, stopping him form possibly getting away. With a polite smile she told, “I was just asking this gentlecolt if he would like to accompany me to get something to eat.”

Now with her own look of slight annoyance Twilight told, “You do know Masquerade and I are dating, correct?” Keeping her voice level and civil.

This new bit of information gave the pegasus pause, and ask, “I thought he was still single?” Slowly feeling the strain of trying to hold the stallion in place by his tail. He apparently didn’t mind the slight pain and found escape worth it.

“He was,” Twilight nodded, “But he and I talked after you left that one day and got together.” She smiled to more to herself and feeling a strange satisfaction at seeing the other mare’s utter shock. Just to drive the point through Twilight added, “From there, we have been going steady for about a week now, right Mask?”

With fast nod the stallion told, “Yep, sure have!” Still trying to pull his tail away, “Just a couple of peas in a pod both of us!”

“I-I see.” Cloud Kicker seemed to force out nicely while letting go of the stallions tail. Turning around to leave she told, “Congratulations then, I‘ll just leave you two and be on my way.” And cast one last look towards Masquerade before heading for the door.

The changeling wasn’t fooled by the mare’s act. He could feel her seething anger from within for being interrupted. He took a moment to think wondering, was that really planed out?

Going back two hours in his mind he thought about how Caramel had asked Twilight out. Now, Cloud Kicker shows up with touched up looks and nearly says the same lines on the same day-- No way that is coincidence, I don’t believe in them.

Twilight watched rather warily as the grey mare made her way out, swaying her hips while glancing back. Looking to Masquerade, she was happy to see a look of horror crossed his features and seemed ready to bolt. Cloud Kicker smirked and gave one last wink to the dark unicorn before leaving out the door.

“Spider spite.” Masquerade sighed to himself, “I don’t think that‘s the last we‘ll see of her.”

Giving her coltfriend a glance, Twilight asked, “What makes you say that?” Wondering what he seemed so worried about.

Gesturing to the door he told, “She came here looking all prepped up for a date.” Then poked Twilight saying, “And hours after that guy--”

“Caramel.” Twilight reminded Masquerade, deciding to let the slight hiss he made go, when mentioning the stallion.

“--Caramel had asked you for one too.” Still looking a little aggravated at the idea, but not pressing any further on the matter.

With a risen brow she asked, “Your saying it was a set up?” Not thinking the pegasus mare would be so shallow as to think of something like that.

Shrugging, the disguised heir told her, “All is fair in love and war.”

“Another changeling saying I take it?” Twilight asked a little intrigued.

Giving a nod he smiled, “Yes, an old one at that.” Turning to her with some excitement, coming to enjoy telling the mare about his culture at time, “Started about a few hundred years back, when warring was still the big thing--”





Silence seemed to be only thing that was existent in her surroundings before two dark-blue wings of the night snapped open and propelled her forth. Once again in the vastness of the dreamscape, Luna scoured the star filled world for Twilight's dreams once more. She had been keeping an eye on the mare’s dreams, finding them entertaining for each night.

She considered stopping by Spite Fire’s dream, but chose not to this time. Granted, she enjoyed some of the things the mare dreamt of, the lunar monarch thought something more innocent was called for.

While in her prowl, Luna felt the cold sharp touch of a disturbance, one she always felt was more like a bug-bite. Twisting in the starry world of dreams, Luna made haste for what she knew was a nightmare. They didn’t occur nearly as much as they use to in her time, but when they did they always put a damper on her mood.

Getting closer, she could see the origin on the nightmare, feeling surprised when she spotted it to be Twilight’s dream. Already close, she could see large amounts of green being reflected through the glass like exterior, feeling her hairs rise on her back. The eerie green glow from the nightmare sent a familiar chill up the alicorns spine, one she shook off while entering the dream-turned-nightmare.

Landing inside, Luna found herself in a earth like room, filled with various lab equipment and tomes for references. But the room itself was dark, very dark, nearly having no lighting.

“Mask!” Twilight's voice called out, “Mask, please came out, this isn’t funny!”

Looking back, Luna spotted a panicked Twilight looking about, green smog slowly creeping it’s way along the ground she stood on. The unicorn looked about frantically, searching for the stallion as she did.

“Rarity, Pinkie Pie?” She called again, turning around as a shadow rushed by, “Rainbow Dash, Applejack?” She moved about, trying to spot who she was being stalked by.

Turing around quickly, Twilight let off a breath of relief at seeing a white unicorn foal saying, “Sweetie Belle, you got me worked up there…”

Scuffing her hoof on the ground she said, “Sorry miss Twilight, I was just curious at what you did down here.”

Smiling, Twilight turned around saying, “Well, all you had to do was ask me, no need to run down here.” Shaking her head for being so scared.

A flash of green lit behind her, and by the time Twilight turned around, a bolt a green magic struck her. The lavender mare fell to the ground, unmoving and now looked rightly panicked. Above her, a bug like pony stood above her, grinning wide with it’s fangs fully bared.

Luna felt her own eyes widen, reflexively opening both wings and looking on in shock, no, sister said they were extinct. She told herself while the changeling began to slowly bound Twilight in a green resin that formed into a cocoon. We routed them out, they were all eradicated! She watched with mute horror as the mare was slowly lifted to the ceiling in her prison, struggling about inside and trying to scream for help.

Feeling that enough was enough, the protector of dreams lit her horn, ready to stop this nightmare and find out how Twilight had found out about such horrors. But any attempt to was stopped when the dream was shaken, and a muted voice bled in.

With a quick start, Luna realized that somepony was trying to wake the mare, meaning she would not get the answers she seeked, I must act swiftly before the fool wakes her!

Her attempts however kept being interrupted, as the fabricated world began to shake and crack all around her like glass, as Twilight Sparkle began to wake up and--

“NO!” Luna yelled, eyes snapping open as her focus on the dream realm was shattered before she could do anything. Both doors to her chambers were kicked in roughly as two of her night guard rushed in searching for any threats.

The first guard on her right called, “Are you alright princess, we heard you scream?” Both his leathery wings twitching as his yellow cat-eyes scanned the room they were in.

Taking a moment to breath and relax herself, Luna raised off from the cushions she was using to lay on during her traveling in the dream realm saying, “I am fine, but I must speak to my sister post haste.” Not waiting for either guard as she made her way out.

Quickly to move, both guards stationed themselves to either side of the lunar princess, the other guard saying, “Not to say otherwise your highness, but your sister is just starting to sleep--”

“We are aware of this Night Shift.” Luna nodded, “But I may have come up with a matter that need immediate attention.” Heading to the most closest balcony.

The guards didn’t question as to why the princess went to the balcony, already knowing she was going to fly to her sisters tower opposed to walking. They too, opened their wings when she did, taking flight to reach the other balcony. Quickly landing on the other side, they made their way out some stairs before coming a crossed two solar guards.

“I have come to see my sister, do not disturb us.” Luna ordered, bypassing the two white guards in golden armor without sparing a glance. She quickly entered Celestia’s room, closing the door just as swiftly and making a slight slam. This seemed to be enough to rouse her sister, making her rise quickly and see Luna looking less then happy. 

Shaking her head some, the solar princess took a look at her internal clock, knowing what time it was saying, “Luna, it is late, why do you barge in so loudly?” Moving some to get comfortable and maybe go back to sleep if it wasn’t important.

Stomping her hoof, Luna raised her voice saying, “The changelings are back.” This alone made Celestia quickly rise back up from her covers and sending a surprised look to her sister.

“What do you mean, they are gone, dust in the sands of time!” The white alicorn told, “What could have made you say otherwise?” Getting out of bed to carry the conversation out more formerly.

Walking up to her sister, Luna said, “I saw them in a pony‘s nightmare, one that belonged to your student, Twilight Sparkle.”

With new found worry, the elder sister asked, “My student, is she alright, did you find out how she knows?” Feeling more confused then before when hearing this piece of information.

“I do not know.” Luna shook her head, “Somepony woke her before I could intervene myself…”

Nodding to herself, Celestia told, “It must have been Spike, her dragon assistant.” Seeing the logic in that. But she still shook her head again saying, “But how would Twilight know about them?” And began to pace some, “I have never told her about them, and our little ponies have forgotten about them over time.”

The mare of the night watched her sister pace about her room, going over her thoughts as to how her student knew anything. Putting herself in Celestia’s path to halt her, Luna said, “Sister, that is not what concerns me the most.”

Stopping in her tracks at her sister being in the way, Celestia nodded her head saying, “You‘re right, we should send for Twilight soon and know how she knows of this threat--”

“Twilight‘s nightmare was of her being imprisoned by a changeling.” Anything her sister was bout to say just screeched to a halt with those words, “Which only means that she has been near or subject to such.”

Celestia just stood in place, going over a number of thoughts before saying, “Why would she not tell me of this?” Letting her eyes wander towards the large window in her room.

Feeling a hoof on her shoulder, the elder sister looked to Luna who told, “You and I both know changelings are capable of much.” Ruffing her wings saying, “It is possible Twilight Sparkle is under the influence of one, and does not realize it.”





Twilight woke with a start, gasping for air and flailing her forelegs before her in sudden panic while a voice called out, “Whoa, Twilight, calm down!” And held her more firmly to the bed, “Your alright, it‘s just a dream!”

Calming down from her sudden rush, Twilight looked about her dark room in confusion. She no longer was in her lab, and the changeling that had captured her was gone. Instead, she was in her bed drenched in sweat with Masquerade over her and holding her down with concern in his eyes. Over the edge, Spike looked at her with an equal amount of concern, looking unsure what to do as to what was happening.

“You alright Twinkles?” Masquerade tried to sound a little joking, letting her know he was unnerved, “You had quiet the nightmare just now.” Rubbing her shoulder in a relaxing manner.

Taking deep breaths to calm herself, Twilight nodded, “Y-yes, just a dream about…what happened in my lab…” Feeling the stallion grip her shoulder a little tighter.

Looking to Spike, then back to his fillyfriend, Mask told, “We‘re here Twilight.” Pulling at her shoulder to persuade her to sit up some. Complying, he gave a gentile hug telling, “Both Spike and me are here, if you need to talk about it, we‘re here.”

Jumping up onto the bed and joining the hug beside the two, Sipke tried to hold Twilight close. Both males found that Twilight decided to do that for them both, using her limbs to pull both of them close and let out a small whimper.

Masquerade just held more tightly, still feeling that he should have done something more to prep the mare about changeling attacks. But that was the past, I can only prep her for the future now. Then ran a hoof through her mane, much like how his mother would do to him when he was scared.

“I‘ll be here for you Twilight.” He whispered in her ear, “Cross my heart, hope to die.” Letting the mare pull away some to look at him as he continued, “Stick a needle, in my eye.” And lightly bopped Twilights nose, grinning, “A changeling promise, from me to you.”
> Fearing the Light
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Cloud Kicker spread her wings wide in the evening sunlight, feeling the warmth on her back and the wind under her wings. Today was going to be a good day.

After her encounter with Twilight's and Masquerade's current status, she had spent the last two nights plotting as to how to separate the two. Today, she may have something for either one, so no mater how she looked at it, there was no way this could fail.

Landing gracefully onto the ground and trotting up to the library door, she gave a few sharp knocks and waited patiently for somepony to answer. A few moments later the door was opened by the small dragon assist, Spike.

With her best smile she said, “Hello, is Twilight home?”

Shaking his head Spike denied, “No.”

With a bigger smile she asked, “Oh, how about Masquerade, is he in?” Knowing with his shy nature, she could move in easily while Twilight wasn’t around.

“No.” Spike repeated before saying, “Their both out today.”

Feeling a little cheated, Cloud Kicker asked, “What, where‘d they go?”





Masquerade looked over the edge of the carriage he and Twilight were riding in, feeling the hairs on his back rise every now and then at the thought of their destination. Turning to the calmer mare, he asked, “Don’t you find this odd in the least?” Casting his gaze to the castle that was getting closer by the minute.

Nudging the stallion next to her, Twilight told, “You don’t have to be so paranoid Mask, it‘s just a friendly visit with the princess’s.” Looking ahead and feeling giddy at the prospect of visiting Celestia again.

The stallion sighed, but didn’t hold back the smile that formed on his muzzle at how Twilight was feeling. He absently adjusted the belt that held Blades in place, feeling that they were a necessary precaution. He was essentially heading into the most dangerous area he could possibly go, and this time he wasn’t going as a innocent little colt who didn’t know any better.

Playing the part of a foal, while a foal is easy. He thought while looking over the white capital of Equestria that sat on the mountain side, a complete opposite of the black, underground capital hive for changelings. No, this time I need to make sure not to make any suspicious actions. Ponies may have forgotten my kind, but I doubt the princesses have.

Feeling a hoof being placed on his back, Masquerade looked over to Twilight who gave a reassuring smile saying, “If it makes you feel any better, I‘ll let you hold my hoof.”

With a grin quickly forming and worries ebbing away, he tossed his hoof over her shoulder, pulling the lavender mare in and giving a quick peck under her horn saying, “The hoof‘s nice, but I much prefer all of you.”

Twilight didn’t bother pushing away, finding herself comfortable near his warmer body in the whipping cold wind that was nipping at her. She leaned closer to keep warm and let her head lean on his shoulder. 

Masquerade never seemed to complain if she ever chose to use him as some sort of pillow. It was a strange thought, but she did wonder why he didn’t seemed bothered by being used as one.

I suppose it doesn’t really matter, she smiled and scooted closer while nuzzling the stallions neck, it’s nice just being close.

Twilight was still concerned over her coltfriend’s fear of the princesses, more so as he was adamant about bringing Blades with. She had wanted to ask about his fear again, but found herself unable. She knew Masquerade would stayed tight lipped about it with any other pony around, meaning she wouldn’t hear anything during the ride.

“Something on your mind Twinkles?” Twilight heard the stallion ask her, seeming to move her closer and keep her warm. The mare snorted inside, knowing he was once again tasting her feelings and trying to get a bead on what she was thinking. She was starting to wonder what that was like, to know what another pony felt at all times.

Sighing contently from her spot she told, “Nothing to worry about now.” Almost feeling herself nod off, “We can talk about it back home.”

Soon enough, Twilight feel asleep next to her coltfriend, who started to wish he had gone with a pegasus form. Then he would be able to hold Twilight closer and keep her warm.

Watching the mare sleep at his side, Masquerade took a moment to think over the last month and what had happened. Changeling attack on Twilight, Twilight‘s recovery, the twins confessing to Mac, gathering of changelings… A small smile graced his features, one that showed how happy, but also sad he was, then my confession to Twilight…

He knew that making any sort of ties to Twilight was risky, not just for him but for her. But all that went out the window when he showed her his changeling side. So why not go all the way? He grinned while nuzzling Twilight some.

Two of his five months were up, and Sham had not stopped by Ponyville yet. If he didn’t stop by during the following month, then he knew something bad had happened. Ivory and Ebony had been sending letters to their brother, but no replies have been sent recently. That worried him greatly, as he did the same thing in order to hide his tracks if need be.

Sham knows what he’s doing, Masquerade assured himself, the guy’s a self-proclaimed-lazy-egotistical genius. He’ll be fine. Grinning at that line of thought.

When that was done, the black unicorn focused on the next thought, being that of the changelings in Ponyville. Admittedly, they got along just fine, and no threats were in the ranks. Despite being from different clans that were either destroyed, or some that just went rouge and left, got along with a sort of harmony only a hive might have.

The changeling grape vine was one example of this unification, using one another as a means to get news around quickly and update one another. It was possible that if a high enough threat were to show in their little town, they would show themselves and attack.

But with Celestia and Luna around, I doubt they would even lift a hoof to do so. He sighed to himself at the thought, knowing that no changeling would willingly show themselves out of fear of being hunted down by the alicorn sisters.

If anything, it was Celestia they were afraid of, seeing as she was around for the last thousand years while her sister just vanished. It was strange really, the lunar princess disappearing just suddenly before just reappearing just as suddenly.

It has left more wonderment in changeling kind as to who she was rather than to fear. They all knew Celestia and knew what she did, Luna however was an unknown for being gone for so long.

“We will be landing soon.” One of the guards called upfront, already moving with his wing-mate for a landing.

Looking over the edge of the chariot to be sure of how close they were, Masquerade gave a slight shake to Twilight to wake her saying, “Rise and shine sleeping beauty, we‘re here!”

Lifting her head and giving it a shake, Twilight opened her eyes to take a look around, noticing the large white towers that passed by them. The chariot shook upon its landing and slowly came to a stop.

Both ponies stood and jumped out, Twilight going over to thank the guard while Masquerade eyed his surroundings as discreetly as he could. Earth and unicorn guards lined the upper walls and every archway, while pegasi guards made patrols overhead, all of them in teams of two. Masquerade looked about with some wariness, trying to discern if this amount of guard was normal or not. 

A gasp and a sudden surge of excitement made the changeling in unicorn form to turn around in time to see Twilight bound off calling, “Shinny!” Not to be left behind, Masquerade rushed after the unicorn mare and see who she was heading towards.

In a royal purple armor with golden trimming stood a white stallion, who at first seemed just as stern as all the rest of the guard. This quickly changed when he spotted Twilight and said, “Twily!” Taking off his helmet to show his unruly blue mane that had a light-blue streak in it.

The two quickly embraced the other, sporting smiles even when parting with the other. Ruffling the mares mane a little he asked, “Where have you been Twilight, I haven’t seen you since Mom set up that family dinner last Hearths Warming!”

Giggling a little, Twilight said, “Sorry BBBFF, but I have been busy lately.” Pushing her elder brothers hoof away.

“And so we meet again.” Masquerade said with a nearly flat voice, “It has been a long time, Shinning Armor.” Looking to the taller stallion with calculation eyes.

With a confused look, Shining Armor gave the black stallion a once over saying, “I knew another was coming with my sister, but I can’t say I recognize you Mr…”

Rising his hoof to look uninterested, Masquerade said, “Come now Captain, surly you remember me?” Raising a brow at Shining Armor who still looked confused.

Rolling her eyes Twilight scolded, “Mask, stop that already.” Watching her coltfriend dissolve into chuckles at his acting, only making her brother even more confused.

Looking to his younger sibling, Shining Armor asked, “Do I know him Twily?” Giving the now grinning stallion a unsure look, just now noticing belt holing up two strange containers that looked like sheaths.

With a surprised glance at her brother, Twilight asked, “Don’t you remember Masquerade?”

Looking to the stallion again and giving another once over he blurted out, “Wait, your that scrawny little runt?” Getting an elbow from his sister and a laugh from Masquerade.

“Yes, I‘m that ‘scrawny little runt’ Private Armor.” The black unicorn grinned thinking, the same one that you have yet to catch. Recalling how he had led the elder brother on varying goose chase’s throughout the castle when bringing Twilight snacks. Like Celestia’s cake, those were the most fun to do.

With a smile of his own, Shining Armor told, “Well, I‘m no private any longer, as you can see.” Gesturing to his armor.

Giving a nod Masquerade said, “So I see, so I see…” Looking the armor and asking, “Purple suits you, personal touch or already like that?” Poking the decorative protection.

Gesturing for both unicorns to follow he said, “Purple happens to be the main color for Caption of the guard.” Putting his helmet back on while he led the two, “I have to admit, I didn’t expect to see you here.”

Shrugging Masquerade told, “Ditto, but Twinkles asked me to come as per request form the letter the princess sent.” Still not exactly happy about the arrangement, but not willing to argue about it.

Tilting his head, Shining Armor asked, “And why is that?” Wondering what the whole arrangement of the stallions coming meant.

Catching onto her brothers confusion, Twilight asked, “Didn’t Princess Celestia tell you?” Only getting a negative shake of her brothers head before telling, “She wanted to visit with both Masquerade and I because he‘s my coltfriend now.”

Stumbling at her words, Shinning Armor turned his head saying, “Wait, what?” Blindsided by the sudden turn of events.

With a grin and a short burst of his green magic to make a mature illusion of fireworks, Masquerade cheered, “Surprise!” Laughing on the inside at the older unicorns face.

Looking to Twilight, the Captain asked while pointing an accusing hoof towards her, “When did this happen, and why didn’t you send a letter?”

A little annoyed at her brother, Twilight told, “Over a week ago, and as I said, I was busy.”

With a slight snicker Mask told, “When she means busy, she means runs experiments on some things I happen to have.”

“It‘s for science!” Twilight said, huffing at how the stallion only grinned.

Nudging the white stallion, Masquerade told, “She dragged me into one of them, I rather liked it.” Now starting to move again with one slightly-in-shock brother listening in.

Giving her coltfriend a blank look Tiwlight said, “That was a failed experiment.”

With a smirk he told, “I don’t know, I sort’a liked it when you were covered in slime.” Winking to her as a blush quickly showed on the mares cheeks.

“Is that necessary?” Shinning asked, feeling a little irritated now that he knew as to why he was escorting the stallion with his little sister.

Still with his ever present grin, Masquerade told, “What, I like flirting with Twinkles.” And gestured to his fillyfriend, adding, “Not like she‘s complaining.”

With a quick swat upside the actors head, Twilight told, “I also don’t encourage it.” Giving a somewhat stern look saying, “I expect you to behave yourself when meeting the princesses.”

With a straight face, Masquerade told, “Twilight, you know that I can fully act civil and polite when I chose to be.” Holding his head high and pose upright and proper.

“Exactly, when you chose to be.” Twilight pointedly told while poking his chest, “And I‘m telling you to be on your best behavior this evening.” Looking upon the stallion that told him she was not kidding.

With a sigh he said, “Alright Twinkles you wish is my command.” Then quickly told her, “But if something unexpected happens that calls for less formal actions, I shall not hesitate to do so!”

Twilight sighed and shook her head, smiling a little in amusement at his little dramatic antics, “Just promise me you wont be too rude.”

Grinning Masquerade told, “No promises, but I‘ll do what I can.”

Both sister and brother sighed at that, one just knowing it was the best she would get from her coltfriend, while the other felt this was going to be a long visit.





In a empty court room where Masquerade, Twilight Sparkle and Shining Armor were heading towards, two alicorn sisters sat in their respective thrones. They knew the unicorns would be entering in at any moment now, and waited patiently.

Celestia was the first to speak after some silence, asking her sister, “Are you sure you are right about this sister?” Not removing her eyes from the large oriented doors that lead into the room they were in.

Like her elder sister, Luna kept her eyes locked onto the doors saying, “We-- I am sure.” Knowing what her sister was referring to, “I have searched the dreamscape, and have found no pony that matches this Masquerade.”

Celestia gave a sad sigh at that once again, remembering the words on the letter she had received. Just the knowledge alone that the small colt she knew was just gone made her sad as it was. But now knowing that a possible changeling was masquerading as the colt Twilight knew--

It will surly break my students heart to know she was being used in such a manner. This was the first time Celestia has seen her brilliant student --if not sometimes daughter-- show any love for another like this. She didn’t know how great the ties were, but it will surly leave a mark when broken.

With a sympathetic look towards her sister, Luna softly told, “We both know it will hurt her, but it must be done for her safety.” Looking back to the large doors, “If they are truly back, then we may have to break up many for the protection of the whole.”

“I know Luna.” Celestia said softly, saddened at the idea of possibly breaking up a family with the knowledge one of them was changeling trying to use them, “I know.”

After a few more minutes of waiting, the doors finally opened and let in the three unicorns into the room, each one bowing once they reached the steps that lead up to the throne…

Except Masquerade, who looked busy at giving the large space an impressed look over before stopping when he noticed the other two bowing.

He seemed confused for a moment until he caught sight of both princesses, quickly going into a bow himself, almost hitting the floor in the process. Both alicorns gave the black unicorn a long look, as if trying to understand if he was really a threat of not. Deciding to just shake his actions off as nothing, Celesta spoke saying, “You may rise.”

Once they rose up, Celestia gave a disarming smile, just in time for both large doors close and seal off anything that would happen in the room from the rest of the castle.

Turning her attention to her student first, Celestia asked, “How have you been since our last meeting Twilight?” Watching the young mare beam up to her.

“I have been great princess.” Casting a small look towards Masquerade, “If not a little more.” And gestured to the stallion saying, “I‘m sure you remember Masquerade?”

Giving a nod, the solar monarch felt a sting of pain inside her heart after seeing how happy Twilight looked. She knew what was to come, but kept up her farce, smiling, “I do, and I have to say he has grown to be a handsome stallion.” Nodding in his direction.

With a sudden grin that Twilight saw out of the corner of her eye, she was to late to stop her stallion as he said, “I‘m flattered your highness, but I‘m already taken.”

With a clonk on the back of the stallions head, Twilight apologized calmly with a light blush, “I‘m sorry princess, but I have yet to keep him under control.”

Despite the serous situation, Celestia could not deny the amusement she felt at the false stallion. This was possibly an act, but it was at least a little amusing. This also turned bitter quickly, already seeing the two having a bond basically forged over more then a week. Just how long has this false pony been around my dear Twilight?

If Luna had not looked into the dreamscape for Masquerade’s dreams, she even would have sworn this was a pony before her. Still, changelings were the masters of deception. She had reminded herself, already trying to feel out the magic around them all. She was scared to note that Masquerade felt like a pony-- no signs of changeling magic seeming to show around him.

Lifting a hoof, Celestia told, “It is alright Twilight, this is a non-formal visit, there is no need to be so polite.” Smiling warmly as she said this.

With an even larger grin, Masquerade turned to Twilight, who turned to him saying, “No Mask, my earlier statement still applies.”

Crossing his hooves he shook his head saying, “Twinkles, you heard the princess, it‘s a non-formal visit. And what the princess says, goes, right?” Grinning as Twilight just glared at him.

Shinning Armor could only hide his laughing under a hoof as the black stallion had practically cornered his sister with his clever talking. If anything, the relationship the two had was funny to watch. While his sister was both knowledgeably and intelligent; Masquerade was both cunning and witty, and helping make such an interesting duo who seemed to enjoy their constant banter.

Clearing her voice a little, Luna politely said, “Though it is true this is an informal gathering, I do have a question for you Twilight Sparkle.” Doing her best not to take a glance at Masquerade, “Have you ever heard of something called a changeling?”

Both celestial sisters saw the tensing of the lavender mares body, while Shinning Armor looked rightly confused, just like Masquerade who seemed dumbfounded by the question.

Readying her next line, Luna went on, “We have noticed that neither tomes nor scroll seem to talk of them since my return, yet they were known a thousand years back.” Feeling her eyes narrow some as she asked, “Have you any tomes on this, my friend?”

While Twilight seemed to remain frozen at the question, Masquerade began to think of a number of reasons why the lunar princess would bring the subject up. It was true he felt the emotions of hidden guards all over the room, and also knew the princesses were feeling suspicious of him. He also could tell Shinning Armor was truly confused, apparently left out of the loop so not to accidentally reveal anything.

Did Twilight let it slip in one of her letters? One thought came before being dismissed, no way, Twinkles is too professional for such a slip up. And thought a bit more while taking in larger breaths to keep calm and ready himself. Is it possible some ponies have gotten suspicious? And shook that thought off too, not feasible, ponies don’t know of us.

But the alicorn sisters did, and they seemed just fine with not remembering them until now. With a the slightest shift, Masquerade gave Luna a glance thinking, is it possible that there is a unforeseen variable, a one percent chance out of the ninety-nine I can not predict? He knew Luna would fit the description, seeing as he had no real information on her. Plausible theory, but unconfirmed.

“I-I can‘t say that I have?” Twilight said with uncertainty, surprising Celestia at the somewhat evasive answer her student had given. Running a hoof in a circle on the red carpet, Twilight continued, “Seeing as I…um…don’t know?”

Masquerade wished he could applaud Twilight’s answers, seeing as she was improving some, even if a little. But he was too busy with trying to discreetly find escape routes. He knew he could fight his way out, but he didn’t think Twilight would like it if he killed a few guards doing their job.

The break up alone would be horrible, He shuddered in thought thinking, she would launch me into the Everfree hog tied and unable to defend myself! But quickly dismissed the thought with, nah, that doesn’t sound like her… Taking a moment to think and nodded in thought, she would be more likely strap me down onto her lab table and dissect me alive in the name of science…yep, sounds right.

With a sigh, Celestia asked, “Twilight Sparkle, why are you evading my sisters inquiries?” Not sure if she should feel disappointed in her students actions, or scared at the possibility of her student already deeply manipulated.

Wanting to defend his sister, but also not overstep his boundaries, Shinning Armor stepped up saying, “I don’t mean to interrupt your highness, but what is a changeling, and what does it have to do with my sister?”

Looking to the caption of the guard, Luna told, “Changelings are a race of insect looking ponies that can take the shape and form of any living thing that is capable of moving.” Then seemed to go into thought retelling, “They once roamed the land in a savage way, turning ponies into husks of their former selves while feeding on their love.”

Closing her eyes, Luna could clearly see the settlements that were silent, absent of all that lived there, “They turned them into mindless slaves, unable to feel again and do as told without question because they thought they lost their purpose in life!” Snapping her eyes open to Masquerade she told, “We eradicated their kind, knowing that leaving them be would spell doom for not just our lands, but those further still.”

While the black unicorn looked very much confused why she was looking at him, Luna said, “I have reason to believe they are not as dead as we once thought, and that one has started to take advantage of your sister.”

Masquerade looked about, acting the part of being frightened and confused while all eyes were on him. Luna’s eyes were that of a powerful ruler, strong as steel and ready to be used to smite out that would be a threat. Celestia’s held both pain, betrayal and sympathy, as if ridding him would actually hurt. Shinning Armor was that of confusion and shock, already fitting the pieces together.
Twilight’s eyes made him feel hurt, as worry and concern flowed off her in waves, just knowing his secret was out and feeling helpless in being unable to do anything that might possibly help.

Continuing to look about he said while tilting his head, “Whaaa?” Sounding as if he was so lost, he lost the ability to say the word right.

Standing up from her throne, Luna voice boomed, “We know thee to be a wolf in sheep’s clothing!” Opening her wings wide to allow for an intimidation factor, “Show thin true self now, you craven creature of shadows, or face our wrath!” Eyes glowing a brilliant white as raw magic flowed through her body.

All those who were not of alicorn stature, felt their bodies shake at the volume of the night princesses voice in the room, some of the hidden guard feeling the need to quake in their place, while others did their best to keep calm.

Masquerade didn’t need much acting skills to be scared, he was already shaking in fear thinking, I’m dead, I’m dead, I’m dead-- Quickly trying to think of something to help disarm the situation, his panicked mind could only pull up one this to say, “Option number two?”

Seeing Luna narrow her eyes at him he asked quickly, “Can I retract my earlier answer for a better one?” Backing away slowly and ready to run for the closest corner to hide in.

In her own panic, Twilight yelled, “Luna please, he isn’t what you think he is!” And turned to Celestia, “He isn’t evil, and isn’t here to cause any harm!”

“So it‘s true?” Shining’s voice said, making the mare turn around to her brother, “He is one of those things Luna was talking about?” Looking to Masquerade with anger.

Widening her eyes, Twilight told, “No, he isn’t!” But quickly reconsidered, “Well, not like what Luna explained, but he isn’t somepony to fear!”

With sad eyes, Celestai told, “Twilight, this isn’t Masquerade, just a changeling trying to use you.” And turned to Shinning Armor ordering, “Restrain Masquerade, Captain Armor.”

Twilight went to get in her saluting brothers path, but felt a powerful magical pull on her body that lifted her off the ground. Without a word, Celestia lifted her student up and over to her, watching with a pained face as Twilight struggled with her own magic shouting, “Wait, this is a misunderstanding, please listen!”

In the back of Masquerade’s mind, his infiltrator training, tactics and experience were working overtime to keep himself as innocent and unsuspecting as possible despite his bad situation. But felt that all break away when Twilight was being carried away, showing pain, betrayal and distress in her emotions. Just like a switch, his refined training crumbled as his instincts seemed to kick in, only one thought in mind.

Nothing takes my Twilight! Nothing else seemed to matter from there to him much, and in his anger let his eyes flash back to their normal form, alerting them all to what he was.

“You are one of them!” Shinning Armor yelled, charging while lighting his horn in a lavender color and putting a strong shielding spell up before him.

Masquerade saw the threat, and knew that the stallion had all intentions to charge through him. Quickly, he charged up a quick Disrupter Shot, sending the aqua bolt spell straight to the Caption. Shining was caught by surprise at the magic when it hit, feeling his magic suddenly fail and his body briefly lose control from the magical backlash-- tumbling on the floor as he did.

Masquerade was swift to move, choosing to leap forwards as Luna shot a magical beam at his place. The heir could feel the anger in the magic, prickling at his senses after it hit the ground behind him. Once again, he lit his horn, this time in it’s natural green aura and craft an illusion. Before Luna could make her next shot, he let the spell discharge, darkening the room and filling it with green smog.

“Guards!” Celestia called, looking about the shadowy room that seemed to hide the black stallion as ripples of movement went on around her. Apparently, the changelings have gotten smarter over my rule. She thought grimly to herself as the hidden guard came out to help.

Twilight continued to struggle in her teachers grasp, already beyond scared for her lovers safety, “Celestia please!” She begged, trying to get loose, “He hasn’t done anything to me, I know all about what he is!”

Turning to Twilight, Celestia said with firmness in her voice, “Then you know the dangers they poses, what they could do to all living things.” Knowing that there was a possibility this Twilight she saw was merely a puppet without knowing it.

“I know, he told me, he told me everything!” Twilight cried, “He warned me before he showed himself, he told me what horrors they could do, I know because he trusted me!”

“Or he did it so he could get control of you!” Celestia shot back at her student, “Twilight, I have watched changelings do this to ponies over and over, every time taking them and turning them into nothing but shells!”

Celestia didn’t even blink when a magical beam shot past her, while also missing a Masquerade who jumped away from the teacher and student as Luna had found him.

Still with eyes lit, Luna asked, “Did thou think that we, regent of the night, could be fooled by the arts that those of darkness know as a simpletons trick?” Sending a new wave of magic through the air and completely shattering the illusion and showing where Masquerade was to them, “A cur such as yourself can not even fathom what thee are facing!”

“Spider spit!” Masquerade cursed to himself as the royal guard that were in the room surrounded him and readied to attack. By now, their caption had gotten up and joined them, already in the ranks.

“Charge!” Came the order of one Captain Armor, and followed by fifteen guards. Five earth guards charged in from the ground. Five pegasi guards charged from over them. Five unicorn guard charged from being the ranks. Five of Luna’s thestral night guard attacked from over head.

One Masquerade lit his horn and waited.

When they got close enough, he let lose his charged spell, sending out a green smokescreen and blinding his opponents. Clanging, womps, and grunts could be heard inside before a number of magical blasts followed the chaos. Green flashes followed the other colored ones, tossing out guards left and right before one last guard was tossed out by one last green blast and all went silent.

All eyes turned to the smoke screen that faded away slowly and the guards picked themselves up slowly to see the result.

In the center sat Shinning Armor, holding a guard in a choke hold. Noticing that it was a guard, Shinning Armor let go of him, allowing the pegasus guard to breath again.

Breathing hard, the caption looked around confused asking, “Where is he?” Stumped how the ‘changeling’ had just up and vanish.

Slowly getting up, the pegasus guard was bout to move-- only to be contained in a indigo barrier as Luna said, “Changelings can shape-shift.” And looked the guard over carefully, “It is possible he took on one of your forms during the scuffle you all had.”

All the guards looked at one another, giving looks of unsure paranoia, knowing that one of them was their pony, but having no way to tell who it was. They after all, looked the same and could not tell the difference accept for their gear. That only helped so much as they seemed to still have their things.

Seeing this as extra time, Twilight shouted again, “Everypony, just stop!” Giving her teacher a pleading look, “Please princess, trust me, we can talk this out ,you don’t have to do this.” Seeing her teacher about to rebuke, she interrupted, “He told me about their clans, he told me about other changeling, he told me of changelings he found in Ponyville!”

“What!” The entire room shouted at the revelation of more being in the same area the element bearers lived.

Ignoring them, Twilight continued, “He was telling the truth when he said he loved me, and I would be lying if I said I didn’t feel the same!” With eyes full of tears, Twilight begged, “Princess, please, just give him a chance, he has risked his life, and those of all changelings when he trusted me to keep this secret.”

Looking into the crowd of guards she told, “He trusted me not to send you a letter about them. He trusted me when I told my friends. He trusted me when he told me his fears…” Looking back to her teacher Twilight said, “I beg you Celestia, give my coltfriend a chance to explain himself, please…”

Looking at Twilight for a time, Celestia pondered what to do. She wanted to believe her student was being manipulated. She wanted to Twilight was tricked. She wanted to believe that the unicorn didn’t know what she was saying.

But I don’t think Twilight would go so far to protect another if under control in this manner. She and Luna had seen how controlled ponies acted-- savage, wild and almost rabid when their master was in danger. Twilight talked and pleaded, trying to pull away to help Masquerade, but not in a way to fight all the others.

Looking to all the ponies awaiting her decision, she only prayed, Faust, let this be the right choice.

Twilight felt herself being gently set to the ground again, looking relived as Celestia said reluctantly, “Luna…let him go” Scared her choice could be wrong.

“But sister--” Luna tried to say only to be cut off.

“Luna, we might have been hasty with this…let‘s put faith in Twilight‘s words.” Celestia said while looking to the guard inside the magical prison, “And hope she is right.”

Luna nodded and released the stallion saying, “You may go, but know that we are will not hesitate to incinerate you.”

Looking horrified, the guard told, “But I‘m not him.” Shaking in place at the prospect of being incinerated.

Before she could accuse the guard of lying, slow hoof steps echoed through the room, making all eyes turn to one of the guards that was armed with two golden sheaths.

With steady breaths, he walked towards Luna, eyes darting about and body slightly twitching. In a flash of green fire that sent most guards jumping away, all others felt their jaws drop at what they saw.

The sisters felt equal amount of shock, seeing what they knew to be the strongest of the changelings walk towards them with a now confident stride and menacing pose. There was a strange air about him that called for respect, much like how Luna’s presents called for the same when she entered a room.

With out a doubt, both sisters could tell this changeling was something much different than what they had fought before. If the small scuffle was anything to go by, he was much more skilled than they anticipated, and now shows to be one of the more strongest type. Celestia felt the urge to gulp, scared that her faith in her student was possibly misplaced.

Now standing in the middle of the all again, Masquerade said, “Before we start I have two requests.” Seeing the sisters nod he said, “First is non negotiable: please let Twilight come back, I‘d feel more calmer with her close by.”

Celestia wanted to deny him this, but found her head nodding anyways and watching Twilight rush to the changeling. She still felt shock run through her when both hugged, Twilight nuzzling into his chest while he kissed her forehead and whispered into her ear.
Looking back up he said, “My second request is this…”

Waiting for him to say it, Masquerade worked his jaw saying, “Can we talk over dinner, I feel like apple pie.” Grinning as he felt complete confusion swarm the room.

> Fine to Dine
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Twilight slightly fidgeted in her place as she sat at the long table in the dinning hall while next to her, one rather happy Masquerade calmly had his apple pie in peace. All around them were the same fifteen solar guards, each now looking towards the re-disguised changeling with apprehension.

Just on the other side of her and her coltfriend sat her brother, glaring at the black unicorn as if he was an escaped convict that needed arresting.  Just at the head of the table and to the right of both Twilight and Masquerade sat the celestial sisters, who also eyed Masquerade with some wariness.

The changeling was fully aware of his predicament at the moment, using the really delicious pie before him to hold them off so he could have a moment to think and plan. What he had was a golden opportunity to make a potential alliance with the princesses themselves, and boost the relations with the ponies much quickly.

This also came with risks, as they would have to actually believe his words and think of him as trustworthy. Being changeling didn’t help in that area, nor did the fact his ancestors did cause all sorts of trouble in the past.

What a mess. He sighed internally while looking to them all saying, “Aren’t you going to eat?” Using his fork held in his magic to gesture to all the food on the table.

Nearly all eyes snapped down to the table lined with food of all sorts, snapping back up a moment later as if worried that changeling was going to try something.

Composing herself, Celestia told, “I think we are not as hungry as you are…” Dragging off as if searching for a name.

Giving the princess a strange look, Masquerade said, “You already know my name, why ask for it again?”

“Because Masquerade was the name of the colt that once walked these halls.” Luna spoke while taking some food onto her plate, “We have reason to believe you took his shape after he for no reason vanished six years back.”

With realization coming over her, Twilight said, “Actually, Masquerade here is the same colt.” Garnering the whole rooms attention as she told, “He told me it was a type of traditional training done for young infiltrators.”

Now with all eyes trained on him, Masquerade gulped down his latest helping of pie saying, “It was Mothers idea, and I can‘t say I didn’t like it because I met Twinkles not weeks later.”

Celestia stared at the fake pony for a long while before saying, “You are saying your mother let you stay near ponies as a means to train you, without supervision?” Partially scared of the idea of changelings being able to get so close and appalled at the idea of leaving foals in hostile areas.

“Changelings learn by adaptation that would invoke change and result in benefits.” The heir told while taking another bite and smiling in satisfaction. Gulping that bit down he further told, “She was admittedly scared of leaving me so close to you, but felt it was also the safest place, being right under your nose.”

With a slight scowl, Shinning Armor asked, “I personally what to know what your reason is for being here.” Sending a glare in the changelings direction, “I also want to know what you actually see my sister as.”

With a somewhat scornful glare, Twilight scolded, “Shinning Armor, I already told you what we are.” And moving closer to the stallion next to her, “We have been staying together since his confession, and I plan to keep it that way.”

Masquerade also piped up, “Same here, I chose to be with Twilight because I see much in her, and only wish for the best for her.” Throwing a hoof over her shoulder. With a grin he added, “It also comes with teasing privileges!” Know that Twilight was a tad flustered at his statement.

Shaking her head, Luna told, “I believe you have exercised that right a lot during your visit.” Giving the couple a piercing gaze, “I suppose that you both will continue courting, despite what my sister or I might say?”

Twilight went to say something but found herself cut off by Masquerade who said, “Courting…courting…” Rolling the word over and over in his mouth, then said to Twilight, “I think we should just drop the term dating and go with what Luna said!”

With a surprised look Twilight stuttered, “W-what?” Feeling her blush start to return as the actor went on--

“Twilight and I are courting…yes, it has a nice ring to it!” Masquerade said again, turning to Luna telling, “So yes, Twilight and I will continue to court one another.” Receiving a smack upside his head.

“Your not going to use that in public.” She told sternly to the rambunctious stallion, “I get enough attention as it is just by dating you.”

With a pout, Masquerade said, “But it sounds so much better, c--”

“Don’t you even finish that word.” Twilight threatened with a red face, doing her best to keep her flustered feelings controlled. It was a little embarrassing when telling her teacher, and a little bit with others knowing-- but this was a new level of embarrassment she wasn’t ready for!

Celestia felt torn while watching this, knowing that underneath the outer form of the stallion before her was a changing threat that could be even worse then she had faced. She also felt amusement and somewhat happy at the interaction, showing that they possibly did truly feel for the other.

Clearing her throat, Celestia told, “To get back on subject, I believe Captain Armor had a good point in asking why you are here Masquerade.” Sitting a bit higher as she said this.

Turning a few thoughts over in his mind, Masquerade said, “Well, I‘m here mostly because Twinkles told me I should come.” Then rounded on the said mare saying, “Also, I told you so.”

Twilight rolled her eyes and conceded without any effort in defending herself, “Fine, you win, there was something up and I didn’t see it.”

Giving a nod, the changeling turned back to the white alicorn saying, “There are a number of reasons I am here, one of them being the unification of changelings and ponies.”

“And of the others?” Luna quickly questioned, trying to make sure the changeling didn’t divert away from anything more important.

All waited for Masquerade to say, watching as he just took a moment to think before he told, “Another is that I had an argument with my Mother and my sister, who is the current clan head to the Malek.” Giving a slight look at Twilight before looking back to the sisters he continued, “The other I wish to discuss with Sham, but am wondering if it will be possible.”

With some interest, Celestia asked, “Who is this Sham, and why did you not come to me if you wished to build relations?” Knowing the latter had more then to do with how she and Luna had acted just fifteen minutes beforehoof.

Gesturing around Masquerade told, “I think we know why I didn’t come to you.” Mainly pointing out all the nervous guards that were watching him like hawks. Getting another slice of apple pie, he said, “As for Sham, I‘m sure you all know the Gem Clan?”

With a suspicious look Celestia nodded, “I do, they help keep the economic balance fairly well. I have had the pleasure of working with Midpoint Gem more then once.”

With a smile, Masquerade told, “Congratulations, you know the head of one of the five prominent changeling clans!” Getting shocked looked from all the ponies in the room, “Sham is a first heir, and will be taking up his fathers position at some point in time.”

With wide eyes, Luna asked, “Are you saying that an entire clan of changelings travel our lands daily without our notice!” Seeing the situation even more out of control than she thought.

Seeing the rising panic, Twilight cut in, “The Gem‘s are a clan of traders, working with economics more than anything else…they seem to like us.”

Masquerade nodded while adding, “The Gem clan is more interested in keeping the bits flowing than invasion.” Thinking back to the treasury that had been made by the changeling clan, “Their rich, but are careful in it‘s use.”

Thinking it over, Celestia said, “As much as I find this intriguing, I must ask why you would seek out the Gems for your other matter?” It may have not been her business, but with changelings Celestia knew that all information was better than none. She didn’t want to run the risk of this changeling knowing something that would threaten her little ponies. 

Again the changeling went silent, looking unsure if he should answer or not. He looked down towards his plate, eyes moving about quickly as he thought things out and the options before him.

While the other ponies looked on in some confusion, Twilight knew what he was doing and put a hoof on his back saying, “Mask?” Slightly concerned he was putting so much thought into what to say.

Just glancing to the princesses for a moment, Masquerade turned to Twilight and asked, “Who do you trust, and how much do you trust them?”

Seeing the look of confusion on his mares face, Mask repeated more clearly, “Who in this room do you trust, and how much do you trust them?”

Now understanding that he apparently had something to share with her, and by extension the whole room, Twilight told, “Mask, you can trust my brother and the princesses, what ever it is I‘m sure they will keep it secret.”

Looking about the room of guards, the Malek asked, “And what of them, will they leak anything?” Scanning the guards that stood still as stone.

“If we order it, they will not say a word.” Luna stated, “They are loyal guards, and are professionals in doing as told.”

Giving the room one last once over he asked, “Can anypony hear us in here?” And got a shake of Celestia’s head. Looking to Twilight, the mare nodded for him to go on. With a deep breath he said, “When Sham got back to Pinyville, I was going to talk to him about some clan matters and how they were going…”

Masquerade leaned on the table on his elbows, folding his hooves over the other continuing, “If things got sour, I planed to take drastic measures and inform Twilight and her friends about the situation.”

“What sort of situation?” Twilight asked gently, feeling it was best if she asked rather than the others that could make the stallion back out.

With another deep breath he said, “The clans have become divided on a situation that would spell disaster for the changelings if pull through with it.” Lighting his hirn to cast a light illusion of the five circles that represented the five clans he told, “The Gem and Lue clans are against this decision, while the Willed, Veron and my clan, the Malek, are for it.”

Looking down he told, “It went against my beliefs of a few things, and I argued with my Mother and sister about it.” Staring down at the reflective plate that showed his green eyes peering back through the crumbs of crust from the pie, “I left, telling them I could not be part of something that I would only regret greatly later.”

“What was the decision?” Twilight pushed, trying to ignore all the eyes on her and Masquerade as he told another secret that had yet to be told.

With a sigh he told, “With the constant attacks of the surrounding minor clans, the Queen with the support of Malek clan, the Veron clan and Willed clan, are going to invade Equestria in three months. This will allow them to rebuild their food supplies and hopefully gain more resources and a reputation for being the strongest power in the region.”

The silence that followed was deathly quiet, nopony able to speak at the information just given to them. Despite the shock Shinning was in, he could not help but ask, “Where?” Trying to regain control of his mind that seemed to be in slight panic.

Masquerade shook his head in irritation saying, “I don’t know, that‘s why I need to talk to Sham, to know where they will strike, with how much force and when.” Using his magic to calmly get another slice of his favored pie he told, “For the last two months, I have been trying to make a good impression for changelings.”

Nudging the mare beside him, Masquerade smirked, “Turns out that all I needed to do was let Twilight into my little secret of being changeling to get things moving.”

“I didn’t do much.” Twilight bowed her head a little at the stallions comment.

Shaking his head, the changeling heir told, “On the contrary, if I didn’t bump into you, I wouldn't be here talking to the princesses.” Then tapped his chin also saying, “And Daisy would still be an unknown, just like Roma and Toe-Tapper…And lets not forget the party you threw and gained a number of other changelings respect.”

Celestia blinked to herself, wondering when the surprises for the day would stop as she asked, “Twilight was able to gain the respect of some changelings during a party?” More than curious to know how her student had done that.

Trying to compose herself, Twilight said, “Well, when Masquerade had found out there were more changelings in town we didn‘t know about, he went about making contact with them and being sure they were safe to be around.” 

Taking her coltfriends lead, Twilight took some food herself and started to eat continuing, “After a failed attempt due to some…unforeseen circumstances, I went with Mask to help sort things out. Later on, he would go to a chosen changelings home with one of my friends and make contact. The party was an idea that I had worked up with Applejack, thinking we could get to know them all at once during it.” 

This was when Mask cut in saying, “The bottom line is that none were hostile, and would actually defend the town if they weren’t scared of being hunted down when spotted.”

Both ruling sisters gave looks to the other, almost asking a silent question with the other before Luna said, “We would like to know, why would changelings willing defend our ponies after what has happened?” She and her sister only remembered changeling kind being more savage and at times sadistic with their manipulative skills.

“In the most basic sense, ponies are unlimited source of food and setting up a home with them makes the area their territory.” Masquerade told while playing with some of pie, “It should also be pointed out that if a lone changeling with no clan makes friends with a pony, that pony is the closest thing they have to a clan.”

Holding a hoof up, Shinning Armor asked, “Wait, what does that have to do with defending us ponies in general?” Not understanding the concept completely.

Twilight decided to answer this, using what knowledge she had gleaned form the second heir, “Changelings form into family's that we know as clans, and for a changeling, the clan is everything.” Tapping the faux unicorn beside her, Twilight told, “For example, if Mask was not part of the Malek clan any more, then I would fall into his line of thinking that I was part of his clan because he loves and trusts me so much.”

Masquerade played with the idea of saying something that would be fun to say, but chose otherwise and let Twilight continue on, “Because of this, most changelings form a pseudo clan with a number of friends around them.”

Celestia was quick to put together what her student and the changeling had said together nodding, “Meaning any time those friends are put into danger, the changeling will more then likely come to their defense no matter what.” And turned her gaze to Masquerade asking, “Is that why your looking for this Sham, to find those who might help us when the time comes?”

Masquerade nodded saying, “If you promise not to hunt them on sight, then I might be able to convince the Gem clan to come and help.” Then grinned when saying, “I‘m sure the Lue clan would be more than willing to talk with you.”

With a raised brow, Luna gulped down some food she had taken in while asking, “You have mentioned this Lue clan, but not of who they are.” Wanting to know a little more of their ‘neighbors’ that were in hiding.

Masquerade nudged the mare next to him to talk, taking his time to eat his pie. Twilight gave a small huff, but talked anyways saying, “The Lue clan is a clan of builders, inventors and spell crafters.” Tapping one of the sheaths on Masquerade’s belt, the stallion rolled his eyes and nodded, letting Twilight take up one of his swords.

They all watched as Twilight drew out a sword with blunt sides and a sharpened tip, six holes going up it’s length with a indented line following them. Holding it before them, Twilight told, “Mask made this sword with the help of the Lue clan, crafting it so it can focus and cast magic.”

Shinning Armor eyes scanned the blade asking, “Can I take a look at that?” Directing the question at the changeling that shrugged and went back to his pie.

Seeing as her stallion didn’t seem to care at the moment, Twilight floated the sword over to her brother, who took it up in his own magic. He stood up and stepped away from the table, giving the swords a few swings while also flipping it around. The captain tilted his head, trying to understand how to use magic with it.

Getting up from her own place, Luna walked over to the captain of the guard and nodded to the blade, “May I?”

Complying with her and passing the blade on, Luna took it up by its handle and inspected the sword herself. Adding her own magic to the first hole in the swords, everypony in the room watched as the magic traveled up the length of the sword and fill each hole while filling up and down the indented line.

Luna gave it a swing, watching as her magic trail behind the blade and leave indigo glow as she said, “We have not seen a battle mage sword since our time a thousand years back…” Giving another swing and feeling the hum of magic inside the blade that felt harmonious to her, “Our own blade has grown old and useless during my absence, and I have longed to feel a blade like this…”

“I can always ask Bard and Yellow Jacket to help you make a new one.” The words form Masquerade snapped Luna away from her musing and look to the stallion in question who shrugged, “Their both first and second heirs to the Lue clan, and love making new things.”

Cutting the flow of magic to the blade, Luna sent it back to Masquerade who took it back and asked, “We can understand why the Gem clan would help. But why would this Lue clan help?”

Masquerade sounded completely unsure when he said, “That is a question the other clans have asked, but never found out.” Tapping his chin again while saying, “The Lue have all but integrated themselves into your society to the point that I think their almost willing to show themselves.”

Blinking, the older alicon said, “But if this invasion happens as you say, then that wont happen, will it?” Able to see the same scene play out in the court room again if the Lue clan ever did try to make piece after the invasion happening.

With her mind quick at work with that line of thought while the changeling nodded at her query, Celestia once again asked, “What would it take to ask both the Gem and Lue clan to come here?”

The question made all in the room just stare at the day princess as Masquerade said, “Wait, you want to meet them?”

Giving a stern look to the changeling that made his shift in his place, Celestia told, “You have just told me that my ponies are in danger of an attack, and that there are two possible allies that could help keep them safe.” And looked to Luna saying, “Both I and my sister would agree that measures, risky or not, must be taken to keep our subjects safe.”

Luna added in her own two bits saying, “We would of course be keep our guard around and be wanting to know everything that can be provided.”

Looking between the two, Masquerade said slowly, “I don’t know, I have no clue where the Gem‘s caravan is at the moment, and the Lue will be cautious of even showing themselves.” Taking a some time to formulate a plan that would gather the two clans, “I can get them here, but I would have to go to one of the Lue‘s scouting posts here in Canterlot.”

“I‘m coming with.” Shinning Armor said, “As of right now, I don’t completely trust you.”

Twilight once again went to reprimand her brother, but felt a hoof be placed on her shoulder. Casting a look towards Masquerade sporting a smirk, he told, “Fine by me, trust is earned and not given.”

All seemed to go back to their meals before them, taking that time to think over everything that was learned and how to possibly deal with it. Celestia took a glance at Twilight and Masquerade, watching with some mix of sadness and joy as they seemed to lean into the other while eating.

Just off to the side, the day princess could see her captain giving a disproving look, looking ready to charge in at any given excuse. She could not blame the white stallion, she too didn’t like the situation any more than he did. But, she supposed that a changeling willing to talk and even be honest --for all she could tell-- was better then the silver tongued liars she once knew.





After they all had their fill, Shinning Armor nearly demanded Masquerade to get the message out to the Lue about the meeting both princesses wished for. With some prodding from Twilight, the changeling did as asked and told the captain that only he could come. When asked why, Masquerade told that any more pony guards would just scare the drones working at the scouting post.

Right now, Twilight was walking beside both princesses to head for one of the more lavished chambers to catch up some. But she was constantly asked questions all the while. “And he hasn’t used any magic on you, or maybe try hypnotism?” Luna pressed on her end while thinking back to the mares dream.

With an exasperated sigh, Twilight said, “No Princess Luna, Mask has been very open with me and hasn’t tried to extort me.” Then turned towards her teacher saying, “He might be a bit rude at times, but he does mean well.”

With a somewhat tired look, Celestia nodded, “I am starting to believe you more and more when you say he does care for you.” Putting a wing over her student saying, “But you also can not fault either of our worries for you when dealing with something of his likes.”

Twilight nodded in understanding, knowing that they were right to be at least a little worried. After all, she didn’t do any better the first time Masquerade showed himself. It really did scare me knowing that he wasn’t all that he at first seemed.

“Aunty, their you are!” A voice spoke out and catching mainly Celestia’s attention as a white unicorn stallion with platinum mane and black caller held by a blue bowtie. He made his way up to her saying, “I had just had a chat with a few of the nobles down in the treasury and found that some funds have been misplaced.”

Using his magic to pull up the rolled up document he told, “I came to you to make sure these funds were being moved purposely, or some twit forgot to document their movement.” Taking his eyes off her to find Twilight and Luna. With a small bow he said, “Twilight Sparkle, I certainly didn‘t expect to see you this evening.”

Twilight cringed slightly when she saw the stallion eyeing her some saying, “It wasn’t planned Blue Blood.” Smiling a little, “I was invited here with my coltfriend to come and visit some.”

Giving  a nod, he went to say more but found the document he had being hoofed back as Celestia said, “Thank you for showing me this nephew, I would ask you to make sure there is a proper counting when you get back to the treasury today and locate the funds if you can.”

With a bow to Celestia, Blue Blood turn on the spot while telling Twilight, “If you wish to catch up some, I will be either in the treasury or out in the guardians.” Walking away with a pleasant smile.

Twilight held her own smile until the stallion was no long in sight before dropping it with a sigh of relief. Luna gave the lavender mare a look saying, “Is something wrong Twilight Sparkle?” Turning her attention to where Blue Blood had left, “You normally don’t show to be uncomfortable around our-- or rather my sisters nephew.”

With a nod Twilight told, “Before I read books on how to tell a stallion like a mare or not, I would have thought nothing of his actions.” Shaking off the mental image of her and Blue Blood.

With an amused smile, Celestia told, “Now Twilight, my nephew isn’t that terrible bad, just has some issues to work around.”

With a snort Luna said, “By issues, you mean his ego and stingy attitude when dealing with those of the lower class.” Still a little peeved how he would talk down to some of the servants in the castle. They do not deserve any scrutiny with all the work they do for him. She nodded in thought while they started moving again.

With a thought, Luna asked Twilight, “Does Masquerade treat you well Twilight, we both have seen that he can be…very caring if not a little touchy.”

With a small giggle, the unicorn told, “True, but that was before we started dating.” Smiling while she thought back on his actions saying, “Before that, he would keep his distance a good amount of the time.”

With a smile of her own, Celestia remembered, “I recall that he would look so shy every time you would caudle up to him after you read some large book.” Getting Twilight to blush some and Luna to grin, “Do you have any idea why he let you use him as a pillow back then?”

With a light shrug Twilight told, “I don’t know, he lets me do that even now and doesn’t complain about it…” Scratching her head absently saying, “It could be that it helps him feed off some love and relax when I‘m close…I know that a good kiss makes him go drunk.”

“A kiss can make him go drunk?” Luna asked with a large smile, “Do tell!”

Now feeling her face heat up at her slip up, Twilight looked to Celestia to hopefully deny anything, but found the same spark of interest in her teachers eyes. With a gulp, Twilight said, “Well, the first time it happened was after he confessed to me about his love, so using what I knew of changelings, I kissed him to tell him how I felt.”

She smiled a little as she blushed and told, “He completely lost it and stumbled all over the library while I sent Spike to get some changeling to help with Mask because I thought something was wrong with him.” Giving a small laugh she explained, “It turns out that a strong enough amount of emotions can overcharge a changeling, love causing them to go drunk.”

Both sisters gave giggles themselves while Celestia told, “I remember more then one time I could make a stallion become dazed from a kiss, but this takes it to a new level.”

With a laugh, Luna told, “It seems you have passed on your skills in lovemaking to your student sister!” And making Twilight blush deepen.

With a smile the solar princess agreed, “She is a good learner, so I am not surprised she has learned something more from me.” Leaning her head down some she cooed, “And to improve on it, I‘m so proud!”

Both sisters found themselves smiling at Twilight’s expense, as the young mare bowed her head down to hide her red face from the two older mares. Though she was dating a changeling and was wiling feeding it her love, they still could not help but take advantage of teasing her about her first kiss.

This evening shall be most entertaining! Luna smiled widely as they reached their destination, knowing that the following conversation will be very much fun for them.





The streets of Canterlot were more then not filled with upper-class ponies making their way around the area for fine dinning or better wares. Lampposts lined the sidewalks, having their glass doors opened and closed as their candles were lit for the night that would soon approach.

Shinning Armor, now out of his armor, walked beside Masquerade while looking about for any suspicious looking buildings. The captain of the royal guard felt a little uneasy with the knowledge that a race he did not know of, lived so close to him and never knew about it. It didn’t help his feelings with the knowledge that he was walking right next to mentioned race, yet nopony even batted an eye at them.

Shape-shifters that could be anywhere in sight, and I wouldn’t know it until it was too late. The demonstration Masquerade gave during the scuffle was proof of that, taking the form of one of his guards and making a good disappearing act.

Feeling a nudge to his side, Shining gave an annoyed look to the stallion next to him who said, “Your still not sore over out little fight, are you?”

“No, I‘m not.” Shinning Armor told curtly, only a little angered at being outwitted by the slightly smaller and mostly skinnier stallion next to him.

Rolling his eyes, Masquerade told, “I know your lying, I can literally feel your anger you know.” Seeing an unamused glare, he told, “It‘s true, all my kin can feel emotions from others.”

With a snort the taller stallion said, “So your saying you know what my sister is feeling at all times?”

Looking around himself, Masquerade told, “Only when she‘s close by, but other wise, who knows?” Shrugging to himself adding, “She‘s a special mare you know, doing what she does.”

Seeing the white unicorns questioning look, Masquerade explained, “They trust her. All those at the party have respect for her, but also trust her.” He looked about his surroundings, noting as many things as he could while saying, “She visits them, talks to them and knows them in that sense.”

With a grin he said, “My kin can't do that you know…we see another clan and we see a threat.” Shaking his head as he did, “Twilight might be the key to all of this, not me or the other clan heads, but her.”

Shinning Armor blinked at that, feeling even more confused and asked, “I know my sister is special, but why are you saying she‘s the one that will bring this all together?”

Looking around to see if anypony was looking, Masquerade said in a hushed voice, “I am unlike you Captain Armor, I don’t use shields, honor and chivalry.” Out of the corner of his eye he spotted a raven picking at a stand, being scared off by the owner who was trying to protect his produce. “I use the tricks, backstabbing and deceit to get my work done. But Twilight isn’t like either of us, use to talking than fighting.”

“So your saying that because my sister uses words more then action, she will help things get better?” Shinning Armor said while thinking about it, “I‘ll admit, she can be persuasive at times.”

With a nod Masquerade said, “Point is, your sister is an amazing mare and will get things to work out, with or without my help.” Making a turn on the next road, knowing they were getting close to their destination.

With another look, Shinning Armor asked, “Out of all the mares, why do you go for my sister?” Still suspicious of the stallions reasoning.

Without any thought or hesitation, the black unicorn told, “She‘s the only one I trust.” While the older brother blinked at the answer, Masquerade went on, “She‘s also caring and humble, despite her power and position. She looks at me and doesn’t see a monster, but another pony.”

Giving a grin the smaller stallion also added, “You could say I got a taste of her love then became addicted to it.”

Shinning Armor let out a sigh at the joke while the disguised changeling snickered to himself. He couldn't say he liked the stallion next to him, but he also couldn’t say he completely hated him. I just hope Twily knows what she’s doing. He thought to himself while looking for the scout outpost.

The guard captain could not help but look about the area they had gone into, feeling the atmosphere slowly change into something more energetic. Pubs and inn’s became more noticeable as they reached the main entry way for Canterlot.

“Ah, here it is!” Masquerade called and pointed before himself.

Looking ahead, Shinning Armor felt his eyes widen and hissed out, “Your scouting post is a brothel!”

Raising a brow at the caption, Masquerade said, “What, you thought we‘d hide in something more suspicious?” And waved over to the building, “You can get a lot of information from guests here, and we can get free meals at the same time!”

With a upturned head, Masquerade told, “It‘s both logical and practical.” Making his way towards his destination.

Shinning Armor stood in place, looking about before hanging his head and rushing up to Masquerade saying, “If anypony asks, you tricked me into this place!”

With a grin Masquerade said, “You were drunk and thought you were going to a guy‘s party, while in actuality I was getting you to do some embarrassing poses to use for blackmail.”

While the white stallion glared at him, Masquerade said, “Come to think of it, we better do that just so if anypony asks, we have undeniable proof!”

With along suffering sigh, Shining said, “I hate you.”

The infiltrator snickered to himself and the guardsmen glared ahead of himself while they both entered the establishment





Inside a seemingly old wooden room that was lined with a number of equipment, swords, ax’s and a few instruments, sat one green pegasus stallion leaning on his desk. Before him was a number of papers, some important, and others, not so impotent. He gave a long yawn craned his neck about, getting a number of snaps and cracks before looking back down.

He lifted his hoof to scratch his dirty blond mane while also giving his wings a quick stretch. Relief seemed to wash over him when the door opened and let in two ponies.

One was a withered old grey stallion with small rounded glasses on his face and a braided white mane as well as a red buttoned shirt. The other was a brown stallion, who gave a lazy look over the room before setting his eyes on the pegasus.

With a broad smile, the pegasus cheered, “Sham, my stag, how have you been dude?”

With an irritated look in his eyes, Sham grounded out, “Fine, until I had to stop here.” Unwilling to say ‘it’s’ name or acknowledge knowing the changeling-in-pony-form before him.

Putting a hoof to his chest, the green stallion shook his head saying, “That‘s harsh stag, I worked real hard to make this place all homey and… stuff.” Scratching his head as he tried and failed to find a better word.

With his own suffering sigh, the elder stallion said to Sham, “I know that you want to finish your business with my great grand son, but there is a reason I asked for you to be present when we got here.”

While Sham rolled his eyes impatiently, the other stallion leaned back in his chair saying, “What needs one head of the Lue and first heir to the Gem‘s, gramps?”

“Head of the Gem‘s, Bard.” Sham corrected the pegasus, “My father has been conformed dead, so I‘m now head of the Gem Clan.”

Blinking his eyes slowly, Bard lowered his head saying, “Whoa…sorry dude…that‘s brutal.”

Sham just sighed and said to the older stallion, “Intrusive, please just tell us why you need us both here, I have trades and exchanges to make before I leave for Ponyville.” Not wanting to waste time standing around and get back to Masquerade to give his report.

Lifting a more longer than necessary pipe up, the elder gave a few puffs of smoke saying, “I have received a message from our scouting post in Canterlot just today.” Looking to both clan heads to be sure he had their attention, “Apparently the second heir to the Malek has made contact with the princesses and has gain audience for us to open up talks.”

Both heirs stared at the elder in complete shock and remained silent at these words. Slowly, Bards lips curled into a smile saying, “That is far out!”

> The meeting to Come
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Mornings in the castle were slow going, as many of the staff didn’t need to rush themselves due to the schedule that help keep things in order. Guards would rotate with a fresh team every five hours, allowing for some breaks and rest before the next shift or task. Servants for the morning shifts woke at the crack of dawn and prepare the morning meals that were sometimes sent off to the varying staff in the castle.

It was all like a well made clock, each part moving at precise moments to keep everything on schedule at all times. This was also the same reason Masquerade was walking through the halls with an amused smile on his muzzle as the ponies all about him did their daily duties.

Making another turn in the vast halls that made up most of the castle, the changeling couldn’t help but glace about the place with some familiarity. He remembering running down these halls, laughing and giggling while he chased after Twilight, or get carried along in her magic when she was excited about a book she had heard of.

Has it really been that long? Masquerade questioned to himself while nodding to another servant as a greeting. Part of the changeling wondered how things had come to be as they were, how he was here in Canterlot, possibly a day away from introducing the Lue and Gem clans for what they were.

The thought slightly scared him, but the Malek heir knew that the two co-rulers would hear them out for this. They were right about the dangers and needing to know more. The Lue clan would be their greatest support, as they already have their hooves in pony politics, militia and research groups.

It was only now Masquerade was realizing how safe the Lue were in all of this. If a fallout were to happen, the Lue were already so deeply planted in the ponies world, they were all but safe. The Gems, though part of the economic circle, could be replaced with another group like the Apple Clan. But even then the Gems were fairly safe because they were nearly family with that Clan. Even more so with Ebony and Ivory getting so close with Macintosh.

Spotting the door to Twilight's personal room, Masquerade gave another smile and knocked on the door, completely ignoring the two guards that eyed him, “Twinkles, I have something for you!”

Eagerly standing in place, Mask waited for a few moment for the door to be opened by his tiered --but still stunning-- fillyfriend who gave a curious look saying, “Good morning Mask, what do you have for me?”

Lighting his magic, Masquerade lifted a silver tray that had a cup of coffee, a cup of apple juice, a bowl of fruit and a plate with a lid over it. With a cheerful chirp he told, “Breakfast!”

Twilight smiled and moved aside to let the stallion in and set the assorted tray onto the table in the room while she closed the door. She walked up to the now set table, seeing the plate with hidden food and inviting coffee on her end.

Looking past that and to the black unicorn, she saw him happily munch away at the bowl of fruit and take sips of fruit juice. She lightly shook her head thinking, changelings and their fruit, gaining an amused smile as she lifted the lid from her plate.

Underneath were two eggs sunny-side down and four hay-bacon strips, with a rather delicious looking--

Blinking at what she saw, Twilight looked up to the changeling saying, “Mask, did you do what I think you did?” And pointing to her plate.

Looking up at the mares breakfast, the stallion asked, “What do you think I did?” Popping a grape into his mouth.

With narrowed eyes the mare said, “This is a cake…and if I‘m right, Celestia’s cake.”

Peeking an eye open Masquerade said, “You don’t say?” Looking the treat up and down before saying, “Nopony told me it was hers.”

“Did you ask anypony?” Twilight pressed.

Rolling his eyes the infiltrator told, “Twinkles, I asked what plates to touch, and what plates not to touch, and did as instructed.” Whiling thinking, that doesn’t mean I can't touch the food that’s on the plate. Chuckling on the inside as he did.

Twilight held eye contact for three seconds before sighing and taking up the fork that was on the plate and began to eat. Like all those times before, Twilight could not help but take guilty pleasure in having such delicious, creamy and fluffy cake that her teacher adored. 

Her smile drop shortly however, thinking about some of the events that had happened during their arrival. The princesses showed more concern about changelings in general, more so when Luna was telling them about what they had done.

With a curious look, Twilight asked, “Mask, is what the princesses said about you true?” Hoping he wouldn’t try waving the question off.

Taking up a cantaloupe slice, Masquerade said, “Please be a little more specific Twilight, they said a lot about my kind, so some detail would be nice.” Smiling happily when taking a bit of the juicy fruit.

Biting her lip some, Twilight said, “Abut what changelings did to ponies…did they really faolnap entire settlements and turn them into mindless slaves?”

With a light shake of his head, Masquerade said simply, “Nope.”  Letting Twilight relax a little, “That was only half of it, it was much worse.”

“Worse?” She questioned, wonder what could have been worse than taking ponies against their wills, draining them dry of their emotions and using them as zombified slave force.

Pushing his meal aside and folding both hooves, Masquerade asked, “Remember what you know about changelings, how we absorb emotions from everywhere around us?” And getting a nod from Twilight, “That means that we not only did as you said, but also drained all the life out of the land.”

“Earth pony, pegasus pony and unicorn pony use magic that is mix with their emotions, emotions used to help stabilize the world around them.” Using his magic to lift a single fruit, “Even this little strawberry has the emotions the pony felt when growing it, and is harmonized with that magic that help grow it.”

Twilight nodded, understanding where the heir was going, “Because our magic is so heavily influenced by our feelings, that means the lack of it would destabilize the magic and…” Feeling her eyes widen a the results her mind took her

With a horror filled look she finished, “The plants would die from magical imbalance, the weather would go still because of the imbalance…even the towns would fall apart because there is no magical balance.”

Masquerade nodded, letting his horn glow brighter and allowing Twilight watch wisps of his green magic surround the small red fruit. With wide eyes, she watched it start to wither and lose its color, turning dull and somewhat old. Once done, Twilight could have sworn it was left out for weeks and already nearing its end.

“Were parasites you know.” The changeling said absently, “If were not careful of our power, this is what happens to things around us.” Letting the strawberry drop onto the tray, making a light splat when it landed.

Going back to eating Masquerade continued, “Celestia and Luna did what they had to, to restore balance, I won't fault them for it.” Getting Twilight’s attention once again, “But that doesn’t mean I like the idea of genocide of my race.”

Poking at what cake she had left, the mare softy said, “I can‘t imagine the princess doing such a thing…” Not able to comprehend the lives that were lost in taking out changeling clan after changeling clan.

With a sigh the stallion told, “It was a long time ago Twinkles, a time most of us would love to forget.”





“So…are we there yet?”

Sham’s eye twitched at the question, thoughts running wild as to keep his peace as he grounded out, “No Bard, we are not there yet.” Nearing the point that he wished to choke the head of the Lue clan.

Looking about from his spot on one of the large carts, Bard said, “Oh…bummer.” Looking back up to the sky and counting the clouds above. One…two…three…four-- oh, hey a rabbit! Suddenly looking to the left before thinking, oh, it’s just a bird…uh, were was I?

Below, Sham could only feel the boiling irritation build inside of him, unable to wait until he got to Canterlot. Just one more day Sham, then you can be free of this nonsensical, ill-literate, unable moron for another half a year.

“Say Shaggy-Sham.” Bard’s voice once more called from his spot on the cart, “Think they got good lookin’ skirts up in Canterlot? I hear that some are quite fine!”

Sham let out another suffering sigh saying, “I wouldn’t know, I‘m more busy being a responsible heir and doing his work to make sure the clan remains stable.” Giving a stink eye towards his fellow heir who was cloud watching a sky with only five clouds, “Unlike some idiot heirs I know.”

The green pegasus nodded saying, “I dig, I dig stag.” going back to counting the clouds, “But you can‘t just work all your life, it make‘s ya a spaz for wastin’ some time to live a little.”

The new head of the Gem clan only growled, pushing ahead of the caravan and get a update of how things were progressing. On his spot, Bard shook his head saying, “That dude needs to lighten up and not be such a square.” Putting both hooves behind his head to relax some more.

“I would dispute that, great grand son.” The elder known as Intrusive said, popping over the young clan head, “You could learn a thing or two from Sham and how to run a clan.”

Rolling his eyes, Bard said, “I‘m doing fine gramps.” Closing his eyes to take a nap, “Sides, if things go sideways, I‘ve got you.”

An audible clonk echoed from the caravan as the green stallions head was hit by Intrusive’s foot-long pipe, “And I keep telling you, youngling, that I won't be around forever!”

Rubbing his head, Bard pointed out, “Gramps, your over two-hundred years old, that‘s like…” Taking a moment to think and count the numbers in his head, “Forty years over your expiration date.”

This only earned the hair another whack on the head, “I was sure I thought you to respect your elders.” Glaring down at the stallion groaning and rubbing his sore head. With a smirk, the elder told, “Perhaps another lesson is in order?”

With a sudden alertness, Bard got up and opened his wings saying, “Say gramps, I just remembered that I need to, ya know, check in with my bro-- LATER!” Taking off to the back of the caravan.

The elder shook his head, crossing his legs and sitting on the cart while stuffing his pipe. Using a small match to get it started, he inhaled the herbal smoke before letting it out. He was going to need all the patients he had for the coming conversation the next day.

There was also the matter of the head to the Gem clan had asked of him. Part of Intrusive wished to completely ignore the request, seeing it was a task the elders of the same clan would do. But seeing as all the current elders were more or less gone, that left Sham Gem to ask him.

Another puff of smoke exited the elders pipe, closing his eyes to think over the request. He knew it would take time and resources, but if they were going to the princesses, he might be able to cut both of those down. I will consider it. He sighed to himself, knowing he had his work cut out for him.

“Yes, what is it colt?” Intrusive impatient tone made itself known when the changeling he felt next to him was taking too long to work up some nerve to say something.

Chance looked the elder up and down, a little intimidated by the old heir some, and asked, “Not to butt in or nothin', but I was wondering if ya could…teach me?”

Cracking an eye open in interest, Intrusive asked, “And what would I be teaching? Astronomy, physics, sword play, reading, smiting?”

With a gulp, he said, “Well Professor Intrusive…” Using the elders old title, “I was wondering, with a few of the Gem guard, if you were willing to teach us better fighting stances?”

Not bothering to look down at the painted pegasus, Intrusive told, “You realize I will not go easy on any of you, correct?”

With a fast nod, Chance said, “Of course sir, we all know that your rough on most you teach, but them pay off's are better then the pain gained.” Showing to still be a little nervous of the idea.

With a small smile, the old changeling chuckled out, “Perhaps there is hope for this generation yet.” Giving the young common a evil looking glance, “Tell them we start the lessons once we reach Canterlot, no need to slow the caravan before then.”

The scout gave a quick nod, bolting away from the elder who leaned back with a please smirk on his muzzle and smoking his pipe. He may have been a old scholar, but he admits that he enjoyed giving physical lessons to the newer generation. Made him feel slightly younger.





Luna relaxed in her sisters lavished room while waiting for the servants to bring up their desired morning meals. In front of her sat her elder sister, going over a number of documents she had gathered for the morning and began to go through. Tis not a wonder that young Twilight is such a hard worker. Luna thought while Celestia wrote something down before setting the scroll down.

With a light sigh, Luna told, “Sister, put down that parchment at once, I know you are worried about what is to come, but I urge you to stay your actions.”

Celestia stopped the quill in her magic from touching the most latest document she had picked up, one going over some taxes in fillydephia. With a light sigh, she apologized, “I‘m sorry sister, I suppose that these last few days have just worked me up some.”

A hoof was placed over the table, inviting Celetia to do the same and grasp the night princesses limb while Luna told, “I understand sister, news that the changelings are still around is troubling.”

Luna tightened her grasp of her sisters hoof saying, “But I feel you overwork yourself too much these days, and if this invasion truly comes to pass, then we will need you to be your strongest.”

With a warm smile, the day princess nodded and put all the documents into the box she had them in, putting them aside for a latter time. “Your right Luna, I should take some time to rest my mind, shouldn’t I?” Sitting up more straighter and stretching out her large wings.

The younger sister gave a sagely nod saying “Indeed, we both know of how powerful changelings can become.” Remembering a time where one of the shadowy creatures turned into a giant chitin covered monster.

“We should speak to Masquerade latter and hear what he has to say about the ones we are about to meet.” Celestia told while a knock was sounded on her door. “After all, it is best to know who we deal with and not just assume.” She said, opening the doors to let in a pony maid that rolled in a trolley with three trays of food and a tray of tea.

Taking the trays off the trolley, both sisters gave their thanks and sent the pony on her way. Luna poured both herself and her sister a cup of the calming tea, taking in the pleasing aroma; while her sister situated the trays, setting one aside.

Celestia smiled at the raspberry scent, taking a sip of the warm tea and feeling the soothing feeling it gave as it entered her. A crossed from her, Luna lifted the lid from her plate, happily cutting up her newly favored breakfast meal known as ‘French Toast’ and adding maple syrup to it.

Celestia herself lifted up her own lid on her meal, lifting up the fork and bringing it down on her own meal--

A light clink sounded from her plate, making both sisters stop to look at the half empty plate. On one side was Celestia’s fruit salad and some scrabbled eggs. On the other would be her cake, which for some reason, was missing.

looking up to her sisters shocked face, Luna said, “Perhaps they ran out of cake this morning?” Knowing that even that sounded ridicules, seeing that her sister always knew how to plan out when to have her cake.

With a controlled calm, Celestia moved her fork over and speared the closest fruit, giving a too sweet smile, “Perhaps.” Spearing another fruit onto the fork before eating the two.

Taking some time to eat their meals, the elder sister said, “For some reason, I have a feeling this has happened before…” Looking down to her plate as if to contemplate.

Thinking for a moment herself, Luna said, “You did tell me there was a time your cake kept vanishing…” Suddenly remembering the dream Twilight had a week before. With a smile, Luna told, “Maybe it‘s a sign that you need to cut back some.”

With a gasp, the white alicorn told, “Luna, I would have you know I can keep my figure well enough to have my cake.” Taking another bit of her fruit salad.

The younger sister only giggled a little, have more than good idea who was responsible for her older sisters missing cake. Another set of knocks came form the large door, followed closely by a voice calling, “Aunty Celestia, Aunty Luna?”

Both alicorns smiled at the voice as Celestia called, “Come in Cadence, we have much to discuss!” Opening the doors for their niece.

Tentatively, a much younger alicorn stepped in, looking about the room some before fully entering, “You said you both wanted to see me?” Some uncertainty in her voice.

Celestia nodded to the pink alicorn, admiring how her niece had grown into a fine mare for the last few years. She motioned for the youngest alicorn to take a seat where the last tray was, saying, “Some things have come up recently that I thought you needed to know.”

Nodding to her aunt, Cadence took her place at the table, brushing some of her tri-colored mane of yellows, pinks and purples to the side while moving the lid off her plate. She gave a pleasant smile at the meal before her, three blueberry crepes with some whip cream on them.

A small sound alerted Cadence to something being set near her, looking to her left to see a cup of tea that soon lost the indigo glow around it. “Thank you aunty Luna.” She smiled, taking up the tea and drinking it.

With the youngest of their group now relaxed, Celestia gave a pleasant smile saying, “Yesterday evening, my sister and I invited Twilight over for a visit with her newly made coltfriend.”

Both of the pink alicorns ears twitched at the news, wondering why she wasn’t told of this. After all, Cadence had not seen Twilight ever since she just a filly.

“I would have invited you too, but this wasn’t for pleasantries.” Celestia told, taking another sip of her tea before going for her meal.

Luna took up after her sister, telling the younger alicorn, “Around a few days ago, young Twilight had a nightmare and I had gone to investigate.” Looking Cadence in the eye, she asked, “Do you recall any tails of creatures that would feed off love and stalk ponies to become them?”

Nodding, but not understanding where this was going, Cadence said, “Yes, Aunty Celestia would tell me about them now and again.” Looking to the white alicorn, “She said that when I got older, I needed to know the duties and responsibilities I would have to take up if things like that were to ever happen.”

With a pleased nod in knowing her sister had taught the younger alicorn her role at a young age, Luna said, “Twilight's nightmare was of those creatures, the same ones we thought long gone.” While Cadence gave an shocked look, Luna went on, “I took the next few days searching for dreams of Twilight’s friends, knowing one of them could be taking advantage of her.”

“I didn’t find any sign of them being contained, but I also did not see a dream belonging to her suitor, Masquerade.” Luna narrowed her eyes when thinking about changeling dreams. Unlike so many dreams that were in the dreamscape that shined brightly, changeling dreams were always shrouded and cloudy in a way they almost seemed hidden.

With a gulp, Cadence asked, “Is Twilight okay, did you free her from what Celestia told me about?” Worried over the small filly she knew in her teen aged youth.

With a amused smile, Celestia told, “It seems that our worries were unfounded.” Taking another bit of her meal, eyeing the empty space her cake was, “It turns out this changeling means no harm to Twilight, and has alerted us to something much bigger and is residing with my student in the castle until we work it out.”

Cadence gave a mixed reaction to this, unsure if she should feel relived or not. With a quick breathing exercise to calm herself, she asked, “Is this building up to something more then letting me know what is happening?” Truly wondering what the two celestial sisters had called her for.

Luna gave a nod telling, “I control the moon and know all that is part of it‘s darkness.” Then gestured to her sister saying, “My sister controls the sun, and knows all that is part of it’s light.” And pointed to Cadence, “You are an alicorn that knows all there is to love, no matter it‘s form.”

Blinking, but now understanding, Cadence thought a bit more before saying, “You want me to make sure that this changeling actually loves Twilight?” Receiving nods from both sisters.

With a smile, the youngest alicorn told, “You know, I would have done that anyways.” Taking up some of her crepe saying, “I‘m not letting any stallion near my little Twilight, even more so since she‘s going to be my sister-in-law.” Taking a bite while also feeling a shift in the atmosphere.

Swallowing her food and looking to both alicorns of day and night that had suddenly gone silent, Cadence then asked slowly, “She does know about the wedding that you both are hosting for Shiny and I, right?”





After finishing their morning meal and taking the used dishes back to the kitchen, Twilight and Masquerade made their way to the guardian to relax for the remaining morning. The morning seemed just right for the idea, as the air was crisp and cool, while to sun began to warm the surrounding areas.

Looking around the gardens, Twilight asked, “What do you think will happen during the meeting when they get here?” Referring to the changelings that would be soon coming.

Taking in the sights around himself, Masquerade replied, “Well, it depends really…” Thinking over what he currently knew, “Mostly on what information Sham was able to dig up and how accurate it is.”

Looking to the stallion, Twilight said, “So you don’t know how things will turn out until we know what Sham has found out?”

Masquerade gave a nod, not looking to happy about it, “I would go looking for information myself, but doing so would just draw attention to myself.” Knowing that Libel was still waiting for the Malek to show himself. With a sigh he just told, “But in short, no, I won't know how things will turn out.”

Twilight took his word as it was, looking for a bench to sit on and take the time to just relax in the quiet hum of the morning. Feeling a nudge, she looked to the black unicorn who motioned to a tree not too far off, apparently finding it suitable enough. Nodding, the mare followed along and laid down next to the changeling who just plopped down.

The two just laid there in silence and just enjoying the hum of the royal gardens, keeping next to the other for some warmth. Looking up through the branches, Twilight told, “I remember coming out here with a book to read when it wasn’t raining…it was always so peaceful and calm like this morning.”

Masquerade didn’t say anything, just allowing Twilight to do the talking, “My parents would sometimes visit, bringing me out here to have a small picnic before my next lesson started.” Giving a nudge to the dark stallion, she asked, “Do you remember them, my parents?”

Taking a moment to think Masquerade said, “Twilight Velvet and…Moon Shine?” Getting a slight swat from the mare beside him.
“Night Light.” Twilight corrected a little irritated that the actor mixed her fathers name up.

With a look Mask said, “I was close!” Getting another whack for his efforts, but smiling at the playful--if not aggressive--behavior. In the end he nodded, “But yes, I do remember them.”

With a sudden thought, the black unicorn asked, “Think they‘ll be okay with us?” Not sure if he could talk his way around the lavender unicorns parents.

With a amused smile, Twilight said, “What, your not scared of meeting my parents, are you?” Turning her head to look right at his eyes, “Even if I‘m there to give support?” Fluttering her eyes just as rarity taught her.

With wide eyes, the stallion said, “Wow, your lessons with Rarity have been paying off.” Grinning at her surprised face.

With narrowed eyes, Twilight asked, “How did you know about that?” Just now realizing who she was talking about.

Humming in thought, Masquerade said, “Lets see…master of the cloak arts, best infiltrator of the five clans, has experience in sneaking around…” Giving a smirk saying, “I think we both know how I know.”

Shaking her head, the lavender mare could only sigh, “Your such a stalker.”

Rolling his eyes, Masquerade put a foreleg over his fillyfriend and said, “True, but I‘m your stalker.”

With a snort, Twilight said, “Is that suppose to be romantic?” Unable to hold some of her amusement at his line.

With a grin, the stallion told, “Romantic, I was just stating fact!” And poked her saying, “Face it, you don’t mind having me as your stalker.” Pulling her close with his hoof over her, and using the other to wave out before them, “I‘m like your secret guard from the shadows!”

Pushing the silly stallion away lightly, Twilight said, “Maybe, but your more of a assassin than a guard, and I‘m a student of the princess, not an actual princess.”

With a sudden peck on the mares lips, Masquerade grind, “I don’t know, you seem like princess material to me!” Enjoying the light blush that showed on Twilight’s cheeks. “I have mentioned you look adorable when you blush, right?” He asked, just increasing the mares flustered feelings.

With playful look, Twilight asked, “Does that make you my honorable white knight in shinning armor?” Giving his thin build a look over, “Because I can't see it.”

Huffing and turning his head away, Masquerade told, “I‘m not some honorable white knight in shinning armor, that’s your brother.” Grinning as he turned back to her face and getting close up saying like a whisper, “I’m more like your deceptive black knight in tarnished armor.”

Looking into her coltfriends bright green eyes, Twilight felt a strange shiver of excitement run up her spine at his take of being a knight. For some reason, the way he saw himself just seemed more enticing to her, as she was use to playing by the rules just like most ponies do.

With a devious smile, Twilight closed the small gap and gave a much deeper kiss, able to tell from how the stallion shifted that she had caught him by surprise. Pulling back, she was happy to note that Masquerade looked properly dazed, hiccuping a little after her display.

With a half annoyed look, Masquerade told, “You k--hic!--know, I can’t wait --hic!-- for this to pass a--hic!--nd be immune too it--hic!--it's effects.”

While he was saying this, Twilight could not contain her giggles at each time his words were nearly botched up by his hiccups. She had to admit, she liked the power she had over him with just a kiss, even without the drunken-hiccups being a factor.

Having an idea pop in her head, Twilight said, “But Mask, you look so cute when you stumble over your words.” Giggling as the changeling went to say something, only to be cut off by another hiccup.

The infiltrator pouted a little, irritated that he still was getting overcharged by Twilight. Then again, it only shows she loves me, he soon smiled, feeling happy at that fact. It was quickly replaced by a scowl when he hiccupped again, raging, but curse it all, these overcharges are irritating!

Fifteen minutes later and Masquerade was happy to know his little overcharge was over, relaxing into the grass without worrying about a sudden hiccup. Twilight also relaxed, leaning on the stallion and enjoying the calm.

“Twily, are you out here?” The unmistakable voice of Shinning Armor called out, drawing the couples attention. “There‘s somepony here I think you‘d want to meet!”

Giving the other a curious glance, both Twilight and Masquerade got up form their place and walked over to where Shinning Armor was standing. Next to him stood a pink alicorn mare with a tri colored mane--

Alicorn! Masquerades eyes widened in surprise, recalling only two alcorns in his memory. But there she was, undeniable proof of a third alicorn, smiling happily and giving off easy waves of love.

Giving the mare a look over, recognition flashed over Twilight’s face as she called, “Cadence, is that you?” Smiling widely at the prospect of who she saw before her.

With her own smile, the alicorn nodded, “It certainly is!” Gaining a twinkle in her eye and bent down.

Noticing this, Twilight mimicked the pink alicorn and mimed along, “Sun shine, sun shine, ladybugs awake!” Jumping in place for a bit before covering their eyes for a moment.

Taking them away to see the other, they sat up to clap their hooves with the other saying, “Clap your hooves and do a little shake!” Turning on the spot to shake their flanks at the other before dissolving into a mess of giggles.

Applauding could be heard to the side, as Masquerade clapped his own hooves together saying, “Such a nice way to great a friend!” Looking over to Twilight saying, “Mind doing that last bit again Twinkles?” Winking to her.

While Twilight flushed lightly and her older brother glare a bit more, Cadence giggled and gave a light shove to the lavender mare saying, “So this is the young stallion that‘s taken my little Twilight's heart?” Strolling up to the black unicorn curiously.

While Shinning Armor looked ready to protest, Cadence walked around Twilight's coltfriend with consideration. Cute, but underweight…gives the slightest dark vibe, while also seeming playful… Looking up to his green eyes, the alicorn princess felt a slight chill in her body at the calculative glace he gave. It didn’t help that she didn’t seem to get a feel on how he felt, reminding her of what her aunts had told her.

With a pleasant smile, Cadence said, “I am Princess Mi Amore Cadenza, or Cadence.“ Giving a light bow to the stallion. “Whom might you be my good sir?” 

Returning her light bow with a small bow of his own, Masquerade told, “I would be Masquerade, actor extraordinar’, at your services.” Casting a glance at Twilight adding, “Unless Twinkles says otherwise.”

With small laugh, Cadence turned to the younger mare saying, “It‘s been so long, how has my favorite filly been?” Waving for Twilight to follow along.

With a beaming smile Twilight told, “Some bumps here or there, but mostly good.” Walking in step next to her old faolsitters side, “I have moved to a little town called Ponyville near the Everfree and have made some wonderful friends!”

Behind the two mares were the two stallions. One captain of the guard giving a warning glare, while one master infiltrator grinned back as if ready to play a game.

“You should bring them up some time, I would love to meet them.” Cadence smiled, more than happy Twilight had finally gotten some friends. “But before that-- Shining dear, would you come over here?”

Twilight gave a puzzled look when the alicorn had called for her brother in such a way, but seemed to realize what was happening when her brother put a hoof over Cadence’s shoulder while she said, “Shinning and I are getting married!”

Both lavender and black unicorns stopped, one out of shock, while the other didn’t want to run into his fillyfriend. Looking between the two, Twilight felt a mixture of feelings, like anger that her brother forgot to tell her, and pure joy at two of her loved ones were getting married.

The joy won out and Twilight excitedly said, “Your getting married, my brother and foalsitter are both getting married!” Jumping in place as she did so.

Looking the two over, Masquerade grinned again while saying, “Well I‘ll be, captain of the guard marrying a princess, like in those fairytales.” Then adding with a hoof to his chin, “But I thought the brave knight had to save the princess or something?”

Stopping her bouncing for a moment to give her stallion a look, Twilight said, “In fairy tails, yes, but this isn’t one, now is it?” Still smiling despite this.

Thinking for a moment, Masquerade shrugged, “I‘m sure we could stage one, I am an actor after all.” Backing up in time for Twilight to miss hitting him upside the head as he sung, “Miss me, miss me, now you gatta‘ kiss me!” Turing to run, only for a flash of pink to blind him.

It was during that moment that Twilight exited her teleporting spell, and used the stallions blinded state to do as he said, kissing him and making him lock up. When the little giving of love was done, Masquerade fell back with a slight giggle and once again hiccupped, “No--hic!--no fair!”

With an innocent smile, Twilight told, “But Mask, wasn’t it you who told me everything is fair in love and war?”

While Shinning Armor gave a slightly disapproving look, his fiancé next to him only giggled, “Their like a perfect match!” Getting a surprised look from the white stallion.





A day had come and passed quickly after Twilight and Masquerade had met up with Shinning Armor and Cadence, spending the day with one another. Of course they had to stop by both Celestia and Luna, mostly so they could ask the changeling infiltrator what to expect when Sham and one of the Lue came.

Now it was the next day, and both reigning sisters watched the door with patients along with Twilight Sparkle, Masquerade, Shining Armor, Princess Cadence, and the fifteen guards from before.

The Gem Caravan had been spotted an hour ago, while small group breaking off and making their way up to Canterlot. This was supposedly the changelings they were to meet, and most were a little tense for the meeting to come.

When it was announced that they had arrived, all ponies --excluding the changeling-- straightened up more to look their best. But when the doors opened, they were unsure how to react.

“For the last time Bard, I will not go gallivanting about with you to ‘hang loose’ for the entire day!” A brown and shaggy stallion said with some effort, as if yelling would take too much energy.

The green pegasus stallion next to him rolled his eyes while saying with an easy smile, “And I‘m telling‘ ya, the sights are righteous during this time of season, and the clubs are something to get jazzed up about!”

Both were silenced by a old grey stallion that whacked both of the younger ones on the head with his long pipe saying, “The both of you, settle down.” Straightening himself up more saying, “We are in the presents of the Princesses, show some respect!”

With a subdued nod, the pegasus said, “Sure thing gramps.” While the shaggy one just gave a barely audible grunt.

When the large doors closed, the shaggy one spoke up first, aiming his attention to Masquerade saying, “Is this room secure?” Not bothering to address the two alicorns before him.

With a light sigh at his cousins actions, Masquerade nodded, “Yes Sham, the room is locked tight, the guards are clean and no pony--or changeling--will hear a peep.”

Not giving any sign he heard his cousin, Sham looked up to both princesses saying, “Then let us begin.”

Next to Sham, the older stallion scowled at the Gem clan member and reprimanded, “Sham Gem, I would advise you exercise respect when talking to both ruling sisters of this kingdom.”

Giving a bow, the elder said, “Please forgive this…youngling, for his impolite behavior your highnesses.” And sent a glare to the stallion in question, “He is still incompetent in the ways of fine speech”

Waving a hoof, Celestia said, “It is alright, Masquerade has already informed us of…Sham‘s quirks.” Trailing off a little uncertainly at the end.

With a shrug, Bard told, “Don’t sweat it, we all think he's a spaz.” To which earned him another whack on the head, and hastily added, “Your highness!”

Celestia nodded saying, “As I have told, it is alright.” Looking over the three, “Perhaps we should introduce ourselves?”

Holding up a hoof, Sham said, “We all know who you and your sister are.” And tapped himself, “I am head to the Gem Clan, Sham.”

With a huff, the elder stated with another respectful bow, “I am grandmaster of the tome arts of the Lue Clan, Intrusive.” Rising up from his bow to nudge the pegasus.

Giving a start a the poke to his side, Bard quickly bowed saying, “I am head to the Lue Clan, Bard.” Rising up to give the place another once over thinking, nice pad…

Nudging the others to follow, Masquerade walked up saying, “I am second heir to the Malek Clan, Masquerade.” Nodding for Twilight to go next.

Taking a breath, Twilight gave a light bow saying, “I am Twilight Sparkle, student to Princess Celestia.” Gaining some interest from the two Lue clan members.

Cadence and Shinning Armor were next, the alicorn going first saying, “I am Princess Mi Armor Cadenza.” Rising up to add, “You my refer to me as Princess Cadence if you wish.”

While Sham rolled his eyes at her, Bard gave a friendly smile while Intrusive gave a polite bow saying, “Of course your highness.”

Next to Cadence, Shinning Armor gave a stiff nod, not taking his eyes off the trio saying, “I am Shinning Armor, captain of the royal guard.”

If anything, Bard seemed to smile even more while his grand father gave a approving nod after looking the pony over. Sham didn’t seem to show much interest, finding the stain glass more fascinating.

Clearing her voice Luna said, “Before we begin, would Sham of the Gem clan tell us all what he knows?”

Looking to see all eyes on him, the head of the Gem clan lazily walked forward announcing, “Two months back, I had received confirming information that something had gone wrong within the changeling capital.”

Not making an effort to look at anypony, he continued, “I was asked to gather what information I could from the three clans inside the capital as to why they wish to invade Equestria.” Looking around the room now to see he had their full attention he told, “Things have gotten worse.”

“The minor clans that have been attacking have grown in number, and threaten to start war. Food stocks have gotten dangerously low.” Looking to Masquerade he said, “The Queen is dead, killed by some rouges that have pinned the blame onto the remaining Gem clan members inside the capital.”

While most of the room looked a little worried, Masquerade looked alarmed, ears pined up and eyes wide. Sham didn’t stop however, telling, “The Gem clan is now mostly in hiding, waiting for things to settle down. Our numbers have been halved, most of these loses were commons.”

Taking in a deep breath, Sham further told, “We also no longer have three mouths of preparation, they strike Canterlot next month with all remaining forces, under the new Queens rule.”

Looking to her sister for a moment, Celestia asked, “Who is this new Queen, and what should we expect from her?”

Sham gave a quick look to Masquerade before looking back up to the two Celestial sister saying, “The new Queen of the five clans is elder Chrysalis Malek.” Making the only Malek in the room draw in a sharp breath, “We expect heavy opposition from her.”

Twilight gave a concerned look to Masquerade who seemed to have gone still, nudging him lightly, “Mask?”

Gulping, Masquerade told, “That‘s my mother Twilight…” Almost as if he didn’t fully believed it, “The new queen is my mother…” Feeling pain turning inside of himself at those words thinking, we‘re going to be enemies during this.
> Taking Steps
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Silence permitted the court room as all present heard what the black infiltrator said more loudly than he meant. The elder changeling gave a sigh, saying, “Would you expect nothing less from your mother?”

The room all looked back to the elder changeling, as Intrusive told, “Chrysalis is one of the finest elders that was still eligible to lead besides the current heads: Midpoint of the Gem clan, Adamant Hoof of the Willed clan, and Rook of the Veron clan.”

Sham pipe up next saying, “Midpoint is dead, leaving only Adamant and Rook.” Starting pace a bit he went on, “Adamant won't make a move on Chrysalis because he is one of her supporters, and Rook wont try because he wants to keep control over his clan until his first heir is ready.”

“That aint all we need to worry ‘bout.” Bard added in, “Us Lue are willing to lend a hoof, but we‘re not all fighters.” Taking a moment to think things over in his head, “We‘re a clan of tinkering thinkers, with few numbers and only know how to defend ourselves.”

Looking between the three changelings, Luna asked, “Is there anything you and your clans can do to aid us?” Not liking how things were getting more bleak by the moment.

With a small smile, Bard told, “Well, since the three power-houses of the clans don’t have either Gem or Lue by their side, they can‘t afforded to go to war with you.” Getting surprised looks from all the ponies.

“Excuse me if I‘m confused, but why would they invade if they don’t have the resources to continue fighting?” Celestia asked confused with this information.

It was Sham in a board tone, who explained, “This invasion is a desperate move on the capitals part.” Waving a hoof around saying, “Targeting Canterlot would shake your government so taking over all of Equestria will be easier.”

Pointing to himself and the two Lue, Shame further told, “Because we‘re not part of this, they don’t have the bits, or the supplies we normally provide.”

As Cadence listened in, a sudden thought occurred to her as she asked, “Do any of you know the precise day they will attack?” Getting a number of confused looks from the changelings who looked to Sham. The head of the Gem clan shook his head, only knowing that it was happening in a month.

Looking back up to Celestia and Luna, Cadence stood closer to Shinning Armor and told, “Our wedding is happening in a month.” Looking back to the changelings, “Would they use that day to attack?”

Each changeling went to thinking, going over the idea with Sham agreeing, “That would work, hundreds of guests to see a royal marry, even more to sell merchandise, Canterlot would be filled with ponies.”

“The guard will be swamped with keeping an eye on things, and with so many ponies in the area will make patrolling more harder.” Bard nodded along saying, “What do you think gramps?”

The old changeling thought the idea over in his mind a few times saying, “It would be highly likely, and would definitely work to Chrysalis’s advantage of sending infiltrators in before the main force.”

Stepping up, Shinning Armor asked, “What about a barrier?” Lighting his horn and firing a single beam that hit the floor and made a pink sphere, “This one is made to let only ponies pass through, think it will work?”

All changeling --including Masquerade-- made their way up to the magical shield, Bard taking a hoof to tap on it. With a few solid tinks, he smiled, “Dude, this would totally work!” With Sham following his example and tapping the crystal like barrier.

Shinning Armor looked please at the results, much like the other ponies who seemed to feel hope rise in themselves at having one defense at keeping changelings at bay.

Masquerade however, gave the magical barrier a critical look, looking from the changelings to the shield before walking up to it. Lifting his own hoof, he pressed down, feeling a little resistance before fully passing through. 

All that hope seemed to just fade away when the black unicorn passed through, albeit with some trouble as if trying to get through a dense bush. Once inside the bubble, he shook himself saying, “That felt weird.”

While the white stallion look shocked at this, the elder changeling looked intrigued and moved towards the barrier. Taking a short breath, Intrusive pushed on the pink magic, feeling a number of pinpricks over his body as he pushed fully through. Masquerade caught the elder before he could hit the ground, easing him up as he did.

With a hanging jaw, Shinning Armor asked, “What just happened?” Confused how two of the disguised changelings passed through, while the other two seemed unable to get in.

Thinking over the information she knew about changelings, Twilight said, “It only works on stage-three changelings.”

“Stage three?” Celestia repeated while looking to the young unicorn, “Could you please explain Twilight?”

With a nod, the lavender mare told, “Changelings have four stages when it comes to transformation. Stage-one is shape, Stage-two is structure.” Pointing over to Sham and Bard she asked, “You both are changelings that use Stage-three substance, right?” Getting nods from them both.

Pointing to the changelings in the barrier, Twilight said, “Mask is a Stage-four changeling, able to change his magic signature to match that of a ponies when he becomes one.”

Trotting over to her brothers shield, Twilight didn’t show any impenitent when passing through, barely feeling a slight tingle over her body. Sitting down inside of it, she said, “As you just saw, because I‘m fully a pony, I didn’t get any resistance from my brothers barrier.” And gestured to the changelings with her, “But because they have disguises so similar to a pony, the barrier can‘t properly tell if their pony or not.”

With a hung head, Shinning Armor said, “So my idea wont work?” Feeling a bit downhearted to know his talent in defense magic wouldn’t help.

“On the contrary youngling, it does.” Intrusive’s voice said from inside the shield, “It keeps out those under Stage-four, and even still we have to make an effort to push through.” Giving a satisfied nod, “This will do nicely, as any guard that sees a pony having trouble passing through will know they are changeling.”

Sham only shook his head saying, “That‘s only if an infiltrator wants to use the front door.” Looking at Masquerade in particular, “Infiltrators never play by the rules, so why would they start to now?”

Masquerade gave a nod from the inside, giving the barrier another look asking, “How resistant is this to magic and physical blows?” Pushing his way out an turning into his changeling body.

Most of the ponies still gave a startled look when the changeling heir would turn back into his normal body, while Shinning Armor told, “I make the most strongest defense spells you can ever find in Equestria.”

With a nod, Masquerade asked, “You want to move Twinkles?” Giving the room a clear idea of what he was going to do. Seeing the mare shake her head from inside, Masquerade looked to Intrusive, whom took a seat and waited inside.

With a controlled breath, Masquerade opened up his hole filled wings and flapped them, sounding much like a angry wasp as he buzzed into the air. Lighting his jagged horn in it’s green magic, he did a loop to gain speed and let a magical cloak form in front of him.

All watched at the second heir crashed into the barrier, making a small blast of green magic and sending the heir bouncing back. Shinning Armor could not help but smirk a little at the changeling failed attempt.

Masquerade wasn’t done however, and lit his horn in a aqua color, making the guard caption take notice of the magic he remembered being hit by. With a swing of his head, the changeling sent the aqua bolt of magic at the barrier, all watching as it splattered on contact.

The barrier wobbled and warped some, showing that it had less power from the attack, but was still holding. Running up to it, Masquerade gave it a strong buck, making the shield bend, but not crack or show any signs of breaking.

With a curious look Luna asked “What sort of magic is that?” Recalling when the changeling had used it of Shinning Armor for the first time.

Since Masquerade was busy trying to break the captions strongest defense spell, Intrusive answered, “Changeling disruption magic, only usable by Disruption casters like young Masquerade.” Deciding that now as a good time to start up his pipe, taking a few puffs of smoke as another tackle was done on the barrier. “The spells are made from the flustered emotions of others, and can disrupt the flow of magic if used properly.”

By now, Masquerade had drawn Disarray and had started to strike at the barrier, noting that even with the anti-magical blade-- Shinning Armors spell still held strong, if not slightly cracking. This was all for naught, as the master of the barrier shot another beam at it, recharging it to its original state.

With a large exhale, Masquerade said, “Yea…I don’t think any changelings are going to be breaking that any time soon.” Giving the shield a few more good whacks with his blade, only generating a few magical sparks to fly off.

Putting the sword back in it’s sheath, Masquerade walked back to his seat, being followed by Twilight who took her place next to him. Seeing the demonstration done, Shinning Armor let the barrier drop, allowing the elder to walk away without needing to push through it.

The talk continued from there, involving how to deal with the changeling threat, and what happens after everything was said and done.





The court room doors swung wide open to allow the ponies inside to come out, each one lost in thought while others talked a bit. Luna herself was about to head for her tower, ready for some rest after being awake for so long. A hoof tapped her shoulder, alerting her to the green pegasus by her side.

With a raised brow she asked, “Yes clan head Bard, what can we do for you?” Eyes darting past him to see a yellow stallion with slicked back black mane, wearing a black and yellow striped coat. on his back were two large bags, sagging at the weight inside of them.

With a friendly smile, Bard said, “The Shadow-Stag had mentioned in his message that you wanted to get a spell-slinger.” And gestured to the earth pony saying, “This is my bro, Yellow Jacket, he‘s the enchanter while I‘m the smith.”

Looking between the two, Luna nodded saying, “So you wish to help fix my old blade?” Knowing she had to go up to her chambers to get the rusted and even broken blade.

Shaking his head, Yellow Jacket said, “No way my fine princess, what my big-bro means is that we want to make you a new sword with your help!” shifting his load to make it more comfortable, “It‘s a changeling tradition for heirs to forge their own weapons, with or without help.”

Giving a confused look, Luna told, “But how would that count to us, for we are not of changeling decent, nor an heir.”

With an easy smile, Bard told, “Think of this righteous land we live in as your clan territory, and being alicron would be like being an heir.” With a pleased look and a nod, he said, “I think you can pass for an heir by changeling standards.”

Glancing over the two, Luna nodded saying, “Then I thank you for your assistance, but I would ask you to do this work later tonight.” Holding back the urge to yawn she told, “We are tiered and need our rest.” Waving one of her guards over and ordering, “Show these two to the forge, and be sure they are situated.”

With a salute, the guard motioned for the two to follow, leading on as Yellow Jacket hung back for a moment to say, “Me and my big-bro look forward to making our next masterpiece with you, your highness.”

Luna gave a nod, watching the two follow her guard down the hall, while she herself made for her chambers for some well needed rest.

Nearby, Intrusive and Celestia began to make their way though the halls, the elder keeping his head bowed some as he asked, “If your highness permits it, I wish to ask for your assistance with a matter.” Getting a nod from the alicorn to keep talking, he said, “Sham has requested me to craft some bonding gems, and I felt that you would do me the honor in helping me make them.”

With a nod, Celestia told, “I would perhaps consider it, if you would tell me what these gems are for?”

Giving a pleasant smile, the old stallion told, “Certainly your highness. A bonding gem is what we use to unite loved ones in what you call marriage. Seeing the Gem clan no longer has any elders, Sham has requested for me make some for him.”

Smiling some more, the day princess said, “It sounds rather nice of you to do this, I would be more then happy to help.” Looking down to the elder asking, “What do you need and what is the full meaning behind these gems?”

Intrusive smiled widened, more than happy to start sharing some history he knew as an elder to another that wished to hear. “It is a tradition started long ago, one that only we elders fully understand.” He started, as he and Celestia wandered further away from the courtroom.

“It all started with a Gem clan member, who wished to give his lover something that they could both share. So, looking at his treasures, the Gem hoof picked a couple of diamonds and took them to us, the Lue.” Feeling himself immerse into the tail, Intrusive continued to tell, “He asked the Lue to make the two diamonds in a way where both lovers would feel each other, no matter the distance.”

Celestia looked intrigued at the idea, further listening in, “With this new challenge, the Lue went about creating a two way link with the diamonds. They were excited at the prospect of potentially making something that would allow lovers to not only feel the other at all times, but also weed out false ones.”

“False ones?” Celestia questioned the elder, wondering what he meant.

With a nod, Intrusive told, “Indeed, for there were changelings that would take the shape of the lovers beloved, and take what was not theirs.” With a smirk he chuckled, “These gems made it so that would not happen, as the Lovers would know if the other was not who they thought they were.”

With the alicorn giving a nod of understanding, Intrusive went on telling, “After much trial and error, my ancestors had made two gems that would do as requested.” He chuckled telling, “It worked, but not as we may have thought.”

At Celestia’s glance he told, “The gems had done something that puzzled the Lue, for you see, they did not just make it so the lovers could feel the other.” With a smiled Intrusive said, “They mixed their magic in a way, that they actually gained something with the other after being left on for so long; and bonded to them so deeply the gems were no longer needed.”

“That is why we call it a bonding, for it makes two lovers so close, they might as well be one.” The elder finished with a pleased smile, “And I must say, bonding is only used for those who are truly in love with their partner.”

With a smile of her own, Celesta told, “If this is the case, then I would be even more willing to help you.” And thought for a moment, “Do you think this would work for ponies as well?”

Intrusive came to a halt, actually thinking the question over saying, “I do not know…a changelings magical signature and a ponies are so different, yet similar…” Taking his time to think about it.

After a while Intrusive said, “I do not think any harm might come from it, who knows, it might be even beneficial like it is for us.” Mind abuzz at the idea of testing the possible reactions a pony couple would have with such an item.

“As for the supplies, I will need some crystals, diamonds if you can, in hexagon shape, even spacing of one inch and depth of half of that.” Intrusive listed off from the top of his mind, “Some space will be needed to do the enchanting needed. The other ingredients I should have on hoof.”

Nodding, the solar princess thought about how this could help in relationships before asking, “Besides the supplies, I was wondering if you could make a pair for Shinning Armor and Princess Cadence?”

Scratching his head a little, he nodded, “I do not see why not, but I would like to inform you the gems must stay on them for five months before a solid bonding happens.” Seeing the slow nod from the princess, Intrusive said, “I understand you asked this because it would possibly keep them safer, but bonding’s are not a fast process.”

“Yes, I can see why. One can not just mix two magical energies quickly, they need time to balance out.” Celestia said while thinking about the time frame, “Perhaps for the best, we do not know if any negitive effects might happen if they do use them.”

With a shake of his head, the Elder said, “I would doubt it, this will not be the first time I have made these little trinkets. No harm can truly come from them.” Then gained a spark in his eye saying, “Not to sound rude or invasive, but you have grown old and wise during the last millennium, yes?”

Looking down at the old changing, Celestia nodded to him as he said, “If you are going to help, and you do wish to give such gems to couples, how would you feel that I teach you how to make them?”

With a warm smile Celestia said, “I would be honored that you would offer.” But tilted her head asking, “But why would you give me such an offer?”

Snickering to himself, Intrusive told, “Bonding gems can only be made by elders, is changeling tradition.” Looking to the still young looking mare beside him, he told, “Seeing as you are old, experienced and wise, I feel that you can be counted among the elders.” With a small laugh he added, “You may also think of this as a peace offering for future relations between our kind.”

With another smile, Celestia told, “When you put it like that, who am I to refuse?” Both laughing in the end.





Coming out of the castle were Masquerade and Sham, followed by Shining, Cadence and Twilight. After talking things over, Twilight had decided to visit her parents and wanted Masquerade to come along. Cadence liked the idea herself, dragging Shinning Armor along with. Sham was just exiting the castle to leave.

“So you plan to leave Canterlot soon?” Masquerade asked his cousin, who didn’t even bother to look at the black unicorn.

Looking about, the earth pony told “After I do some trades, work out a few business deals and help set up an investment for any repairs Canterlot might need…” Letting out a yawn after all of that, “Then I‘ll take a nap before we go into hiding and wait for the main event to happen.”

With one last glance, Sham told, “I will see you before I leave, two-face.”

Grinning back to the brown stallion, Masquerade laughed, “Sure thing you lazy bum.” Sham only rolled his eyes at that, leaving in the direction of the caravan without another word. 

Masquerade gave a slight sigh while watching his cousin walk away, still thinking about what he know knew about his mother. The idea made him slightly happy, but at the same time dreading what would happen when they met next. A lavender hoof touched him, sending a flow of concern through him.

“Mask, are you alright?” Twilight asked, having a slight clue as to why the stallion seemed less lively. Her stallion shook his head a bit, not willing to say anything about his troubles. “Hey.” She said softly, using her hoof to move his head to look at her, “I‘m here too listen to your problems too, so don’t feel like you have to bottle up everything, okay?”

With a slight smile, Masquerade nodded to her, “Once I‘ve thought some stuff over, I‘ll talk.” And moved over saying, “But until then, do lead on to your folks place, I‘d love to re-meet them.”

With a smile and a nod, Twilight moved ahead, Cadence falling instep with her and starting a conversation about something that made the lavender mare giggle. This left both stallions to trail after the two, Shinning Armor still giving an unsure look to the black stallion, while Masquerade spent his time in thought.

While most of these thoughts were around his mother Chrysalis, his other thoughts were on the meeting. One such thought was about the invasion force. According to Sham, they were bringing everything they had and only leaving the best behind to defend the capital. By the combined count of Sham, Intrusive, Bard and himself, the invasion force had around nine-thousand strong.

Six-thousand of them would be drones, mostly rushing in and overwhelming rather then effectively fighting. This left three-thousand commons to do the more complicated work, making orders and infiltrating the allied ranks. There would also be some heirs in the mix, no more than five though. 

Canterlot itself had only five-thousand guards, most of them not being in any serous fights or new recruits. There was no doubt the guard could win a fight against a drone with training alone, but Masquerade doubted they could win against a mob of them. Adding in the fact there would be changelings taking on guises of the guard only made things even worse, as they could lead groups into traps or give bad information.

With the guard being so outnumbered and outmatched in these respects, it only meant that both Lue and Gem clans had to take part. Only, the Lue were not fighters in the first place, so had little training in that respect. As for the Gems, Sham told they had lost half their numbers, with most being commons, meaning the Gem clan had somewhere around fifteen-hundred changelings left.

“So…” Shinning Armors voice broke Masquerade out of his thoughts and catching the changelings attention, “What entitles being an infiltrator like yourself?” Giving a curious glance to the black unicorn.

Seeing as the white unicorn was trying to be at least civil with him, Masquerade told, “Think of it being a guard who‘s job is to safeguard the clan by finding spies in it, and also spying on others for the betterment of the clan itself.”

Thinking back to when that was all he had to do, Mask continued, “We do everything for the betterment of the clan as a whole, not being recognized for any task we do because the best infiltrators are the ones who are not known.”

With an even more confused look, Shinning Armor said, “Everypony seems to know you’re the best at what you do, so dose that mean your not as good as they say?” Smiling as he said this.

Laughing at that, Masquerade told, “Do you have any idea how hard it is to keep secrets from hundreds of others that are taught to spy on others daily?” Giving an amused grin to the other stallion, “In a normal setting, my talents would be unknown-- but as I said, with so many of us spying on the other, there is nearly no secrets kept but the absolute best.”

The guard caption hummed in thought asking, “I almost can‘t see how anypony could trust each other with a place like that.” Knowing that he himself did not like others snooping into his life that much. Unless it’s Cadence, I can live with her knowing things like that. Shinning reminded himself.

With chuckle Masquerade nodded, “Infiltrators are only trusted by their friends and family.” Looking to Twilight who was laughing along with Cadence and radiating joy, “Meaning that our own clans do not trust us.” An image of his mother flashed before his eyes as he added, “Making rouge infiltrators the most untrust-worthy of changelings.”

With another curious look, Shinning asked “And a rouge would be a…?”

“A individual that has betrayed their clan by rule breaking or attacking one of their own without reason. Or those who run away without reason, taking clan secrets with them.” Masquerade told before saying, “But it all boils down to betraying the clan in some way.”

Taking this information in for a moment, Shinning Armor asked, “But wont that make you a rouge too?” Thinking on it saying, “Because you are plotting against your clan.”

A slight bit of pain ran through the infiltrator who told, “I‘m not a rouge, I gave my reasons to leave and did so…” Giving another look to Twilight thinking, but I will be…when that day comes, I will be seen as noting but a traitor by my own family and clan who stabbed them in the back.

The second heir didn’t show any of his pain, but anypony that would look him in the eye would see that he wanted to cry at being seen as a traitor. With a slightly dry mouth Mask told, “Being branded a rouge is the second worse thing that can happen to a changeling, as your hunted down by your own clan and family.”

“And the first?” Shining asked, wanting to know despite his thoughts asking him not to say anything.

Closing his eyes at the question, Masquerade told, “Becoming a survivor after your clans destruction, knowing nopony from your clan or family will be looking for you.”

Even know he got his answer, it was not one Shinning Armor felt was a good one. Shaking off some of the dark thoughts that came with this, he said, “Is it me, or does your life revolve around dark things?”

Masquerades grin returned to his face at that, saying, “We are born into darkness, we are raised in darkness and we eventually die in darkness.” Turning to Shinning Armor adding, “We aren‘t like you ponies who live high up, we prefer the dark tunnels under your hooves. Much easier to hide that way.”

With a shake of his head, Shining asked, “Do you have a line for everything?”

With a smirk, Mask shot back, “Possibly, possibly not, who‘s to truly say how true it is?”





Two yellow eye steadily read along the newspaper that was held up in blue magic as the owner reclined back in his chair, completely relaxed.

Just outside of his sight was another pony, a mare using her own pink magic to float a feather duster about and clean the shelves.
The white mare carefully moved the duster over each of the pictures on the shelf, looking over each one with a smile. She stopped at one that had a open park with trees and a picnic setting.

On the right sat a white mare with purple and white streaked mane, next to her was a blue stallion with a navy mane that was combed down. The mare was her, Twilight Velvet, and the stallion was her husband Night Light.

On the left sat a filly Twilight, trying to fit a too big hayburger into her mouth. Next to the filly was, Cadence who laughed at the sight. Next to her was Shining Armor, drinking a pop while also having an amused smile at the sight.

Twilight Velvet lifted the picture frame up, tracing a light hoof over it some while having a proud smile. Her son was captain of the guard and soon to be wed to Cadence, that wonderful foalsitter that watched Twilight for them and a princess to boot.

Oh, my sweet little filly, Velvet thought while looking at the image of the small filly. She sometimes wished little Twilight didn't move off to that little town and just stayed in Canterlot. The Twilight Household seemed a little less than it should with Shinning Armor off doing his job and Twilight being so distant.

“Are you alright dear, you have been staring at that photo for a while.” Night Light asked from where he sat, folding the paper to give his wife his full attention.

Putting the frame back onto the shelf, Velvet told, “I‘m fine honey, just thinking about our children.” Continuing her cleaning and looking at each picture she passed, “I just wished they would at least visit a bit more.”

A few knocks called for their attention, making Night Light go for the door while Twilight Velvet thought over who would have come that day. She certainly didn’t remember inviting anypony over, seeing as the Right’s were coming next Friday. I didn’t miscount a day, did I? feeling the need to find her notes.

Walking back into the family room, Night Light called, “Velvet, come see who came to visit today!” Smiling brightly as he lead the guests in.

Turning away from her cleaning, a big smile made itself known on the white mare as she saw who their guests were, “Shinning, Twilight!” Putting down the duster in preference to her two foals.

“Hi mom!” The two greeted, lifting a foreleg each to hug their mother who embraced them with equal joy.

Backing up some to give a once over each of her children, she said, “Oh, I am so glad you both decided to visit.” Looking to Shinning asking, “Is it just the two of you?”

Giving a smile, the stallion moved aside to let Cadence walk in and lightly bow, “Hello Mrs. Velvet.”

With a smile, Twilight Velvet told, “No need to call me that, remember? Your marrying my little colt, so I won't mind if you even called me mom.”

Giggling at the mares insistence, Cadence nodded, “Alright Velvet, I‘ll keep it in mind this time.”

“That‘s not all mom.” Twilight piped up and drawing her mothers attention, “I have sompony I want you to meet.” Turing around to say something, only for it to come out as a question, “Mask?”

All ponies looked behind Twilight in confusion, two of them wondering if the stallion had chickened out, and two wondering who Twilight was talking about. Twilight herself confused where her stallion had run off to this time, thinking of a number of spells to try to keep track of him.

A shuffling was heard and brought all ponies to look back into the family room, where one black stallion was looking over the family photos saying, “I think I like this one, Twinkles looks so cute trying to fit all that food in her mouth.”

Twilight gave a long sigh at the stallion who has effectively made all but her confused as to what just happened. “Mask, come.” She ordered, hoping the stallion would try and restrain himself for once.

With a grin, Masquerade put the photo back down and walked right over to Twilight. Standing next to her he asked, “Do I get a treat?”

Rolling her eyes Twilight told, “May be if you be a good boy and behave.” And gestured to her parents, “Now please introduce yourself properly.”

Looking more amused then ashamed at the mares no-nonsense tone, Masquerade told, “Hello, I don’t know if you do remember me, but I am Masquerade.” Bowing his head for a moment.

With some recognition in her eyes, Twilight Velvet smiled, “I remember you, your that adorable little colt that always hung around Twilight.”

Night Light smile himself saying, “Really, because last I checked the same colt liked hiding behind our little filly.”

“I got better!” Masquerade objected while saying, “I now only hide behind her when I know someponys angry at me.” Getting a few amused smiles from all around.

Stepping closer to the lavender mare, Mask added, “I also like to say your daughter is a wonderful mare.” Tossing a hoof over Twilights shoulder, “She‘s practically a saint for having the patients to put up with me as her coltfriend.”

The two parents looked between the two in shock, all but turning into grins as Velvet said, “Is it true, please tell me this colt isn’t pulling my leg!” Seeing her daughters nod, Velvet turned to her husband saying, “Light, do you know what this means?”

Thinking for a moment, the blue stallion shrugged saying, “That we should get ready for the day when he proposes to Twilight?”

“DAD!” Twilight shouted to her father, while Masquerade laughed at what the older stallion said.
> To bond a Little
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Evening slowly came rolling around as the sun in the sky was moved steadily down by Celestia’s own might. Most businesses began to close up for the day and head home to get dinner started or just prepare for sleep. Other places actually opened their doors, preparing for the ponies who like to party or drink during the night.

It may have not been a party, but currently in the Twilight Household, it was warm and welcoming as the family --plus two-- enjoyed their time together.

Twilight Velvet had situated herself in the kitchen with her daughter and Cadence, smiling brightly as she talked to the two young mares, “You must tell me how you both reunited after all these years Twilight.” Referring to the black stallion in the other room with her husband and son.

Cutting up a few carrots and dumping them into a pot, Cadence nodded, “Yes Twilight, I‘ve been dying to know how the two of you got together myself.”

Setting the table up on her end, Twilight told, “Well, I was doing a little shopping while going over my list when I had, quiet literally, bumped into him.”

Giving the table a another look over, she used her magic to reset a few things before feeling satisfied and told, “After a quick chat, he mentioned not having a place to stay, so I offered him to live in my home until he could get a place of his own.”

While Velvet just listened in, Cadence couldn’t help but turn towards her soon to be sister-in-law and say, “Why Twilight, did you invite a stallion you haven’t seen in years, to sleep under your roof with you?” Then giggled as Twilight spluttered on the spot trying to deny anything.

Looking downright embarrassed, Twilight said with some irritation, “Why is everypony picking on me about this!” Not sure why more ponies besides her stallion had to constantly tease her about her love life.

With a smile, Velvet told, “I‘m sure Cadence doesn’t mean anything by it.” Giving a the alicon of love a glance and seeing an amused smirk on her muzzle, “It‘s just something we mares like to do when talking about our stallions.”

Looking to her daughter, the older mare asked, “So, did he get a home of his own, or is he still leaching off of you?” Wondering how reliable the stallion actually was for her little Twilight.

With a sigh at the question, Twilight said, “He was trying for the first few weeks, but things got…complicated.” Knowing that was about the time he showed himself and all things changeling, “But despite that he‘s been making conurbations when he could.” While nearly grounding out, “When ever he‘s around.”

“What do you mean by that?” Cadence asked a little confused. So far, nether she or Shinning Armor had seen Twilight without Masquerade somewhere nearby. It was strange how Twilight could stand having somepony nearby nearly all the time when she was use to having her own space. But with how quiet Masquerade could be when he wasn’t talking, it was easy to forget he was even in a room.

Turning around to help a little with making dinner, Twilight said, “Before we became a couple, Masquerade would somewhat distance himself from me and not seem like he was intruding on my life.”

Twilight Velvet gave an approving nod saying, “He was considerate of your feelings and gave you your space.” Adding a few points to the young stallion. “So what happened after that?”

Taking some time to think back, Twilight told, “Well, at some point I had overheard something about why he was in ponyville and decided to ask him about it…” Wondering ho much she should tell her mother.

Part of her wanted to tell her own mom about changelings, but with how things were, it was probably best she didn’t know. At least for now, after the wedding I will tell them everything.

“He told me a secret, one I‘m not going to tell.” Twilight decided to say, “I made a promise I would keep it until he felt he could face others knowing.”

With a sly look, Velvet said, “I‘m guessing that was where things took off from?” Slightly wondering what this secret was that Masquerade had shared.

To the white mares surprise, Twilight shook her head telling, “Oh, we didn’t get together until two moths after that.” Giggling a little at her mothers surprised look. She then further explained, “We‘ve been dating for over a week now.”

Nudging the lavender mare, Cadence said, “Then tell us, what brought the two of you together so well?”

Smiling Twilight said, “Well, it all started after a small…incident that one of my friends had let slip about how Mask acted around me.” Beginning her story of how she came to love Masquerade more than a friend.





Just like in the kitchen, the three stallions in the family room were also having their own time getting to know with each other. They all sat around the small coffee table in the room, each one holding up a hoof of cards.

Each one gave suspicious looks to the other, trying to read what was on the others mind. Night Light kept his face as calm as possible, giving no sign as to what he was thinking. Shinning was much the same, using his past guard training to keep the most impassive face as possible. Masquerade was the oddball of the two, grinning like an idiot while he watched the two and making all sorts of faces during the whole game.

The two quickly learned that they can’t go by the black unicorns tells, as they were apparently all faked to make them lose.

Shinning Armor glared at the black unicorn, trying to identify what could possibly be in his hoof. All Shinning got was a puzzled look from Masquerade, as if confused by what he had. Reaching out with his magic, Shinning put a few more chips in saying, “I‘m in.”

His father quickly followed, very sure of himself that his hoof would do. All that was left was Mask, once again grinning and putting a pile of chips in.

When it came to showing their cards, Masquerade once again had what he needed and scooped all winnings towards himself. Shinning Armor groaned in his seat, while his father looked impressed saying, “I have to say, your pretty good at poker.” Looking at the stallions winnings.

With his grin still in place, Masquerade told, “They say Poker is about luck.” Looking about the slightly darkened room and wondering when the two would realize they were in an illusion, “But for me, it‘s all about strategy.”

Right as Masquerade was about to take the cards and shuffle them, Shinning Armor swiped them all up saying, “Oh no, not this time, I‘m shuffling them from now on.”

Shrugging and taking up a chip so he could keep up the light illusion without showing he was using his magic, Mask said, “Sure thing, but I don’t think it will increase your chances in the least.”

While his son shuffled the cards for the next round, Night Light turned to the younger stallion asking, “So Masquerade, what do you do for living?” Watching the chip in green magic flip and fly about.

Taking up a few more chips to play around with, Masquerade told, “I‘m an actor, one who likes to tell stories.” Making the chips in his grasp fly about in a flight pattern pegasi guards use, “It‘s a talent I was able to pickup quite well.”

With a small laugh, Night Light seemed to agree, “I would say, your not making it easy for me to know your tells.” Having been tricked more then once when the younger stallion would shift his face about. For somepony that seemed so expressive at what he was doing, Mask certainly knew how to trick him.

Rolling his eyes and dealing out the cards for another round, Shinning told, “Your not the only one, this guy seems to always have a trick ready to use.” And gave a pointed look to the black stallion asking, “Your not by any chance…doing something to increase your chances at winning?”

With a grin, Masquerade told, “I‘m not doing anything that would increase my chances.” Looking slightly offended, “Only things that insure victory.”

Shinning Armor just stared at the changeling-in-unicorn form for a while, trying to figure out if he was cheating. But just like all other times that he’s known him for the last two days, Masquerade gave noting away. Blasted infiltrator, He could only think while looking at what cards he had, hoping that he would have something to beat Mask with.

Masquerade just grinned, knowing he would continue to win as long as nopony noticed his illusion, or he stopped the flow of magic from feeding said illusion. But until then, he was going to drain them dry of little plastic chips for the rest of the evening.

Mask then proceeded to laugh manically in his min.





Inside a large circular room deep in the castle, stood Celestia as she watched Intrusive draw a number of magical arrays with some chalk onto the ground. It had taken an hour for the stallion to draw each line, starting with the outer circle and working his way in. A number of ancient words and symbols were placed near the outer part of the array, with a number of other lines making up the inside.

Celestia had taken that hour to collect the six diamonds needed, and was even able to get each one cut to meet their specific needs. The elderly stallion soon finished his work, drawing six last circles into the center of the array and carefully make his way out.

The white alicorn took her time to look over the large seven foot array and gave it a long look over. She could see the complexity that was put into the elders work, and very surprised by it’s workings if she understood it right. There were of course, a few lines or symbols she was not familiar with, and giving her pause as to their use.

“Do you have the gems needed, your highness?” Intrusive asked while picking up a clay bowl and started to add a number of herbs and ingredients before crushing and mixing them. He had taken his time to turn back into his changeling form, showing even more holes in his braided mane, wings, hooves and jagged horn.

“I do.” She said, the ring of magic permitting the room as she sent the six crystal clear diamonds over to the aged changeling. While he snatched them up, Celestia walked closer to observe his work, curious as to know what he was doing.

As if reading her mind, Intrusive said, “Though crystals can both absorb and refract magic, this mixture should give them the required signatures needed to make them work the way we need them to.”

Putting the bowl down to free his hooves, Intrusive went to work rubbing his forelimbs together, getting secretions of resin. Laying what he collected into the bowl, he lit his horn and sent a small bit of changeling fire into the bowl.

He waited a moment for the resin to lose its strength and melt before grabbing a new vile and pouring its contents in, putting out the green flames. Mixing all the ingredients together, the elder once more said, “This mixture is made so no emotions are left, leaving only pure magic.” And took the six diamonds into his hoof while using his wings to gently fly over the array.

Even while he set the six gems into each of the circles in the arrays center, did the elder continue, “When doing this, no strong emotions must be used for this, only the most purest of magic in its refined state.” Then poured a little of the green liquefied mixer onto each gem before flying back out.

Looking back at the array he had made, Intrusive checked and rechecked his work for any flaws, still rambling, “The array is made so the magic one uses on the outside of it will be turned onto pure magic, and provide to right charge needed.” When he was sure it was done properly, he turned to the alicorn saying, “Would you like the honors of giving the bonding gems their magic, it is perhaps the most easiest step of the whole process.”

Giving a shake of her head, Celestia told, “I am here to observe and learn, so I feel it best for you to finish this.”

With a nod, Intrusive turned back to the circle and charged his horn into it’s green color before firing a beam of magic into a triangle at the outer edge of the array. Following the chalk lines inwards to its center, Intrusive’s green magic quickly travels along, changing colors as it reached the center where it turned completely white.

When his magic finally reached the circles that held the six diamonds, all the greed liquid was pulled into each gem as they floated up from the ground some. Celestia reached out with her senses, feeling the magic inside them shift and change for each one before clearly defined links began to form with different ones.

After nearly two minutes of this, did the elder finally cut off his magic, feeling himself sink some as his aged limbs shook with exertion. With no magic to power it, the six newly created bonding gems dropped to the floor, creating an echoing clink as they did.

Intrusive felt a wing over him, steadying his form as he felt concern being fed into his tiered body. With a dry laugh, he said, “Thank you your highness, I sometimes forget how old I truly have become.”

Celestia gave a kind smile, gently helping the aged changing up some telling, “I know how you sometimes feel.” Getting another laugh form the Intrusive while she looked into the center of the array.

There sat the six gems from before, two now in a yellow color that looked to be like a sunset. The next two were a green color, dark and vibrant like a forest. The last two were in a blue color, looking almost like the ocean with its slightly tinted green colors.

With a pleased smile, Intrusive slowly made his way to the gems, unconcerned about the now burnt up chalk lines that were incinerated by the process. Celestia walked close by, looking at the gems with some awe as they shined and glowed with pure magical power.

“Oh, these turned out wonderfully.” Intrusive continued to smile as he looked the bonding gems over, “No visible cracks…clear as can be…and, no trace of anything but pure magic!”

Giving a look around the room, the changeling frown before saying, “Ah mulberries, I forgot to bring those boxes with…” Still glancing about the mostly clear out room.

With a confused look, Celestia said, “I can retrieve us some, it will only take a moment.”

Giving a grateful nod, Intrusive told, “If you please, Bonding gems will try to align with the first strong magical signature they are touched with, so best we don’t make any contact with them.” Getting up and muttering, “Now were is something I can grasp those things with?”

It only took about five minutes to get what was needed, and soon all six gems were nestled into their new little home before the lid shut on them.

Putting the box onto his back, Intrusive turned back into his pony form, giving the Princess a nod saying, “Now that you have seen how this works, do you feel ready to learn how to attempt it?” Now planning a trip to the Gem caravan to drop off the gems to their new owner.

With a nod, Celestia said, “I believe so, but before we do that…” Exiting out the door and making her way to her tower, “I have a sun to move.”

“Then I will take my leave for the time being, and get these to Sham while there is still some daylight.” Intrusive told, breaking away form the alicorn to finish his task.





The night lit streets of Canterlot were something to behold, much like its time in the day. The often white buildings mixed with grey paths and soft light from the moon over head made for a calming sight. Few ponies walked these roads at night, but those who do often enjoy the peacefulness of the empty streets.

This was the case for the couples that had just had a nice time with their suitors parents, bellies full from the meal they had and ready for some sleep. Well, almost all of them.

“I was also thinking of trying to find any more spell books I could use to further my research before heading back tomorrow.” Twilight went on, nearly not having much time to spend in the Canterlot library.

Keeping close to her, Masquerade said, “I‘d like to come along, there is this illusion spell I‘ve been dying to find, and I think I might find it here.” Cackling on the inside on what sort of mischief he could do with such a spell.

With a curious look Shinning asked, “And what sort of spell would that be?” Not liking the almost evil look in the changelings bright green eyes. He doubt it was anything harmful, but he could not help but worry what the changeling was up to.

With a light chuckle, Masquerade told, “Relax guard captain, I’m just looking for a spell that may or may not even exist.” And nudged Twilight saying, “But if it doesn’t, I think I‘ll ask for Twinkles help in making it.”

Smiling at the idea, Twilight said, “That sounds actually fun, what sort of illusion spell are we talking about?” Mind already moving with a flurry of activity on what sort of spell crafting the two of them might do.

Giving a grin at Twilights actions and feelings, Masquerade only said, “Maybe after I find out if the spell exists or not, then I‘ll tell you.” Making his fillyfriend pout at not getting to know what he was thinking.

Shaking her head, Cadence could not help but ask, “Do you always have to tease Twilight?” Smiling as the black stallion pouted to himself.

“I don’t tease her all the time.” He denied to the princess, “Only when I find it the right time.”

Getting a slight shove from the lavender mare, Twilight told, “Which is anytime you feel like it.” Laughing at her coltfriends pouting face as he had noting to say to that.

Cadence shook her head while she continued to watch the interaction of the unique couple. I don’t think we have anything to fear from this changeling, she smiled as the two went off on another bit of banter. I don’t think I have seen Twilight so…open with another pony before.

It was almost strange to see how well they got along with the other for the foalsitter. Cadence more or less remembered seeing her little Twilight befriending only her and Shinning, while Masquerade seemed…distant. She didn’t even know about the colt back then, only knowing about Twilight and her family.

Any further thoughts seemed to come to a halt when the whole group stopped with the voice of Blue Blood calling, “Twilight, fancy meeting you here.” Standing before them and smiling.

Both Shinning Armor and Cadence gave a slight start when they heard a low hiss come from Masquerade’s throat. Twilight put a stop to that by giving one of his hind legs a small kick, silencing the black stallion.

“I can‘t say it is, I‘m staying here for the time being and you live here.” Twilight patiently told in a civil tone while continuing to walk on. Masquerade walked by her right side, keeping his glaring eyes on the white stallion, while Blue Blood took Twilight's left side.

Both Cadence and Shinning gave uncertain looks, seemingly asking the other what was suddenly happening before them. Cadence gave her ‘cousin’ a look, knowing all about his interest in Twilight and how it was mostly focused on the younger mares position.

Shinning Armor on the other hoof, was going over Masquerade’s sudden change in mood. It was true that a number of ponies didn’t like Blue Blood, who am I kidding, I don’t like the stuck up guy that much. Shinning snorted to himself at the thought, while also joining the thinner stallion in glaring at Blue Blood.

Not bothered by Twilight brushing him off, the unicorn noble said, “Regardless, I was hoping to extend an invitation to you on a late dinner--”

“Not interested, got books to read, research to do…” Masquerade piped up, cutting the other stallion off, “I was going to take a look at a few books myself, and also keep my fillyfriend from staying up too late.”

Twilight went to scold the stallion to her right, but Blue Blood cut her off saying, “Honestly, reading books is all and good, but some relaxing dinner and tea would be much better to spend the before getting some rest.”

With a twitching eye, Masquerade told, “Hate to break the news to you, but we came back from a wonderful dinner from Twinkles folks.” Chuckling a little adding, “I like her father, he has a good sense of humor.”

Getting fed up with the two, Twilight calmly placed a hoof on Mask’s shoulder saying, “Mask, I would like to get a few words in with Blue Blood, if you please?”

Blinking at the mare and giving a glance to the poised --but feeling smug-- stallion, Masquerade nodded, “Alright, he‘s all yours.” Shutting his trap and letting Twilight do the talking.

“Thank you.” She said, turning her attention back to the stallion to her left saying, “I appreciate the offer Blue Blood, but my coltfriend.” Trying to lightly stress the last part, “And I, were planning to do some reading for tonight.”

Breaking away from the group, Twilight called, “Come on Mask, we only have twelve hours to read and sleep before leaving tomorrow.”

With a grin, Masquerade called, “Got it Twinkles.” And turned back to Blue Blood saying, “Smell ya later Goldy Locks.” Laughing as he bounded away and left a completely shocked Blue Blood, whom felt affronted at what the changeling said.

Shinning Armor held in his amusement, only feeling the slightest twitch on his lip while he walked on by with Cadence. Suddenly, Masquerade didn’t seem so bad as before. Maybe we can get along, He thought, deciding to give the changeling a bit more of a chance.

Cadence didn’t hold back her smile, nodding to herself some and thinking, I may not be able to tell where his loyalties lie, but one thing is for sure. The pink alicorn looked in the direction the unicorn couple went, smiled as Masquerade gave another one of this quick pecks onto Twilights cheek, Masquerade will protect Twilight, I am sure of it. She was going to have an interesting conversation with her aunts the next morning.

In the hallway that both Masquerade and Twilight had gone down, the lavender mare could not help but give her stallion a reproachful look while saying, “I know it‘s only because you love me, but can you please refrain from taunting other stallions like that?” Knowing there was going to be some form of retribution from Blue Blood for his wounded pride.

Shaking his head, but understanding where the mare was going, Masquerade said, “Your probably right…” Playing with the idea some, “But I don’t think I can do much, I still don’t like other stallions looking at you like he did.”

With a drawn out sigh, Twilight told, “At least try to be more civil, there are a number of nobles here and I don’t want to set off any of the more shallow ones.” Knowing that what ever Blue Blood had in mind, it would be aimed more for humiliation. Then again, Pinkie Pie and Rainbow Dash can’t catch this guy in a prank, what chance does Blue Blood have?

“Alright Twilight, I‘ll try to keep my mouth shut and let you do the talking.” Masquerade gave in, not wanting to cause Twilight any grief on the subject.

Giving a satisfied nod at that, Twilight picked up her pace for the library, a little excited to get nose-deep into some literature. The stallion trailing next to her smiled a bit at feeling the shift in her mood, knowing that he too was a little excited about learning a new spell…or two.





The Iron Grip forge inside the Canterlot castle was a well renowned place for smiths, said to have been made by a minotaur that had served under Celestia years back. It had been were a number of different weapons and armor had been forged for the royal guard, using special metals to suit each solders needs for their role.

This was where Luna headed now, knowing that both changeling heirs were down there doing…who knew what, but assuredly getting the supplies needed to make her new battle mage sword. As she got closer to the forge, she could feel the tempters rise around her, and smell the ash in the air. The clinging of steel vibrated off the walls, telling the night princess that somepony was working.

Then, she could hear the voice of Bard as he said in a knowing tone, “Now, if you want a more nifty blades you see samuri have, then you need to use this sort of technique.” And was followed by a loud hissing and bubbling. “Should tell ya, not all the blades survive this part, some come out bad, and that can be a real bummer cuz you have to start all over!” 

When Luna turned the corner, she watched as a few of her ponies observe Bard as he worked on pulling out a nicely curved katana sword from the water, giving it a critical look saying, “Now as you can see, the blade is more curved, making it more effective to draw out and slice opponents.”

Looking about the room, he pointed to a unicorn and asked, “You do any polishing?” And getting a small nod from the mare, “Good, cuz if these dudes can make this, than you‘ll need to know how to properly take care of such a fine thing.” Setting the sword down to continue his little lesson.

Clearing her voice, all eyes turned to Luna who waited in place for Bard. While most of the ponies looked ready to bolt back to their stations, Bard just smiled and made his way to the princess saying, “My moon goddess, how are you this awesome evening?”

Despite the changelings lacking demeanor of how to properly address her, Luna told, “It is well, thank you for asking.” Giving a look around the room asking, “Where is thy brother, the enchanter?”

With an easy smile, Bard motioned with his wing, “This way night princess.” Going into another room of the forge with Luna following close, “I have t‘ say, me and my bro are looking forwards to this!”

“How so?” Luna asked, wondering what the two had planed for their time down in the forge. “I am not a forger of steel, but of politics and battle.”

Shrugging, Bard told, “You don’t need to do any of the metal working, we mostly need you because my bro came up with this radical idea!” Seeing the princesses inquiring look he asked, “You know how most spell-slingers use punched out holes, magically conducting metal and enchantments to work?”

Seeing Luna give a nod, he told, “Well, me and my bro know that crystals can be used too, but they break if hit --ergo the holes-- but I think we got something that can use crystals that only align to your magic!”

Stepping into the room where Yellow Jacket was looking over the metal in the room, Luna asked, “Are you implying you wish to make a sword only I can use?”

Hearing the lunar princesses question, the yellow stallion in the room turned to her and Bard, saying, “That is correct your fineness, I figured that since we're making a sword for the princess of the night, might as well make it so only she can use it.” Tapping the magically conducting metal they were going to use, “The best, for the best.”

Almost jumping in place, Bard passed a paper with a number of sword designs to Luna telling, “So, what sort neato sword do ya want?”

Giving all the swords a look over, and weighing out how they would work for her, Luna found one similar to her old sword and pointed, “This one will suit my needs.” 

Looking at the selected sword, Bard smirked, “So, much like the swords of old huh?” And looking over the broadsword with a more thinner blade, “We can work with that real nicely.”
> Returning Home
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Life as a nomadic trader was a difficult, but perhaps a simple one. For Sham, the difficulty was getting up and have to work on moving supplies, shipments, readying carts and getting up early in the morning. The trading and makings of deals on the other hoof, were simple to him, and let him pull in a huge profit.

If a pony knew of the Gem clan being changelings, one would have to ask why Sham, or any of his clan, were so interested in large profit. After all, changelings didn’t need food, just emotions. The answer was very simple in itself: the Gem clan could be relatively greedy at times when it came to bits or gems.

This wasn’t the only reason for Sham though, as the head of the Gems knew that the clan also helped with Equestria’s economics. This was only fueled further when news of the other clans plans to invade did he work even more to rake in more bits.

Sham had took time to work out the numbers, and though helping the three attacking clans would help insure victory, allying with the ponies would allow for even more trade. Granted he was going to spend a large amount of their treasury to help make any repairs if the invasion gets rough, but that would only put the Gem clan in better light.

Still, we need to watch how much is spend, can’t have a sudden flux in bits and throw off the economic balance. The changeling thought, using his skills with advance planning to figure out where to get supplies and how much to spend. 

While he kept his eyes on the work before him, Sham could distinctly feel Chronicler come in from his tents entrance. The stallion didn’t look away from his work, addressing the young advisor, “What is it Chronicler?” While scribbling down a few notes to pass on.
“Masquerade‘s here to see you.” The colt told from the entrance.

“Let him in.” Was all Sham said, to his more-or-less assistant.

Chronicler looked behind himself, nodding to Masquerade to come in and enter while he left out to do something else. Masquerade entered in while casting his gaze all over the tent area, tsking a bit at the papers strewn all over the place. “Ivory and Ebony would have lot's of words on you for this.” The infiltrator grinned, using his magic to pick up a number of the documents.

Not even showing that he was even paying attention, Sham told, “I‘m too busy with planning to do any menial tasks.” Crunching more numbers in his head and writing it down, “Why did you come?”

Shaking his head at his cousins very straight forward approach, the Malek walked up and told, “Twinkles has planned for us to leave later today, so I‘d thought I let you know.” Trying to peek over the Gem head’s shoulder.

Sham seemed to take notice of this, pulling a number of other documents to cover up what he was up to while saying, “Where is that mare of yours, you barely leave her side these days it seems.”

Rolling his eyes Masquerade told, “It’s not like I‘m with her twenty-four-seven.” Eyeing his cousins mixed up paper work, “Besides, I think she earned more time with miss sunshine.”

Sham only hummed with minor interest while pushing the unicorn back saying, “In any case, it was good you happened along, I had something for you.” Getting up from the small table and going to a small chest in the tent. Opening it and doing a quick search, Sham reached his hoof in to scoop up two boxes, one white with the Gem family circle, and the other black with no defined markings.

Going back to Masquerade, Sham hoofed over both boxed telling, “The white box is for my sisters.” Letting his cousin lift them up into the air with his magic, “It contains a letter and two sets of bonding gems.” Then pointed to the black box saying, “And this is a little something I put together for your use.”

Masquerade gave both boxes a look over, both eyes mostly on the box that was his and told, “Thanks, I‘ll be sure to put it to good use.” Giving it another look adding, “Whatever it is…” Shaking the box a bit to get an idea what was inside.

Rolling his eyes in slight annoyance, Sham began to shove his darker cousin towards his tent door telling, “Good use or not, you have told me what you wanted, and I gave what I needed to give.”

Getting the message, Masquerade moved quickly out the tent entrance saying, “Alright, alright, no need to be pushy.” Craning his neck back to ask, “What are you working on that you need me gone?”

The stallion gave no reply, closing the tents doorway to get back to his work and leaving an infiltrator left to wonder. With a shrug, Masquerade decided to head back to Twilight, seeing they only had an hour or so before they left back for Ponyville. He slightly wondered what was going on in that small town.





Soft winds brushed the leaves of the tree tops and shade provided cool relief for those seeking to get  out of the warm suns rays. Mac had to admit that a good amount of work had been done around the farm lately, and had given some extra time to just relax under the trees he helped grow.

And of course, the two mares responsible for his free time relaxed near him, sleeping peacefully and contently. They constantly snuggled close, seeking his touch more than anything else. Like all other times, the large stallion granted that wish, nuzzling them to keep them content and leave smiles on their faces.

Macintosh smiled himself, remembering all those other times they smiled and giggled while hiding behind their hooves when they were more in their youth. He may have been a colt back then, but he was no clueless bumpkin that most made him out to be back then. He noticed the fillies --now mares-- shy actions towards him and slightly nervous advances on him.

He chuckled lightly, remembering how Applejack would act so protective of him with the two around, even if she liked the two as if they were sisters. More like a couple o’ troublesome sisters t’ her, a small and playful smile showed on his muzzle at the thought while looking down to the two mares asleep.

As playfully active as the two were, Ivory and Ebony seemed to always love cuddling with him more than anything else. That was something the large stallion liked in a sense, calm and peaceful time on a ever steady moving life that was a farm. That didn’t mean Mac didn’t like their more playful side.

They loved to constantly try sneaking up on him and either snuggle up close to him, or if he was not doing any work, pounce on him. They seemed to enjoy the hide and seek games, especially tag based ones were he has to chase the twins, or one of twins chase him and her sister.

They mostly seem t’ enjoy doin’ tha’ near the pond. Mac thought, remembering all the splashing, tackling chasing and even resting they did around the little watering hole they had in their orchard.

It seemed to be their special little place on the farm, where they could just lay down and forget about what was going on around them and just enjoy each other. It was also the same place they asked and taught the stallion how to preen pegasus wings.

Admittedly, that was a rather interesting and slightly embarrassing to do for the two. The stallion never felt so worked up over something since he had to do a little extra for one apple bucking season. Didn’t help when ’em two asked after getting out’a the water, he thought with a slight blush, bu’ I can’t say I didn’t enjoy it some…

A slight shift on either side of the stallion let him know that both sisters had woken up, and were now looking at him with sly smiles and half lidded eyes. “Is Beau thinking of us?” They both giggled while rubbing up to him more.

Despite the electrical shocks that danced over his skin, Big Mac seemed to keep calm as he simply told, “Eyup.”

With the same thought, both sisters kissed either side of his face saying, “Good.” Getting up and playfully running their tails over his nose telling, “We shall be back later, we wish to see what little Bloom is up to” Giving winks as they did.

With a slightly amused chuckle of his own, Macintosh got up nodding, “Ya‘ll do tha‘, I‘m gonna get back t‘ work.” Turing around to take a quick look around to see what else needed to be worked on.

Looking back to the other, both sisters giggled and flew off towards the house, smiling widely. For them, times have been good. Their Beau was getting closer to them, and they were most ecstatic over getting so close. Things only seemed to get better when Applejack came back one day from Twilight Sparkles wonderful library saying that the lavender mare --with a little help from their cousin-- had got both princesses to agree to listen to both Gem and Lue clans.

That was four days ago, but never the less, the news made all the changelings in Ponyville go to Pinkie Pie and request she help set up a party for such a momentous occasion. If the changelings respected Twilight before, they now were ready to sing her praises if she had secured their lives to live without fear of being seen.

Titling up to slow down their approach, both sisters landed outside the door to the house and enter in, finding the room filled with books of all sorts. Looking around slightly confused, both sisters spotted their target, sitting next to Granny Smith going over a book. They also noticed that Apple Bloom was wearing a hat, one they were familiar with reporters having.

Granny Smith pointed into the book telling, “Now this ‘ere was a tricky bit to get.” Cackling as she did, “You were so cute playin‘ with tha‘ yarn back then!”

With a flushed face, Apple Bloom picked up a different book say, “Granny, ah sort‘a want t‘ know more about Ponyville‘s past history.” Unable to hold the pleading in her voice.

With amused smiles with one another, both sisters quietly walked up to both elder and foal with a almost playful look in their eyes saying, “Little Bloom playing with yarn, please elder Smith, do tell!” Catching Apple Bloom’s attention and a suddenly playful look that seemed to show on the older mare.

Holding up the photo album, Granny Smith told, “Well, she was just a little munchkin back then, bu‘ as ya‘ll can see, she liked t‘ play with this here yarn.”

“Granny!” The younger Apple groaned, pulling down her hat to cover her flushed face and try to hide from further embarrassment.





Back in Canterlot, Twilight was giving few more goodbyes while readying for her trip back home. As of right now, Celestia was giving a few last words until they met back up within a months time, “Be sure to keep me updated on events pertaining to…” Giving a quick glace towards Masquerade that was next to twilight, saying, “Your coltfriends kin.”

With a smile and a bow, Twilight told, “Don’t worry princess, I‘ll be sure to keep in touch.” Then gave her brother a look saying, “And you better let me help plan your wedding when I get back, BBBFF.”

Shinning gave a short laugh at his sisters insistence telling, “Don’t worry Twily, I‘ll be sure to have that in the invitation for you.” And looked to the black stallion saying, “I can't say I like you much Masquerade.” Getting an amused grin from the changeling, “But I can certainly tolerate you until I can.”

Masquerade grinned saying in a joking tone, “So we have to skip the whole ‘bug Twinkles older brother until he’s cool with me’ part?”

With a small giggle, Cadence told, “I think you already did most of that while you were here.” Recalling quiet well the poker game and how Shinning or his father had not noticed the light illusion in the room.

“Thank you Caddy.” Shinning Armored smiled to his-to-be bride, and telling the younger stallion, “Just treat my sister right, and we wont have any problems.”

Throwing his hoof over Twilight's shoulder, Masquerade once again grinned, “Sir yes sir, I‘ll be sure treat her real well.” Wiggling his eyebrows towards Twilight and making the mare blush again. While the captain faced hoofed and groaned, everypony else just laughed the couple. 

Clearing her voice to get their attention, Luna said, “Masquerade, we have a proposition for you.” Making sure she had the stallions attention. Looking to Celestia to be sure her sister was alright with the idea, Luna said, “My sister and I have talked it over and wish for you to take up position as one of my own guards.”

With most gave varying look of confusion, Luna explained, “We have come to understand that you have the skill set to not only protect Twilight, but to help with certain…tasks my sisters guard is not equipped to handle.”

“Like?” Masquerade pressed on, wondering what the night monarch was trying to get at.

Casting a quick look around, Luna said in a lowered voice, “You have skills in using the cloak and dagger, more so than my own guard.” Seeing the stallion nod in understanding she continued, “We wish to have you come to our aid in dealing with more…shadowy matters.”

Thinking it over for a moment, Masquerade nodded, “Sure thing, I have to find a job sooner or latter.” Smiling as he told, “After all, Twinkles would be steamed if I kept being a lump.”

“I‘d still put you to use.” Twilight told the stallion next to her, “You do make a good pillow, so maybe I should throw a blanket over you and use you like a beanbag.”

With a slight gasp the stallion said, “Is that all I am to you, a mobile pillow that you can recline on whenever you wish?”

Giving a quick peck on his cheek, Twilight told, “Only when your being a lump Mask.” Giggling at his surprised look.

Having a smile tug on the corners of her mouth, Luna told, “Then it is settle, you will come to our aid when dealing with matters my guard cannot handle.”

Looking up to the night princess, Masquerade nodded, “I can do that, but I might make slight request depending on the situation.” And tapped his swords telling, “One can never be sure what situations might arise.” Turning to leave for the chariot while lifting up a bag that held a few things.

Turning to leave with him, Twilight waved at the princesses and her brother telling, “Bye, I‘ll see you next month!” Boarding the chariot that began to take off while the others waved goodbye.

As they left Canterlot, Twilight heard some snickering beside her and turned to Masquerade that had another of his grins that told her he did something. With a risen brow, she asked, “What did you do this time?” Looking back to the castle in wonder.

Still smirking, Masquerade only said, “I‘ll show you once we get back to the library.”





It took no less then an hour before both Twilight and Masquerade were back at the Golden Oaks Library. They both felt ready to relax a little from the filled four days they had up in Canterlot.

Reaching for the door with her Magic, Twilight opened it and took one step in before the lights were flicked on and a collective, “SURPRISE!” Was shouted from within by a number of ponies.

This almost set Masquerade off, already reaching for a swords with his magic before pausing and seeing the party before him. He let out a breath, continuously telling his thoughts that there wasn’t a threat, just Pinkie Pie up to one of her parties. Though, how did she knew we were coming today, and at this time?

Twilight gave a somewhat confused look over her library, noticing that all the ponies in this party scene were mostly changeling, all smiling and looking excited. Walking in and looking up at a banner Pinkie Pie had put up, she read, ‘Congratulations for Changeling and Pony Peace!’

As soon as Masquerade closed the door, most of the changelings in their pony forms began to chatter off excitedly, Daisy seemingly leading the group asking, “So, how did it go, did you actually get the princesses to agree with us being here?”

Twilight gave a slight nod, only to be interrupted by a hard sock to her shoulder as Roma said, “Girl, you have no idea what you just did for us.” Grinning form ear to ear, “And looking to be in one piece for that matter, I have to say I‘m impressed.”

“What‘s going on?” Twilight finally voiced while looking around the main room.

Rarity emerged from the crowed, telling, “Ever since Spike got the letter you would be up in Canterlot a little longer due to working out peace between the changeling clans and the princesses--”

Pinkie chose that time to pop up saying, “They‘ve been asking me to throw a party for the last three days none stop!” Bouncing in place, “They‘re really happy and excited about this, but I can't figure out why that is, but they are!”

Shaking his head, Masquerade walked forwards telling, “Because Pinkie Pie, with the princesses fine with changelings, it means all changelings don’t have to worry about being hunted down on sight.” The idea made the heir smile, but also add, “But that can‘t happen yet.”

All the excited chatter stopped, all eyes on the heir while a changeling asked, “Why not, didn’t they agree not to hunt us down?” Some quivering in his voice.

Stepping up, Twilight told, “No, it‘s because there is something going on that would put you all in danger if ponies knew about you just yet.” And looked to Masquerade who nodded to go on and tell them. With a deep breath, Twilight announced, “I have just found out that three of the prominent clans are going to invade Canterlot in one month.”

All the changelings and the few ponies in the room remained deathly silent at the news, and the mood to party was just outright killed at those words. Seeing this as a potential problem, Masquerade stepped up to Twilight saying, “Right now, we can‘t show our hoof that there are changeling allied with the princesses.”

“The two prominent clans of the Gem and Lue, have agreed to aid Canterlot in defending ageist the other three clans the best they can.” Scanning over all the changelings telling, “So I ask, are you willing to help Equestria in one months time?”

While some of the changelings in pony form looked ahead in slight thought, Roma sneered to the heir saying, “Listen up scarecrow, cuz I‘m only saying this once.”

This gathered the attention of all in the library as the mare told, “This mare here.” Poking Twilight as she did, “Just gave us hope to live in peace, and I think I speak for this lot when I say that if Twilight need us to help, she‘s got it.” Glaring up at all the changeling she called, “Am I right, or am I right?”

A number of changelings cried out in a affirmation to help, while Toe-Tapper stepped out of the crowd saying, “Roma, not all of us are fighters and don’t stand a chance in real battle.” Subduing the changeling that seemed rearing to fight at a moments notice.

Looking about the room, the blue stallion continued saying, “But that doesn’t mean we aren‘t going to help.” Going up to Twilight telling, “If the princess needs more hooves to help, then just give us the word and we‘ll be off like Roma said.”

Looking around in shock, Twilight said, “You’re all willing to help?” Surprised by their willingness that they seemed to suddenly have.

With her friends by her side, Daisy also walked up to Twilight telling, “We all made our home here in Ponyville, Twilight, and it‘s ponies like you that helped us to stay.”

Scuffing the floor a little, the earth mare told, “There was a number of times we wanted to help keep Ponyville safe, like that ursa minor incident.” Getting a number of nods around the room, “But we were always so scared of what would happen if Celestia even knew of us.”

With a bright smile Daisy then said, “But ever since you found out about us, things have been getting better and better.” And gestured to all in the room, “You brought us together Twilight, and now your giving us the opportunity to not only not be scared of the princess any more, but allow us to help for once.”

Twilight stood still, looking about the room in stunned silence before stuttering out, “I-I don’t know what to say.” Not realizing the full impact she had actually made.

Getting another rough punch to her shoulder, Roma laughed, “Then don’t say anything, just nod along like your paying attention.” Then leaned on the mare telling, “That‘s what I do when Pinkie doesn’t stop talking.”

The two were pushed away when the mentioned mare popped up between them saying, “So all those times you said you were listening, you actually weren’t!”

With a light shrugging gesture, Roma told simply, “I lied.”

“Anyways--” Daisy cut the two off, “This party is mostly to thank you and…Masquerade for securing possible peace in the future for both our races.” Still giving the Malek heir an unsure glace.

Giving a shrug, the changeling heir told, “Look to Twinkles, she was the one who kept me from being incinerated.” Masquerade then held both hooves up telling, “All I did was help calm things down by saying a few choice words.”

Twilight rolled her eyes at Masquerade’s downplaying of himself and saying, “Getting the princesses confident in trusting changelings was mostly your doing, I only helped them take a moment to listen.”

It was Masquerade’s turn to look at the mare beside him and say, “And convincing Celestia to stop her sister from blasting me, stopping your brother from attacking me and halt fifteen solar guards from further fighting was easy?”

“It was a simple miss-understanding.” She told simply with a nod.

With a grin, Masquerade pointed to the crowed saying, “Tell them that.” Showing that a number of changelings were looking at Twilight as if she was potentially crazy.

With wide eyes at what the infiltrator told about Tiwlight, Roma said, “Damn, you are a crazy brooder!”





It took some time, but the party did get started after Twilight had taken time to explain what had happened in Canterlot, while underlining the main points of the visit. Masquerade wasn’t sure of everything Twilight had told them, as he had excused himself from the party before it could begin.

Twilight tried to convince Masquerade to stay, to possibly enjoy a party for once. He was able to dodge this by telling Twilight that he still had to find the Gem sisters, seeing as they weren’t attending the party. Sham had asked him to bring the bonding gems to the twins, so he had a responsibility to do so.

According to Applejack, both pegasus-disguised-changelings were back at the orchard, helping Big Mac with some work he wanted to do. So that was were he was off to now, taking his time to deliver the white box and its contents. Mask hoped that the party would be done by the time he got back from his ‘some-what-long’ delivery.

Somewhere in a corner of the changelings mind, Masquerade was wondering what Sham had put into the letter for the twins. Most likely the demise of uncle Midpoint and half the clan, as well as Sham‘s rise to being head a and the clan going into hiding. It was not a pleasant thought for the second heir, not sure how the two sisters would take the news.

It was not easy for any changeling to know that half their clan was wiped out, along with its head and it’s elders. Adding to the fact that the remaining half of the clan would be ordered into hiding would only add to the stress.

Just making his way over the next hill, Masquerade could see both of the twins helping Macintosh pick up a small harvest of apples from the orchard and start heading back to the barn. Seeing their bright smiles sent a ping of regret through him, knowing the news he had would quickly make those moods go sour.

With a deep breath, Masquerade walked down the hill, following the three from a distance before showing himself. He considered leaving them after delivering the box and its letter, but doing so would only be cruel in his mind. I’ll stay for a while, Mask nodded in thought knowing they would need some extra form of comfort.

Once they reached the farm itself, did Masquerade stop his hiding and come out into the open where he would be seen. He waited for the three to come back out, knowing that Ivory or Ebony would at least notice him.

A small smile tugged at Mask’s lips as both sisters called out, “Cousin Masquerade!” Bounding out with excitement at his four day return. Just like so many other times, Masquerade used his magic to catch both pegasi before they could tackle him.

Masquerade gave a small laugh at their pouting faces as they continued to reach for him, being only mere inches away. “Is not funny cousin of ours!” Ivory told while flapping her wings.

“Why don’t you let us hug you when ever you come to visit?” Ebony also questioned, trying to squirm out of the other changelings magical grasp. This only seemed to increase Masquerade’s amusement and sit perfectly still before them as if to taunt them.

Looking over his hoof, Mask told, “Now girls, you both know how I feel about being touchy with others.” And presented the white box telling, “Plus, I‘m mainly here to deliver this.”

Seeing both their eyes on the box now, Masquerade put the Gem sisters down and gave them the box, where upon they took and opened on a moments notice. Both of their eyes widened at what they saw, they gained huge smiles saying, “How did you acquire these?” With Ebony looking at the forest green gems, while her sister eyed the yellow ones, as well as a letter attached o the lid.

Careful not to touch the gems and taking the letter out, Ivory opened up the folded up paper and read it along side her sister who also took interest. The infiltrator silently waited and felt out the slight changes in their moods, feeling how quickly their joy drop into pain.

Not able to stomach the change in the always happy duo, Masquerade walked passed them and up to Big Mac, whom was leaning on the door frame to the barn. Both stallions watched as the sisters put the letter back, closing the box and hanging their heads.

Turning around and marching back, Ebony and Ivory seemed lost in thought, both seeming ready to cry on the spot at what their brother had written them. Over fourteen-hundred lost. Ebony thoughts seemed to echo inside her link with her sister, most were commons, those we knew.

We’ll never see Gaiety, or those wonderful children she was so prod of, Ivory conveyed back, biting her lip at such a thought. She looked through teary eyes to see her cousins impassive face, something he seemed to use to hide how he felt.

Some anger flared in her at how impassive and calm the changeling heir could be at times, just to be reminded by her sister of what he could have been feeling. After all, the Malek clan was partially responsible for such a loss in Gem clan numbers, a clan Mask considered more closer to family.

Now standing before the black stallion, both sisters asked, “Is it as bad as brother said, had the Gem clan truly lost so much that they now hide?” Looking pleadingly as there voices rose in pitch, “That we have lost father and the elders?”

Masquerade gently nodded, choosing not to say anything that could make the situation worse. He waited a moment before Ebony tossed herself onto him and hugged him close, crying on his shoulder. Ivory did the same, only with Mac, who had heard all that was going on and gently stroked the mares mane.

Peace is not earned without some sacrifice, Masquerade thought sadly, hugging Ebony closer as she continued to weep over those she and Ivory would never see again.





Twilight relaxed in a nearly empty library, laying down on the couch as Spike and her friends went about cleaning the room for her as she told, “I can help too, it wouldn’t be much trouble.”

With a shake of her head, Rarity told, “Hush darling, you have just gotten home from a very long visit. Let us do some work while you relax some.” Walking past the table in the room and spotting the bag Masquerade had brought with.

It wasn’t the bag itself she was interested in, but the cardboard box that was sticking out and tied shut with twine. With a tilted head, Rarity asked, “Did you go shopping for something while up Canterlot?” Not recalling if Twilight had mentioned anything.

Shaking her head, Twilight told, “No, Masquerade brought that bag with…he said something about showing me something.” Getting up to investigate the box.

The others seemed to show interest rather quickly as well, stopping their tasks to gather at the box and give it a look over. Pinkie gave it a long look, taking in a big breath of air and saying, “It smells sweet!” Eyes now locked onto the box of goods.

With a smile, Fluttershy said, “It‘s rather nice of him to get you sweets Twilight.” And looking to the lavender mare that gave the box a scrutinizing look. Tilting her head in confusion, the shy pegasus asked, “Are you alright Twilight?” Unsure why the mare didn’t seem as happy.

Contemplating it in her mind, Twilight decided to pick up the box in her magic and put it in the center of the table. Seeing as the stallion was going to show her later, she didn’t see any reason to wait for him. Undoing the twine and opening the box, Twilight gave a sigh at what she saw.

Her friends however, looked on in amazement at the beautifully decorated white cake. Red frosting lines were made on the exterior of the cake, making intricate sort of art all around it’s self and blueberries placed in like gems.

On the top edges were eight rises of whip cream, each having a cherry in them. In the center were slices of pineapple, making a yellow circle with slices of strawberries acting as flames and making it look much like a sun.

“Hold up now.” Applejack said, looking at the centerpieces again, “Why does tha‘ look like the princesses cutie mark?”

Giving a drawn out sigh, Twilight told, “Because Applejack, my coltfriend has stolen the royal cake…again.” And gave the cake a long look, knowing her teacher was going to miss out on eight slices of her favorite cake.

With wide eyes, Rainbow said, “Again?” Glancing at the cake saying, “He‘s done this before, and not get caught?” Seeing Twilight’s nod, the pegasus smiled, “I am so going to convince him to go pranking with me and Pink‘s, no talking his way out this time!”

Shaking her head, Twilight made her way to the kitchen as Spike called, “Where you going Twilight, aren’t you going to tell Celestia about this?”

Looking back to them all, Twilight said, “It‘s not going to hurt the princess if she misses out on some cake.” Getting all jaws to collectively drop at what the mare said. It took only for a moment for Twilight to gather seven plates and forks and one knife while saying, “He‘s done this little game of his on multiple occasions, mostly for me.”

It only took a moment for the table to be set up for them all, nodding for the stunned ponies to take a seat and adding, “Though, he normally gets me a slice, he‘s never gone to the trouble for a whole cake…”

Shrugging, Twilight got the knife ready to cut the cake asking, “So who wants the first slice?”
> Remembering Things
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





With the news of an impending invasion on Equestrian soil now known to the changelings of Ponyville, each one began to ready for the coming day. Roma was one of those changelings, slightly excited at the idea of fighting other changelings again like she use to. There was a certain thrill she got from fighting, slashing and throwing her chakrams about to make damage like no other.

Granted, Roma took her time to take stock of her remaining disk-like-knives and see how many she had to actually use. This took her to her basement, were all her chakrams were currently stored until needed. There was just one thing that bothered her when she had ventured down into her dimly-lit space under her house.

Off to the side and unknown to all, three cocoons hung from the ceiling of her basement, each holding a changeling from the small incident at Twilight’s. Roma snorted at the sight, hearing from the Snuggles and Cuddles that their clan would not be stopping by any time soon.

I’m talken’ to scarecrow about that, She settled to herself, mentally counting out the number of chakrams she had on hoof. I don’t know about that heir, but I’m not keeping these leaches around for much longer, Already tiered of the three taking up some of the other changelings’ food stocks.

She nodded at the number of chakrams she had, turning around and already planning to visit Masquerade and find out what to do about her immobile guests. Heading upstairs, Roma went to one of her closets, digging through the small space to find her saddlebags and use them for a little shopping she had in mind.

Taking some extra time to find the bits she would need latter, the mare gave a confident smile and made for the door, opening it to great the day. Her smile slipped off though, when she spotted a pegasus colt, trying to use his camera to see past her tinted windows to her basement.

Giving a slight snort at the colts actions, she shouted, “Hey kid, can I help ya with something?” Catching the scrawny little pegasus’s attention, “Cuz I‘m pretty sure your snoopin’ where ya aint suppose to, now scram!” And sent the colt scrambling off.

With another snort, Rome rolled her eyes, locking the door behind her saying, “Kids these days, don’t know a lick of respect.” Before making her way towards the Golden-what’s-it’s-Library. 

Roma wasn’t lying when she said the mare who own the library was crazy, considering everything she supposedly has been through and done. First that Nightmare Moon gal, then the ursa, that mismatch-goat-thing that looked like a snake? Roma still wasn’t sure what the last one was, only that it made everything go crazy.

The changeling shrugged thinking, I gotta admit, half the stuff it did was funny…making houses fall like cutout cardboard! Snickering to herself at the scene she still remembered to this day. The pony that had made them all fall with a sneeze also looked so lost and confused after the event too, it only added to the humor.

While she made her way through town, Roma could not help but notice all the newspapers that seemed to have sprung from no where and in everyponies hooves. With her interest piqued, Roma drifted over to one of the ponies asking, “Hey bub, what‘s with all the papers?”

Lowering his own copy to take a look at who was asking, the pony pointed into the paper saying, “Only the most interesting gossip being written in the Foal Free Press.” And scooting over for Roma to get a look.

Reading into the paper some, Roma could not hold back the smile that formed on her muzzle at what was written down, chuckling a little saying, “So this Gabby Gums thinks the mayors mane is actually pink, not grey?” Reading a bit further before pulling away, “Funny, but that’s about it. Thanks for letten’ me see.”

Getting a nod from the pony who went back to reading, Roma got set back on her destination in mind while thinking about the latest news. I’ll ask what the buzz is inside the grapevine later, for now I have a heir to see, coming up to her stop and readying a hoof at the door.

The earth mare had to stop her moving hoof as the door had chosen that time to open, leaving a lavender mare in the doors place. Twilight came to a halt, getting Spike to run into her from behind at her sudden lack of movement.

Roma blinked for a moment before smiling saying, “Hey there Sparkles, mind if I come in, I have some stuff t‘ ask that colfriend of yours.” Pulling her hoof back and acting like she wasn’t about to smack the unicorn.

With a calming breath, Twilight said, “I‘m sorry Roma, he‘s not here right now, said something about ribbons…” Scratching her head at the last bit before saying, “I don’t think he‘ll be back for a while.”

“Well shucks.” Roma kicked the ground some, “I needed to talk to him about my house guests since those Gems aren’t commin‘ by.” Moving out of the way so the mare and her little dragon could pass.

Nodding her thanks and closing the door behind herself and Spike, Twilight asked, “I didn’t know they were still here…they‘re not causing you any trouble are they?” A little unnerved the changelings from nearly a month or so back were still around.

Deciding to follow along with the mage, Roma said, “Still unnerved ‘bout what they did huh?” Seeing Twilight nod at her inquiry. With a slight smile, Roma said, “Hun, you have nothing to worry about. There little places are so filled with haze, I don’t think they even know it‘s been a month since they were put down.” 

Twilight let out a breath she didn’t know she was holding and said, “That‘s…good to know.” Taking a moment to think before asking, “Since Mask isn’t around, would you like to join me and Spike at the spa?” Seeing Roma think her invitation over, Twilight added, “All my friends are going to be their--”

“Like Marshmallow?” Roma smirked, already coming up with little teasing comments to say to the mare. Looking back to her bags, the mare shrugged, “Eh, I nice soak might do me good…maybe a massage too.” Likening the idea more and more.

With a smile, she nodded, “Why not, even if Marshmallow isn’t there, it still sounds nice.” Following along the two while saying, “I also have heard something about a pony called Gabby Gums, know anything?”





Apple Bloom looked to the door before her, shifting from hoof to hoof as she considered what she was doing. With the Gabby Gums column gaining such a big reputation in such a short amount of time, Apple Bloom and her friends wanted to keep going with the idea. When they asked if she could find the next big thing, the filly had agreed she might have something.

However, standing before the door to the Gem sisters guest room made her nervous. Since they had gotten a letter from that Masquerade fellow, both of the twins had taken up to some privet time to morn for their clansmen some. She turned to leave, but the door opened anyways, showing Ebony who smiled down to her.

Seeing the small filly before her, Ebony asked, “Is there something you wish to ask Little Bloom?” Doing her best not to show any pain in front of the filly.

Shyly, Apple Bloom scuffed the floor a bit saying, “I-It‘s alrigh‘ Eb, I was thinkin‘ of asken‘ ya’ll ‘bout the Gems more…” Peeking past the black mare to see a somewhat teary eyed Ivory in the room, “Bu‘ I can go ask another pony if--”

“No Apple Bloom.” Ebony put her hoof on the filly’s shoulder to keep her from walking away, “My sister an I would be happy to tell you more about the Gems.” Looking back to Ivory saying, “Is that not right sister?”

With a slight sniff, Ivory nodded saying, “It would do us good to talk about our clan.” While also thinking, it will help us to remember what we have strived for.

Looking a little unsure, but nodding anyways, Apple Bloom let Ebony guide her inside the room and took a seat on the bed. Getting her notepad out with a pencil, both Gem sisters held back a giggle at how cute they found the filly while laying down on either side of her.

“Where would you like to start?” Ivory asked, feeling somewhat better with the fillies presents and excitement coming off her. She apparently wishes to know much, she conveyed to Ebony, who smiled at what her sister thought.

Looking between the two, Apple Bloom asked, “How did the Gem Clan start?” Knowing some of the Apple clans origins, but not the Gems.

With wide smiles, both sisters said, “It started long ago, in a time much longer before our own.”

“It started with our forefather, Anarchy Breaker, who with the help of his wife bared five children that would be his heirs.” Ebony started off, remembering the story that one of the elder had told her and Ivory, “These five heirs were: Malek Eye, the first heir to his fathers clan. Willed Winds, the second heir and strong warrior. Gem Caller, the third heir and tradesmen. Veron Vertigo, forth heir and protector from the shadows. Then Lue Little, fifth heir and magical prodigy.”

Ivory took over next, saying, “When Anarchy passed on, Malek eyes saw the clan he had, and saw that he could not handle the responsibilities as clan head.” Then had to hold the urge to giggle as the young Apple foal was busy writing away, “He gave each of his siblings a part of the clan, thus creating the five prominent clans that we talk about today.”

Ebony went next saying, “Gem Caller was in charge of keeping the treasures of the five clans safe, and helping to use it wisely.” She closed her eyes to think of all the places she and her sister and bother had been doing their travels, seeing so many things. “The Gems made it their life to gather treasure near and far, gathering it so their family would always have what they need...”

“Years passed on.” Ivory picked back up when her sister seemed to stop, “The once five clan heads became five different clans, with the Gems constantly exploring the lands for new treasure and cities to trade with.” With a smile, Ivory nuzzled the filly saying, “This is how the Gems met the Apple Clan, Little Bloom.”

Looking up with some amazement, the filly asked, “Really?” Feeling excited to know some history she never knew before.

With a collective giggle with her sister, Ebony said, “Yes really, near a few hundred years, one of these explores for the Gems found a small group of ponies looking for a place to call home.”

“They joined up with these ponies, helping scout out he land and make friends with them.” Ivory said while remembering a few places with her sister, “The explore saw much in their travels in Equestria, becoming close to the ponies known as the Apples before they settled down.”

Giving a sad smile, Ebony told, “The explore however, left the Apples, as he still had more places to explore and didn’t wish to be in one place.” But with another smile, the black pegasus told, “A month latter, he came back with the Gem Clan, leading a caravan full of supplies for his friends.”

With wide eyes the filly asked, “A whole caravan fer us?” Completely stumped at the idea of a number of ponies --who were changeling-- coming in and all but giving away a caravan of things for free.

With giggles, the sisters both said, “The Gem clan have always been shrewd when it came to business, trade and long term planning.” Putting their wings over the filly saying, “They thought that helping the Apple clan would be a good investment, we certainly think it was.”

Curious at the word used,  Apple Bloom asked, “Investment?” Recalling her older siblings using the term now and then, but never really asking what it meant.

With smiled, Ebony told, “An investment is where a pony spends some bits so they might make more bits latter on.”

Feeling the fillies confusion rise, Ivory explained, “It would be like your apple trees, you spend bits to keep them healthy, with the goal to sell their produce for more bits.”

The yellow filly gave a nod after some thought, now understanding what they were getting to. Apple Bloom was then quick to write this down now, thinking that this story would be interesting to other ponies.

A new set of knocks alerted the three to somepony at the door, stopping from any further story telling. Taking initiative, Ivory got up off the bed and trotted over to the door, smiling some as she had a good idea who was beyond the door.

Swinging it open, she gave a wide smile saying, “Beau!” Hugging the stallion and pulling him in, “Come, sister and I were about to go further into telling more of the Gem clan.”

Both ponies on the bed gave giggles at the large earth stallion being pulled along by the smaller pegasus mare and sit him down. Ivory then sat down, leaning onto Mac with a content smile on her muzzle.

Macintosh patted the mare to get her to stop for a moment, and looked to Apple Bloom saying, “Can I have a moment with Ebony an‘ Ivory, Bloom?”

Giving a confused look but nodding, Apple Bloom jumped off the bed and headed out the door, wondering what her brother wanted to ask the two Gems.

When the fily was gone, Mac motioned for Ebony to join him with Ivory and taking a moment to collect his thoughts. With both mares on either side of him, he said, “Ah wanted t’ talk ‘bout your clan in hidin‘.” Rubbing his hoof up and down Ivory’s back he asked, “What does tha‘ fully imply fer you both?”

Both sisters felt themselves sag at the question and telling, “It means until further notice, all Gem clan members are to remain hidden and away from one another.” Nuzzling closer they told, “It means we must remain here and away from our own clan, lest we become suspect to being infiltrators.”

Mac could not say he completely understood why ones own family would turn away their own or be even suspicious of them. But when thinking about a changelings power in taking the face of those you love, their actions were justified.

Reaching over Ebony’s head, Mac gave her fore head a light kiss, doing the same for Ivory while telling them both, “We aint your clan, bu‘ we Apples look after our own.” Using his other hoof to reach over Ebony and pull her closely like he did Ivory, “An‘ ya‘ll are Apples in our books.”

Sniffing a little, Ebony hugged back best she could saying, “Thank you Beau, it means much to us.” Her body trembling as she felt her sisters relief while she sobbed on Macintosh’s other side.

The stallion ear twitched a little, hearing his sister yelling she was home from visiting her friends from the spa in town. Giving one last squeeze to both sisters, he told, “I gatta go talk t‘ AJ ‘bout somthin‘ now.” Giving one last kiss to their lips telling, “Remember, we Apples are here any time fer ya.”

Leaving out their door and leaving both sisters in their lowly lit room again. Both sisters seemed to waver in place with dreamy smiles after the kiss, feeling worlds better from it and more full then they normally felt.





With the day drawing to a close, a number of stalls and shops began to move their wears inside and lock their doors for the night to come. Others decided to stick around a bit more later, seeing if any other potential customers might stop by.

The shop Masquerade came out from was not one of them, as they chose to close up on time and had asked him to leave. The second heir wasn’t bothered by this, as he didn’t find what he wanted. He had stopped by Rarity’s earlier, but the mare apparently had gone out before he could catch her leave.

So without his main means of acquiring what he was searching for, the Malek went on a little shopping trip. One that quickly turned into a bust as he still couldn’t find what he needed. Except the ribbons, he corrected in thought, found those with no trouble.

With another glance around the emptying streets, the stallion thought about what he would do for the rest of the evening. Eyes wandering a bit, he gave a shrug when he spotted Sugar Cube Corner down the road and deciding to go see what was happening. After all, the place was a hotspot for changelings to pass information through the grapevine, might as well see what the buzz is today.

With a quick pace set, the black stallion made his way over to the bakery while scanning his surroundings once more. As much as he has come to like the peaceful town of Ponyville, he also felt a bit board with the lack of action. He had done what he could to make sure he prepared for the day of the invasion, but he needed something a bit more fun to do.

I should see what Toe-Tapper’s up to. He thought, thinking about the only changeling in town that would even touch friendship levels, Ancestors knows I need more practice, or I’ll get rusty!

That also brought up a new thought in mind for the changeling when it came to fighting. He knew Twilight could hold in her own in a magical fight, having both skill and magic to do the task. But she lacked any real combat skills that he and other changelings had, just some practice dummy’s and maybe the common stunning spell or magic beam that unicorn ponies liked to learn.

Note to self, teach Twilight how to use some of my illusions, and maybe some swordplay. Giving a satisfied nod at the idea, Masquerade reached the sweets shop and reached for the door, already thinking of what he should be teaching later.

As soon as the door opened though, he sorely wished he just went home instead as a surprised --but now extremely happy-- grey pegasus stood before him. With a wide smile Cloud Kicker said, “Why hello handsome, I see your back!” And making a step towards him.

Just as quickly, Masquerade took a step back, mind rushing with ways to avoid being around the mare for long. Eyes darting about he told, “Oh hi, uh… Cloud Kicker right?” He asked nervously, wishing changelings could learn the teleporting spell ponies had invented.

Rather unexpectedly, Mask found himself landing on his rear as he tripped over something, letting the mare quickly advance on him and get too close for his comfort. She slid up right next to his body, putting a foreleg around him to keep him from escaping.

Fluttering her eyes, she said, “That’s right, now tell me.” Moving closer to his face that had bugged out eyes, “Would you care to escort me home, its getting rather late and a I would feel better with a stallion such as yourself to walk me back?”

Masquerade gulped, trying to edge out of the mares grasp and said, “On a normal sort of way, I would.” His ear flicking as he heard a distinct snapping sound somewhere, but ignored it for his current problem, “Buuut, I gotta run!” Charging his horn quickly to cast a low-powered smokescreen.

The mare was taken by surprise, hacking and coughing at the foul green smoke and using her hoof to wave it away. In her distraction, the stallion had escaped her grasp and was now gone form sight. Looking around, She gave an irritated huff, stomping her hoof saying, “I was so close.”

Giving the empty area one last look, the pegasus opened her wings and set flight for home, deciding to try her hoof again later. As she made her leave, a nearby tree rustled a bit and made a few leaves fall down. Soon enough, a branch snapped and Masquerade came crashing down groaning.

Ponies are not meant to climb trees. The infiltrator thought while shaking his head and slowly got back up. Ponies are also too soft… He also added, wishing he was at least protected by his harder changeling shell. As use to pony bodies as Masquerade was, he still did not like the fact pony bodies were so easy to hurt.

Not that soft bodies are bad, he grinned while deciding to head home, after all, it makes cuddling with Twinkles all the more pleasurable. With a progressively growing grin he thought, Training waits, cuddling with Twinkles comes first. Snickering in his mind while he approached the library door.

Quietly opening it and peeking in, the stallion quickly scanned the area for his prey, feeling a little disappointed she wasn’t in the main room. Closing the door behind himself, Masquerade looked about again, extending his sense best he could to feel her emotions. Above him, Twilight’s feathered owl hooted down at the changeling, curious as to what he was up to. 

Looking up, Masquerade quirked a brow asking, “You don’t happen to know where Twilight is, do ya?” Getting only small bits of remnant emotions on the floor and on the stairs.

With another hoot, the owl took off from his perch and flew over to the stairs, conforming what Masquerade thought. With a grin he nodded, “Thanks.” Trotting to the stairs and ascending them with a wolfish grin.

On the second floor, Twilight read over one of her older tomes on spells, researching for anything she might have missed. Behind her and sneaking in the darker spots of the room, one stallion carefully positioned himself to ready for his next act.

Finding the right angle, but also feeling he was too far, the black unicorn stalked closer to the mare, making sure to keep as silent as possible. True most any pony could walked around Twilight Sparkle and not be noticed when she was reading, but it was no fun just doing that. Besides, his changeling instincts and training demanded he sneak up on her.

So, when he was close enough, Masquerade leaned down and readied his legs with the most mischievous grin on his muzzle. On an instant, he let all tension release in his legs and pounced on the mare, causing her to yelp in surprise as he pinned her to the floor saying, “Surprise!” Stealing a quick kiss from her lips.

Twilight looked up at the stallion completely bewildered at his actions for a moment, caught off guard at what had happened. This quickly morphed into a challenging smile as she lit her horn to teleport and get back at him.

Before she could cast the spell, all focus was lost as Masquerade began to tickle her, making her squeal and laugh.

“Nu-uh, I caught you fair and square, I want cuddles.” Masquerade told his fillyfriend, chuckling as he jumped off of her and used his magic to gather a few pillows in one spot.

Getting her breath back, Twilight looked back up with a small smile asking, “What brought this on, did you miss me today?” Watching as he arranged the pillows into a semicircle.

With a grin, he waved the mare over, using his magic to pick up her book telling, “I did miss you, but that’s not the reason.” Tapping his hoof to ask her to lay down.

Rolling her eyes at her stallions actions, Twilight got up from where she was and lied down next to him, relaxing back and using him like a backrest. Seeing her book before her, Twilight moved it over some asked, “So what brought it on then?” Paying only some attention to the book now.

Bending his neck from side to side and getting a few pops, he told, “I ran into Cloud Kicker in town, had to use a tree as cover.” And felt Twilight's rather bemused emotions, explaining, “It reminded me that you ponies aren’t meant to climb trees, and have way too soft bodies.”

Craning her neck to look at her coltfriend, Twilight satiated, “You fell out of the tree and hit the ground.”

“Not my fault, the branch thought it would be funny to drop me on my head.” He said with an upturned nose, “Never did like climbing trees anyways, all those branches and leaves getting in the way…”

Twilight giggled at his grumblings, delving back into her book as she relaxed on her stallion saying, “I‘m guessing you wanted to cuddle with me after remembering how soft out bodies are then?”

Grinning the stallion replied, “But of course, changelings cuddle too, but doing so as a pony is much more preferable.” Nuzzling her mane saying, “Much more warmer and softer fur, opposed to cold and hard shells we don.” With a slight sniff he asked, “Spa?”

Nodding to him, Twilight then remembered, “That reminds me, while Spike and I were heading to the spa, Roma stopped by to ask what you wanted to do about those three changelings from a few weeks back?”

Masquerade narrowed his eyes a bit and felt the urge to hiss, doing his best to hold it back saying, “I don’t know, and honestly I don’t feel like I should care.” Taking a deep breath to calm himself, getting a good whiff of Twilight’s scent, “But they can‘t stay there forever, and it‘s partially my responsibility to do something about them…”

He could feel Twilight’s concern flow into him with her close contact as she asked, “Maybe they could be talked to, convince them to leave?” Knowing that the stallions cold actions towards the three imprisoned changelings was just him being protective of her.

“Maybe Twinkles.” The heir nodded, “Maybe…”

Ignoring her book for a moment, Twilight looked back at the thinking changeling saying, “Maybe I should come with.” Receiving a shocked look from him as she explained, “We both know you like doing things in a changeling way, but maybe going about this a pony way might help change the results?”

Masquerades head tilted down some, going deeper into thought at Twilight’s reasoning. Like all the times before, his eyes moved about as he looked more about his mind then what was in front of him. On a normal case, he would deny letting Twilight anywhere near the changelings that had attacked her, dealing with them himself.

However, she was going to talk with them with him around. Roma will be their too, and I’m sure I can convince a few others to join in, knowing that a few changelings would be willing to protect the mare that had helped them all. He also remembered that of the three, one of them was a drone.

And like most drones, they are complete cowards without others to pull support from. This was more of a hindering problem then a benefit, as drones would become bubbling messes without another friendly changeling to get some comfort from. But when he added Twilight and her knack for being able to reason with others, it might do the trick.

With a sudden thought, Masquerade looked to Twilight asking, “Fluttershy‘s is a quiet talker right?”

Taken back from the question but nodding, Twilight told, “Sometimes, she‘s gotten better but she‘s usually a quiet talker, why?” Unsure how to take his growing smile.

Smiling happily at this, Mask told “Twinkles, I have a plan!”





Things slowly came into focus for the changeling, as thoughts clearing up on what happened before one made it to the front of her mind, not Flick, infiltrator. She moved to get up, only to feel resistance to her limbs.

Glancing down, panic began to rise inside the changelings mind as resin covered different parts of her body, holding her fast to the ground. On an instant she began to struggle in her binds, fear driving her more then logic.

Two hooves came down on her, gently holding her still as a voice told, “It‘s alright, you don’t have to be afraid.” Snapping both eye up and what was telling her this.

A yellow pony, one with a long pink mane looking both worried and a little nervous, but gave off the feelings of being concerned stared at her while saying, “It‘s okay, your safe, nopony here is going to hurt you.”

The changeling looked about the room in a frenzy, seeing five more ponies in the room, each one giving different looks. One of them, a blue one with a rainbow mane watched her with untrusting eyes, wings slightly twitching and ready to attack. An orange one next to her had her own wary gaze, but seemed more calmer then her friend.

Then there was a white one with a curled mane, looking between uncertain and concerned. Weather this was for her sake or the yellow pony, the changeling didn’t know. Then there a pink one, giving the most curious look of the six ponies and radiated excitement and joy. The last one was next to the yellow one, with a lavender coat and indigo mane that held--

The changelings breath caught in her throat at the pony mare before her, knowing it was the same mare Flick was imitating. The one that somehow found out about changelings, and jeopardize their survival.

As if sensing her fear, the mare --Twilight the changeling recalled-- raised her hoof up from the ground, making the changeling flinch and whimper. At first, Twilight was taken back at the action, but continued what she was doing and gently placed her hoof on the changeling saying, “It‘s alright, were not here to hurt you, just like Fluttershy told you.”

There was sincerity in the ponies words, the changeling could feel it from the hoof place on her being. Looking back at the lavender mare she asked, “Y-your not?” Still dreading at the possibility of the pony lying to her.

Feeling the mare --Fluttershy-- gently run her hoof in small circles on her chitin, she heard the pegasus say, “We didn’t mean to frighten you, but we wanted to talk to you a little after being…asleep for so long.”

Before the changeling could ask, Twilight said, “Before we get to that, I would like to know your name.”

“Name?” The changeling asked, still frightened, but not as much as she could have been around the fake Flick she had been attacked by.

Smiling, the mare nodded saying, “If you can, here I‘ll start.” And placed a hoof on her chest telling, “My name is Twilight Sparkle.” Then waved a hoof around the room telling, "And these are my friends, Fluttershy, Pinkie Pie, Rarity, Applejack and Rainbow Dash."

With calmer breaths and feeling more at ease with the ponies around her, she told, “I-I’m Quip.” Trying to shift some, but unable due to the resin.

Looking at Quip a little concerned, Fluttershy asked, “Are you uncomfortable, would you like to get  out of that stuff?”

Giving the pony a surprised look, Quip could only stare in mute shock at the pony even considering letting her loose. With all she and the other changelings had been taught about pony behavior, she would think them scared of her freedom. But there before her was a pony, asking if she wanted free.

With out a word, she nodded, watching as Twilight scoot closer and telling, “Please hold still.” While lighting her horn and conjuring up--

She can use changeling fire! Quips jaw seemed to drop at the impossibility of the pony before her using a fire that felt like a changelings. Granted, she could taste emotions inside the controlled pink flame, but the fire was eating up those emotions.

The resin that held Quip down was carefully melted away by the magical fire, letting the changeling drone get free and scoot away some. Now with her new found freedom, Quip could not stop her body from trembling in fear as she stared at the unicorn in a new light.

Tentatively, the one by the name of Flutershy moved towards the her, calmly telling, “I know you must be scared, but we really want to help.”

“Why?” Quip asked quickly, backing away, “Why would you, ponies don’t help us, your changelings trying to trick me, aren’t you?” Already starting to hyperventilate as she searched for another changeling of her clan.

Slowing her approach, Fluttershy shook her head telling, “We aren‘t, I promise that your going to be alright.” Holding her hoof out to the changeling while smiling softly, “None of us are going to hurt you, not even the princesses would with us asking.”

All the ponies held their breaths as they waited for the changeling to make her dissension as Fluttershy offered her hoof to her. Quip looked to them all, fear evident in her blue prism like eyes. With a gulp, she reached a shaky hole-filled hoof to the smoother and calm hoof and nodded, “I-I believe you.”
> Droning On
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Masquerade sat in place, glaring down at the cup on the table with some impatient anger. Just above him was the libraries second floor, where upon Twilight, her friends and the drone were now.

To his right, Toe-Tapper calmly took a sip of his cup filled with fruit juice, sparing only a small glance to Masquerade and commenting, “Your looking awful tense over a drone.” Getting a slight glare from the heir.

With a smirk, Roma played with one of her chakrams saying, “Give the guy a break, he‘s just worried about his brooder.” Spinning the circular blade on the tip of her hoof.

Feeling two eyes on her, Roma looked over to the heir that was glaring at Toe-- was now glaring at her with disproving eyes. With a light gulp she added, “I‘m sure she‘s fine, you taught her a lot about us after all, right?”

Keeping his two eye on the mare a bit longer, Masquerade let out a sigh nodding, “Your right, Twilight can take care of herself.” Taking up his own cup of fruit juice saying, “Especially with her friends, a drones no match for all six of them.”

With a light snort, Roma told, “I can agree to that, especially after the whole Nightmare Moon fiasco.”

Masquerade absently nodded, looking at his floating cup thinking, so the reports were right, and the elements do have bearers. He recalled Celestia mentioning the Elements of Harmony during their meeting, but not mentioning how they could be used. Twilight never really touched on it, either thinking he already knew, or was told to keep it secret. The latter of which, seemed less likely as most of Equestria had something about ‘Element Bearers’.

The real question he kept asking himself was how he missed such crucial information. Possible that it was there, but never bothered to seek it out, he admitted, knowing that he had plenty of chances to do the same when seeking combat magic. But I always seemed to have something more ‘important’ to do… He would ask Twilight about the Elements later, but for now Masquerade would wait.

All heads soon turned to the stairs as Rarity made her way down and headed for the kitchen, a pleased smile on her face while she passed the three changelings. Looking to one another as the mare passed them up, Roma asked the one question on all their minds, “Hey Marshmallow, how‘s things working out up there?”

Masquerade hid his amused smile by taking another drink, Toe-Tapper apparently doing the same to keep from laughing at his fellow pony-tone. Rome however, did nothing to hide her smirk, taking in bit of Rarity’s irritation as she did.

With a well made façade, Rarity pleasantly told, “Rather swimmingly actually, things were rocky at the start, but Quip is warming up to us.” Going into the kitchen and missing the traded looks the changelings gave one another.

“You were able to get the drones name?” Masquerade questioned aloud before glancing up at the ceiling saying, “Maybe things can work out.”

Peeking out from the kitchen she was in, Rarity told, “Don’t be so pessimistic darling, things will work out just fine.” Going back in as a whistling from a teapot was heard.

Putting his cup down and moving some to look into the kitchen, Toe-Tapper said, “Sorry, but you have to understand that drones like this Quip, often panic easily when alone.”

Rarity soon came back out, using a tray to help carry a few cups, the tea pot and some snacks, telling, “That maybe Toe-Tapper, but that does not mean things will not work out in the end.” Passing the trio of changelings.

Making her way up the stairs, the mare stopped and added, “Also, Twilight asked for more time with Quip, the poor dear seems quiet shaken after Masquerade‘s actions.” The mentioned heir didn’t look bothered by the mares words, apparently being indifferent about the situation.

Seeing as she got no reaction form the stallion, Rarity went back to climbing up the stairs, leaving the three changelings to themselves as she delivered the tea and treats. The seamstress frowned at the stallions lack of reaction, apparently not caring what happened to Quip.

I hope he does not hold this grudge for too long, can’t have him scare Quip any more than she already is. Shaking her head some at her thoughts on the matter. When she came to the next floor, Rarity put on a smile calling, “I‘m back girls.” Setting the tray down on the table.

The white mare, along with her friends, watched as Pinkie Pie teach pat-a-cake to Quip. The changeling had taken an interest in the small rhyme, enjoy how it sounded like a song, as well as playing with another.

They soon started their game, clapping their hooves with the other while saying each line. “Pinkie‘s talent for making others happy seems to work wonders.” Rarity observed, as the two repeated the rhyme at a more faster pace.

Rainbow nodded to that, watching as Fluttershy went on and joined the two, making a more complex three-way game, “I have to say, half an hour ago she was more terrified than Shy, but now she‘s like…” The pegasus couldn’t seem to find the word, watching as the changeling quickly adapt to the changing game.

“She‘s like a little filly, is what she‘s like.” Applejack told, trying to keep pace with the three in their clapping game, “Willin‘ t‘ trust ya fully once they give it.”

Twilight thought about that, recalling Masquerades telling about drones in general and saying, “That‘s because mentally speaking, they are.” Getting a number of confused looked from her friends.

Seeing as she needed to explain further, Twilight told, “According to Masquerade, changeling drones lack the ability to be more mature like commons or heirs. But this allows them to be more creative, and some times learn more quickly.”

What the lavender mare had said seemed to be reinforced as Fluttershy stopped playing with the two, as Pinkie Pie made more complex and faster clapping motions. Despite the sudden changes, Quip seemed to keep pace, laughing along as she went about the challenge with excited fun.

“They might not be as strong or smart as a changeling common, but with their quick adapting --coupled with their huge numbers-- drones make an excellent work forces.” While saying this, Twilight did her best to keep track of her pink friends motions, finding them near random and rarely with a pattern. “Mask also told me that because of their childlike demeanor, they will more than not, get along with others very well.” Twilight added, almost as an after thought.

Watching the drone play with Pinkie Pie also made Twilight question something about the invasion that was to come. She knew the changeling drones attacking would be adults, and be somewhat familiar with battle. But seeing Quip and her actions right now, Twilight questioned the idea of putting them through that.

Another cultural difference? She questioned to herself, not sure how to take the information in her mind. Before, she was indifferent about it, trying not to be base about changeling culture in general. This was shaken as she watched the changeling drone before her act so… Innocent… like a foal.

Deciding to put the thought in the back of her mind for the time being, Twilight told the two mares and drone, “Pinkie, Fluttershy, Quip, why don’t you both join us for some snacks?” This snapped the three from their game, giving smiles and getting up so they could join the group for some tea and snacks.

Giving a look around the room with the six ponies, Quip could safely say she trusted them enough. They didn’t push for any information, and spoke softly and sincerely. She liked Fluttershy a lot from her soft speech, and like Pinkie Pie more because of the joy she gave off. And the games, she added with a smile, taking up a tea cup offered to her, I like Pinkie’s games.

Quip could not say she liked the one named Rainbow Dash, but that was only because of her more forward actions. She quickly got use to this though, remembering that some commons acted the same. Applejack was nice enough too, she supposed, and definitely felt she could trust.

Quip wasn’t sure what to make of Rarity though, being polite and using very drawn out words. She didn’t see the reason to use so many different words to explain something or a situation. It makes my head hurt a bit, the changeling concluded, not use to the fancy words the mare used.

Then there was Twilight Sparkle.

Turning to look at the mare, Quip was not sure how she should feel about the mare in question. While it was safe to say the lavender unicorn didn’t hate her, but was at least wary. Quip wasn’t sure if she should be sorry or not, after all, ponies that knew of changelings were a high risk and had to be dealt with.

But was it wrong to do it the way Spite had asked us? It was a question she had asked herself more then once after Flick had cocooned the mare. She was further unsure when Spite continuously fed off her, to the point Flick yelled at his fellow common at one point. Then Spite went on to remind them both, that he was in charge of their scouting group, not her or Flick.

Feeling a hoof rap on her shell, Quip was pulled from her thoughts as Pinkie Pie called, “Pinkie to Quip, Pinkie to Quip, do you come in Quip?” Turing to give Pinkie Pie a confused look, unsure how to take the action.

Giggling at the changelings confused face, Pinkie said, “Something on your mind Quippy?” Tilting her head and smiling innocently.

Blinking and looking around, she could tell all the ponies were looking towards her, apparently aware of her staring at Twilight. Bowing her head, Quip said almost as quietly as Fluttershy, “Sorry.” Embarrassed at being caught staring.

“What ever for?” Rarity asked, taking a small sip of her tea and continued, “Staring maybe a bit impolite, but its nothing to be too ashamed over.” Giving a warm smile to the changeling and telling, “You obviously have something on your mind, perhaps sharing it might relive your mind of it?”

Nervously looking about, the drone told, “I don’t know…I don’t want to get in trouble.” Knowing that sharing information of any sort could be considered bad. If Spite found out, he would lash me twice over! She thought with a slight whimper at the thought.

With a gentle hoof place onto Quips shoulder, Twilight told, “We wont tell anypony outside this room, right girls?” Turning to the assembled ponies around the table. With their own smiles, they all nodded in agreement in hopes to help the changeling relax a bit more.

Quip shuffled in place, looking at the collective of friendly looks and already knowing they meant it. Still, the changeling shrunk down some saying, “It‘s about how we first met.” Feeling the rise in apprehension forming from Twilight, “And how Flick tricked Twilight…”

Despite her own feelings on the subject, Twilight knew it had to be talked about. None of them really knew the reason for the three changelings being in Ponyville in the first place, so this was a good time as any to find out.

“I know it had to be done, but I don’t know if it was right, even if the Flick said it was right to cocoon Twilight.” Quip kept her head down, already able to feel some anger or disappointment from the others, while saying, “But when Spite started to take more from her then necessary, Flick complained.”

The drone shivered in place, recalling the lead changelings challenging voice, “He reminded us both he was in charge, and if we didn’t listen to him, we would get punished.”

“Your confused if it was right holding me against my will?” Twilight asked, seeing the changeling nod with some fear. With a sigh, the mare told, “No, it wasn’t right, but you had a reason to do it.”

Her friends gave surprised looks at Twilight, wondering why she would even accept anypony doing such a thing. Twilight however, stayed firm and said, “Masquerade is the one who rescued me from the cocoon I was in, and he had explained to me more then once your reasons.”

With everything she had learned from Masquerade and the history she had gotten from the princesses, Twilight completely understood why Quip would be confused, “You were scared of being found out, of losing your friends, family and clan. This is why it would be seen as right, because you were protecting your people.”

“But that’s where it also is wrong, as your also possibly taking a pony away from their friends and families.” Twilight sadly said, wondering how many ponies were taken away in such a manner, “It was further wrong for you, Flick and no doubted this Spite to drain away what made me who I was.”

Quip shrunk again at the firmness in Twilight’s voice when she mentioned the draining process. She didn’t understand it too much, but knew that taking too much from a pony was bad. She didn’t think it would change them, but also didn’t think it would make them less then they were.

With both hole-filled ears plastered to her head, Quip lowered herself to a more submissive position saying, “I‘m sorry, I didn’t mean to hurt you!” Feeling the need to be surrounded by her fellow drones.

Twilight was taken back but the sudden submissive behavior being shown, and felt a little unsure on how to proceed. As much as she knew, this was sill the lavender unicorns first time dealing with a changeling drone, and one that was supposedly unfriendly.

Thinking back to what she did know, Twilight chose a new set of actions and moved from her seat to Quips side, lowering herself next to the changeling, calmly telling, “I‘m not angry at you Quip, just upset at what had happened. So I‘m sorry if I scared you.” Rubbing the drones back like the changeling was a filly instead, “But I accept your apology anyways.”

“So, your not angry at me?” Quip asked to be sure, not knowing how to take in the calmness Twilight was giving off.

Feeling another hoof gently rub her back, the changeling turned her head to find Fluttershy smiling down and tell, “You did what you did to protect those you love, so I can agree with Twilight that you had your reasons.”

Rubbing the back of her head, Applejack looked to the drone and told, “I know where Twi‘s goin‘ with this too.” Gathering everyponies attention, “Ivory an‘ Ebony keep tellin‘ us the clans everything t‘ them, just like how family‘s everythin‘ t‘ us Apples.”

So with a smile, Applejack told, “So you don‘ need t‘ worry none ‘bout tha‘. We understand.” And gestured to all her friends in the room.

With a slight frown, Rarity could not help but say, “I don’t mean to out a downer on things, but what about Masquerade?”  Remembering how the heir acted both before in the first floor, and when he was tending to Twilight. He has made it explicitly clear that he loathes these other changelings for what they did.

From her place next to Quip, Twilight could feel the slight shakes in the changelings body, telling the mare that she was still very much scared of the heir. Continuing to rub her hoof on the chitin back and carefully over the gossamer wings, Twilight said, “I‘ll deal with Mask, so don’t worry about him.”

Still shaking, Quip asked, “But wont that get you in trouble?” Knowing that heirs usually took the position of being in charge. The idea of a pony being in charge of an heir confused her.

With a giggle, Pinkie Pie told, “Nope, not one bit!” Giggling further at the changelings confused look, telling, “Twilight is Masquerades fillyfriend, so she‘ll be ok.”

When Quip heard this from the pink mare, her jaw dropped, already trying to make sense of what she was told. Fillyfriend, as in, together! She would understand if the heir was protective of Twilight as a food source, or maybe something to use to gain something, that what most infultrators did. But this was not what she would think one of them would do!

When she went still, Twilight poke the drone, not receiving any response from her actions. With a snicker, Rainbow said, “I think you broke her Pinkie.”





Masquerade was no stranger to waiting. Being an infiltrator called for patients so they could play the waiting game when they had targets to eliminate.  He had done this on multiple occasions, always stalking his targets and waiting for the right time to strike.

This time, however, he had somepony close to him talking to their once foulnapers. It was understandable he was a bit antsy with knowing what was happening upstairs, and how the situation was playing out. Twilight assured him she would be fine, and the changeling commons also assured him things would be fine.

Still didn’t stop him from being worried.

Though Masquerade had closed off his emotions, Roma could tell by his focused gaze at the stairs that he was still worried. Rolling her eyes, Roma told, “Glaring at the stairs aint going to speed things up for your mare, love bug.” Tapping the table saying, “Join me and Tappy here in our talk.”

Making only the slightest glance, Masquerade told, “No thanks, I‘m good with glaring at the stairs.” Intensifying his gaze saying, “I think it‘s about to combust into flames soon.”

“Don’t you go causing fires in my library too, having a dragon around is hard enough.” Twilight’s voice called form the top of the stairs, being followed by her friends.

With a smile, Mask told, “I‘d put it out after it starts.” Noting the changeling drone trailing behind them, “If nothing else, I‘d stomp it out.”

Shaking her head, Twilight told, “Then I would have to treat your burns, seeing as you are afraid of hospitals.” Smiling some at the stallions slightly darker face.

“It‘s not a fear!” Masquerade denied quickly, “But a trained thought process to avoid medical staff that could revel the existence of changelings.”

With a sideways glance, Roma asked, “I thought stage-four infiltrators didn’t need to worry about that sort of stuff.” Suspicious that the changeling was not telling the full truth.

Looking to the mare, Masquerade told with a slightly amused smile, “One can not be too careful Roma.” Sticking with his last statement to the bitter end. Looking away from the vendor and to the drone, Mask only asked, “So, how is our…guest?”

Quip tensed up at being mentioned, keeping herself near Fluttershy who was in the back of the group. “Quip is doing fine, Mask.” Twilight said, slightly emphasizing the drones name.

“We came down because she wanted to see…Flick?” Turning back to Quip to be sure she had the name right. Getting a nod from the changeling, Twilight continued, “We‘ve talked, and she thinks she can convince Flick to let us talk to the Quasi Clan.”

“I doubt it.” Roma interjected before Twilight could say more, “There is no way a changeling clan would willingly let anypony, let alone changeling, get close to their caln hive for a chat.”

Pondering on it a little himself, Toe-Tapper agreed, “Roma‘s right, even my clan, as peaceful and corroborative as we were, never let others close to our hive.” Also doubting the drones ability to convince a common to do this task.

Looking past them all and straight to Quip, Masquerade asked, “What makes you so sure this common would even consider your request…Quip.”

The changeling drone felt herself freeze in place at the black pony’s stare. She knew from the actual ponies that this unicorn was the changeling that took her group out. And they said he was an heir too, that thought scared her the most, knowing that he had the power to end her quickly.

Seeing as he was still waiting for her reply, Quip quickly told, “Flick would listen, he always listens to me and the other drones, he would help.” Feeling unconformable under the stoic face and lack of feelings he had.

Almost as if to pick this up, Twilight told with a firm voice, “Mask, I know your angry with her and her group, but I need you to let go of that if this is to work out.”

She was right, and Masquerade knew she was right and wanted to go about this in a logical way. But changeling instinct always seemed to rule him at time like these. He looked to Twilight to find the same firmness in her eyes, knowing she was willing to fight him on this if he tried to argue about it.

Swallowing down his feelings, Masquerade nodded, “You‘re right, I‘ll try and put a cap on my feelings.” Getting a satisfied nod from the mare. Looking back to Quip, Masquerade thought for a moment before he looked back to Twilight saying, “Your telling the Princess about this, right?”

With a confused look, Twilight told, “Yes, why wouldn’t I?” Knowing the situation had to be made known to both Celestia and Luna.
Keeping quiet for a moment to go over his thoughts, Masquerade told, “I think I might know how to get audience with the clans head if this Flick is willing to take us there.”





Inside one of the many rooms located inside of the Canterlot castle, both Princess Cadence and her soon-to-be husband Shinning Armor, stood with ten of the royal guard. Also with them was the changeling elder Intrusive, who had taken up the task of teaching some of the guard to defend against changelings. With the elder stood ten changelings, all drones by his telling. They all had a pony disguise, if not simple and basic in looks. 

Walking before them, Intrusive gave the solar guards a look over, wise old eyes scanning the ranks as he said, “Changelings, as you have come to find, like to use disguises and deception to win fights.”

“In a straight on fair fight, most of you would have no trouble holding off a changeling with no combat skills.” Intrusive told, feeling the pride roll off the guard, rather then show it. He very much like the discipline used, but knew it would not help, “But what a changeling see‘s as fair is different for you all.”

Using his pipe to point to a pegasus guard he ordered, “You, on the mat.” Referring to the padded blue mat that was set down for this training season. As the guard made his way over to it, Intrusive then pointed over to one of his own saying, “On the mat youngling.”

Like most around him, the drone took on a more younger form that was much like a teen colt, just under the age of being considered a stallion. With a quick nod, he rushed over to the mat, facing the guard that was absent of his golden plate armor.

Nodding to this, he told the two, “When I give the signal, the two of you may begin the spar.” During this, Intrusive glanced at either combatant, easily noting the guards calm demeanor, and feeling the drones nervousness. “You may begin.”

All watched with some interest as the one drone tried, and most definitely, failed at trying to pin the guard down. By using a combination of his natural strength and strict training, the solar guard easily pinned the drone down in a few moves.

Intrusive would then switch the drone out with another one, and begin the spar again. All the while, Shinning felt a smile from on his muzzle at seeing his guard doing so well, even if it was apparently against the weakest of the changeling types.

After the tenth changeling drone was pinned down with the same ease and sent back into the group, Intrusive told the group, “As you have seen, one guard can take on a drone multiple times alone, no challenge.” Patting the stallion as he did.

However, a devilish smile seemed to form on the elders lips as he told, “But this will not be what you all will be facing.” Turning to the guard he asked, “Do you think you can handle them all again?”

With a crisp reply, the guard told, “I can take them all on again, sir.”

“All of them?” Intrusive asked again, his smile only growing.

A little concerned, but not enough to feel worried, the stallion told, “Yes, all of them.”

With a pleased nod, Intrusive turned to the rest of the guard telling, “Observe carefully class, for I will ask the drones to use their greatest skill in combat.” And looked back to the assembled drones saying, “Sick‘em!” Stepping away from the guard.

As one, all ten drones rushed the guard, giggling and laughing as they did. Seeing the wall of faux teenaged ponies charging him, the guard went into a strong stance. This did nothing for him as he was swept away by them all, being rolled and jumped on.

Walking around the pile of ponies, Intrusive said, “It is not their skill, that one must fear from the drone.” Ignoring the stallion that tried to escape, only to be pulled back into the pile. “It is their numbers that you must fear, for even the mightiest can fall pry to greater numbers. ”

During the elders speech, the group watched as two of the drones run off for a moment, coming back with a wooden barrel and opening it’s lid. Once ready, the remaining eight all but stuffed the stallion inside, before putting the lid on it. With that done, they tipped the barrel over, rolling it about the room with glee.

From within the wooden container, a number of ‘oof’s’ and ‘help’s’ came out as the drones got their little bit of revenge for such rough treatment. Hearing the commotion behind him, Intrusive also added with a sigh, “They also are a rambunctious lot when unsupervised.”

Wile the elder went on to yell at his drones to stop traumatizing their victim, Shinning Armor looked to his guards, seeing some nervousness on their faces. They were no doubt unsure how to face a force like they just saw.

Even if it this is a demonstration, it’s one with what the Lue clan consider workers, not actual fighters. Most would have not seen it, but as captain of the guard, Shinning Armor could see the drones worked best as a group. It was painfully obvious during the one-on-one matches they were unsure and easily beaten.

This changed when their elder gave an order for them to all attack. Despite their mob like charge, they all did so as one. None rushed ahead of the others, staying close to maximize their force. Then after they took down his guard, they proceeded to some how plan an idea, sending two to do the task while the rest held his guard down.

“How effective are changeling drones in groups, apposed to being alone?” Shinning called out, wanting to know a little more.

With his attention drawn to the captain of the guard, the wise elder told, “A drone alone is just one bee, easily handled and harmless after one good sting.” Finally able to separate the ten drone and one dizzy guard from a barrel, “But just like bee‘s, they grow in strength with each drone added to their group.”

Having his changelings stand in a line, Intrusive said, “A single heir is said to be worth three hundred drones, some say.” Looking over his rambunctious group of drones, patting one of them on the head with a slight smirk, “But one must ask, would you rather face one powerful heir, or hundreds of drones?”

Caption Armor knew the answer to that, even if it wasn’t one he liked to think about. Masquerade had shown that he easily outclassed them when it came to fighting. But during that confrontation, the changeling used a number of tricks to evade him and the guard, only fighting back when he had an opening.

Still, we outnumbered him easily, and he could hardly fight half the time. Even if he was tricked a number of times, both princesses had assured him that he did rather well when fighting the first changeling in centuries. Would that be still said if it was three hundred drones instead? This line of thought was rather disconcerting to him, as it meant he and those fifteen other solar guards, plus five lunar guard had to face number greater than their own.

With thoughts of how his one guard was taken down with just ten drones tackling him, Shinning Armor knew that he would constantly be on the defensive for his troops while they fought. This was assuming the drones didn’t use their shape-shifting to mimic one of them and cause confusion.

“The one powerful heir sounds more easy to face than hundreds of drones.” The guard captain admitted aloud, “If it wasn’t for your ability to become us, the idea of facing so many would seem more manageable.”

The princess also showed concern over the idea and voiced them with, “Professor Intrusive, would their be any way to avoid this problem?” Using the title most changelings from the Lue clan used around the elder.

Giving a please smile at being addressed with his old title, the elder told, “Luckily, there are a few ways your highness.” Waving for one of the drones to step up. He did the same fore another guard, and had them stand side by side.

After a nod, the drone took on the guards appearance, looking identical and even holding a stony face. Back into lecture mode, Intrusive said, “Changelings can take on your looks, and make you paranoid of who is friend and foe.” Looking between the two and saying, “Bumfuzzle.”

While one remained still as stone, the other, broke his façade and did his best not to laugh. This was met by a whack from Intrusive’s pipe, braking the drones concentration and losing his disguise. The other drones openly snickered at this, finding their fellow changelings failure from a word rather funny.

Turing his eyes to them all, the elder said, “Would any of you wish to aid in the next demonstration?” Effectively shutting them all up.

He sometimes reminds me of my old languages teacher, Cadence thought with amusement, recalling the old mare and her strict but respective teaching methods.

Soon enough, Intrusive was waving for all the guards to join them and play a little spotting game. Cadence held back her giggles of amusement as she watched the guards and her Shinny try and figure out who was changeling and who was pony.

She found it rather interesting that changelings preferred doing their exercises like a game. I wonder if Twilight knows that? She asked herself briefly, deciding to ask the mare the next time she saw her.

“How fairs the training of our sisters guard, Cadence?” A voice spoke, making the pink alicorn jump slightly at the sudden arrival of her aunt Luna. The alicorn of love could not help but notice the eerie similarities the night mare had with changelings when it came to sneaking about.

With a calming breath, Cadence told, “It could be going better, but they have been making some progress.” Looking back at the group, just in time to see another guard being rolled in a barrel.

Luna wasn’t sure how to take that answer right after a guard was rolled about inside a wooden container. The night princess shook her head as the elder changeling once again began to shout at his subordinates for their antics. 

It is still hard to grasp how much they have changed. Luna thought, watching the changeling drones continue their foalish games with the royal guard. During her and her sisters time, drones were seen as fiends, a hoard of imps that would follow their demon like leaders, the heirs. But now, they are but innocent foals, only seeing the world with curious eyes.

With a curious glance, Cadence said, “I‘m surprised your up so early aunty, your usually not up until dinner comes around and the moon needs rising.”

Giving her niece a look, Luna smiled some and lit her horn it’s indigo glow to grasp something. Opening her wing some, to pull out a navy-blue scabbard that held a sheathed sword in it. Taking hold of the hilt, Luna deliberately pulled the sword out slowly to showcase it smooth silent removal.

When free, Cadence let her eyes roam over the beautifully made sword. Starting at the rounded pummel, one would find a sapphire gem that seemed to glow with Luna‘s magic, and held by fast by silver metal around it. The hilt was wrapped in a black material, one that was not of cloth she was familiar with but-- Leather, Cadence came to realize, feeling some hairs rise on her back.

Moving past the hilt quickly and to the guard, she was shown the metal worked into the shape of a crescent moon that went up with the blade. The blade itself shined a silver gleam, ever so little tinted a blue shade and seem to glow the slightest bit like moon light.

“The head of the Lue and his brother had asked me to see the finishing results of our work.” Luna told, giving the sword a light swing that left a smooth magical trail, “This sword is that result, and I am most pleased with it.” Giving a snort while adding, “They insisted I give ‘her’ a name.”

With a smile of her own, Cadence looked the magically powered sword over saying, “Another one of their traditions I take it?” Wondering if the two changeling heirs did decretive sword work.

A small laugh came form the lunar princess as she said, “Indeed it is, but verily, I would have done so anyways.” Looking over the sword that was now her own saying, “A weapon is the extension of the wielder, so most give a name to their ever faithful weapons.”

Cadence nodded to that, recalling a few times she had talked to some minotaur ambassadors when she was more younger. They said something similar when talking about their forges and how they were making more then just a weapon. It was a minotaur’s saying that the steel molded, held the crafters feelings and thoughts, before giving the weapon it’s name.

Giving the sword another look over, the younger alicorn asked, “So, what is ‘her’ name?” Gaining a small teasing smile.

The night alicorn smiled some at her nieces slight antics and telling, “Lunar Eclipse, for the sword I posses has surpassed any sword of it’s kind.” And for Luna, it certainly has. She and the Lue brothers had spent four days making the sword, with Bard working the special metals, while she and Yellow Jacket worked on the magic and enchanting. All to create a battle mage sword --or as the two liked to call it, a ‘spell-slinger’-- unlike any other.

Sheathing the Lunar Eclipse, the night princess told, “I have put her through her paces, and found my new blade to be…what is the word ponies use this age?” Dragging off in slight thought while tapping her chin.

With a smile, Cadence told, “Awesome?” Unable to hold in her laughter at her aunts next set of antics.

“Yes, I have found this blade to be ‘Awesome’!” Pointing her hoof ahead with a pleased smile, as her niece laughed at her side. Though acting like this was foolish, Luna could not help but enjoy the laughter of her niece. Even if it she is not fully of our blood, it is still nice to have family such as her. The lunar monarch smiled to herself and continued to watch the rather amusing training.





With the day nearing it’s ending, Celestia could not hold back the smile of relief she had for the days end. The meetings and open court she had that day were stressful to say the least.

Manehatten wishing for an increase on taxes for construction for more buildings, treasury being revaluated thanks to my nephews vigilantes-- It was all that seemed to drone on in the eldest alicorns thoughts as she reviewed the day and work on a few more documents. She was glad her sister had help take some of the burden off once up to speed  with current day laws, but sometimes she still needed to do most of the leg work.

In a year or two, she should be completely caught up, she told herself, knowing her sister was rather good at learning detailed things. It was a skill she lacked some, stumbling a the few centuries of ruling as she could not keep up with some ponies that would learn new tricks. But now I am too old and wise for such nonsense. Celestia smiled, laughing at the few attempts to overthrow her ruling position in the past.

Why doesn’t anypony do that anymore? She asked herself lightly, as it was the only fun thing that seemed to happen for her. Granted, a coup to overthrow her is nothing to laugh over as it threatened the nations integrity, but they are so much fun to stop!

While the white alicorn reminisced over the last attempt to overthrow her, a letter materialized before her, almost dropping before being caught. Now surrounded by golden magic, Celestia brought the letter before her, unsealing it to read its contents.




Dear Princess Celestia

I am sure you recall the events that I have reviewed to both you and Princess Luna obtaining to the incident I had with the aggressive changelings nearly a month back?

Yesterday, I had asked Masquerade about talking to them and we both formulated a plan as to how to go about this. I am now sending you this letter, moments after talking to one of them, a changeling drone by the name of Quip.

With my friends help, we have made an accord with her clan, the Quasi, but will need to begin talks with another one of the changelings that had attacked me. Masquerade also asked if Princess Luna would be willing to represent Equestria for when the clans location for talks be reviled.

I would like to come with, but Masquerade has insisted that I remain here while he and a few select other changelings go with Princess Luna and a few of her own guard to proceed with talks with the Quasi clan.

From your faithful student, Twilight Sparkle.




Celestia reread the letter again, being sure not to miss anything by mistake. She would admit, she still wasn’t sure how much to trust Masquerade at times with his shady actions. It was true that Cadence had assured both her and Luna he would be loyal through Twilight, as he harbored great feeling for her student.

Her current focus however, was fixed on the possibility of gaining another changeling clans help. With the coming invasion, more resources would be best, and took up a quill to make a quick letter to her sister to come to her chambers.





> The clan of Quasi
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic

Edited by: Bast




Being an heir of the clan was not what most commons thought it would crack up to be. It was a role that one not only was taught to know, but fully understand. They carried the weight of the clan on their shoulders, burdened with the knowledge that their choices can either mean prosperity or ruin for them all.

The hardest dissensions to make were ones that involved scouting, as the chance of fellow clansmen meeting another hostel changeling clan was possible. More than many had lost their lives to wandering into such situations, where a changeling clan did not like a scout passing through their territory.

And it seems I have to add three more to that list, The current head of the Quasi clan thought while looking over her hive, passed onto her after her father's passing.

The changeling heir leaned on the balcony that was connected to her room, carved from the granite stone that the whole hive was seemingly made of. Blackened resin made houses of all sorts of shapes, some into round like hovels that stuck to the walls.

Others took on a honeycomb shape, hanging far above the cavern floor. For those that had enjoyed the ponies ways of living, they chose to create houses of their own make in the swamps below, complete with roofs that were not really needed. Still, it made for a sight to behold, as a soft green glow help illuminate the hive that held flowing waters, trees and large fungi.

Below her, the hives activity bustled about with a harmonious hum from the constant talking and buzz of gossamer wings. It was an empowering feeling to her, one that not only reminded her, but the whole clan that they were united as a swarm that numbered four-hundred.

But for how long? She wondered to herself, knowing like so many of her followers that something was wrong in the world. Nearly five months back, a number of her scouts had gone missing, disappearing one by one. Though troubling, she knew she could not send others to search for them, as they were far from Quasi territory.

But things got progressively worse, as more of her changeling went missing, and a number of allied minor clans vanished overnight-- leaving broken remains of their clan hives.

Her father had done well to make the hive grow to six-hundred when he was still alive. It stayed that way until the scouts began to vanish with the allied hives. Now, the clan head was down two-hundred of her people, gone to the winds like grains of sand.

But the hive still needed food, and that meant to send out more scouts to make sure they knew where open feeding grounds were. This was so she could send collectors in to gather what they could before binging it back without being noticed.

Her last three scouts, lead by a rather sleazy --but effective-- changeling scout that had survived some of the more harder missions in his life. Still, I can not say I fully trust him, She thought, turning her gaze away from the city-like home she ruled, and walked back inside her chambers.

Despite what she felt, she needed an effective survivor to lead two other scouts deeper into pony territory, home to two of the most strongest being known to changeling kind: Celestia. 

She was unsure if it was wise to make such a bold move, but the surrounding lands were already becoming more harder to forage from. The Staunch clan had been making it clear that the griffons mountainous nation was their territory, uniting a few other minor clans to keep it theirs and only theirs.

Minotaur lands were also off limits, as the Quasi’s rival clan, the Salient clan, patrolled and fiercely attacked anything that was changeling. Savages is what they are. The clan head bitterly thought, remembering a time the Quasi had been attacked by the clan, unprovoked I might add.

Dragons were another choice, one she did not even bothering to consider, seeing as they were not only the worst place to get food. But they were also located on the other side of the ponies own lands-- too far of a journey for any of her scouts to give any good information. Assuming they survive that long.

She didn’t even bother considering either zebra or horse, as both were much too far for any of her scouts to reach. One was over ocean, while the other was a hard road to take before reaching desert like sands. If the long journey didn’t kill them, then the empty deserts would as nothing would be giving any emotions off but some animals.

diamond dogs were another option, and a close one at that. The only problem was the mutts were a very greedy species, not usually generating the love required for a healthy diet. Admittedly, they start loving others like any normal dog if given a bone…one made of gold and filled with gems that is.

In short, the ponies were their last option, one that she was willing to risk being sighted by Celestia over. But with another month now passed and still no word from Spite and his followers as to their success…it was not looking good.

She considered other pony settlements and cities, those not under the watchful eye of Celestia, but they already had a number of now highly alert changeling clans. With them sticking their clams and hunkered down, the Quasi clan was left to slowly starve as it scrounged around for scraps.

We’re not going hungry yet, She told herself, using her magic to take a look over a few reports that had come in. She grimaced at a few of them, hissing a bit in anger, but we will if what I read keeps up.

With a suffering sigh, she made her way over to her overly lavished bed, one her drones insisted she have after her ‘coronation’ as the new clan head. Drones, they are adorable as they are annoying, she sighed again, but more out of amusement then anger.
Laying down on the soft mattress and looking over another report, the changeling heir gave another snort while reading--



Northern Patrol Report of Summer Passing

The Red Claw diamond dog pack have begun to move again, thankfully away from the clan hive. Investigations have shown that their withdrawal is due to a large find of gems. One of our numbers by the name of Grey Sky, says it will take them at least a month before they move on again.

The White Tip diamond dog pack is also on the move, as the nearby Hunters Lance diamond dog pack have taken over the area. It is advised that no movements are taken toward their new territory.

As for the previously mentioned pack, they are heading over where our hive is located, but apparently do not wish to set up tunnels around our hive, thankfully. They seemed more interested in heading towards pony territory, where forced slave labor would be possible with minimal resistance.

Griffon patrols have been spotted near the western part of our territory, searching and eliminating certain wildlife such as cockatrices and manticores. We believe it to be another number of glory seekers looking for honor in a good hunt. The Western Patrol headed by Gate, has been informed of this.



Any further reading was interrupted with the pounding at her door, giving the changeling pause at who it might be. Holding her breath and counting a few moments, she held back her irritation of being bothered and called, “Enter.”

Going back to her reading, the heir could hear the doors to her chamber open and let in a lone changeling, one that was giving off plenty of uncertainty. She narrowed her eyes some, wondering what the problem could be.

“Speak.” She ordered, moving from Summers Passing’s report to some paperwork involving the treasury and possible trades that needed to be done.

With a slight gulp, the changeling said, “The scouting group that has been gone for two months has returned.” Catching the clan head’s attention, “But Spite is not among them, and there are…Ponies with them.” 

What… It was the only thing that the heir could think after those last three words left her subordinates mouth. When she heard that the scouting group was back, she was overjoyed, but knowing there were ponies with them, and without Spite?

“How many?” She demanded, putting aside her work and jumping off her bed to make her way to the sentinels of the hive.

Quick to take pace beside her, the smaller changeling told, “Six, ma‘am.” Keeping his eyes ahead, not to even taking a chance at looking into his leaders eyes. “Two are unicorn, one male and one female, as well as an earthier, female also. They don’t look like guards, but the male clearly has two swords. The last three concern me the most, as two of them are thestral‘s males, bearing armor of the Lunar guard and escorting one cloaked pony.”

The heir stopped in her tracks, feeling her throat constrict and her breathing stop for a moment at the news. Lunar guard, could it be that… Taking a gulp of air, she asked, “Are you telling me, that the old stories of Celestia having a sister are true?”

Looking nervous himself, the changeling answered, “It‘s possible?” Not sure if he was even correct, “We have not been in Equestrian lands for centuries, and the only reason I know they are Lunar guard is from their crest-- the same one shown in those old tomes of our species near extinction.”

Feeling a rush of fear run through her body, the heir asked, “How far are they, and are you sure there are not more?” She didn’t like this information, even less as she had no idea what Celestia’s supposed sister was capable of.

Gulping again, the changeling squeaked, “They’re at our doorstep, requesting entrance and an audience with you?”

She wasn’t sure, but for a moment, the clan head thought her heart had just stopped. Six ponies, next to no guard, and a possible princess capable of controlling the night at my door step, and asking politely to enter? Today was certainly a off day for her.





Near the entrance of the Quasi clan's hive, a number of sentries donning what armor and weapons they could, baring their teeth and weapons. They however, weren’t fooling anypony, as their armor worked against them, clanking away as they shook in place at the sight of Luna when she shrugged her cloak away.

Despite their apparent fear of her, Luna had to admit she approved of them standing their ground in the face of somepony like her. Most ponies chose to just run and hide after she started going on walks, even some of the guard did so when she regained her more adult body at first.

Both guards to either side of her remained calm, only showing hints of being nervous near so many changelings. They ruffled their bat-like wings, helping to shrug off the chill in the night air around them while they scanned for any attacks with their night eyes.

Not too far off, the changeling that took the form of an earth mare --Roma-- seemed to look at the swarm with lack of interest, eyeing Luna more than them. Luna was not sure why she seemed more interested in her, opposed to the swarm of changelings, or the two changelings that had lead them here.

Beside Roma were both Twilight and Masquerade, the stallion keeping the mare close for both protection and warmth. Despite his protests, both Luna and Celestia felt it best if Twilight came along, seeing as she knew more about changelings than either of them. Masquerade didn’t seem to believe this reason, and did what he could to keep Twilight away from the clan hive.

He even went as far to argue with both Twilight and Luna about it. After what seemed like hours, Twilight was able to get Masquerade’s approval by promising to stay by his or Luna’s side at all times. Masquerade didn’t include the Lunar guard, as he didn’t seem to trust them.

As for the two changelings that had lead them to the hive, they stood between both the swarm and the ponies. Quip was obviously both nervous and excited, happy to be so close to her kin, but also scared of what the alicorn might do. Flick apparently was doing better than his clan was, keeping calm and collected-- even if he eyed Masquerade like a ticking-time-bomb.

Luna returned her eyes forwards when a new changeling appeared at the entrance, one lacking any armor or weapons while passing up the sentinels. He took a deep breath, trying to retain his fear while saying, “Her grace has agreed to see you.” Motioning for the defensive sentinels to back down, “If you would please follow me.”

Giving one another a quick look, Luna began to lead her own troop of sorts, Twilight taking her left and one of her guard on her right. Roma put herself behind Twilight while another Lunar guard walked beside her. Masquerade stayed in the back of the group, feeling the need to guard the rear.

Personally, the second heir didn’t think they would get as far as they did. Just a day after Twilight had talked to the changeling, Quip, Luna had come the next night to speak with Flick. He was surprisingly forthcoming when Quip began to talk to him, telling him how nice the ponies were and the possibility to help their clan.

When the subject of going to his clan came up, Flick became tight lipped, making sure not to say a word. It took two hours of convincing, with Luna’s own intervention, just to get him to even discuss the idea. Masquerade understood that this had huge ramifications for the changeling and his clan.

It will be the first time in changeling history that a pony enters a hive not only willingly, but on peaceful terms. This lone thought sent sparks of excitement run through the heir, almost as if his dream for actual peace was becoming reality. But he knew better, as this was a more of a risky jump into the unknown. If things went downhill, it was only him, Roma, Twilight, two Lunar guards and Luna herself, Vs. the entire Quasi clan.

Than again, we do have a goddess of the night, a battle hyped common, two veteran guards, a magical powerhouse, and a master infiltrator from the prominent clans… Thinking of it that way made the changeling heir feel slightly better. Even if they didn’t completely win against the overwhelming numbers, they would cause a lot of damage.

Twilights thoughts on the other hoof, was not so focused on the possible outcome of fight or flight. Instead, the mare let her eyes wander about the dark tunnel a bit, taking notes of how things looked. The tunnels were smooth, and were held up by a black resin, something apparently that happened when a chemical --matching sugar from her tests-- is introduced to the normally green resin.

Maybe that’s why they like fruit so much, their bodies gather the natural sugars in the fruit to be latter mixed to create this. The lavender theorized, keeping pace with the group as they followed their guide deeper underground, their path lit by green changeling fire.

When they finally reached where the hive was, Twilight soon found the tunnel they traveled to be just a welcome mat, as the city like hive before her had the looks of an obsidian castle. No place was left unused, as the cavern floor, the walls and even ceiling had homes, shops, workplaces and even a number of controlled waterways.

It was all lit up by large orbs made of resin, powered by unknown means and giving the changeling hive a vibe of a city that never slept. The areas of water flowed from the granite ceiling and into basins below, collecting and separating the water so it could travel to all parts of the changelings hive. Farms of fruits, vegetables and fungus could be seen, all thriving in the warm and humid atmosphere.

Scores of drone flew all over, carrying supplies, food, water-- it was literally a buzz of activity as they all worked as one, some even carrying great loads as if they were one being doing it.

Because some of them lacked wings, the ponies had to walk their way to the main stalagmite that was carved into their leaders home. Twilight didn’t mind this though, as it gave her a chance to look about the floor level of the hive. And to say, it amazed her in how it looked.

Moss was laid before them, making a carpet like path for them to follow as they moved passed flooded swamp like lands, filled with tall trees that had a number of changeling homes attached to their trunks. Mushrooms of great size also made their home here, making apparently likable resting places for changelings to land on or under their huge caps.

Twilight could even find changeling homes in the shape of pony homes, having widows, front lawns and even the odd pink flamingo.

While they moved, Twilight had started to notice the number of changelings stopping their tasks to stare at them in both shock and fascination. Some even woke up from there apparent naps to move away and watch them with caution.

The lavender suddenly gave a startled yelp as something landed on her back. Quickly craning her neck around to see what was going on, Twilight found herself face to face with two curious blue eyes. Twilight blinked at the very small changing on her back, staring at her with innocent curiosity and tilting their head at her.

She had not noticed it, but all had came to a complete halt at what happened and looked back to Twilight. Some looked on with worry, seeing a young changeling drone not running away like it should. Their worries were not needed, as Twilight smiled at the small changeling, lifting it off her back with her magic and to the floor.

The small youngling looking about with aw, not at the magic, but rather what was in it. This was the first time magic felt so warm, and so welcoming to be held in. So it felt like a disappointment when she let go of it, not feeling the warmth anymore. The little changeling looked up with large puppy eyes, holding it’s slightly undeveloped holed-filled-hooves out to be picked up again.

Twilight lifted a hoof away, as if to make some distance from the small changeling. Casting her eyes around for some form of help. She was only greeted to all the wary changelings awaiting her choice.

She looked to Luna, as if to ask for help. The monarch of the night did nothing but motion with her hoof for Twilight to chose what to do.

Still feeling unsure, she turned to the closest changeling she knew, being unfortunately, Roma. The mentioned mare only smiled, slightly gesturing with her head to go on and take a risk and pick up the child.

Putting her trust in the changeling, Twilight lit her horn up, filling the quiet space with the ring of her magic as she picked up the small changeling and depositing it on her back again. The little one gave a happy sequel during its time in her magic, giggling and laughing before landing on soft lavender fur.

Now watching the nymph snuggling into the mares back, Roma chuckled saying, “I think you have a new friend Twinkles.” Patting the nymph a bit and saying, “Now aren’t you the cutest little brat I‘ve seen today?” Using her hoof to then tickle the nymphs softer neck some, getting a few giggles and squeals.

Though still very wary of the ponies, the changelings of the Quasi clan began to move once more, keeping an eye on the outsiders that were tending to one of their young.

The guide let out a breath he didn’t know he was holding, straightening up to retain some of his dignity saying, “If we may, the clan center is this way.” Turning around to keep moving.

Quip let out a small giggle, bonding away from Flick and next to Twilight so she might talk to the mare and play with the younger changeling. Roma also gravitated near Twilight, unable to retain her slight changing instincts for caring over the young nymph on the ponies back.

Masquerade watch this all in silenced, smiling at the scene while shaking his head thinking, mares.





The clan center was a rather huge stalagmite in the center of the cavern, dug through and built much like a castle. It’s outer walls were made up of granite and black resin, topped off with curving spikes that only seemed to add to it’s beauty in a way.

A number of towers could be seen hanging off the stalagmite, having hallways branching off to connect them. It looked like they were suspended by a thick spider web, holding each hall and tower in place.

Even know black was often associated with powerful overlords, war mongers and even evil witches-- this obsidian castle looked more awe inspiring than it did scary. Even with it’s alien insect look, the ponies all had to admit that the way everything was in the deeply hidden clan hive had a certain air to it, a beauty unlike anything they knew.

Though Twilight and the two thestral guards didn’t completely know what it was, Luna certainly knew. Through her sense of all three pony tribes, Luna could feel the natural flow in the changelings hive. Despite their tendencies to drain the land of life, it seems that they have learned how to truly live in harmony with the land. This gave a certain feeling of hope to her, that making peace with changelings was not really a lost cause.

The plants grew large and strong, bearing fruit and housing some animals that had some how adapted to the underground life. The waters were clear and teaming with life, properly aerating the water so fish could live in such conditions. But most of all, there was the feeling of harmony.

The night alicorn was not sure what it is they done to hold such a feeling in a place teaming with changelings. If nothing else, they would have drained this place dry of life, leaving an unbalanced cavern to crumble away. So what did they do to keep harmony so strong? The question burned in her mind while she looked the obsidian black castle before her.

Behind Luna, giggles and laughs could still be heard as the little ‘female nymph’ was continuously cooed over by Quip, Twilight and somewhat surprisingly, Roma. The small changeling simply loved the attention, doing cute little acts and also snuggling into Twilight’s mane multiple times.

Luna had seen that even with the high alertness the whole changeling clan shown towards them, they seem to relax whenever they saw one of their young being tended to by the mares. It seemed increasingly obvious to Luna that the small nymph drone still meant a lot to them, despite drones being seen mostly as canon-fodder or grunts.

Why doth it seem so hard to believe, that their likes could show such care in others? She knew the answer, as did her sister. It was hard to believe because of all the chaos and destruction their ancestors had caused on the land. How they did not care how many fell in their armies to achieve any sort of victory.

But now, after rising from their near extinction, changeling kind --or at least this clan-- had learned it’s lesion and now grew without needing to faolnap her little ponies or drain the land dry. It kindled the flames of hope inside of Lunas heart, knowing deep down that they must have truly changed for the better if harmony was maintained so well by those who could destroy it.

“Please wait here.” The guide told them, snapping Luna out of her musing as they halted at two large wooden doors. “I will inform her grace of your arrival.” And passed through the doors before closing them again.

When they did close, Twilight almost burst with barely contained excitement and drawing everyponies attention, “I can‘t believe what I‘ve seen so far.” And glanced out one of the windows saying, “This place isn’t like anything I could have dreamed of, it‘s simply breath taking.”

With a gleeful smile, Quip said, “If you had wings, then I could show you the hive from hang-point!” Feeling her wings buzz a little, “Right up there, at the ceiling!” She pointed out a nearby wind, then turning back to the floor were the nymph was rolling about in a playful manner.

Twilight did so, spotting the wasp like nests that hung from high above the swamp like cavern floor. Every now and then, a changeling would enter and exit these homes, going about their seemingly busy lives.

Taking a few steps to stand next to Twilight, Luna said “It is a marvel of its own, I must agree.” Looking out the slightly green tinted window before her, as her subject and friend did, “Have I not come myself, I might have had a hard time believing such a place existed.”

“Good to know my clan pleases you so.” A silky voice told, getting both ponies to turn.

While Twilight turned around quickly, Luna calmly turned as if not surprised and told, “Pleasing or not, there is a reason I have come.” And faced the female changeling heir that stood about her height.

Luna did a quick look over the heir, noting everything she could in a moments glance. The heir before her was slim, body streamlined and fit for quick flight. Both wings seemed to be a bit more longer and thinner, something the Quasi changelings all had to a minor degree compared to those she had seen in the Lue. The heir also had her mane and tail in pristine condition, not having many holes and having a silky quality to it.

With a light bow, she told, “I am the clan head of the Quasi clan, Opulent.” Then came back up, eyes shinning with apprehension, and cunning, “What do I owe this pleasure, princess?”

Being sure she was standing at her full height, Luna told, “I am princess Luna, Co ruler to Equestria and ruler of the night.” Moving to stand before Opulent saying, “I am here to broker peace between your clan, and Equestria.”

The heirs wings buzzed quickly, shock running through Opulant’s body at the princesses words, “P-peace?” Stuttering the word out in confusion, expecting something a bit more worse.

Giving a nod, Lune motioned for Twilight to step up and told, “Verily I tell onto you, it is Twilight who help pave this path for I and my sister to take.” And nodded for the mare to continue.

Twilight looked up to the heir before her, still feeling some nervousness at the height difference and somewhat predatory eyes looking down on her. Feeling another next to her, Twilight glanced her eyes to the side to see Masquerade by her side, ready to take action.

With a smile, Twilight took in a breath and said, “I am Twilight Sparkle--” Giving a bow before rising, “--I am the student to princess Celestia, and have known about changelings for two months now.”

Holding a moment for Opulent to take that bit of information in, Twilight continued, “I was given a chance by one to know about changelings, and did so knowing the risks.” Looking to Masquerade and nodding.

Her coltfriend gave a slightly suffering sigh, letting go of his disguise of being a pony and back to his heir form. Seeing this, Roma got off the floor with the nymph and joined the two, letting down her own pony form.

The presents of another heir, a male one at that, caused Opulent to take a step back and keep her focus on him.

Seemingly ignoring her wary and untrusting look, Masquerade told with a slight bow, “I am second heir to the Malek clan, Masquerade.” Scooting slightly closer to Twilight saying, “I‘m also Twinkles coltfriend.”

Looking at the group with even greater surprise, Opulent could only internally groan, can this day get any more complicated? Having the need to formulate some idea what to do next, she turned to Quip and Flick respectively saying, “Well, before we start anything, I wish to have my scouts checked out and report their finds.”

Without wasting a moment, Flick made his way towards the clan head, Quip quickly following with nymph in magical tow. Opulent smiled at the smallest changeling, giggling as Quip made the little nymph fly about inside green magic. Reopening the large doors with her own magic, Opulent’s waited for her changelings to enter, telling the pony group, “I will be back shortly.” Then entered herself, closing the doors.

As soon as the other heir was gone, Twilight turned to the window once more and asking, “Is it like this in your clan too, Mask?”

Turning to the mare a bit confused, Masquerade looked to where her gaze was locked and saw the changeling hive before him.

With a sad smile he nodded, “Mostly, however each clan varies in looks at times.” Letting his eyes drift some he said, “But all the basics are there, so most hives do share similarity.”

Joining them, Luna said, “I have a question myself, Masquerade.” Looking about the city full of life and ever present harmony, “How is it that anything can live so deep underground, with changelings no less?”

Twilight gave a questioning look to her princess while Masquerade replied, “We can take on the form of ponies, so that slightly helps.” Already knowing what Luna was getting too, “But despite this, we still can't use pony based magic that require emotions to work.” Scanning over the hive before him and trying to commit a few things to memory, “So, we use the emotions we gathered from others to help things along.”

With new found interest in the subject now, Twilight eagerly asked, “And how is that done, if you can‘t control pony magic?” Already formulating possible theories in her mind.

Smirking, Masquerade asked, “Do you remember those Love Candies us changelings like so much?” It surprised Mask that when Twilight nodded, Luna did too, but considered Twilight told the princesses about it.

Waving those thoughts away, Mask told, “We use the same method of storing love and either giving it straight to the plants, or putting it in those candies and bury them with the plant.”

With a smile tugging at her lips, Roma joined up with them telling, “I‘m glad you let me come along, it‘s been forever since I‘ve been in a clan hive.” Taking a deep breath in, “I miss the feeling of being in one.”

I know the feeling, A sad smile made its way on Masquerade’s muzzle while he put a hoof over Twilight telling, “Once we‘re done with business with Opulent, we can probably ask for a small tour around, how‘s that sound?”

Leaning into her stallions cold and hard chitin, Twilight felt a strange comfort from it and saying, “I would like that.” Slightly nuzzling the smooth shell that felt like a knights armor.

Looking up at the heir that held her close, she could see him looking over the changeling city with vigilant eyes and holding himself regally, much like the princesses. Smiling to herself, Twilight thought, I guess he is my knight, nuzzling him again thinking, my deceiving black knight in tarnished armor.





Opulent sat in her throne like chair, another unnecessary thing father made for his lineage, hearing everything her two scouts had to say. They first started with a few small towns that were just starting out and being made on Equestria’s boarders. This quickly turned into their scouting trip reaching another small town, Ponyville, and finding it one of the best places for harvesting love.

When asked why they had not sent any reports back on their exploits, Flick told her that Spite wished to find out what they could before reporting back themselves with the information. This would not be a problem in itself, but Opulent’s clearly remembered telling the common to send back reports no matter what.

Their report got more interesting when Flick mentioned finding information on the changeling race. Information in the hooves of a pony, Twilight Sparkle. Flick continued to tell how he informed Spite of the protocol needed to be done and proceeded to imprison the mare. Then things went to shell when Masquerade returned home with another mare named Rainbow Dash.

While the two continued telling their report, Opulant could not stop herself glancing at the two large wooden doors. From her changelings accounts, Masquerade was no doubt a changeling infiltrator. And he is in our clan hive, somehow, the situation did get even more complicated.

Quip soon took spotlight in the report, telling how the ponies had talked to her, calmed her down and even play a bit with her. The last part made the clan head smile some, knowing the childish tendencies drones possessed.

While listening to this, she gently ran her holed filled hoof over the nymph that had taken a nap next to her. Part of her mind drifted off at the thought of the nymph next to her, recalling how the ponies seemed to care for the child during their trek to her castle like home. She was worried at first, but mostly from the sight of an alicorn princess being so close to the little drone.

When they went to tending for the child, she knew then that she didn’t need to be afraid. It was all on their faces, their movements and even the air around them. Ponies lived with their feelings showing, so it was not hard for her to see they didn’t intend for any harm.

But still, the offering of peace to us? The idea didn’t seem to make sense to her. After being taught and told for so long to fear the princess of the sun, the idea of peace seemed impossible.

As soon as Quip and Flick both finish with their report for her, Opulent went into thinking for the best course. If what they said were true, then the only real danger she had to worry about would be from the other changeling heir. This is however, easily remedied. As long as Twilight is in no danger, neither will my clan.

Twilight was obviously a curious mind, she didn’t need her scouts report to tell her this. Just watching the mare look out the window and marvel at her home was enough of a clue. It actually made Opulent’s chest swell with pride that a pony liked her home.

Even the princess, one of the beings that had killed so many of my ancestors, thought it is a marvel. Opulent would admit that she still harbored a fear, as well as some anger, to what was done to her kind so long ago. But the chance to not have to fear them… It seemed too good to be true for her.

After a few more moments of thinking, Opulent used her magic to pick up the nymph, carrying the sleeping child to Quip telling, “Make sure this little sneak is returned to the nursery.” Cracking an amused smile saying, “I‘m sure some of the caretakers are going frantic over her disappearance.”

Quip gave a quick giggle, snatching up the little one into her hooves and flying out a open window as Opulent called out, “Be sure to return back after your task is done!”

Then turned to Flick, Opulent instructing in a more firmer voice, “I would like you to inform our cook that he is to prepare a large meal, fit for a princess. After that is done, go write down your report and mark Spite as MIA before returning to my side.”

Giving the heir a confused look, but still nodding to her orders, Flick about faced and headed for the kitchen. He wasn’t sure why his clan head would wish to mark one of her changelings missing in action, but he didn’t complain. By her will it will be done, he thought, deciding to just follow orders.

As Flick left out another side of the room, Opulent turned to the two wooden doors thinking, I never did like Spite or his sleazy ways. This is just the thing to get rid of him quietly. Smiling to herself, noting to thank the infiltrator heir on getting rid of the sleaze for her.

Opening both doors wide while having her most charming smile on, Opulent could feel curiosity bubble inside of her being at the sight before her. Both the lavender mare and the changing heir sat before the large window overlooking her clan hive, both keeping close to the other. It was a foreign sight for her to see, a pony sitting next to an undisguised changeling.

Nearby the couple sat Luna, also looking out the same window and asking the changeling common that had come with, some questions about the hive. Though standing at attention, both thestral guards took interest in what was being told, but only partially so as they committed most attention to any threats.

Though it was these Lunar guard that spotted her, Opulent could tell the heir just ahead of her knew of her presents. It was a mix of feelings, some times excitement, and other times wariness. In any case, they both were aware of the other heir in the room.

Removing his hoof from Twilight to turn and look at Opulent, Masquerade asked, “Are you ready to proceed?”

Any of those that were distracted turned all attention towards the Quasi clan head, whom nodded her head telling, “Yes, and thank you for your patients.” Motioning them to follow telling, “I have asked a meal to be prepared for us, I do not wish our guest to go hungry.”

All present followed Opulent to the changelings equivalent of a dinning hall, which was more of a large rounded room with a rounded table in it’s center. Like most of the ‘Hive Center’ everything was mostly in a obsidian black and lit with green fire. Extra decorations would be seen about now and then, mostly varying from blues and purples and any cool color.

When approaching the table, Twilight traced her eyes over it, seeing the number of tiers going up from the tables center. At first she was confused by it’s make, but it was made clear when a few drones came in and set down bowls of food. While some of the large plates and bowls were set on the table itself, other smaller bowls or condiments were set on the higher tiers.

This however, still seemed a little confusing to her, as some of the food would be difficult to reach with hooves. Then again, they have access to outside magic like unicorn ponies, the realization dawned to Twilight, seeing why this table would be seen as practical compared to normal tables.

Most food set on the table seemed mostly comprised of a number fruits, followed by different fungi and lastly cooked vegetables. A number of pitchers also were brought in, being placed on hooks at the top of the tiers and were light shown through them.

Masquerade seemed to relax some when the light passed through the drinks held in their glass containers. Feeling confusion and looking to see Twilight's inquiring gaze, he told, “A customary rule in changeling circles is to place drinks in glass and hang them near light.”

As he spoke, the others around turned some of their attention to the heir, whom continued, “The light produced by the center chandelier, can often expose poisons in the drink, and telling if they are safe or not.”

With new curiosity at this information, Luna asked, “Do assassinations truly happen that often?” Looking at the crystal clear drinks that ranged from water, to wines.

“Not really.” Opulent replied while taking a seat, “Only when there are a large number of heirs, or there is an attacking clan.” Looking over her choices before settling on some wine, “Personally, I think we as a species, are just too paranoid for our own good.” 
Plucking a mushroom from it’s place in a bowl before eating it.

Seeing as they apparently didn’t need to wait for all the food to arrive, each pony and changeling took a seat at the table somewhere. Luna took her seat nearly a crossed from the changeling head, off to the side so the center tiers were not in her visual range. Both of Luna’s guards took up positions to either side of her, still scanning for the ever lacking guards of the clan.

Roma took a seat next to the guard on Luna’s right, smirking to herself as she thought about messing with the thestrals head a bit. She thankfully, thought better of that, deciding to mess around with the guard on their trip back.

Masquerade and Twilight took a seat that was towards Luna’s left, but was a bit more distanced from them or her guard. Though he had already told Twilight about this during their look over the Quasi clan, Masquerade wondered if the Lunar guard were aware of the eyes on them.

Twilight herself had to keep her mind in check with this fact, always having a slight urge to look up and try spotting the holes made in the ceiling. With the natural dark colors of the building they were in, most would have a hard time spotting the tunnels overhead. It made her slightly nervous to know there was at least one guard up in those shadow hidden tunnels, just waiting to pop out and attack.

Those worries stopped when a glass was put in front of her, being filled with some fruit juice as Masquerade told, “Relax Twinkles, I know you’re a little nervous at how things will work out, but we‘re doing good so far.” Making Twilight smile some, knowing the double meaning behind his words.

Pouring herself some of the wine she was eyeing, Opulent said, “That they are, Malek, that they are.” And returned the pitcher to its place before taking a small sip and savoring the taste for a moment. Reopening her eyes to look at the night princess, she crossed her hooves over the other on the table saying, “I will admit, your coming here is a blessing in disguise rather than a curse.”

Swishing her wine about in its little container, the clan head told, “You have caught the Quasi clan in a almost bad time, and I was at first worried we would have nothing to worry about any more.”

With an understanding nod, Luna presumed, “You believed I was here to possibly wage war or tell of your destruction.” Using her magic to get a glass of her own saying, “Such arrogance would sooner kill me, but I understand why you, yourself would think that when considering our history.”

Taking a sip of the wine supplied, Luna stared at it telling, “If it were not for Twilight Sparkle‘s conviction in Masquerade, we might have considered destroying this place of sanctuary.” Then looked at the bounty of food before her adding, “This however, will not come to pass with light of what has occurred.”

Glancing at the couple, Opulent smiled, “I can see that.” Moving  some to allow a drone to place down  plate before her, “But I digress, we have agreements to make for this…possible peace?”

Despite the wariness in the heirs voice, Luna gave a sincere smile telling, “Their will be peace, and both myself and my sister believe it to be so.”

Seeing the rest of the plates and food arrive, Opulent told, “Then let us begin.”





Twilight looked over the expanding cavern before her, taking a deep breath of the warm humid air that filled it. It still surprised the mare that this was what the changelings lived in. true, Masquerade had told her what the clan hive was like, but always told that seeing it and telling it were completely different. She now knew why.

It looks exactly like Luna said, a sanctuary. There was no better name for it in Twilight’s mind. It was deep underground, away from prying eyes and hiding those that lived in it. And it was beautiful to her, vibrant and unique on different levels.

“I see your enjoying the view.” Masquerade smiled while looking out into the hive that hummed with life, “Understandable, there‘s nothing like a changeling hive.” Reminiscing in his mind about his own hive of the Malek clan.

Twilight leaned on Masquerade, saying, “I am, and it‘s still a amazing thing to see.” Looking over the area as she spotted changelings of both drone and common.

With a slightly sad smile Twilight told, “I wish my friends were here, they would love to see this.” Knowing she would see them in at least a day or so. Still, Mask was right, telling them would not do this place justice.

Twilight felt a sudden shift in her stallions being, as a once hard cold shell was replaced by soft warm fur. She smiled and nuzzled into the mass of black fur as a hoof was once again place over her. “They‘ll get to see it one day Twinkles.” Masquerade assured with a chuckle, “One day.”
> Learning something New
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Life in a clan hive was something to treasure for those that lived in it. The whole clan was more or less family, willing to look after and protect those who lived inside the hive. It was a united bond all changelings share to some level, even if they were not related by blood.

This is what Luna witness as she traveled beside the clan head to the Quasi, Opulent. Her two guards were still by her side, eyeing their surroundings that swarmed with changelings. 

Twilight, Masquerade and Roma had decided to see the sights in the hive, and were given both Quip and Flick as guides. This left the night princess and her guard able to take flight with the changeling heir and see more of her marvelous home.

The meal presented during their peace talk was pleasant enough, and agreements had been quickly made. The first thing that was put up for debate were the boarders of changeling territory. After that were possible trading agreements, and showing to be difficult to make as changelings didn’t really need bits.

Thankfully, Masquerade helped with this, mentioning that once the Gem clan was out of hiding, they could help with arranging trades for both groups. That had set any trades on hold until further notice and when the Gems were once again, able to help.

Another subject that Luna herself brought up was nearly free access to Equestrian boarders as long as they were informed of such excursions. Opulent knew that she could not pass up such an offer, as it basically gave her clan legal rights to enter and leave as they pleased. With this, there would be a stable supply of love being gathered and sent back, helping the hive grow some.

So it came as a surprise to Luna when the heir offered something that would balance out this agreement more. Information on movements outside Equestria’s boarders. Though it was something Luna would task her guard for, her sister had made certain peace agreements that stopped any spying she normally did in the past. But now, she had found an excellent loophole to that.

It was actually the reason for their little flight inside the clan hive, as they were heading to the ‘Hall of Recordings’ to dig up some recently documented movements that would interest Luna.

Opulent had already told of the diamond dog pack that would undoubtedly be entering Equestria boarders without consent, digging up resources and taking ponies.

Thieves and slavers that lurk in the earth and take what is not rightfully theirs. Luna didn’t despise the dog race, but neither did she find their habits acceptable. Her sister had done a valiant job with keeping the peace with the diamond dog’s own kingdom, near minotaur lands. But their packs always stayed a problem, moving out on their own and being independed of their rulers words.

Luna would snort at those thoughts, thinking otherwise. They may not have fine speech, but that does not make them stupid by any measure. Unlike her sister, Luna always held a suspicion that the ‘king of mutts’ was actually more then able to control those packs that caused such grief. Without proof, however, neither alicorn could call the ruler out on such a thing and force him to retract the packs that ran rampant.

Luna soon was landing on a platform that was attached to one of the many wasp like buildings made on the ceiling itself. Around her and her guard, a number of changelings backed away, some out of respect for their leader, and others with fear at Luna’s appearance.

Noticing this, Opulent told in a strong voice, “You have nothing to fear clansmen,” Gesturing to Luna and her guard, “They are now our allies, not foes.” Making it a point to make eye contact with as many of her changelings, she continued, “For that, we are here to help secure their boarders.”

Looking about themselves, one of the workers stepped before her leader, bowing some and asking, “What would you ask of me, your grace?”

Seeing that at least one of her changelings was not completely terrified, Opulent ordered, “I, as well as my guest princess Luna, wish to have some copies of the recent movements pertaining to the diamond dog packs.”

“Of course your grace.” The changeling bowed once more in politeness before motioning them to follow, “This way please.” Entering the open honeycomb shaped doorway.

While they entered into the hanging structure, Luna could not help but ask, “I do not mean to offend you Opulent, but why be so quick to aid us?” Curious why the heir was being rather generous with giving this information so freely.

Opulent  smiled, somewhat happy to note the alicorns suspicion in her actions, “As I had told you, your highness, you are a blessing in disguise.” Following the smaller changelings instructions to wait in a open room for a moment, “I would be a complete idiot to not take this alliance and hold it tight.”

The lunar princess watched as Opulent look down at one of the transparent green panels in the room, allowing her to see the city down below and say, “Ever since my father passed on his rule to me, I have done all I can to keep my changelings safe and happy.” Smiling as she spotted a youngling learning to fly for the first time.

“I had to help defend my home from other clans, such as the Salient. Or keep my followers from starving from lack of love if things got bad.” Looking back up to Luna with confidence, Opulent told, “The option to come into your lands and gather the love needed without needing to worry about my people-- it‘s something I can not risk losing.”

It then made sense to Luna, nodding in her mind while saying, “Your giving us this information to help protect us, and in turn, make sure your clan is kept fed.” Seeing the logic in the changeling taking this course of action.

Looking back down, Opulent’s said, “Leading takes much responsibility, something you are more than aware of.” Then looked to where the changeling recipient had left. Patience was never something I could take to heart. The heir narrowed her eyes, taking calming breaths to keep still.

Seeming to notice the heirs slight inpatients, Luna asked, “How long have you been clan head?” Quietly wondering to herself how young the changeling heir was. The carapace made it a slight challenging to peg their age down, seeing as most races had skin that would wrinkle over the years.

“Not long, only three years.” Opulent responded, happy to have something to occupy her mind, “Father would be still in charge, if his wounds from fighting the Salient clan were not so bad.”

Seeing the changeling common now return with a number of scrolls, Luna asked, “Is this clan still harassing your own, or have they ceased their attacks?” Taking up the first scroll on top and reading into it.

Unsure as to why she was being asked, Opulent answered anyways, having an idea what the princess was going to do, “Not in some time, father gave their clan hive a good hit, so I doubt they will try anything for a few more years.” Eyeing the stack of scrolls with some interest.

Luna gave a swift nod, already numbering how many packs had entered her country’s boarders. She was not pleased with how many had apparently gotten through, but only half of those numbers could be considered hostel while only one-third actually known to live in Equestria by consent.

“This is troubling.” Luna sighed, taking another scroll while setting the one she had back down, “I had suspected such acts, but always had trouble locating the offenders.”

Opulent nodded in agreement saying, “Diamond dogs have a way of disappearing when theirs dirt or stone around.” Shaking her head adding, “They can be a headache to deal with sometimes, constantly digging too close to out hive‘s walls.”

The lunar princess took a moment to think about that, seeing as the walls of their hive were the only thing keeping others out. It would be a bad for a random stranger just suddenly dig into their home and discover the changelings.

This was not even mentioning the ones who would dig from the ceiling and potentially fall or cause part of the ceiling to collapse with a sudden shift in integrity. “I can see how that would be troublesome, if not dangerous.” Luna grimaced, already seeing the damage that could be done with a sudden rain of stone and dirt.

With a sudden thought, Luna decided to ask, “Have you considered to make a notion of peace or territorial limits to them?” Giving the heir near her a look saying, “I realize they are brutes most of the time, and often play the part, even if unintentionally.”

Taking up one of the scrolls and reading over some of the old reports she had read before, Opulent told, “I do not pretend to know how politics work for you ponies, but out here where survival is your ruler, things like that rarely go well.”

After reading what she felt was enough, Opulent rolled the scroll back up and placed it aside telling, “And besides, even if I told the mutts to back down as a diamond dog myself, they would only try to force me to move away and instigate a war of sorts.”

Luna sighed at that, going back to another report thinking, politics, future or past, remains the same pain as it always has. Reading a few lines into the report that made her remember something, “Also, I will be sure your third scout is sent back.”

With a slight smile, Opulent asked, “You mean Spite?” Putting on a face of slight confusion, “Last I heard, he went missing.”
“Missing?” Luna responded confused, knowing very well were the third changeling was.

“Oh yes, Flick and Quip told me all about it.” Opulent nodded knowingly, “Got separated during their excursion into one of the towns, never was seen again.” Then gave a sly smile to Luna telling, “It is true I never fully trusted him, but he is one of the best. It would be a shame if I never see him again.”

Getting the underlying message, Luna nodded saying in a more saddened tone, “Yes, it truly would be a shame to lose somepony so valuable.” Hiding her amused smile behind the scroll she was reading, “I shall see to it that once he is found, he is sent back.”

With an open smile, Opulent told, “Something tells me that you and I shall get along just fine, your highness.”

Giving the same smile, Luna agreed, “Yes, I believe that future meetings will be quite entertaining, your grace.”

Opulent laughed to herself, pleased with the sudden budding of having the princess as a possible friend. Luna also smiled to this, turning back to her reading, reminding herself to tell her sister that she wished to do future talks with the Quasi clan.





“I can‘t believe just how big this place is.” Twilight said, still looking about the hive that she was walking through with both Masquerade and Roma. Taking another glance down another tunnel, the unicorn mare could see another farm inside, this one filled with vegetables of all sorts.

With a grin, Masquerade grind said, “If you think this is big, you should see what the larger clans like mine are like, now those are big!” The size alone was not just to house the clansmen, but to also store food, water and even supplies. Any who put farms into their clans needed even more space, just so they can get a good yield of produce for eating or selling.

With an air of knowledge, Roma told, “An‘ the reason clan hives are so big is so they can support themselves, Sparkles.” Taking another look around herself saying, “If we were more like you ponies, we‘d be able to live down here for a long time.”

At first, Twilight felt confused by that statement, as they had food water, air-- Food, they still need emotions to live, meaning all this wont help them in the long run. It was a rather sad realization in some sense. Changelings needed other beings with emotions to feed, and therefore live.

If they worked more like a pony when it came to needs, this whole place has nearly everything needed. A clan hive was essentially the perfect hiding place. It was deep underground with a nearly self sustained ecosystem, and had only one way in, which could be closed off and leave the whole hive hidden.

Feeling a slight bump to her side, Twilight looked up to her coltfriend’s inquiring gaze that held some worry in it. With a small smile she told,  “Sorry, I was thinking.”

This didn’t seem like enough for the stallion, who nudged her again saying, “Thinkin‘ ‘bout what?” Moving a little closer.

Twilight blushed slightly, practically feeling a number of eyes on her and Masquerade as the surrounding clan took sudden interest in them. There was no doubt in Twilight’s mind that they were able to taste the emotions going on between them both, which only caused her to feel slightly more embarrassed.

Doing her best to forget that fact, Twilight told, “I was thinking about your need for emotions, and how despite this amazing place, you still need it.”

Masquerade slightly nodded, knowing where the mare was coming from. With a slight smile he told, “True, but if it weren’t for that, I would have never gotten such a stunning mare to love.” Giving a quick peck to Twilight’s cheek.

“I‘m not that pretty, Rarity and Fluttershy are proof to that.” She flushed some, trying to downplay some of her looks that the stallion seemed to love pointing out.

Both changelings laughed at this, as Roma told, “Hon, Marshmallow maybe a looker, and 'Shy might have natural grace-- but your not too bad yourself.” And with a quick flash of green fire, Twilight found another her saying, “After all, I can change into ponies, and your body isn’t that bad.”

Another flash to her side, and Twilight found that Masquerade had done the same saying, “So there is truth to what I say, because I know how everything feels.”

The real Twilight felt her face turn bright red and shout, “YOU WHAT!” Making every changing within sixty feet turned to her direction at the sudden spike of emotions.

Changing back to his ‘normal’ body, Masquerade had the decency to look a little abash saying, “Well, you know how far changes work for us, so it shouldn’t be surprising, right?”

With narrowed eyes, Twilight accused, “But I‘ve seen you take my form more then once, any reason for that?”

Seeing the unfolding drama, Roma changed back to her pony form, watching with a grin as the two go at it.

“Concerned for your well being and if your body had any weak areas that caused you discomfort.” Mask told with a professional air.

With a suffering sigh, Twilight said, “You could have just asked me.” Shooting a small glare to the stallion.

Blinking a few times, he gave a sheepish smile saying, “I forgot?”

Just up ahead of the three, Flick shook his head with a slight snort, not sure if Masquerade was that good of an actor, or was a slight idiot when it came to relationships. Next to him, Quip giggled while eavesdropping on the couple, more then amused at what was going on.

Giving the common a happy look, Quip said, “Isn‘t Twilight a nice pony?”

Glancing back some, Flick could see Twilight giving the stallion a tongue lashing over how to properly ask things about her being. But he could distinctly tell she was only slightly irritated, the rest of her feelings told of some amusement, love and slight annoyance.

Looking back ahead, Flick agreed, “She is, but I can‘t say the same about that infiltrator.” Flick still felt a shiver of fear run through him every time he thought about the changeling heir.

Since the little ‘interrogation’ season he was put through,  Flick had felt it left scares on his being, even if they were mental. The heir seemed more focus on causing max pain, but without causing too much bodily damage. 

Last time I get on a heir’s bad side, Flick shivered internally while leading the group. I will never see letter openers the same ever again…

Flick shook his head free of those thoughts, focusing on their destination instead. After overlooking the hive after the meeting, her grace Opulent, had asked him and Quip to show the pony and two changelings around. As of this moment, he was directing them to there equivalent of a library, the keepers tower.

The tower itself was actually another stalagmite that was later remade into a building, one made to house a number of books. These books held some history on the Quasi clan, though not much as the clan itself was no older then two-hundred years. It still housed a number of other books, mostly dedicated to any books, scrolls or tomes from other clans that were willing to trade.

Looking back at the still talking couple, Flick could only wonder why the heir would chose a pony for a mate and not a female heir? What ever the reason, Flick figured it was none of his beeswax so didn’t bother knowing the reason.

Same could not be said for the rest of the Quasi clan, whom were all observing the pony and changeling heir’s actions with great interest. While some were scared at the idea of a pony being inside their hidden home, a great many others were curious and would follow.

Flick remembered a rather interesting scene earlier when going through one of the more heavily populated areas of the hive. Apparently, the presents of a pony mare brought a few changing males to try their luck at charming Twilight and getting some fresh emotions. That was quickly stopped by the warning hiss Masquerade made, effectively warding off any nearby changelings.

With a smile, Flick then replayed the part where Twilight smacked the changeling heir upside the head, telling him to behave. At first, all changelings thought the heir would reprimand the pony for doing that and show he was in charge. Instead, he whined a little, telling it was a natural changeling thing to do.

I never thought I would see the day were a heir would be talked down to. By a pony smaller then him no less. Flick once again shook his head, looking back at the couple he was thinking about. They were apparently done with the last conversation on communication issues, and onto something else.

“We‘re here.” Flick told, stopping the two from talking any further, “This is the Keepers Tower.” Gesturing to the spiraling tower that had pinkish granite mixing with the black resin.

With a puzzled look, Twilight asked, “Why is it called the Keepers Tower?” Following the group as they entered through the large archway, no doors blacking their path as they entered.

“The founder of this tower was named Vigilant Keeper, and was one of the few changelings who wanted to keep history of the clan during it‘s early years.” Quip told with a smile, using her insect wings to buzz up and gesture all around saying, “He was really into collecting books too, and made his home into this tower!”

Flick smile lightly, shaking his head and adding, “What Quip forgets to mention is that the Keeper --as we have come to call him-- was adamant in the clans knowledge and made sure to get what he could find.”

Twilight looked around the large circular room, seeing a number of books lining the shelves on the walls. Looking up, Twilight could see to the top of the tower, unable to find any ladders or stairs, only platforms for every so many levels up. All around, changeling either flew or crawled on the walls to reach each level, passing through large holes to reach each level.

A number of tables were set about, some hanging from the next ‘floor’ overhead and having a few platforms to sit or lay on. One thing Twilight had come to learn from the changelings and their hive was how three dimensional they were.

It seemed like no space was off limits to them, as they would use their ability to ‘stick’ to a surface to get around. She could clearly see a few lazing about on the ceilings over her while reading thier books.

I wonder if they have any books on their biology, a thought crossed the mares mind while looking at the changing’s crawling all over the place. It might help me understand how they don’t suffer any symptoms for being upside down for who knows how long.

Even with those thought, Twilight’s eyes gleamed with want as she surveyed all the books before her, already compiling a list in her head. Giving the unicorn a sideways look, Masquerade sighed telling the others, “Find a seat or a book, we maybe here awhile.”





Morning had rolled around in Canterlot, and like any morning, most were getting up for the day that was ahead of them. Celestia herself was already up and ready for the day, having some of her breakfast with her normal cake.

I still wonder where last weeks cake went to… Came an absent thought to the solar princess, before being quickly shaken off as not important. There was going to be an early meeting that day, mostly pertaining as to the reasons for some sudden shifts in the royal guard.

Celestia was already working out the final details in her reasons for changing the guards, their patrol patterns and even their numbers. Officially, she and her sister had notice how some illegal acts have been slipping past their guard. To counter this, She, her sister and Caption Armor have planed for a quick look over with the guard and it’s patrols to catch said illegal acts.

Unofficially however, the changeling had commented how predictable their guard had become, telling that new tactics would be needed to combat the oncoming force. Luna had suggested garrisoning a number of guards into a unused fort, telling others that most were being reassigned while others were investigating the crimes going on.

This was all lies of course, as all the guard would be held up in the fort and waiting for the order to reinforce Canterlot. While these guards were in this fort, a number of new guards would come in to replace them. This would nearly double their numbers, without tipping their hoof off to the invaders.

Most of this was done through use of Lue clans assistance, as scores of changeling commons took up the disguise of solar guards and make it seem her guards were transferred. They also had to do all of this without causing any sort of suspicion from those surrounding Equestria.

Just another day in Canterlot, Celestia sighed to herself and going over another document that was giving her the numbers to the castles treasury. With a small smile, she thought, what would I do without you nephew? Happy that Blue Blood was able to resolve the problem for her.

Taking the smallest peek out the window to her right, Celestia felt her smile grow some, as Intrusive --in pony form-- continued training the guard. A few others were present as well, training along side the guard under Intrusive’s iron hoof of learning. 

Turning back to her reading, Celestia could only wonder how her sister and student were faring with the new changeling clan. Luna had left late yesterday evening with two of her guard, ready to meet the changelings that would take them to this new clan. 

Celestia could only wait for the results of the diplomatic mission her sister took up. The reasoning for her sisters departure and not her own were two fold. The first being that she was vastly known, and most of her ponies would love to know where she was at all times. If she were to leave, it would be possible some news would leak out and alert their foes.

The second reason was her infamy with the changelings and how she was seen by them. It was her guess that they might receive Luna more better than her, as she was mostly an unknown compared to herself. This made it so the changelings would be more interested in trying to find out more about Luna, and possibly become more on friendly terms with her.

The door behind the day alicorn opened up, letting in a guard who told, “Your highness, princess Luna‘s chariot has been spotted.”

Celestia felt the need to blink at that, rather surprised her sister had returned so soon. I was expecting her to be gone for a whole day at least. Turn to the guard, she told, “How soon will she be arriving?” Then polished off what she had on her plate.

“In a few minutes ma‘am.” The guard responded dutifully while standing at attention.

With a nod, Celestia lit her horn and collected all of her work, putting it all in a box and bringing it with her as she got up, “I will be out to greet her, but I must attended to these documents first.” Making it past the guard and towards her chambers.





Not too far off from Canterlot, Luna was also preparing to speak with her sister, skimming over a few more copied reports from the Quasi clan. Besides the political reasons and agreements, Luna could say she enjoyed her unexpected visit to the clan.

Though young, Opulent had shown to be a rather competent leader and a fair host during the duration of the visit. Though, her patience seemed a bit lacking, Luna thought, noticing how despite Opulent’s quality in being a leader, she rarely liked being interrupted or waiting for long. The changeling almost held a schedule much like Twilight did, planning things accordingly and expecting them to be done on time.

Luna eventually brought up the impending invasion on Equestrian soil, only disclosing some information. But even with this little information, the Quasi head told that she didn’t have the proper resources to send any of her knights to fight.

Despite not having any extra troops to use, Opulent did give another option to Luna, one she would have to consider with Celestia. She had already spoke to Masquerade about it, as the changeling would know plenty about the subject.

The subject in itself was to take up Opulent’s offer to use her clan hive as a safe house for a majority of Canterlot’s more helpless inhabitants. The problem was two fold for her. First was having the ponies trust a race they didn’t know, and second was her own trust in them, along with her sister.

Should we take this leap of faith in one whom we believed to be nothing more than a monster in times past? The very thought made the night alicorn narrow her eyes as she replayed Masquerade’s words in her mind.

The Malek heir didn’t fully trust them, but admitted that they were trusting enough to allow her to leave with the knowledge of where their clan hive was. Twilight thought they could trust them as to how open they were, even more so after getting to know her. All Roma said was they were a bunch of pansies, and ergo, easy to trust.

I suppose we could always ask the Lue for hiding away our ponies as well? It seemed like an option for her, and certainly better one for Celestia maybe. But would the Lue really let strangers into their home willingly?

From what she could get from Masquerade and Roma, a clan hive was in all sense, a sanctuary. Only one entrance, and capable of storing large amounts of food to outlast those who hunted them, with the earth as their wall. To show a stranger to their home meant either great trust, or obvious trap.

Maybe I should take Opulent up on her offer. Luna concluded in thought, for if Canterlot truly falls, best we hide with the Quasi, who are an unknown to the prominent clans. The idea was sound in itself, and would be a good backup plan if things did turn out for the worst.

Looking out of the side of her chariot, Luna could see her sister outside and waiting for her, along with Shinning Armor, princess Cadence and Intrusive. She could see their eager faces from where she was, and didn’t blame them.

As soon as they touched down, Luna jumped out with a number of reports in her magic and one document with the sighed out peace agreements. Making sure she held eye contact with her sister, Luna told, “Sister, we have much to discuss.”

Surprised a not getting a greeting, Celestia asked with only a hint of worry, “What is wrong Luna, did your visit go bad?” Wondering if the new clan showed to be more hostel then they originally thought.

“Nay sister, that is not it.” Luna shook her head and presented the document she had, “The head to the Quasi clan was more than willing to make peace with us.”

With a curious glance, at the rolled up document, Cadence asked, “Then what‘s the trouble that you need aunty Celestia?” Then looked over to the number of scrolls she thought were new.

Noticing her niece’s gaze, Luna presented the reports saying, “The Quasi clan keep a record of everything that happens in their territory, and some of it is troubling.” Gesturing for them all to move with her telling, “I fear that both I and Celestia will be very much busy after the wedding.” Dreading the possible political problems that would arise from what she now knew.





Returning home was somewhat exciting for Twilight, as she very much wished to share what she had seen with her friends and tell them everything she could from memory. Just before they left, Twilight had asked Opulent what she thought about her visiting with her friends to see what the Quasi clan was like.

Opulent told her with a smile, that she would be honored if other ponies with peaceful intentions came to see her home and possibly make friends among her people. So it was understandable if Twilight was a bit excited to share the news.

Roma and Masquerade ha disappeared after Luna had dropped them off, saying something about burying trash. I would ask why they would bury trash, but knowing them it’s something changeling related. So Twilight shrugged the reason off without another thought.

Seeing Sugar Cube Corner just up ahead, Twilight picked up her pace with a smile with her destination in sight. Reaching the doors with her magic, she was pleasantly surprised to see all her friends inside and crowding around something.

Ignoring what they were looking at, Twilight called,  “Hi girls, I‘m back from seeing the Quasi!” Seemingly startling the five mares who turned and hid something behind themselves. 

At this, Twilight felt her curiosity rise as she asked, “Is everything alright?” Looking at the unsure look the mares had.

Each looking to the other, Rarity stepped up saying, “Twilight, you and Masquerade aren’t having any…issues, are you?”

With a even more confused look, Twilight shook her head telling, “No, we haven’t had any problems.” Then smile saying, “It‘s actually been rather easy, seeing as we can nearly read each other so well.” And looked each of her friends asking, “Why?”

Looking between one another again, Rainbow Dash took out what they were hiding and gave it to Twilight. With a raised brow, the lavender mare saw it was a newspaper, one from the Foal Free Press.

Taking it up in her magic, Twilight read over the section pointed out by Rarity, noting it was made by Gabby Gums as it went--

With wide eyes, Twilight could see a photo of Cloud Kicker and Maskurade, both very much close together. With unrestrained rage, she yelled, “WHAT IS SHE DOING WITH MY COLTFRIEND!”

> When cats Fight
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic

Co edited by: Cyclone




The room inside Sugar Cube was rather tense as five mares watched their local librarian and friend glare heatedly at the newspaper before her. The tell-tail signs of a rather flammable outburst was easily seen with the small bits of smoke seemingly raising from the lavender mares head.

Leaning over some, Pinkie whispered, “Told you we should have told her outside, Mr. and Mrs. Cake won't like it if the floor gets brunt.” Recalling what happened last time Twilight burst into magically induced fire powered by her uncontrolled magic.

“And gather a crowed?” Rarity hissed back,  “No I think some dark spots might be better then garnering unwanted attention.” Then turned to Twilight telling, “This was just published this morning, and I’m afraid it doesn’t gets any better.”

Attention ripped away from the column before her, Twilight looked straight to Rarity saying, “Worse, how does this get worse?” Before going back to reading to see what Gabby Gums had to say.

It wasn’t pleasing in the least for the distressed mare, as each line only told of the apparent relationship going on between the two. It was seemingly made worse as the pony continued to say that others had seen the two together on multiple occasions-- at clubs no less!

That can’t be right, Masquerade can’t stand the mare, there is no way they are dating behind my back! The thought of actually losing Masquerade to Cloud Kicker was adding fear to Twilight’s mind, not willing to accept such an idea.

Looking uncomfortable at being asked, Rarity twisted her hoof on the floor, seemingly unable to say anything. Dash didn’t seem to hold the same nervousness and told, “Ponies all over town believe it, they keep saying other ponies noticed too.”

Applejack added to this saying, “Ah even got an earful of it at my apple stand.” And shook her head sadly telling, “I don’t know how t‘ tell ya this Twi, bu‘ I think it could be true.”

Twilight stood there quietly, hiding her face with the paper they had given her to look over. With a sudden brightening of her horn, Twilight crushed the paper into a ball before lighting it with pink fire. The anger fueled Passion Fire quickly burned the newspaper into ash, and left all ponies to see Twilight's rather annoyed face.

Looking to each of her friends, Twilight told with conviction, “Mask and I have known each other for a long time.” Making sure she had their attention, “And he has been noting but loving to me since we started dating, I truly believe he does love me.”

Looking down at the ashes and giving a snort, Twilight lit her horn again, picking up most of the ashes and throwing them away in a trash been asking, “Do any of you know where Cloud Kicker is?” Heading straight for the exit, forgetting about her trip to the Quasi clan.

Looking between one another again, the five mares rushed up to follow Twilight with Pinkie Pie saying, “Nope, not at all.” Tilting her head a bit saying, “Why, is it because you think she‘d help tell everypony she isn’t dating Masky?”

Giving her pink friend a level look, Twilight told in the most calmest voice, “No Pinkie, I think she‘s doing the opposite.” Nearly breaking the doors off their hinges when she pushed them open with her magic.

Moving up to talk, Rainbow Dash said, “Whoa, hold on Twilight!” And got in front of the lavender unicorn saying, “I know Kicker can be a little shallow at times, but I don’t think she would even go this far.”

With a blank look, Twilight said, “Rainbow Dash, she has been trying to steal Masquerade from me, before we got together, and her attempts to get him have only grown.” Moving around the pegasus ranting, “I even told her we were dating, yet she still insisted a few times to get his attention!”

Rising her brow some, Rarity could only think, when did Twilight get so possessive over Masquerade? Only recalling how the lavender unicorn would tell how possessive her stallion was. It apparently was rubbing off on Twilight.

Looking around, Applejack asked, “Where is that fella any-who?” Not seeing Masquerade in sight.

Taking a breath to calm down, Twilight told, “We just came back from the Quasi clan, and both he and Roma ran off do something that involved burying trash.”

Looking around to find a number of confused faces as to why anypony would do that, Twilight nodded, “Exactly my thoughts.” And pressed ahead, still looking for her target.

When her unicorn friend picked up her pace again, Fluttershy asked quietly, “Y-your just going to talk to Cloud Kicker…right?” Not sure what the mare would do with how angry she appeared.

“No Fluttershy, I‘m not going to just talk to that tramp.” Twilight told in a slightly lowered tone, making each of her friends look at her with more concern, “I‘m telling her that Mask is already spoken for, and if she continues this I will report her in for harassment.”

Moving herself next to Twilight again, Rarity asked, “Would that not be a bit…extreme?” Trying to fully figure out why Twilight was going overboard as she was.

Shaking her head furiously, Twilight said, “Don’t you get it, this is more serious than you think!” Already thinking of a number of times the mare would show up, “Masquerade doesn’t like her, even less so because he can‘t stand how her emotions feel, who knows what side effect they might have on him!”

All her friends could now partially understand where Twilight was coming form. They already knew changelings fed on emotions, and certain quirks can happen from feeding off them. But they weren’t aware of any side effects that might happen.

Twilight didn’t stop there though, and continued to tell, “That is not mentioning Kicker finding out about Mask‘s secret, the one that just might cause a panic. ” This seemed to bring out more of the mares worries that were being hidden by her previous anger.

“Now calm down sugur cube, we ge‘ it!” Applejack's voice broke through the unicorns slight rise in panic, “If’en things get tha‘ bad, you can count on us t‘ help ya through it.” Adding in a honest smile to help ease the stressing mare.

Seeing as Twilight slowed down some, Pinkie Pie bounced ahead saying, “I can start looking for Cloudy now, that way we can talk it out and stop being grumps and laugh about it in a few years!”

Joining up with the pink earth pony, Rainbow said with some doubt, “Yeah, I don’t see the last part happening.” Glancing at Twilight's still distressed face, “But Pink‘s is right, she can find Cloud Kicker faster.” Opening her wings and giving a good flap to take off calling back, “I‘ll look from up here!”

As Rainbow Dash darted off in a random direction, so did Pinkie Pie with a burst of excitement yelling, “Ready or not, here I come!” Giggling all the while as if playing hide-and-seek.

Shaking her head at the bakers antics, Applejack nudged Twilight saying, “Com’on Twi, we‘ll find that pegasus in no time.” And looked back to Rarity and Fluttershy telling, “Maybe ya‘ll start lookin’ fer Cloud on the other side o‘ town, Twi an‘ I can start from ‘ere.”





Outside of Ponyville and nearing the edges of the Everfree Forest, Masquerade, Roma and a tagging along Toe-Tapper, went about pounding the unsettled soil back down. Putting the shovels aside, Roma could only look down a the patch of dirt were the ‘trash’ was buried and look questioningly at Masquerade.

The unicorn didn’t seem to acknowledge her, gathering leaves and sticks form the Everfree’s edges and scatter it about the dirt patch, helping to hide the evidence of its existence. He didn’t bother showing any remorse on what was before him, Luna had hinted at what was to be done for Opulent, and he dealt with it accordingly.

Roma looked down to the ground in thought, and muttered out, “Dis don’t feel right.” Stomping the ground in frustration, “Should have been handled up front and hooves on.”

Laying the final touches, Masquerade only said coolly, “And risk escape?” Not saying more as he put down a rather valid point.

“It‘s dishonorable and you know it!” Roma snapped quickly, watching with some anger as the stallion pass her up without a second glance. Damn arrogant infiltrator, if he weren’t an heir, I’d sock’em in the face! Huffing to herself some before following Masquerade.

Toe-Tapper watched quietly, choosing to observe the two, rather than get in their way. He somewhat agreed with Roma in this being dishonorable, but also saw the logic in Masquerades reasoning. Either way, it didn’t matter as the job was already done.

Again with his collected mask on, Masquerade told, “As a Infiltrator, you should know that honor means nothing to me.” Knowing how much of a lie that could be, seeing as there were some things even he wouldn’t do.

Searching her mind for something to throw at him, Roma asked, “What about Sparkles, aint she going to ask what happened to him?”
While the black unicorn thought about it, Toe-Tapper nodded along saying, “You know she‘s going to ask sooner or later, how are you going to explain it to her?”

Remaining quiet for a time, Masquerade said, “Something happed while we were gone.” Mind already at work at constructing a reason, “The common was in all sense, dead, so Roma asked me to help tack care of him.”

With narrowed eyes, Roma said, “You‘re going to lie to her?”

A pregnant silence settled before Masquerade told, “I don’t think I could, even if I wanted to now.” Already knowing how deep he had dug himself with the mare, “If I am to gain any trust from her, I must be willing to do the same for her.”

Staring at him, Roma said, “You know she‘s not going to take it well.” Knowing how most ponies tended to not do anything that would cause permanent harm towards others.

“Luna had asked me to be one of her operatives not to long ago, seeing as I‘m willing to do the dirty things.” Masquerade told without any hints of regret, “So, under her authority, I am obligated to do the tasks she asked me to do.”

Shaking his head, Toe-Tapper said, “Still, I don’t think she will take it well, even with the ‘I was following orders’ excuse.”

With the smallest of grins, Masquerade said, “I‘m counting on it.” Feeling the surprise from the two following him and explained, “Twilight does not work like I do, so it will be very likely she will react badly to this, no way around it, only through it.”

With a sigh, Roma shook her head saying, “Why am I not surprised?”

Grinning back at the tomato vendor, Mask said, “Because you know I don’t play fair?”

This only made Toe-Tapper lightly chuckle, “Do you even know what the word means?” Recalling a few time during their sparing where Masquerade would use unconventional means to win their sword fights.

Rolling her eye, Roma said, “I doubt it.” Giving the infiltrator another look adding, “I don’t think he even knows what it means to play by the rules.”

“Rules are limitation!” Masquerade exclaimed aloud to the world, “All they do is make your task harder then it should.” Nodding to them as if it were fact.

With a sly look, Roma asked, “Dose that apply to Sparkles too?”

Gasping, the stallion acted out dramatically, “Roma, don’t you even joke about such a thing!” Putting a hoof to his chest saying, “Why, breaking Twinkles heart would be devastating.” Bowing his head at the thought. But just as quickly, Mask dropped the act saying, “Side‘s, if we broke up, she’d use that shinny examining table in her lab for more than dissecting plants.”

For some reason, both changelings could see Twilight doing that, and the very thought made them shiver on the spot.





Today was a perfect day.

There was no other way to call it for Cloud Kicker, as she looked rather pleased at the Foal Free Press’s latest paper while laying on a cloud. Apparently, Gaby Gums had caught her and Masquerade near each other one day and got a photo of them. Add the number of ‘confirmed’ sightings of them being together made it even better.

I bet my bits this pony found out about those rumors, Cloud Kicker smiled to herself, remembering spreading little rumors about the stallion. I also bet that little librarian is also losing faith in Masquerade. She snickered slightly, known her goal was just getting closer.

Personally, the grey mare didn’t think the rumors would spread so well, or even take for that matter. But with the whole Gabby Gums phenomenon and gossip at an all-time high, it all made Cloud Kicker’s day.

Though, despite it all, rumors were still rumors, and there was no way to truthfully say she and the stallion were together. It felt like a miracle in itself this happened when it did for Kicker, as it helped establish what ponies thought.

After all, everypony knows about me and my coltfriend, but few know about him and Twilight. She knew that if anypony asked Mask who he was dating, he would say Twilight. In which case, they might tell her of his two-timing actions. Others that knew the truth would do the same with Twilight, only the mare would be more stuck than she would.

All I need to do is find the right time to strike, and Twilight will break up with Masquerade, and I can finally get to know him even more. Cloud Kicker grinned while reading into the paper even more then before. 

But even as she read on, part of her had to wonder if this was going a tad too far. True, this was not her first time trying to catch a stallion and check him out, but it was the first time she felt so fascinated. Masquerade backed away from her, tried to evade her, even use a smoke screen to get away. With all the effort she had put into getting him, Cloud Kicker was not going to give up the chase yet.

Any further thoughts seemed to be cut off when a blue hoof snatched away her reading material. Looking up and ready to yell, Kicker was surprised to see her boss, Rainbow Dash. With an easy smile, she asked, “Hey boss, something up with the weather or something?”

She didn’t notice it before, but Dash was glaring at her, and even disappointingly so. Pointing at the paper, Dash glare seemed to intensify saying, “What is this about Kicker?”

Looking from it to Dash, she shrugged, “I don’t completely know.” Deciding to play dumb for the time being, “I haven’t read through it all yet.” Reaching out to take the paper.

With a quick move, Rainbow pulled the paper out of the grey pegasus’s reach telling, “Yeah… I don’t buy that.” Giving her employee a critical look over.

Dash knew she wasn’t the smartest of her friends, but she certainly had plenty of street smarts when it came down to it. Right now, she had an inkling that Cloud Kicker certainly knew what she was trying to get at.

“This wouldn’t happen to do with your way of getting street cred, is it?” Rainbow prodded, trying to get more from the mare before going to find Twilight.

Rolling her eyes, Cloud Kicker told, “Rainbow Dash, I might be shallow at times, but I‘m not that shallow!” Quickly swiping up her copy of the Foul Free Press telling, “Now if you don’t mind, I have some reading to do.” Trying to wave off her boss.

With one final look of uncertainty, Rainbow Dash just told, “Whatever…just make sure you tell the truth, cuz Twilight is really steamed up over this.” Suddenly moving close up to Cloud Kickers face telling, “So don’t think I‘ll bale you out if this gets ugly.”

As if Twilight has the demeanor to do anything to me, Cloud Kicker thought while saying, “I will be fine, and you don’t have to stress so much over this boss, things will be fine.” And went back to reading.

With a slight huff, Rainbow Dash flew off towards where she last saw her lavender friend, thinking, things will be fine my flank!





After looking around town for a while and with no success, Applejack looked back to Twilight, more then able to feel the irritation from the mare. Twilight had spotted another paper with Cloud Kicker and her stallion on the front, and the apple mare could tell her friend was nearly ready to blow again.

It was a wonder how the unicorn had not done so yet, as her whole body told she was ready to start yelling her head off and trying to save what little reputation Masquerade apparently had. Something hard to do, as the said stallion rarely showed himself out in the open, and even more rarely spoke with anypony he didn’t know.

“Ya‘ll sure you‘re ‘kay Twi?” Applejack spoke, getting the librarian to snap her attention to her friend, “Ah mean, ya been glarin‘ at each news paper we‘ve passed.”

Though still partially glaring, Twilight gave a slight sigh and apologized, “I‘m sorry Applejack, but with this gossip going around about Mask and that…” Her face briefly morphed into a scowl before calming down and finishing, “It‘s vary frustrating and terrifying to me.”

Giving the mare a sympathetic look, Applejack could only wonder what her friend was really feeling. Why, if Gabby Gums said Mac was cheatin’ on the twins… The thought actually felt painful, as it would surly break Ivory and Ebony’s hearts if Macintosh just up and left them.

With a light nod, the farmer told, “Don‘ you worry none sugar cube, we‘ll set things straight!” Flashing a smile as she did, Applejack swung her hoof saying “Why, I bet ya tha‘ we‘ll find that varmint faster then you can say Rainbow Dash!”

As if on cue, Rainbow Dash landed right before them telling, “I found Cloud Kicker!” Eagerly flying in the grey pegasus’s location with a quickly following Twilight.

Applejack just stood still in surprise for a brief moment thinking aloud, “Well hay, that was fast.” Then quickly shook out of her stupor to chase after the two.

It didn’t take long for Dash to lead them to Cloud Kicker, who was still lounging on her cloud and reading the paper a bit absently. With her target now in sight, Twilight put out a hoof and told, “Let me talk to her.”

With concerned eyes, Applejack said, “Are ya sure tha‘s a good idea Twi?” Not sure if the unicorn --student to Celestia or not-- should try and talk to Cloud Kicker alone.

Shouldering the farmer, Rainbow smirked, “Relax AJ, Twinkls can handle her. If things get dicey, we can always jump in and help.”
Twilight gave a pleased nod, walking close the pegasus on the cloud, who was milking all she could from current gossip.

“Cloud Kicker!” Twilight called up, “I have a few things to talk to you about!” Seeing the pegasus poke her head over the cloud and give an unimpressed look.

It soon changed to a pleasant smile, as Cloud Kicker waved, “Oh, hi Twilight, how are you?” Going back to the paper and almost smugly saying, “Have you seen what‘s in the paper today, very interesting stuff.”

Twilight held back the urge to start focusing magic into a magical beam, and calmly said, “I saw, and I came here to set things straight!” Unbeknownst to the mare, her shouting was drawing a crowd, something Cloud Kicker noticed and didn’t mind.

“Set what straight, things seem to be all okay.” Cloud Kicker smiled, “So I don’t know what your talking about.”

With a slight twitching of her eye, Twilight pointed up and accused, “You have been harassing both Masquerade and I for unknown reasons, and now that Gabby Gums puts out gossip of you and my coltfriend dating, your milking it for all its worth.”

Putting a hoof to her lips, Cloud Kicker shot back, “What are you talking about, Masky and I have been dating for weeks on end.” Then pointed down to the Unicorn saying, “You say I have been harassing you, but I‘m not the one lying to everypony around us!”

A few murmurs went around the surrounding ponies who were watching, some putting down their gossip material as things began to escalate between the two mares.

“Lying!” Twilight exploded, “I‘m not the one who told a bunch of made up lies about him to try and make me lose faith in him!” Glaring up at the pegasus.

With her own glare, Cloud Kicker told, “I was only looking out for your own interest, after all you don’t know him that well like I do.” Trying to hold herself in a higher view.

Losing more of her patients, Twilight said, “What are you talking about, I‘ve known him since I was a filly!” And stomped her hoof down to relive some anger, “You‘ve been doing noting but try and steal him away from me for no apparent reason!” Then glared up saying, “Is it that you‘re trying to prove your more prettier then me or something equally as shallow!”

Feeling somewhat offended, Cloud Kicker yelled, “I am not some shallow mare desperate for attention!” Upturning her nose adding, “I might like to charm stallions, but I wouldn’t purposely try and steal them away from their fillyfriends, I wouldn’t even dream of it.”

Twilight did her best to hold back her anger, already grounding her teeth and almost growling, “I‘m not the one who is practically lifting their tail to get at him!”

Cloud Kicker reeled back, feeling as if she was struck by the mares words thinking, that stuck up twit thinks I’m a tail lifter! Then narrowed her eyes and flew down to the unicorn, who stood firm in her place.

Once she was close enough, Cloud Kicker lifter her hoof and smack Twilight a crossed the face shouting, “I am not some whore, you pompous teachers pet!”

Nopony was willing to speak after the slap had made contact, creating a eerie silence as Twilight brought her hoof up to her cheek and felt the sting sensation from the hit.

Almost as an after thought, what the grey pegasus said clicked into her mind, and retaliated, “You might as well be one when your constantly throwing yourself onto my coltfriend shamelessly!” Slapping Cloud Kicker.

The sting of the hit shocked Cloud Kicker, who believed Twilight would have never dared come to blows. Twilight herself was looking on in shock herself, almost not believing that she had actually hit another pony.

Almost stumbling on her words, Twilight went to say some sort of apology, not intending for things to escalate so much, but Cloud Kicker had other thoughts.

“YOU PURPLE FREAK!” The pegasus screeched, tackling Twilight to the ground, striking at the lavender mare angrily. “I have had it with you, and you self righteous, stuck up-- HUSSY!”

Not holding back, Twilight flipped the mare that was attacking over, going on the offensive herself shouting, “Had it with me? What about YOU!” Trying to hold down the pegasus, “You keep trying to seduce the only guy that I can safely say, loves me, just to keep your petty pride intact!”

Positioning her legs, Kicker gave a strong kick to Twilight, flinging the mare back and crashing into a few stacked buckets. Being jostled, all the buckets fell, dropping water all over Twilight and mixing with the dirt below her.

Could Kicker did not let up on her attack, leaping in on the downed mare to continue her assault. Both mares tossed and turned in the mixed dirt and water, quickly making mud and getting covered in the stuff.

“CAT FIGHT!” A random Stallion called, as the male populous around them began to give catcalls at the show.

Getting a hold of her enemy’s foreleg, Cloud Kicker bit down, ignoring the bitter mud that got in her mouth. Twilight gave a yelp of pain, quickly countering with a hoof to the grey mares face. Just as quickly, she reached around and bit down on a plentiful amount of blond mane, pulling at it harshly.

“You get her Twilight!” Rainbow Dash cheered on from her place in the air as she watched the two go at it.

Below her, being squished between ponies, Applejack called, “Wha‘ happened t‘ jumpin‘ in an‘ helping‘?” Shoving an overly eager pony that was trying to get a look at the action, away from herself.

“Twi‘s not using any magic, and Kicker hasn’t really hurt Twilight yet.” Dash told, watching as Cloud Kicker get floored before Twilight jumped up and fell on the pegasus with a elbow strike to the chest, “Also, do you really want to get in the middle of that?”

Looking from the blue pegasus to the cat-fight, Applejack watched as Cloud Kicker recover form the last attack, tumbling with Twilight in the mud as they continued to trade blows. At one point, the grey pegasus got a grip on her lavender foe and did an impressive backdrop. Twilight seemed to be dazed for a moment before scooping a ball of mud up and throwing it at Cloud Kicker, stunning the mare and letting Twilight tackle her.

Blinking at the intense fighting, Applejack dumbly said, “Uh…” Watching as Twilight somehow got Cloud Kicker into a choke hold before being tossed back into the mud where the pegasus jumped on the unicorn. “I don’t know…” Applejack admitted, wondering where Twilight learned to even fight like she was now.

“I‘d say, didn’t think she had it in her to do this!” The exclamation made Applejack jump away in surprise and look to her right where Roma was standing, who yelled, “BITE HER TAIL OFF SPARKLES!” Fully engrossed in the fighting.

With an odd look, Applejack said slowly, “Roma, what are ya‘ll doin‘?” Shoving another pony aside as she once again tried to move towards the fighting, “Aint ya going t‘ stop them?”

Looking to Applejack as if she was crazy, Roma shook her head saying, “Hades no, this is the most excitement this town had in a long time, I‘m not wastin‘ it!” And turned back towards the fighting, cheering, “COME ON SPARKLES, I‘VE GOT TWENTY BITS SAYING YOU CAN OWN THAT TART!”





After coming back into town, both Roma and Toe-Tapper had gone their separate ways, each having something to do that didn’t include hiding evidence. That was Masquerades job, one he did quickly an efficiently like all his missions.

Stag, do I miss some of that work, He chuckled in thought, known he was getting a little board of the almost peaceful life. But with Twinkles around, it was just that much more bearable. 

I still have to help make sure she’s ready for a fight, that comes next. Masquerade thought knowing he had something around two or so weeks of preparation now. He wanted to be sure Twilight was as ready as possible for the upcoming Invasion, so he wasn’t holding back with his teachings.

With a grin, he thought, and after some sparing, we can cuddle some while she reads one of her books. Masquerade never said it out loud, but he rather enjoyed it when Twilight used him as a pillow. He could peacefully nap away, feeling comfort in knowing his mare was close by, safe and content.

Breaking out of his day dreaming, Masquerade looked about the area he was in, a bit confused. For some reason, the ponies had thinned out, leaving nearly empty streets in his wake. Even more strange was the cheering he could hear some way off.

With a sigh he said, “Alright Pinkie, what are you up to this time.” Plotting a path towards where all the commotion was happening. Making his way around buildings and through some short cuts, Masquerade got a rather interesting view of a large crowed, partly of stallions, all hooting and hollering. Other ponies looked on in either confused curiosity, or some disapproval.

Feeling his own curiosity rise, Masquerade carefully slipped his way into the crowed, using his rather skinny frame to slip between each space presented to him. This was further enhanced by his years of assassination missions that called for getting through such dense crowds.

Getting closer to the center of the point of interest, he could distinctly hear yelps and screeches from two feminine voices, the sound of splotching following them. When he was close enough, he could see to mares covered in mud and fiercely fighting the other in an intense cat-fight.

Mask would have made a sarcastic comment, but he recognized one of those mares, even more so with how their body looked and their lavender eyes shined with irritation.

Now filled with worry, Masquerade shoved ponies out of his way, getting closer to the two mares and feeling their mixed feelings of rage and hate. As he got closer, he could distinctly taste Twilights emotions, being of pain, rage and irritation. The other was filled with loathing, hate and even pride, as she pinned Twilight down.

When he saw this mare pin down Twilight, his precious Twilight, Masquerade let out a loud yell as his eye briefly flashed into their cat-eye form, “Get off of my Twilight!” And shoved aide a few more ponies with surprising strength.

Both mares stopped their fighting and looked to Masquerade, who charged in and used his magic to harshly shove the muddied pegasus off the unicorn. Leaning down, Masquerade put a foreleg around Twilight and pulled her up gently, afraid of causing any more harm.

Wincing a little, but not faltering as she stood, Twilight told, “Mask I‘m fine--”

“No, your not.” Masquerade sternly told, using his magic to remove what mud he could to see the damage, “Your scraped up and bruised, and your right foreleg doesn’t look any better.” Seeing the rather deep looking bite.

Sitting up and trying to clear some of the mud from her eyes, Cloud Kicker yelled, “Hey, what’s the big idea!” Also trying to lift her wings that were plastered with mud, “We‘re having a argument here!”

Both eyes locking onto the one responsible for Twilight’s current condition, Masquerade perked his ears to identify the voice, already having a clue who it was. His normal reasons of being shy and unsure was overridden by his more protective nature, growling out, “You have five seconds to explain why you hurt Twilight.” Not aware his green eyes were almost glowing with his changeling magic.

“That upstart, is trying to convince the town that--” By now Cloud Kicker was able to remove the mud from her eyes and see who she was talking to, and felt her words die in her throat at Masquerade’s glaring eyes. For all the times she had stalked him form a distance and gotten up close, she had never seen him remotely angry. Until this moment, where his ire was directed at her.

Without looking behind himself, Masquerade could feel Twilight’s friends and all but ordered, “Dash, Applejack, Roma, upfront now.”

Neither of the three mares seemed to make any complaint, already recalling the last time he got this angry. Rainbow was the first to make it to Masquerade, waiting for the two earth mares to get through the parting crowed while he said, “Help Twilight home and make sure she‘s cleaned up and tended to.”

Ready to move, Masquerae was about to make his way to Cloud Kicker before a muddied hoof stopped him. Glaring back, he immediately held back his irritation as Twilight said, “Mask, I still have things to say to Cloud Kicker.” Trying to assert herself.

Just as equally, Masquerade told, “No Twilight, you need to get home and looked over.” Asserting his own will against Twilight’s, whom seemed to be losing some ground to his glaring eyes.

Shivers of slight fear seemed to go up and down Twilight’s spine, forgetting how frightening Masquerade was when like this. She knew he was just trying to make sure she was safe, but she had to finish this. So, with what will she had, She told, “Please Mask, I need to finish what I started.”

Twilight sat there, looking right into the stallions eyes, trying with all her might not to lose eye contact. With a snort, Masquerade closed his eyes and helped her up saying, “You‘re one stubborn mare, you know that?”

With an upturned nose, she retorted, “And you’re an equally stubborn mule.”

Cracking a small grin the Masquerade chuckled, “Touché.” Helping Twilight over to a stunned Cloud Kicker.

Once close enough, Masquerade openly glared at the pegasus mare, while Twilight said, “Cloud Kicker, I originally came to you to make sure the rumors and gossip didn’t ruin my relationship with my Masquerade.”

Doing her best to stay civil, despite her current dislike of the other mare, Twilight told “So with that, I wanted to let you know, if you ever bother either of us again, I will file a report straight to both princesses' and captain to the royal guard for harassment!” 

Openly gaping at her, Cloud Kicker shook her head and stammered, “Y-you can‘t do that!” Trying to deny what was told to her.

Picking onto what Twilight said, Masquerade added, “Oh, she can Ma‘am.” Nearly spitting out the last bit, “She is student to princess Celestia, friend to princess Luna and younger sister to captain of the guard.”

This stumped the muddied mare greatly, but Mask wasn’t finished, “I too, also have connections to the Gem clan, and a number of anonymous ponies that have great political power, don’t think I won't call for their help, because I can and will.”

Looking to Twilight the dark stallion asked, “Are we finished here?”

Glancing at her stallion, then back down to the quivering pegasus, Twilight said, “I don’t know, are we Cloud Kicker?”

Quickly looking between the two, Cloud Kicker snorted in anger and fear, getting up and limping away saying, “Whatever.” Trying to save face for what just occurred there.

Seeing the mare make a slow retreat, Roma gulped and walked up the both Masquerade and Twilight, saying loudly, “An‘ don’t go thinking you can spread any rumors around!” Nearly stopping the pegasus in her tracks, “I know ponies that can find out where rumors come from, so don’t get any ideas in that head of yours, got it blondie!”

Looking back with a scowl, Cloud Kicker went to say something in return, only to find both Rainbow Dash and Applejack joined up with Roma, Twilight and Masquerade. Soon enough, more ponies began to join up, all random to her, but for Masquerade and Twilight, they knew who they were.

They were the changelings that lived in Ponyville.

With another angry scowl, the pegasus mare turned and left the scene, knowing that her reputation was very much tarnished from this. Knowing she had not only failed in getting Masquerade, but also lost some credibility stung greatly. I am going to get back at you Twilight Sparkle, one day. She thought bitter as she limped away.

With the pegasus gone, Twilight visibly relaxed. The lavender unicorn slightly yelped as she was lifted up by green magic before being set on Masquerade, who began to carry her back home.

Blushing lightly, she said, “M-Mask, I‘m fine, I can walk.” Feeling him use some of his magic to hold her in place.

“Nuh-uh, your resting on the way back, and getting cleaned up and bandaged up.” Masquerade told her and turned to Rainbow Dash who was hastily following next to him as he told, “Get Fluttershy, I still don’t trust those quacks you call doctors.”

Nodding mutely, Rainbow Dash flew off quickly to find her shy friend and leaving Masquerade to tend to Twilight. With the pegasus gone, Mask turned to Applejack a tad more calmly, “Think you can help get Twilight cleaned up while I get dinner made?”

With a light shrug, Applejack told, “Ah suppose, wont be much different from helpin‘ granny.” Smiling lightly as Twilight made a protest at being compared to an old mare.

Seeing as the action was over, all the townsfolk of Ponyville walked away and went back to their lives, along with their unknown changeling neighbors. After all, Ponyville was due for some random occurrence for nearly a week or so, it was about time it happened.
> In a Week
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





One more week, Celestia thought while overlooking Canterlot from her balcony, one more week and they will be here. Looking up, the eldest alicorn could see the large barrier set up by Shinning Armor, closing off the city from anything that wasn’t pony.

The time was closing on them all, when the opposing changelings would strike. Intrusive had already informed her and Luna about some Lue scouts spotting odd movements around their secure scouting posts. It was slightly unsettling how such a large force could slip past her nations guard and at such a quick pace.

Looking back down to the crowd filled streets, Celestia could only sigh in some sadness that her ponies would have to suffer through an invasion they were not fully told about. But those from the Lue clan had made it very clear to her, anypony that knew about the invasion that was to come, might possibly leak it to the enemy.

“Aunty, are you alright?” Cadence’s voice called from behind, almost making the solar alicorn drop her mask of calm.

Turning her head and giving her calm smile, Celestia told, “I‘m fine Cadence, just a little worried about my little ponies.” Then turned back to her subjects that lived on without knowledge of the danger to come.

Moving next to the elder and sitting next to her, Cadence reassuringly put a hoof on her aunts shoulder saying, “They will be fine aunty, after all, Canterlot is known to be a city of unicorns.”

She is right, Celestia recounted to herself, knowing the ivory city had a large number of unicorns, plenty knowing how to wield magic offensively. A few will stand up against the invaders, aiding the guard who will most assuredly fight back. Even with these thoughts, Celestia was still worried. 

“I know you have faith in them Cadence, but remember those stories I have told you about them.” Celestia reminded her niece, thinking back to a time were war and conflict was the true way of settling things, “The foe we face is one that can bring us down to our knees.”

“Then it is good you have some of your foes assets to aid you.” Intrusive voice seemed to come from nowhere as he walked from the doorway to the balcony.

Both alicorns looked back, finding the old stallion smiling a little and telling, “I do not mean to intrude your highness, but Cadence and I wished to check up on how you were fairing after your visit with the rabble.” Taking strides over to the two before sitting down and lighting his long pipe.

They both observed the elder, whom rested the smoking end of his pipe in his hoof comfortably, letting out puffs of smoke. With a small smile, Celestia nuzzled her niece and told, “Thank you for your concern Cadence, but you don‘t need to worry too much.”

The pink alicorn accepted the show of affection, responding, “But I am allowed to worry aunty.” Pulling away as she told, “You do work yourself to exhaustion nearly everyday.”

Rolling her eyes, Celestia told jokingly, “If I didn’t, then who would, Blue Blood?” It was true she trusted her nephew, but his skills and influence only went so far.

Giving her aunt a questioning gaze, Cadence said, “You never did explain how he was related to you and aunty Luna.” Looking almost accusingly at Celestia.

With a smile, Celestia told, “Maybe when your older dear.” Lightly laughing at the pouting face her niece gave her.

“I am rightly an adult, what could there possibly be that I need to be older to know this?” Cadence questioned, wondering if her aunt kept this information back just to edge her on. It was one thing she had always wondered, yet never found out its true reason.

With a smile the white alicon only said, “You are still young by alicorn standards, but you‘ll find out in time.” Feeling the signs of a grin threatening to break loose.

Peeking an eye open to the two, Intrusive told, “She has you there youngling.” Before going back to smoking his pipe with a ghost of a smile.

“You keep out of this.” Cadence told with a slightly threatening --but playful-- tone in her voice, making the elder cackle a little. Turning back to her aunt, Cadence gave a slight sigh at the sight of the older alicorns ever serene smile that seemed to disarm any of her words. Shaking her head, Cadence just conceded, “Fine, I‘ll wait.”

With a playful smile, Celestia laughed lightly, “Don’t worry Cadence, I will tell you soon enough.” And looked back out a crossed Canterlot. Putting a wing over the pink alicorn, Celestia gave another nuzzle telling, “Thank you for that, I needed it.”

Cadence leaned in some, saying, “Any time aunty.” Before breaking away and getting up telling, “I also wanted to let you know I‘m going out for a little extra shopping for any wedding supplies I might have missed.” Leaving for the stairs.

“Do not forget to take some guards with you, your highness.” Intrusive called, “Infiltrators can still get in, and I am concerned what would happen to you.”

Giving her own nod, Celestia agreed saying, “Please do as elder Intrusive asks, I would feel safer knowing you had some guard watching you.” Not sure how she would feel if her own niece was taken from her.

With a reassuring smile, Cadence nodded, “I‘ll stop by my soon-to-be and ask for two of his finest.” And made her way down the spiraling staircase.

Sighing, but also smiling to herself, Celestia went back to looking over the city while the changeling elder continued to smoke his pipe in silence.

After a time, Celestia said, “I sometimes worry you know.” Catching the elder attention while saying, “Worry about how this short conflict will turn out, worried about what it will mean for those who find out about changelings…” Looking down at her hooves, she finished, “Worried if I can‘t truly do my duty as a princess.”

Going back to smoking his pipe a little, Intrusive only said, “It is a difficult situation, I agree.” And looked out at the city before him smiling a little, “But I have full confidence in your abilities your highness. Our plan will work out, and Equestria will remain safe.”

“I hope you are right, esteemed elder.” The alicorn nodded, looking back out a crossed Canterlot once more saying, “Because I fear that something is going to happen sooner then we think.”

With a slight snort, Intrusive told, “If so, then know that the Lue are ready to aid you in any way possible.” And seemed to glare out past Caterlot telling, “For too long have my clan dreamed to make peace with you ponies, and now that we have the chance, we will not let it slip by.”

Moving closer to the elder, Celestia took a seat next to Intrusive saying with sincerity, “Then I will be sure that peace is truly taken up for both our people when this is over.” Looking back over the city she had lived in for years, having some closure that things will work out, for better or worse.

As they continued to just sit on the balcony with peaceful quiet, Intrusive blinked a few times, watching as the train leave from it’s station saying, “That reminds me, how was your visit to that desserts competition yesterday your highness?” Feeling the slightest of emotion stir in Celestia.

“It was nice.” The solar monarch told, “They had a wonderful display of desserts, especially one that was brought in when Twilight and her friends arrived.” Before looking saddened saying, “Unfortunately, I was unable to get a slice before Pinkie Pie ate it whole.”
Intrusive gave a light chuckle saying, “If you were any other pony, I would scoff at such a notion being possible.”

Celestia nodded before seeming to gain a confused look on her face while thinking, though, I’m quiet surprised that Twilight got into a fight. But then shook her head humorlessly, then again, not all ponies can just tell others off and say they laid claim to a stallion of their own-- being princess does have it's perks

Feeling these emotions from the alicorn, Intrusive peeked an eye open asking, “Does something amuse you?” Curious what the monarch of the sun found funny.

Smirking to herself, Celestia told, “I am just reliving some of my old love life Intrusive.” Getting an amused snort form the changeling elder.





Walking through Canterlot during the day could sometimes be seen somewhat as a hassle, as crowds hustled and bustled about and got in ones way or some bumping into others. This was negligible if one was a princess though, as the position seemed to create a clear path for said pony.

Cadence had to sometimes wonder if there was some invisible force around her that made ponies do this, or if it was merely the guards by her side. Either way, she was glad to have a clear path to allow her through the slightly overcrowded street before her. Already she had found a few things she had missed and put them in her saddlebag for later use.

Using her magic to bring up a list to check up on her last stop, Cadence felt a slight urge in her body that made her stop and look about for a moment. She internally cursed herself, wishing she didn’t get that tea form a shop some distance back. But they serve such good tea!

Spotting a nearby shop, the princess of love made her way over to the store, doing her best to keep herself paced and hold her ever princess like pose. Upon entering the store, Cadence looked around the store and its merchandise, finding what she needed and set course for it. 

Moving away from both solar guards at her side as she told, “The two of you go on and wait by the door, I‘ll be out shortly.” Setting the bags outside the door, while entering the fillies room with some added hast. Once inside, she gave a smile at the first stall she saw, rushing to it without any eyes to see her un-princess like rush.

Shortly after she had entered the stall, another mare came in, looking around before seeing the mirror and walking up to it.  With both hooves she messed with her mane, getting it to curl one way or another to suit her needs. She gave a slight growl at her horn that got slightly in the way, but went on with her work with fixing her mane.

With a flush, Cadence came out with a much more relived face and went to the mirror where the sinks were to wash her hooves. The mare gave Cadence a look, having a slight start saying, “Well I‘ll be, I didn’t think I‘d ever meet royalty in here of all places.”

Cadence gave a slight start of her own at the mares voice, apparently not noticing her at first, “Oh, I’m sorry, I didn’t see you there.” Feeling her cheeks warm a little.

With a small laugh, the mare said, “It should be me saying sorry.” And bowing saying, “It‘s an honor meeting a princess after all.”
Smiling and waving her hoof to bring the mare back up, the princess said, “Thank you, but you didn’t need to bow.” Going back to cleaning her hooves while watching the other mare deal with her mane. With a small smirk Cadence asked, “Planning to see somepony special?”

With a surprise look, the mare nodded, “Yeah, going to see a real prince charming, and I wanted to look my best.” Going back to her mane, “I‘m hoping it turns out good, my children need this.”

“Why do you say that?” The princess asked, seeing the mare she just met wilted a little.

Finally getting some of her mane fixed as she liked, she told, “We‘re just low on our luck lately, and getting support might help us all.”
With a small smile Cadence told, “If there is any way I would help, I would be glad to offer some.”

The unicorn mare laughed some saying, “Well, I could ask for one thing…” Lighting her horn in a green magic to bring up a photo and give it to Cadence, “Think he‘s my type?”

Lighting her horn to take the photo, Cadence looked it over and felt her eyes widen as she saw her Shinning Armor on it. This shock made her stall for a moment, giving her no time to see the green bolt of magic that struck her. The alicorn princess fell in mute silence, unable to move or scream as she fell to the floor unmoving.

With a flash of magic, the room was covered in a green veil, and the unicorn pony before Cadence was engulfed by fire and showing a changeling in her place. The princess felt the hole filled hoof of the changeling before her, lift her head up and looking down with contemplating cat-eyes.

Cadence could only feel fear grip her mind while the changeling continued to move her unresponsive head about saying with a slight buzz, “It is a shame you know, that we changelings have to go to such lengths for survival.” Engulfing her body in green fire again to take Cadence form, “But it must be done, for my children.”

A vicious smile showed on the faux Cadence’s features as she told, “No matter, what must be done, will be done…and I get a new toy at the same time.” Then pulled the real princess up into a hug, petting her mane while saying, “And thank you for your help, my dear princess Mi Amore Cadenza.” Nuzzling the real princess, “I wouldn’t have been able to do this without you.”

The real Cadence wanted to scream and yell for help, doing all she could to will her body to move and fight back. Yet, nothing happened, and she could only watch in mute horror as the imposter let her paralyzed body drop to the floor like a sack of potatoes and walk away. Before the fraud left out the door though, the false alicorn turned and smirked, “Oh, I almost forgot.”

The changeling in Cadence’s body lit her horn in it’s green color, using it to make a ring of green fire surround the real Cadence before it formed into a green barrier. Slowly, the sphere sunk into the ground, and before long no trace of Cadence was left.

With a pleased smile, the fake Cadence walked out of the fillies room and canceling out her silence spell. When outside, both guards gave her a look with one asking, “Is everything alright princess, we thought we heard something.”

With a disarming smile she told, “The mare inside just slipped and fell a little. She‘s fine.” Spotting the saddlebag on the ground, she set it on her back and trotting ahead while saying, “Come on, I just remembered that I had something to do back at the palace.” A predatory look gleaming in her eyes.





The first thing that Cadence noticed was how cold she felt, quickly followed by stale  and dry air. She gave a light groan, using her forelegs to weakly get up as she could feel a slight shift in her bodies strength. It was returning back to her, but for some reason she had felt slightly weaker for a moment.

After effects of that spell? She wondered for a moment before sitting up and shaking her head. Opening her eyes, the pink alicorn looked about her location, almost squinting her eyes a little at the lack of light.

Focusing her magic into her horn, Cadence made a low glow of her blue magic light up her dark soundings, letting her see walls of crystals all around the cave.

She looked about in confusion, completely flabbergasted that this place existed, but more impotently, because she had no idea where she was. Cadence looked about in sudden fear for some sort of exit, finding a number of tunnels, but none that seemed to lead out.

“Where am I?” The princess didn’t mean to say it out loud, but at the moment all the silence made her uneasy. There seemed to be no sound, and the surrounding shadows didn’t help some of her fears, as she could not see too far.

“Hello?” Cadence called, hearing her voice begin to echo about the cave around her, sending shivers up her spine at the whole emptiness of the place. Lifting her hoof up and bringing it to her chest, Cadence took a breath in, and let it back out while starching her hoof out, and did the breathing excurses once more to fully clam down.

With some clarity now, Cadence looked at the situation she was in and began to consider her options. I’m alone, stuck in some caverns, and have no way to know where the exit is. With another glance around, only shadows were there to greet Cadence, unwilling to move away unless light was brought to them.

Teleporting was an option, but she didn’t know how far she was from Canterlot, or if she could teleport. For all she knew, she could be even further from Canterlot and not know it, making teleporting even more dangerous as she would be making a blind jump.

Looking around one more time, Cadence got up and started walking towards the closest tunnel, hoping against hope she would find her way out.





It had been three days since she had arrived at the palace, and so far, nopony was the wiser about her infiltration into Canterlot. ‘Cadence’ looked over some of the wedding plans that were made, nodding at how some of the preparations were made. According to Celestia, six mares were going to be coming in about one more day, to help aid in finishing up the wedding preparations.

She could not help but smile at her situation, feeling very pleased at the results she had gotten so far. Mostly with Shinning Armor, who let her get close enough to start working her magic on that handsome little head of his.

Looking back up, both eye flashed into their green cat-eye form, looking past the city and past the pink barrier that protected it. They were out there, she knew, waiting for the time were they could rush in and take what was sorely needed.

Soon, my children. She thought with a motherly touch, soon, you will have all the food and strength you need to crush all those who threaten our people! Developing a malevolent grin on her muzzle and held back her manically laughing to her mind.

Taking a calming breath to bring herself back to reality, ‘Cadence’ chuckled lightly to herself, moving over to the bed she would be soon be using with her ‘husband’ in the future. Granted, she was mostly going to keep the stallion around as a means to relive stress… but that didn’t mean she was going to let him be useless.

What to do with a almost brain-dead captain of the guard who can’t cast a single spell? It was a slight problem she was going over, but she would figure something out. If not, she could always dump the lump off at some remote place, or hoof him off to her eldest daughter to use.

Decisions, decisions, decisions… She thought, flopping onto the soft bed and looking at her soft pink velvet fur coat that could no doubt help charm any stallion. The thought made her smile a little in amusement, thinking of trying to edit her favorite form with a little of alicorn physiology.

I do like the body, and it feels so young. The fraud mused in her mind, still admiring the seemingly perfect body the alicorn got compared to all the ponies. But despite all the perks the body had, it still lacked the one thing that made it partially so powerful: longevity.

Or more accurately, immortality, She somewhat bitterly thought. Just like everything else, changelings could not copy magic-- and immortality was part of this, making it impossible for any changeling to copy it. Even a dragon thousand year lifespan could not be copied, as it tied into their magic in some way.

I suppose it does not matter, the faux Cadence finally decided, rolling herself to her stomach thinking aloud, “After all, a long life is only full of grief.” Knowing it was hard enough to watch the young of her people only live into young adults, before being snuffed out by something. But to watch such a thing for hundreds, nay, thousands of years… How does one not go insane from watching all things around them turn to dust?

She did not envy the alicorns immortal lifespan, nor their great power. One made a being suffer by watching all those that are friends and family, die and be forgotten. The other, only separated and distanced one from being close to those they cared for, sometimes fearing the power they poses.

That is not the way of the clan. She thought somewhat venomously, power and long life mean nothing without the clan. And looked down to the bed with a sad eyes, without my family…

She hadn’t noticed, but a tear had made its way down her snout and to the bed, staining the covers into a darker hue as she thought, why did you have to leave my son? Then turned her attention out the nearby window, why did you leave you mother and your family for this?

She could not understand why her son had left, and for the ponies no less. He was the predator, and they were the prey, nothing would change that. His ideals for peace were something she could admire, but there was no way he could convince the two celestial sisters to agree to peace. They would sooner turn him to ash. The most crazy part of it, is that he knows this, and sighed at this line of thought.

Hearing a knock on her door, a voice called through saying, “Cadence, can I come in?” Letting ‘Cadence’ know that Shinning Armor was just on the other side.

Looking to the closest mirror to find a few stray tears, ‘Cadence’ used her foreleg to remove them and say, “Come on in Sninny.” Doing her best to smile, even if she didn’t actually like the stallion.

Opening the door, the white unicorn flashed a smile to the alicorn before him before feeling it drop as he asked, “Are you alright Cadence?” Noticing the damp trails on her face.

Adding in a sniff, she waved off, “I‘m fine, just a bit jittery about the wedding.” Trying to hold a somewhat preppy tone, something she didn’t like using.

With a new smile, Shinning Armor walked over to the mare, joining her on the bed and saying, “I know what you mean, I never thought the day would come were we would make our vows and live together under the princesses blessing.” Nuzzling the pink mare.

Copying and only slightly returning the affectionate action, the fake alicorn discreetly began to drain her victim of more love, reveling in the potency and strength of it. Such strong feelings you have for this mare, captain. And smirked out of the unicorns sight, I almost feel bad for taking it…

Feeling a small kiss being planted on her forehead and giving even more love, she thought, on second thought, I’m not. Laughing on the inside while giving the stallion a happy smile.

Maybe if I am careful, than maybe, just maybe… Putting a hoove over the stallion, she whispered into his ear, “I love you.” And rested her head on his shoulder. While Shilling Armor pulled her close and nuzzled the alicorn again, she finished, …I too, can have power to rival an alicorn.





Two eyes slowly opened to the ever dark and silent coves that had become her prison for…

How long has it been? Now that she thought about it, Cadence didn’t know how long she had been here. All there was around her were darkness and shadows unending, with silence as its theme tune all the while.

Using her weakened legs to push off the hard and cold crystal like ground, Cadence looked about the dark cavern, use to seeing in it’s lowlight by now. She took a gulp of air, feeling the dryness that had set into her mouth at not having anything to drink. Her belly ached, telling her that her body needed food to help keep her strength.

But these were the least of her worries compared to what her mind had been plagued with. Nightmares of loosing her beloved to the imposter that would take everything that made him who he was, in the foremost of her mind. This was quickly followed closely by the loss of those closest to her and what would happen to them.

She still remembered those tails her aunt told her, the censored history of how the changelings would descend on towns and villages and take everypony there. The magic in the land so desolate and cold, letting thing live, but in a almost death like state.

She worried for Celestia, who despite her wisdom and age, could very much miss the hints of this imposter masquerading as her. She also worried for Luna as well, knowing that any betrayal by her doppelganger would devastate the night alicorn, who already had a lack of allies and loved ones.

Fear seemed to clutch at her heart when that wonderful mare that was her favorite filly to watch would also fall pray to the changeling. The thought of something happening to her forced a sob out of Cadence, tears running free as she soldier on.

I have to find a way out, She thought with determination, using what strength she could to keep moving unsteadily through the dark shadowy caves, I just have to! Careful not to stumble in the dark that seemed wanting to choke her.

So for a undetermined amount of time, Cadence continued to walk on, body working by will alone to find a way out. She could hardly keep track of her progress, going left and right, up and down, twisting and turning--

The alicorn could feel her mind being played with as it felt like she was hearing things that weren’t there, or saw shadows move when nopony was around. Despite all of her will, it didn’t completely substitute for courage in a situation like this.

The only thing keeping her mind together and occupying her time while walking was her thoughts. Thoughts she had to say aloud to help fight off the silence that almost seemed deafening.

“Things will be fine, the Lue are around, they‘ll notice…if they happen to be around at the same time, or if the infiltrator isn’t a master…” She breathed out, trying to find something positive, “Twilight also had Mask, he‘ll protect her…I know he will.”

“And aunty Celestia, she‘s the strongest alicorn around, with aunty Luna close behind.” She continued on, looking between two tunnels before her, choosing the left side, “And Shinny‘s been training with Intrusive, I‘m sure he‘ll see through the disguise!” Getting a flash back of the photo of Shinning Armor that the changeling had, she whimpered to herself, “I hope.”

She was scared, not only with the possibility she might never be able to escape, but also for her Shinning Armor. A number of terrible things could have been going on without her knowledge, and she had no way of stopping it. It pained Cadence knowing she was absolutely powerless to do anything for her husband.

“Please be safe, please be strong,” Cadence said, unable to shake the image of Shinning Armor just standing in place, looking of into space with an empty gaze. She could see the changeling in her place, cooing and playing the part of the lover, and all the while mocking Cadence for being fooled.

With a fierce fire in her eyes, Cadence seemed to pick up her pace, saying, “No, I won't let that happen, she will not use my Shinning Armor like some toy!” But even with these feelings pushing her on, her body still protested to such actions. She needed to escape, and soon, or else she won't have the strength to even help her beloved.
> Ready or Not
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship is Magic





Nightmares are never a pleasant thing for anypony. None have ever disputed this fact, as nightmares marked only the things the dreamer would truly fear, no matter how irrational it may be. But some nightmares, were very much real, and only made their grip on the mind all the more terrifying.

This was what Luna was seeing before her right now, deep inside the dreamscape that she traveled this night during her nightly duties. Normally, she would have passed up this task for later work, as the invasion that drew closer would call for more of her attention. But thanks to the Lue clan at their side, the lunar princess had more time to spend doing others tasks such as this.

Luna was certainly glad of this, as she had almost missed a nightmare that was all but screaming for her attention. What made it so notable to her was how much it tugged on her senses, and who it was from. Inside the brilliant star of a dream floated a crystal heart, one belonging to Cadence.

I know she hath been stressed over the wedding preparations, but I would have not thought they would cause her this much pain. It was troubling to the older alicorn to see her niece in such a condition. Though the younger alicorn retained some of her kindness, it had seemed slightly more spoiled than usual.

A look inside her dreams will truly tell us what troubles her mind, Luna nodded to herself, putting all speed towards the darkened dream-turned-nightmare and set hoof onto… stone floors?

This was not Canterlots castle, nor was she in Canterlot… In fact, Luna didn’t know where she was when looking about. All she could see with her night eyes were shadows and darkened walls that only belonged to caverns fit for diamond dogs. Carefully looking about her surroundings, Luna could see the slight glints of the walls and floor, telling her that it was not all stone, but stone with plenty of crystals.

Moving through the vast caves, Luna could only wonder why Cadence would have such a nightmare such as this. It certainly didn’t fit in with what had been happening for nearly four days now, and the idea of the alicorn of love dreaming up a dark and silent cave didn’t feel right.

It was but a fluke that we even found this nightmare. Luna thought grimly to herself, after all, it was Bard who convinced me to take care of my royal duties than act as guard. Part of her still wished to be up on that tower and looking through the spying glass for the changelings that would attack. But now, she was glad the heir convinced her otherwise.

Then, she heard it. It was quiet and sorrowful, filled with misery and self-loathing. It was a heartbreaking sound to Luna’s ears, one she could never take pleasure in hearing.

Quickly, Luna opened her wings and took flight, rushing down the cavern tunnels and following the sobs to their source. With urgency, Luna quickly approached where the sobs of pain came from, quickly finding a shocking sight.

There was her niece, battered and dirtied while quickly stumbling in the dark with the faintest of light that glowed from the crystals around her. All around the younger alicorn was certainly the reason for her tortured mind, as images of a more cleaner and stronger Cadence adorned each crystal wall.

With smirks, each one spoke something, always in a taunting fashion or fake pity. One of them stood with a image of Shinning Armor, running her hoof tenderly over his cheek while saying, “And to think, I would have never gotten a better wedding gift, isn’t that right ‘dear’?” The stallion seemed to only numbly nod to her inquiry, apparently not completely there.

Cadence looked away, tripping on a hidden rock, while another image came into focus on the next crystal wall she was near. This reflection seemed to look sad and told in a pitying voice, “Oh how foolish you were, letting me so close and have the chance to take all that is dear to you.”

Moving up to the wall it was in, the image continued to say in it’s fake voice of care, “Letting them all down because you just had to be selfish, what would ‘aunty’ Celestia think?” Then put a hoof to her mouth saying, “What would ‘aunty’ Luna think? Or dear, dear Twilight, who will no doubt grovel at my hooves!” Shouting the last part out with some maniacal glee and eyes briefly flashing into green cat-eyes.

Another sob escaped Cadences lips, turning away from the image again and slowly getting up from the cold floor to keep moving. Yet even with this, another image worked itself into the next reflective wall, holding a limp and dazed Twilight in her grasp.

Cuddling the lavender mare close, the image cooed, “You were always my favorite little filly, you know that Twilight?” Getting a slow and tiered nod from the mare. With a wicked smile, the image began to run her hoof over Twilight’s mane saying, “You know I love you, don’t you Twilight?” watching as the unicorn smile weakly while slowly falling asleep.

Again Cadence turned away from this, tears easily seen in the darkness around her, and focusing on the ground. Yet even with this, the floor lit up some and held a new image, one that had Twilight Velvet and Night Light, both smiling tiredly and looking on in a daze.

Cadence’s reflection was between the two, a hoof over each of their shoulders telling, “Such a loving family, with such strong ties to their children.” Using one of her hooves to move Night Light’s head about as if inspecting him and absently saying, “They even would love another that is not of their family, so readily accepting them into their fold.”

“Stop it…” Cadence voice cracked, trying to pick up her pace as image began to laugh mockingly at her. She picked up her pace, just as more images came up, some just to taunt, while others played with everypony she knew and care for. Soon, Cadence began to run, trying to escape the mocking laughter, the constant taunting and insults, the shame she had brought upon the name of alicorn.

“Leave me alone!” She shouted, eyes closed tight and trying to escape her torturing self. Then, one of Cadence’s hooves hit something, sending the mare stumbling over head and leave her sobbing on the ground.

All round her, the cavern tunnel was lit with light, as hundreds of images surrounded her, reminding her of her failure, of how she had lost, that she had forfeit everything. Curling on the floor, Cadence sobbed, “No more, please, I‘m sorry!” As the mocking laughter and insults seemed to echo all around the alicorn that was breaking down now. Make them stop, make them stop!

“ENOUGH!” Luna bellowed, stomping onto the cold hard ground and banishing the nightmare Cadence was trapped in. Dark and constricting shadows and crystal stone quickly broke away, being lit by moon light overhead that showed the hilly grassy fields it presided over.

Cadence came out of her crying, looking about in confusion before jumping at the warm and soft feeling of something on her. Looking down, she found a familiar sight of a dark navy-blue wing over her, pulling her up into a protective hold. Glancing up, all the pain and suffering she had been in melted away into relief and joy.

Luna was slightly taken back when Cadence all but jumped up and hugged her close, sobbing into her chest as muffled mutterings were made. “I’m sorry aunty, I‘m so sorry!” And seemed to hug the larger pony tighter.

Bringing her own foreleg up to return the hug, Luna softly asked, “Cadence, what ill‘s you, what manner of woe did you receive to create such foul demons in thy mind?” Fallen back into her more traditional speech at the worry she was feeling.

Now pulling away some, Cadence asked in voice full of worry, “M-my mind?” Swiftly looking about saying, “Are you saying I‘m still dreaming!” Looking even more stressed then before.

Hushing the mare, Luna calmly told, “Yes my niece, I am sure you recall of my affinity with the dreams of those who sleep in my night?” Trying to keep the younger princess calm.

Breathing a little quickly, but retaining some calm, Cadence nodded saying, “Y-yes, I remember you said you could do that…” Then almost tackled Luna again, nearly shouting, “Aunty, you have to help Shinny, he‘s in danger-- your in danger!”

Bringing her hooves up to calm down the distressed mare, Luna said with some force, “Cadence, hold they feelings fast, lest we do not understand you.”

Seeing the princess nod and breath a few times to get her mind together, Luna sat and waited. Cadence was obviously greatly stressed and afraid. This was the first time Luna had seen Cadence in such a condition, making the night princess worries grow some. 

After some time to compose herself, Cadence looked back at her aunt and told with a ting of regret, “I‘m trapped somewhere underground by a changeling that tricked me.” Making Luna almost reel back from shock.

“I‘m sorry Aunty, I told Aunty Celestia and professor Intrusive that I was going out for some more supplies for the wedding, and they asked me to be careful--” Cadence could feel the tears well in her eyes and the hear the quiver in her voice while she spoke, “I even brought some of Shinning‘s guard with, but I separated myself for just a moment and let my guard down…”

Luna moved herself beside her niece, putting her wing over the smaller alicorn who was once again breaking down, and softly told, “It‘s alright Cadence, your not the first to fall for such tricks.” Soothingly stroking her back, “Now tell us, are you hurt, and how long have you been gone?”

Calming down at the soft and gentle touch from Luna, Cadence relaxed a little and told, “I don’t know how long it‘s been, as there is next to no light down here…and I‘m a little banged up after one of the tunnels collapsed below my hooves.”

“What can you tell us about the caves you are in?” Luna asked, wanting to know if there was more Cadence knew that was not in her dream. If she was going to find her niece, she needed to know more.

Looking down in thought, Cadence shook her head telling, “It‘s mostly crystals and rocks, and I think I found some support beams, so I think there’s an exit.”

So, she is trapped somewhere inside some mines. Luna nodded to Cadence saying, “I understand, thank you.” Pulling her wing back reluctantly, “I will get Celestia, post hast.” And nuzzled the one pony she could truly call her niece telling, “Fear not our niece, we will find you and save your future husband.”

Nuzzling back and letting a few tears fall, Cadence quickly noticed that Luna was just gone…already away to do her task. Looking up and perking her ears, Cadence gazed up at the moon as a distant echo of Luna’s voice called, “Stay strong, and hold fast thy faith.” Leaving Cadence in the serene grassy fields under the lunar alicorn’s night sky that promised a peaceful dream.





On the tracks that lead to Canterlot, a train making its paces chugged and clucked along the steel tracks and ready to reach its destination. Inside, a number of ponies talked with one another, going over their plans for the wedding to come and excited about it’s festivities.

The same could not be said for Twilight, who could only look out the window in slight worry with what she knew. Before she had gotten up that morning, she had received a rather troubling message from the princess, informing her that she and Masquerade had to come straight to them once at Canterlot.

She wasn’t sure what had happened to call for them both, but Twilight could only guess that something had either gone wrong, or there was a change in plans already set. She could hardly keep her mind off the subject, as reasons for this continually popped into her head.

Her worried seemed to come to halt though, as a familiar hoof was put around her and pulled her closer to it’s owner. She smiled, already knowing that it was Masquerade, no doubt trying to ease her mind after all the anxiety she was feeling.

Looking up, Twilight could see that despite Mask's intentions to help her relax, he too was worried at what was happening. She could clearly understand why, as he had been trying to prepare her and Equestria for this moment when his own people invaded. If anything, Masquerade was more worried about losing her than the conflict to come.

Leaning her head on Mask’s shoulder, she smiled, “I‘ll be fine Mask, you saw to it that I would be ready for this.” Doing her best to keep the stallion’s nerves calm.

With a slightly weak chuckle, he rubbed his hoof up and down the lavender mares side telling, “Can you blame me, you had only one-and-a-half weeks worth of training from me, I‘m obligated to be worried about you.”

Rolling her eyes, Twilight asked, “And what about Canterlot, aren’t you worried about what would happen to it?” Only getting a an amused grin form the infiltrator.

“That‘s Cadence‘s and Bard‘s part of this little play, not mine nor yours.” The stallion smirked coolly, “Besides, we have our roles to play in the coming act, hope you remembered to read your script.”

With a smile of her own and a light swat at her stallion’s chest, Twilight told, “As long as you remember your queue‘s, I‘m sure it will work out splendidly.”

Now smiling at the other, both unicorns laughed with the other at their little bit of banter, feeling the stress fade away from their bodies. Calming down, Twilight closed her eyes and leaned onto Masquerade, who gave no complaint with her using him like a pillow. With a smile, Twilight said, “Thanks for that.”

With his grin in place, Masquerade told, “Not a problem Twinkles.” Hugging her closer, “It‘s what any good stallion would do for his mare.”

Peeking an eye open, Twilight asked, “Last I checked, you were my stallion, seeing as you live in my home.” Feeling a slight smile work onto her face.

Grinning at this new challenge, Mask replied, “What are you talking about, it‘s my claimed territory, you just happen to live there.”

Twilight shook her head, amazed at how things had changed over the months since the black unicorn had reentered her life. Before, she would have started to try fighting back against his unique way of think, but now it was like a game. One that I can enjoy, smirking as she said, “I pay the bills, what do you do?”

Looking up in absent thought, Mask named off, “Guard the library, rearrange books, take out the trash, clean dishes, do laundry when Spike‘s not looking, keep your quill and ink supplies full…” Grinning at the surprised mare taunting, “Must I go on?”

Blinking at him, Twilight questioned, “Since when did you do all of that?” Just now realizing how she hadn’t needed to go for any writing supplies lately.

With a light shrug, Mask told, “Somepony had to pick up the slack when you were…temporarily disabled.” Hinting at the day she was nearly drained of her emotions, “And once again after your ‘little’ argument with that pegasus mare.”

Twilight huffed at the last one, but knew otherwise to dispute it. When ever she apparently is hurt or unable to do something, Mask seemed more than willing to do everything for her so she could get rest, no matter how much she protested. With a sigh, she conceded, “Fine, so maybe your not a completely lazy lump.” Getting a few hushed laughs from around the cabin she and Masquerade shared with the six others.

Making a exasperated sigh, Masquerade asked, “Really ladies --and dragon--, must you all eavesdrop on us?” Turning to look at the ponies and one dragon that were watching the couple somewhat expectantly.

“We are not eavesdropping Masquerade.” Rarity told somewhat hotly, “Only admiring your relationship with Twilight since you started dating.”

Shaking his head, Mask said, “I still prefer courting.”

Not a moment after he said the ‘C’ word in front of her friends, Twilight smacked the stallion upside the head, calmly saying, “I thought I told you not to use that word.”

Holding back his amused smile, Mask put up a sad face and whined, “But honey, it‘s true!” Getting another, if not more playful, smack to his shoulder from the mare who could not contain her own smile. The other also gained smiles, while some snickered at this.

“I said no, and that’s final.” Twilight told the stallion off with the best stern look she could muster at the moment. It was rather difficult with how silly the unicorn stallion was being at the moment.

With a resigned bow of his head, Mask said pitifully, “Yes dear.” Making all the others inside the cart laugh heartily.

Widely smiling at the two, Rainbow Dash could hardly laugh out, “What did you do to get the guy on such a tight leash Twi?” Asking the same question most of the mares were actually wondering. It was known that the black unicorn was rather hard to control, and often did things whenever he felt like it.

Sitting up straighter as if to give a lesson, Twilight told, “It is a combination of discipline, affection and treats when ever he does something right.”

Smirking at what Twilight had said so far, Applejack prodded, “So wha‘ ya‘ll are sayin‘ is you‘re trainin‘ him like a dog?”

Twilight went to object to that, but was cut off as Masquerade flashed into a new form. This new form looked like a golden retriever, barking happily and gave a rather slobbery dog kiss to Twilight’s cheek while wagging his tail and panting happily.

None held back their laughter at Twilights completely surprised face, even the pony-turned-dog snickered to himself at catch the mare by surprised. Regaining her wits, Twilight glared at the dog seated next to her and said, “I‘m getting you back for that.”

All she got from Masquerade was a wolfish grin as, if daring her to even try her hoof at such a notion.





Bard sat at the table that he was asked to wait at, twiddling his hooves in boredom while his mind worked over any last second things he or the other changelings might have missed. He had been rather busy during his stay up in Canterlot, asking his underlings to bring any paper work up to him while the few elders back at the clan hive dealt with things there. 

His work included positioning the guard with Shinning Armor, refitting some guard with better armaments, and keeping tabs on the movement of the invasion force that had almost slipped past some scouting posts. With a sigh, Bard could only think, ah stag, I can’t wait till my little bro’s old enough to challenge my position as clan head. Massaging his head at the thought, being head of a clan can be such a drag.

A cross from the heir was the pony who called for him, Luna, whom patiently waited for the others to arrive for this sudden meeting. Bard didn’t know why they needed one, and so close to the expected day of the attack, but it only meant one thing that made sense. Something has changed.

Thankfully, Bard didn’t need to wait for too much longer. Elder Intrusive was the first to come in and take his seat, giving nothing away with his life long experience. Celestia soon came in as well, both Twilight and an armed Masquerade trailing behind her.

Even with his disposition of being laid-back and carefree, Bard was an effective reader when it came to body langue. It was something he capitalized on when he was in the middle of a fight, and one of the few things he could even learn from the changeling elder nearby.

While the older beings in the room could hid their body langue well, there feelings told otherwise. And though Masquerade could hid his feelings, his body gave suitable hints. They were all tense or worried about why they were here, which only unsettled Bard a bit more.

When they were all seated, Luna was the first to speak, telling, “We are sure you are all wondering why you all have been summoned?” Glancing about the privately closed room and making it a point to make eye contact with each pony or changeling in the room.

They all gave nods, but Twilight spoke up saying, “Wait, what about Cadence and Shinning Armor, they aren’t present.” Pointing out something rather obvious to them all.

With a sad sigh, Celestia said, “That is because they are the reason for this meeting.” Already spotting the changelings in the room working over her words as if to figure out who would solve the puzzle first. Not in the mood for that, Celestia cut to the chase telling, “An infiltrator has made it into the city, and had taken Princess Mi Amur Cadenza‘s form.”

This gathered a shocked gasp from Twilight and alarmed looks from the changelings. Celestia continued however, saying, “Caption Shinning Armor has been no doubt exposed and possibly under their influence, so neither one is present for this.”

Mind a flurry of activity, Masquerade could only cures in displeasure at the turn of events and hissed, “This isn’t good, without Shinning in complete control of the barrier, and Cadence unable to direct the nobles, we‘ve lost our inner defense!”

Intrusive nodded grimly, saying, “Even if we are to expose this imposter of her highness, it would do us no good, as Capitan Armor will no doubt be weaker, and we will be short one high-ranking leader.” Understanding that this was near the ‘worse case’ type of situation. At least it was not her highness Celestia, the elder thankfully thought, things would become greatly complicated if she was indisposed of.

“Do we know where Cadence is?” Twilight asked, worried about her future sister-in-law, “And how did you find out, I thought it was near impossible to see through a infiltrators disguise?” Mostly directing this question to Masquerade.

Catching this, the master infiltrator told, “Only if they can walk the walk, and talk the talk. If they mess either of those up, their exposed easier.” Then started to think about the situation more deeply, “But that doesn’t matter much now, what does is finding Cadence and also changing our plans.”

Bard nodded to that saying, “Without Cadence, I can‘t lead my changeling knights into the fight, we‘ll be seen as the enemy.” Hitting the floor lightly, “But if Celestia--”

“No, out of the question.” Intrusive barked, “Princess Celestia‘s position is too important for her to leave in this plan, and so is Princess Luna‘s!” Knowing that if either left their part of the plan unattended, things might quickly go sour.

Though a little reluctantly, Celestia nodded with Intrusive and reminded the Lue head, “If I am not in position when the time comes, Sham will not have anypony to help coordinate the counter-offensive.” This being more important as they had no way to contact the hiding Gem clan.

Deciding to speak up again, Luna told, “I have sent some of my lunar guard to search for Cadence.” And looked to her sister saying, “My sister believes Cadence is trapped in the crystal caves underneath Canterlot, meaning my guard will be best equipped to search for her in the caves.”

With a smile, Bard said, “Alright, problem solved, what‘s next?” knowing they still had planning to do.

Thinking to himself for a moment, Masquerade told, “Might I ask if I can do some investigation on the fake Cadence?” Garnering all attention to himself, “I have been trying to practice a spell I found last time I was here in Canterlot, and think it would be perfect for this.”

Twilight however, looked to concerned and asked, “Your not suggesting what I think your suggesting, are you?”

Tilting her head to the side, Luna asked, “What is it that Masquerade is speaking of Twilight?” Interested in knowing what the infiltrator might have in mind.

Looking to the assembly before her, Twilight told, “Apparently, Mask snuck into one of the more advanced wings in the Canterlot Library to get a spell tome with more advanced illusion based spells.” And glared at the stallion, “Despite the possible dangers of learning said spells.”

Holding both hooves up, the infiltrator told, “I‘m ranked high enough to handle it Twilight, and this would not be the first time I‘m learning an advanced illusion spell.”

“What sort of spell?” Celestia’s voice cut between the two and keeping them from continuing.

Glancing at the stallion for a moment, Twilight sighed and told, “Masquerade learned an invisibility spell, to hopefully render him invisible to sight.” But when looking to the mentioned unicorn, she added, “But he took his time looking over some copied text to be sure he could use it.”

When Celestia looked a little confused, Masquerade picked up from there telling, “Changelings can only learn certain spells, ones that don’t require a higher emotional mix that ponies use.” Then waved to Intrusive saying, “Professor Intrusive could tell you a number of reasons for it too.”

See as Masquerade had dropped the explanation to him, the elder cleared his voice and explained, “Ponies, as you know, use emotions in their magic naturally. This creates a balance that is connected with the pony, allowing for more focus or control as it goes with your natural abilities with your surroundings.”

“A changeling, does not have this advantage, using nearly pure magic that has little emotional influence to shape it otherwise and give it a certain unique structure.” Intrusive said, pointing to Twilight and giving an example, “For instance, your student has a natural affinity with magic in general, and her emotions reflect this along side her cutie mark-- thus making a basic structure for her magic to manifest with.”

Now pointing to Masquerade, Intrusive told, “Masquerade’s magic does not have this same advantage, as nearly all the emotion used to make it more controllable spells are taken away. Any remaining emotions are used to structure some of his magic, but not on the same level as most unicorns.”

Putting a hoof up to stop the elder from going on, Celestia said, “As much as I would like to hear the workings of changeling magic in greater depth, I feel that you should get to the point, time is of the essence.”

Nodding to this, Intrusive breathed in and said, “Of course your highness.” Taking a moment to think and get to what they wished to hear, “The point I am trying to make, is that some magic made by ponies cannot be done by changelings because it requires a certain structure that your emotions create.”

This was when Bard spoke up saying, “It‘s rather bogus really, you ponies can teleport, but we changelings can‘t ‘cuz the magic gets all crazy before you become green mush.” Seeing a collective number of eyes looking towards himself, Bard shrugged, “Tried to jump five feet away, was paralyzed for two weeks from magical feedback.”

Intrusive just shook his head muttering, “You gave your parents heart attacks with that stunt.” Getting a sheepish look from the current clan head.

“Were you able to learn this spell then?” Luna inquired, looking at the infiltrator, ignoring the two Lue changelings, “If so, then keeping an eye on this imposter would give us an edge.”

With a shake of her head, Twilight told, “I‘m not sure if that is a good idea, Mask can barely use the spell as it is.”

“It holds!” Masquerade objected, only to be met with Twilight’s blank look, “Granted it only works for nine seconds...” Then hastily told, “If anything, it‘s a means to quickly lose anypony chasing me.”

Sighing to this, Celestia shook her head telling, “If that is so, it would perhaps be better if you don‘t spy on her, we still don’t want to show our hoof.”

“Agreed.” Luna nodded giving a pointed look to Masquerade, “If you can‘t hold the spell for too long, than I suggest disguising yourself as a servant.” Then looked to Twilight, “You will then follow Twilight about, going by the cover that you are to assist her in planning the wedding, while keeping an eye on this false alicorn.”





After the meeting was finished and a number of her tasks complete for the day, Celestia returned to her chambers, looking out one of her windows as Luna set the sun and brought out the moon. With a smile, Celestia went about putting up her golden horseshoes, tiara and yolk inside her wardrobe.

As she went to close the fine wooden furniture, something caught the alicorns eye, something she had not looked at for nearly a thousand years. For a moment she considered closing the door and not look upon the large red box.

Why should I ignore it though? She asked herself, I will be needing it soon anyways.

With a resigned sigh, Celestia lit her horn and grabbed hold of the box made of red wood. The box itself was highly decorated, trimmed with golden tapped edges and the lid lined with rubies and ember. With another sigh, Celestia pulled the lid off, looking down at what she could almost call an old friend of sorts, one that has aided her since wars long past.

There, laying in it’s own bed of red silk was a halberd, made by an old friend of hers that had became king of the minotaur’s kingdom. Steel Horn was always such an artistic craftsmen. Celestia thought with a smile, lifting the large two handed weapon with her golden magic. It was truly a thing of beauty to her.

The whole weapon came at a height of six feet with the pole alone and six inches added by the small spear head. A foot of the red pole was taken up by the axe that was on the front, and the hook in the back. The steel used was made with a rare metal that conducted magic, much like Luna’s new sword or Masquerades own sword.

But unlike their weapons steel, this steel was special in it’s own right. It was neither of silver or obsidian, but of a golden color, forged to handle the fires of the sun itself, or as king Steel Horn said himself. With a grin, Celestia could only think that he was right.

The edges were rounded slightly, unable to cut, but when focused with the right magic, those edges became so hot, not even the strongest of armor was safe. She had slain many a foe with this weapons named Solar Wind, melting through any defense that stood in it’s path.

The alicorn ran a hoof over the old weapon, marveling that despite it’s age, it still remained untouched by time. Surly, this was Steel Horns most finest of works. Celestia thought sadly, sometimes wishing she could once more talk to the minotaur king again.

Bringing it up and tapping the golden steel pummel on her marble floor, the princess of the day turned to her mirror and looked at who was there. A thousand years past, she would see a younger, more fiercer alicorn, passionate and prideful in her want to rule over her subjects with the best of her potential had to offer.

She would see herself in golden armor, crafted from metal that was similar to her weapons steel, ready to defended everything that was in the kingdom she and her sister had made. But now, she saw a different being. Now, Celestia saw a old and wise mare, one who had to learn from her mistakes and sacrifice things she loved to protect others that might potentially hate her for such acts.

She had not killed, but murdered hundreds in battles past to help secure peace with her sister. She had to face the horrors from demons, changelings and tyrants that corrupted or destroyed all in their wake. She had to banish her sister, her only family, to the moon so the corruption that had taken her sister might not harm their subjects.

But even after all of that, it took another hundred years to truly secure any semblance of peace with all neighboring nations. The minotaurs were the most easiest to persuade, as they had been long time allies. The griffons fell in beside them, reaching a golden age of industry with her ponies and the minotaurs. With more and more nations following this time of peace, even the diamond dogs put away their ways of war to enjoy the comforts of this time.

But now after a thousand years of peace, the changelings have returned, and not all bearing gifts. Celestia thought sadly, putting Solar Wind back in it’s place inside the decorative box. A battle was coming to Canterlot soon, and Celestia only hoped that not only she, but her ponies were ready for it.





> Wedding Day
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship Is Magic





The day for Twilight had not been what she would have expected. While she had gone over the wedding preparations her friends have been doing, the suspect infiltrator had met her at every turn. Even know Masquerade acted as her assistant during this, she had also sent him on a few arends to keep up his act.

Whenever the fake Cadence showed her face, it almost was right after Catering Will —Mask’s disguise— had gone off to do one of her tasks. Thankfully, both she and the ‘assistant’ had planed for such a thing if it ever happened. So now Twilight was in her room, going over her collected notes of the fake alicorns behavior.

From what Twilight understood from Masquerade, this was obviously not a highly trained infiltrator. Though able to fool most of the ponies around herself, this fake Cadence held a more spoiled attitude than the real Cadence. At the same time, this impostor held a stage-four disguise and knew how to trick those that would otherwise know her well.

So why do I notice all of these details? It was a question she had asked herself a number of times, with no real defined answer. It was possible she noticed because she was looking. Or it was possible she could see something was off because she remembered Cadence to be otherwise.

It doesn't matter, Twilight sighed, writing a few last things into her notepad to share with her coltfriend. What does matter is finding Cadence, freeing my brother, and saving Canterlot!

Thinking about it all made Twilight realize just how much was at stake here, not just for her but for pony kind. Cadence was relying on her —and any that knew— to help her escape the mines below. Shinning Armor was in need of somepony to snap him out of his possible hypnotism. As for Canterlot itself— if it fell, then everypony will fall pray to the invading changeling swarm that would no doubt impression them all into those cocoons.

The last thought made Twilight shiver in both fear and disgust, not wanting any to fall victim to such a fate. Quickly shaking the thought from her mind, Twilight fixed her sights back to her little notepad, looking throughout each page to be sure she had everything.

Unseen by her distracted eyes, the door to her room quietly opened, giving access to the pony that walked in. With a predatory grace, the intruder came in with feather light steps that betrayed nothing. With both eyes locked onto their target, a satisfied smirk worked it’s way onto the pony’s muzzle, making steps to get closer.

Twilight remained unaware of the intruder, too busy with going over her notes to even notice the shadow that seemed to loom over her. With a lit horn, the pony carefully closed the door without a sound before saying, “What do you have there, Twilight?” Casting one last spell over the room.

Twilight could feel her body seize up at the voice, feeling dread suddenly lace through her body before closing her eyes and trying to relax. Turning around, Twilight felt a small bit of fear leak through her control as the fake Cadence stood in front of her. Both of those once kind and loving eyes now seemed to look down on her, making her feel like a bug being examined by something greater.

“C-Cadence, I didn’t hear you come in.” Twilight felt her voice catch for a moment, not expecting the fraud to come to her, “What can I help you with?” Slipping the notepad back into her saddlebag.

Seeming not to take much notice in this action, Cadence seemed to give a more softer smile and said, “I just wanted to stop by and see how the preparations are coming along.” Walking past the lavender unicorn to look at her reflection in the nearby mirror, “With the wedding tomorrow, I just want to make sure that everything is…perfect.”

Twilight felt the need to gulp, feeling uneasy with how this Cadence had said the last word in such a ominous tone. Eyes darting to her saddlebag, Twilight pulled her notepad, along with it’s pencil back out and flipping through it.

Finding a blank page, she started to write as calmly as she could and said, “Things have progressed nicely over the day.” Flicking her eyes up quickly to keep track of where the fake alicorn was, “Applejack was able to bake the requested foods for tomorrow, as you know.” Going through the list she had come to remember well enough.

“Rarity is almost finished with the dress, just adding the final touches you asked for.” Finishing her little bit of writing, Twilight flipped back down to some older notes and said, “Pinkie Pie has added a few more party ideas that she thought you would enjoy, saying you would love it.”

“I’m sure.” Cadence dryly said, not seeming to be fully interested in what Twilight was telling her. Looking back to the mare that helped plan out the wedding, she asked, “What else?” Gazing at Twilight through the mirror, quickly adding, “Besides the wedding plans, I’ve notice you were writing a lot down.” Stopping Twilight from saying anything.

Gulping and looking up, Twilight could see two piercing eyes looking thought the mirror in her temporary room, suspicious of her actions. With a fake smile and another calming breath, Twilight said, “Nothing, just some last second notes about some details.” Trying to evade from truthfully answering.

Narrowing her eyes, Cadence only slowly nodded saying, “I see…” Going back to looking at her reflection, “Maybe you can tell me about these ‘details’ you’ve noticed?” Starting to light her horn.

With her confiding slowly dwindling, Twilight started to back herself towards the door, doing her best to appear calm while telling, “I would be glad to, I can tell you all bout in in the guardians, I heard Fluttershy—” Grasping the knob with her magic and going a tug…only feel resistance of it being locked.

A sudden rush of panic made itself known to Twilight, who once again tried to open her door that seemed to be locked, even if the lock itself was not in use. So caught up in her panic, Twilight missed the green veil of a silencing spell, making all sound become trapped inside the room.

“I find this room appropriate enough, Twilight.” Cadence calmly said with a hint of smugness, halting the lavender mare from struggling with the door further, “After all, I think you know something you’re not suppose to.”

Slowly turning around, Twilight could now see the faux alicorn stalk closer to her almost frozen form. The way this Cadence carried herself, it was early familiar. The way those eyes looked at her, the way the head was held, even how the alicorn stood before her now reminded her of—

Twilight felt her breath catch in her throat when she realized the familiarity of how this impostor held herself. It was familiar to how Masquerade held himself when in his changeling form, a pose that he had learned from his mother who was now the queen. A queen, who she and the others thought would be back with the main invasion force, not in Canterlot itself!

When Twilight went to deny anything, Cadence stomped her hoof down, silencing the lavender mare and tell, “Don’t think I haven’t notice how you’ve watched me, or make notes about the ‘wedding’ your helping plan.” Glaring at the unicorn intensely.

Eyes now darting down to the notepad still in the unicorns magic and back up to Twilight, a small smile grew on her face as she said, “Why not show me what’s really on that little notepad of yours?” Advancing once more on the mare that had her back to the locked door.

Twilight’s eyes darted about, trying to find some sort of way to escape this situation. She really could not risk being caught, even more so with the wedding taking place the next day!

Cadence then lit her horn in a green aura of magic, only sending Twilight further into panic at what spell was being cast. Without much thought as to the consequences, Twilight lit her horn just as quickly, getting a mental image for her spell to follow before casting.

Her attempt was stopped however, as a rather strong strike from the impostors hoof not only canceled out her spell, but caused Twilight to stager in pain with a yell. Just as quickly, Twilight felt her body lift off the ground, forcefully being slammed and held onto the door.

“Oh, you defiantly know something.” Cadence seemed to say with a hint of malice, “Something little ponies like you should not know.”  Gaining a little smile on her muzzle as if enjoying Twilight’s discomfort as she brought her face up to the lavender mare.

Though her mind was filled with thoughts of how bad the situation was, Twilight took advantage of how close Cadence was. Like what had been done to her, Twilight sent a right hook towards Cadence’s own horn.

Seeing this, Cadence went to move her head back, feeling the very tip get clipped and send a shock of pain into her head and gave a yelp. Feeling the magical grip loosen greatly, Twilight struggled free and relit her horn, deciding to go for a different spell this time. It only took a fraction of a moment to cast, and send it to her attacker.

By the time she had recovered, Cadence found herself on the receiving end of the spell, hitting her face and blinding her. Shaking her head and rubbing her eyes to regain her sight, the fake alicorn looked about the slightly darker room, trying to find Twilight.

The room appeared to be empty, and not show the unicorn that was using it as her temporary home. But Cadence knew Twilight was there, she could taste the panic, the fear and the worry.

“Twilight.” Cadence said pleasantly enough, “Where are you hiding, you silly little pony?” Adding a teasing quality to her voice as if she were playing a game, “We have so much more to…discuss.” And started to walk about the room

Silence seemed to be the only thing that greeted her ears, and the shadows seemed to deepen slightly at her words. A nicely crafted illusion, almost reminds me of my son’s own little trick, the fraud smiled, knowing this was not a harmful illusion.

For a time, silence was her only answer from the lavender unicorn. Seeing as it was not getting her anywhere, a light and slightly cruel thought passed Cadence’s mind as she said, “Fine, if you don’t want to talk, maybe one of your friends will.”

Just as those words left her mouth, she could feel Twilight’s worry slightly grow, and continued, “I’m sure they would know something, after all, you talked to them after I turned my back.” Heading back for the door with a deliberately slow pace.

“But who to talk to first?” Cadence wondered aloud, slightly tilting her head, “Maybe I should ask that Pinkie Pie, she seems to enjoy talking.” Stopping at the door to tap her chin and say, “Or Rarity, I’m sure she could use some company while making my dress.”

Seeing the illusion still had not dropped yet, Cadence went for her trump card and cruelly smirk, “Then there’s that sweet Fluttershy.” Smirking further as she said, “The poor dear seems so delicate in your little group, I wonder how she might handle the conversation to come?”

With a sudden idea coming to mind, she then told, “Or I can invite them all over to Shinny’s place!” Sensing a spike of dread in the room, “I’m sure we’ll stay there and talk. All. Night. Long.” Punctuating each word at the end.

It was as if a dam burst, the illusion dropped and Twilight’s voice could be heard as she shouted, “I won’t let you hurt my friends or my brother!” Letting her anger and fear take control for a moment and firing off a magic beam.

As if expecting the attack, the faux alicorn ducked, letting the magical energy fly harmlessly over her and retaliate with her own spell. It was too late for Twilight to realize she had exposed herself, getting hit by her opponents own attack and feeling the same numbing feeling wash over her being.

Twilight feel to the floor, once more under the influence of a changelings paralyzing magic and completely helpless once more. Cadence herself got up from her kneeling position, looking over her shoulder to see where the missed attack went.

“My my, are’t we just full of tricks?” The fake smiled, spotting the hoof-sized hole with magical burns. There was no doubt the attack would have done some serious harm, rather surprising, as ponies don’t often do that. The thought made the fake alicorns look at Twilight with some contemplation. Something was amiss here, something that was connected to how there was a shield around Canterlot, or preparations for an attack.

Walking up to the immobile Twilight and looking her over carefully, she could only ask, “What do you really know, Twilight?” leaning down to become more eye level with the paralyzed mare.

A number of emotions could be seen in the mares eyes, fear and anger being the biggest of them, with a hint of defiance. Smirking, Cadence just turned around and left the pony on the floor and told, “I guess it doesn't matter, you can’t talk in your current state.” Going into thought while saying, “And I don't have time to work on you, I have a wedding to work out in full after all.”

With a light shrug, she absently said, “Oh well, looks like I have to put you somewhere until things are done.” And looked bak at Twilight saying, “I hope you enjoy your stay in the crystal caves.” Lighting her horn and casting her spell.

Regret seemed to be the last thing that flashed though Twilight before being surrounded by magical fire and sucked into the ground. For some reason that made the changeling-in-alicorn form frown. Why would the mare feel regret at the end, and not fear or rage like what she should have felt?

What does it matter? One thought rang out in her mind, she’s down in the caves, no knowledge on how to escape. This alleviated her feelings on the matter, turning around once more to look about the room. She still wanted to know what was on that notepad, but she would have to look around later.

She had some other tasks to do before the day was up after all. Undoing her last spell to let sound roam freely and unlocking the door, the faux alicorn left out of the room. Cadence then began to plan how to get rid of her current brides maids so she could replace them with Twilight’s friends. She needed to keep an eye on them, just in case they do know something.





Ribbons, why do we need ribbons?

The question burned in Masquerades mind as he made his way back to the palace with two bags with ribbons. They were the variations of white, yellow and pink, with a number of sizes so some could be hanged and others thrown. Weddings always seemed like a strange concept to the changeling infiltrator.

In changeling society, we don't have weddings. He almost bitterly thought, we find and chose a mate, tell them what we think, consummate it if both agree and your done!

Granted, he could see the charm in a party being thrown for the couple to be, but the only time we changelings would do a wedding of any sort is when an heir wishes for one, or two clans are uniting. In either case, it takes up time and resources.

Looking back to both bags, Masquerade turned back towards his destination while grunting in thought, still don’t see how ribbons help the newly wed in any way… Taking a few moments to think up a few ideas. He came up with a few ideas but only shook his head with a smirk.

Reaching the castles gate’s, Masquerade straightened his back more, adding a more dignified facade while also smoothing his new robin-blue mane. To any pony who didn’t know, Masquerade looked and acted the part of the butler, foregoing both wings and horn to add to his physical looks.

Still is a pain to manipulate the world without magic or wings though, an irritating thought crossed his mind while taking his time to reach Twilight’s current residence.

During his walk up, he could not stop himself from glancing to the side where the supposed infiltrator was sitting.

He knew this was not Cadence in any way, as she felt wrong in some sense. A stage-four changeling was always hard to detect, even for him. If he didn't know how Cadence already felt, he would have not noticed at all. But that was a month back when he first met her, so it was possible he could have still been fooled.

But who is it? The question had been bugging him since he could figure out the infiltrator was an heir from his senses. This didn't help much, as he still couldn't tell who it was. The number of heir’s were still small, and not all of them reached stage-four shape shifting yet. Mask already knew it wasn't any of the better infiltrators, they would have put up an extremely convincing act.

Even when Cadence was far from sight, Masquerade continued to work over who the supposed changeling was. He did not like having a lack of information on who his opponent might be in the future, made things complicated.

When he reached Twilight’s room door, Mask wanted to smile at being able to get out his current disguise and back into his own body. Being all big and muscular didn't feel the same as his smaller and thinner body with magical power.

Raising a hoof and knocking on the door, he called out, “I have the supplies your requested madame.” Waiting a free moments for a reply. Strangely, none came, and after a time, Masquerade knocked once more and waited.

On his third knock, Mask was feeling a little concerned at the lack of response. He knew Twilight would be here, it was where they were to meet. And Twinkles hates doing things that don’t follow a schedule.

Glancing about the halls for anypony that might see, Mask affirmed that none were looking and entered into Twilight’s space. At first glance, everything seemed to be fine and rather untouched. If it were not for the unsightly little hole in the wall, then he would have thought Twilight simply went out for something.

Twilight would have left a note if she did that though. An unsettling thought came, and looked about for more clues as what had happened while he was away. The infiltrator scoured the room for clues, going as far as to figure out were the magical damage was shot from and how it tasted.

Masquerade, despite all his searching, couldn't find any large clues as to what had happened. He wasn't like Sham where he could see every little detail and know everything that had happened within a day. Nor was he Clip, who despite being an idiot, was a deadly assassin that knew how to track his targets.

Where haven’t I looked? He asked himself, scanning the room for anything. He already searched Twilight’s bags, but they held no clue what had happened. Nothing was hidden in or under the bed. The Bathroom had nothing, and neither did the draws in the desk…

Where are you Twilight? The changeling-in-pony form wondered with an ever growing concern. Shrugging the saddlebag off his back, Masquerade headed back for the door, setting his first destination to Twilight’s friends. Next would come some of the guard, and after them the few changelings in hiding. If those fail, then he was going straight to Celestia to ask.





Masquerade did eventually make his way up to Celestia, only it wasn't because she was the last pony he was going to see. She had asked for him to come to her. To say things had gone even worse would be an understatement.

‘Cadence’ had come to her aunt to let her know Twilight would be unable to attend the wedding. The excuse being that the mare had offered to do some things for her while the wedding was going. What the task was, was unimportant to Mask, as the words made all his worries come to surface.

The alicorn impostor had done something to Twilight, and Celestia wanted to know what he knew.

Masquerade didn't know much unfortunately, and led to a slightly heated argument as to why he left the unicorns side. True he could have stayed next to Twilight at all times, but that would help blow his cover. He was to act the part of a servant who went about tasks hoofed to him, and Twilight helped him fulfill that part nicely with the tasks she gave him.

Celestia was willing to conceded to that line of logic some, seeing that if Masquerade did not follow up on his act, he would be discovered. Regardless of this, she still hounded on how he could have left her for so long after most of his time around Cadence was finished.

Masquerade then proceeded to tell her how some items were misplaced/ruined and needed more of said item. These items happen to be the ribbons that were still in Twilight’s room, where he became aware of the situation.

All he could tell the sun alicorn was magic was shot, and it had to be Twilight’s, as he could still taste some lingering emotions form it. He then shortly added she was angry when the attack was done, meaning she might have been provoked into attacking.

Added to this was another meeting later that night, trying to find a way to fix this even newer problem. The plan they had was holding together still, but with three ponies missing from it, it was going to be a trick to pull off.





That was all yesterday, and left for some time to prepare for the invasion to happen.

Now, Celestia could only hope all were ready, as there were only a few sparse hours before it all began. Looking about the room she was in, the solar ruler kept her warm smile on, doing her absolute best to keep the ponies all assured nothing was wrong.

It didn't seem to take long for everypony to fined their seats and for the wedding to be on its way. Despite her patients and belief this would work, it still felt all too fast and too soon. Breath in, she told herself while calmly taking a breath in, breath out, and let out any worried that were building up with a just as calm exhale.

But it seemed to come back when the fake Cadence made her way up the red carpet before her, Shinning Armor standing off to the side, looking off into nothing. The changeling had some surprisingly good control over the captain, who still performed fine despite his loss of magic or being brain dead.

It was with another sigh —in mind, as to not show her worry— Celestia began the long rehearsed speech. As she went on to the congregated crowd before her, she could not help but take a little longer to make it. Her eyes scanned about with careful procession, not to let on she was waiting for something to happen.

“Stop the wedding!” Celestia felt the need to blink at those words. Words spoken form one Twilight Sparkle, who was standing at the entrance with a determined, if not vengeful gaze.

Is that truly Twilight, did she really escape the caves? That was the first thought to cross Celestia’s mind as she stared at the mare in surprise like most of the ponies. But unlike them, it was not from shock of somepony stopping the wedding, but a needed intervention.

Cadence wasn't nearly as happy, and nearly shouted in anger, “What are you doing?” Then halted herself from going any further when a few eyes turned towards her, “Don’t you remember all the planning we put into my special day?” Adding in a distressed tone.

“Because it’s not your special day—” Called a new voice, just as familiar as the last, “But mine!” As the real Cadence showed herself, if not worse for wear. 

“What!” The fake alicorn stepped back in newfound shock,“But how did you escape my bridesmaids?” Seemingly unable to understand how that was so.

Giving the other a knowing glance, the real Cadence told, “You would be surprised how far a pony would go for a bouquet.” Recalling how the bridesmaids, even under a mind control spell, seemed to still act like the ponies they are.

Unsure to be angry at the idiocy of mind-controled ponies, or impressed by such idea working, the fake Cadence went with the later huffing, “Cleaver, but your still are too late!” Feeling self certain she still had the upper hoof.

“I think not.” The three lone words seemed to stop any further talking form happening as Celestia stepped up and glared at the fraud that had been acting as her niece. With a glare, she told, “You may think you have fooled me, but I know of what you are.”

With some wariness at the older alicorns actions, the fake stepped back some and make some distance between herself and the solar princess. “I was unsure at first, believing you were greatly stressed.” Letting her sight flicker to the real Cadence, “I now have the proof you are the one responsible for the threat on Canterlot.” The last part was true, but her ponies didn’t know what she did.

Looking the fake straight in the eye, Celestia challenged, “Show yourself changeling, or are you truly afraid of the light?” Adding a taunt at the end.

It did the trick, as the infiltrator started their transformation, the green magical fire all but exploding from the fake alicorn. Even when taken by surprise at this, Celestia still called out, “Twilight, plans have changed, but I ask you to get Cadence and Shinning out now!” Charging her magic up for the fight to come.

Twilight seemed ready to argue at the idea of leaving her teacher, but looking to Cadence in her state as well as her brother, she knew what she had to do. Looking to her friends and ignoring the final result of the transformation that had occurred, Twilight told, “Come on girls, let’s get my brother and sister-in-law out of here!”

With her transformation complete, the more taller changeling stood before all the ponies from the wedding, watching as Twilight and her frieda began to move both Shinning Armor and Cadence out. Scowling at this, she moved to intercept and went to say something— but Celestia blocked her path telling, “Your fight is with me, changeling.” Putting more magic into her horn.

That was the last thing Twilight saw of her teacher as she and the others ran. With the sudden change in plans, Twilight found herself slightly unsure what to do. Thinking quickly, she decided to head to the only one that might be able to tell her what was going on.

“Twilight, where are we going?” Cadence —the real Cadence— asked, trying to keep the nearly unresponsive groom moving with the help of Rarity.

Stoping a moment to look up and find a black swarm of dots overhead, Twilight told, “We’re going to find professor Intrusive, he’s the only one that might be able to tell us what’s going on.” Resuming her run towards where she hoped to find the elderly changeling.

With a worried filled face at Shinning’s blank stare, Cadence asked, “Do you think he would know how to revers what that changeling did to Shinny?” Still guiding the half paying attention stallion.

Twilight went to reply, but stopped when a glass shattering sound echoed throughout the area. Above them, the shield that had held for days-on-end had now completely shattered under constant attack. Without its master to tend to it, the shield had failed, and now let in the changeling swarm that descended on all of Canterlot.

“Run!” Twilight urged when she saw her brothers shielding spell fail and let in thousands of changelings, eager to sate their hunger and take the pony capital.

All around, a number of ponies looked up in both curiosity and concern as the swarm descended down on them. It turned into downright terror when they became green spots, crashing into the ground moments later and causing craters to form. They all panicked, running as quickly as they could to escape their invaders.

Guards that were notified of such events to take place went right into action, taking up there weapons or casting spells at the attacking swarm. But it seemed for naught, as they were quickly taken down by overwhelming numbers of drones.

Fear filled Twilight’s body as she lead her friends through the raining changeling attackers, hopping her training with her coltfriend would help her during this. The ring of magic began to build as Twilight gathered the necessary magic to preform one of her newest spells, one that had proven effective for fighting.

It didn’t take long for a group of drones to take notice of her own group, diving down at what was seen as easy prey. I won't let them hurt my friends. Was the single thought that ran through Twilight’s mind, focusing her feeling straight into her spall.

With a flick of her head, a ball of pink fire came to life and launched towards the flying attackers, breaking away in shock of the attack.

Twilight didn't let up, pulling back the small ball of pink fire and guiding it back to her side. The passion fire spell she had learned had turned onto a unique spell, being a controllable fire ball. It was not all she could do though.

Adding more magic into her current spell, two more passion fire balls took place to either side of her, following her and awaiting orders. They were used not a second after their making, swinging about before the unicorn to deter changelings from attacking head on or blocking their path.

Looking back though, Twilight could see the drones amassing behind them and were going in to attack from there. With a snap dissuasion, she called, “Applejack, Rainbow Dash, I need you two to keep them off our backs!”

Both Ponies looked back, finding a swarm of the bug-looking-ponies ready to charge them with full force. With a smirk on her muzzle, Dash told, “Don’t worry Twi, we got this!” Speeding up a moment before turning around and charging the swarm with a battle cry.

When a ballistic-pony-missile started rushing at them, the swarm panicked in uncertainty, splitting up and letting the speeding pegasus pass through them. Before they could regroup, Dash turned back around and harassed them once more, disorganizing there numbers before speeding back with her group.

Applejack wasn't all the idle herself, finding she had to stop now and then to give one strong buck to a changeling that foregone flying and ran after her and her friends. She had to admit, despite being easily beaten back, the sheer number of them made up for being pushovers.

“How many of these dreadful cretans are there!” Rarity screeched, finding her practice in self-defense put into use as a changeling drone attacked from an alleyway for a surprise attack. This was only a recipe for failure as the mare who prided herself on being a lady, grappled and tossed the offender over her shoulder. This was followed up by the unexpected appearance of Pinkie’s party canon that fired off it’s confetti payload. 

“Thousands!” Cadence replied, finding herself less useful than she liked. Her time in the caves had left her body weak and her mind tiered. She was having trouble using any spell greater than levitation, losing focus after a while. She had to back Shinning Armor away when two more changelings showed up to attack them, but were scared back by emerald fire.

Taking up a stand in front of the two, Spike used what little courage he had gathered for that moment and took in another breath to blow out more fire. Granted, it was his mailing fire and not his real dragon fire, but it did the task and fended off the changelings. 

One of them took a chance, jumping at the small dragon who hastily blew out a new gout of fire. being engulfed by the dragons fire, the changeling all but disappeared, leaving nothing but air.

Unfortunately for Spike, it only made him a bigger threat to take out sooner and found more and more of the bug-ponies attacking him, Cadence and Shinning.

Slowly but assuredly, more and more changeling drones began to converge on their group, slowly wearing them down and overwhelming them through numbers. With how thick they got, Twilight’s group had no choice but to stop and hold their ground. Ground they were quickly losing with the waves of drones being tossed their way.

Another blast of the party canon sounded off, tangling up another five changelings in to presents while Pinkie shouted, “Reloading!” Sticking her hoof her mane a few times to throw in the odd-ball-item from her inventory.

The pink mare had to suddenly move when Fluttershy called out a warning, moving out of the way in time for a pouncing changeling to miss her. It was quickly removed when Cadence, with what little focus she had, used her magic to toss the changeling away.

The favor was returned when Pinkie Pie turned her party canon over Cadence’s head, firing off a round filled with streamers and entangling more changelings.

“Ah can’t keep this up Twi!” Applejack called, bucking another drone away before being tackle to the ground. She was saved when a pink fair ball slammed into their side, making the drone screech and run about, trying to remove the magical flames.

Twilight sighed in relief, happy she saved her friend in time— “Twilight, look out!” Pinkie’s voice rang out, making the lavender mare spin around to find her attacker. Instead of finding one she found herself being tackled to the ground from where she use to be looking.

Craning her head back, Twilight felt her eyes widen as she saw Pinkie on her, with another Pinkie helping to hold her down. They were quickly blasted off by the real Pinkie Pie, but that still didn't stop her sudden worry.

Getting up and looking around, Twilight found herself surrounded by her friends, and their dopplegangers. “Don’t let them distract you!” She called out, having trouble figuring out who was who.

This was not how she wanted to spend her time at her brothers wedding.





After Twilight left, the changeling scoffed at Celestia and watching the ponies get away with her prize. The changeling redirected her attention onto Celestia, remembering what she said before rebuking, “I am no simple changeling, you simpleton.” Holding herself higher and proclaiming,  “I am Queen of the changelings, Chrysalis!” And began to charge her own horn, “And you will see my might!”

Both backed away form the other, distancing themselves before firing their respective attacks. When both beams of green magic hit the other, they seems evenly matched. The ponies who had not left, watched on as their ruler and the most powerful pony they knew, slowly lose ground. With some added effort, Chrysalis’s attack soon began a steady pace towards Celestia, who looked very much worried for her safety.

At the last moment, she twisted out of the way, cutting her magic off and letting the changelings attack go by and cut into the pillar that was behind her. When she looked back up, Celestia found a surprised look on the changeling queens face, beginning it morphed into suspicion.

Seemingly looking the alicorn up and down, she said, “When I began to overpower you, I was starting to think I reach a power greater then an alicorns.” Starting to move to her left, seemingly circling into a flaking position, “But now that I’m trying to feel you out, I notice something is…off.”

Celestia didn't say anything, only glared back and readied her magic again.

Looking up with a quick glance at Celestia’s horn, the queen could only bare her teeth in rage as she yelled, “What are you doing?” And glared hatefully at Celestia, “You have her face, but I can see now you are not Celestia!”

A number of gasps went around the still filled room, as ponies watched the confrontation play out, “How you managed to take her form and hide as her is beyond me, but also impressive.” But soon turned her praise into hate while shouting, “You are a changeling who had Celestia’s power at your hooves, why are you getting in my way, our way!”

For a moment, Celestia didn't do anything but stand in place. Soon enough though, a smirk worked its way onto her face, a strange thing to see on the ever serene alicorn.

“You should know, we did have an argument over this whole fiasco that’s going on.” She said, getting a confused look from the queen of changelings while also saying, “I still think we can work this out peacefully, it’s not impossible.” And smiled sincerely, being only amplified by Celestia’s naturally diplomatic looks.

Any rage and hate Chrysalis had seemed to just vanished while she thought over those words. For some reason, the conclusion she was drawing up was making her more fearful who this changeling might be, rather than facing Celestia.

With a almost dry gulp, she asked, “Who are you?” Feeling a slight tremble in her legs, dreading the answer.

Dropping the smile for a blank look, Celestia repositioned her stance from the almost kind and motherly relaxed state, to a calculating an cold rigid state. Green fire quickly followed that, showing a shorter, but still menacing changeling with two sword sheaths to either side of him.

Shock and fear rippled trough the room, as no pony dared to make a sound a the sudden turn of events. Some how, not only was one princess impersonated, but two! Things only seemed to get more distressing when Chrysalis nearly gasped out, “S-Son?” Taking a step back in fear.

It wasn't the fear of losing to Masquerade, who stood strong and proudly. What she feared was the possibility her own son was now the enemy. One she would have to fight and eliminate if he had betrayed them.

“Mother.” Masquerade returned curtly, bottling up his own fears and pain at having to be his own mothers enemy, “How have you been?”

Chrysalis could only stare on in mute shock, trying to understand what had just happened. The day had progressed as planned, and Twilight was taken out of the equation when she got too nosy. But it all seemed to fall apart after that, even if the invasion was in full swing now.

With a tense air, The mother of the trained infiltrator could only say, “How have I been?” Looking angrily at her son and shouted, “How’s about worried, after our argument, I was expecting at the very least letters, but you instead stay silent for three months— three months!” As much as she wanted to know what he was doing now, she was still a concerned mother.

Rolling his eyes, he told with some measure of patients, “Mother, I’m not a nymph any more.” Doing his best to ignore the stares he was getting from the peanut gallery that still haven't left, “I can take care of myself, I am a fully fledged Infiltration master, there is no need for you to worry too much.”

That irked the queen, who stomped her hoof saying, “You still could have done something to let me know you were alright.” Then shook her head and sighed to calm herself. Looking back up, Chrysalis could see her son’s eyes were wary, as if ready for a fight.

“Why are you truly here son?” Chrysalis asked more softly, “Why did you let that little brat get away with our ticket to survival.” There was a slightly underlying threat in her tone, as if to warn her son of any tricks.

A brief flash of rage showed itself in Masquerade’s eyes, while outwardly he calmly said, “Nothing drastic mother.” Lightly shrugging in his acting of being cool and collected, “Just helping out my Twinkles, her brother and soon-to-be sister.”

Chrysalis’s jaw seemed to drop at those words, feeling a old memory come to surface. Twinkles, as in that little filly my son had started to fall for? This was before the full impact of what he said made her eyes widen and shout, “Your courting with that mare!”

Once again, the peanut gallery gasped, with one of the mares fainting at the idea.

Once more ignoring them, Masquerade nodded with a large grin, “Oh yes, you should have met her on better terms mother, she is just the perfect mare.” Seeming to gain a far off look, “Granted she has her faults, but they only seem to add to her that much more.”

The queen of the five clans felt confused. On one hoof, she wanted to congratulate her son for finding a potential mate— be they pony or changeling. On the other, she wanted to swat her son upside the head and scold him for fraternizing with their meal ticket.

She had to once more shake her head mentally to get back on track. The invasion was taking place and she was talking with her son over his new love life. She should be getting down to business on what he was thinking rather then this.

With a stern gaze, Chrysalis, queen to many, and a mother figure to many in her clan, demanded one thing from her by blood son, “Masquerade of Malek, would you tell your queen, and by extension, your mother— why you are distracting me from our goal.”

Like a switch, Masquerade dropped his act, making eye contact with his mother and telling, “I am doing my duty as an infiltrator and trying to get you to see this is not how it should be done.” Just outside the walls around them all, Masquerade could hear the music of battle go on.

Screams of panicking ponies acted as the choir, explosions of kamikaze-falls acted as the drums, and clangs of guards armor chimed in time.

“This is not how we should have shown ourselves mother, we should have asked for peace, not war!” Stomping his hoof to emphasize his point, “I have lived with them for three months, with Twinkles knowing of what I was for two of them.”

Surprise once more filled the room, but Mask didn't stop and continued, “She was scared at first, but Twilight came to accept me of what I am, of what we are.” Spreading his gossamer wings out and holding his head high, “I met Celestia herself, with her sister Luna. They are willing to talk, they are willing for peace.”

With little hesitation, Masquerade bowed to his mother, acknowledging her as his queen while saying, “So I plead to you my queen, heed your followers wishes and stop this foolishness before we lose the chance to be recognized as friends, not foes.”

Then looked up from his kneeling position adding, “If not by a servant, then listen to me as your fourth son, born to you as your second heir.”
> Fighting for What
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship Is Magic





Outside of Canterlot and it’s shinning pink shield that blocked out any attackers, Luna stood at the ready with her amassed lunar guards in the woods. Beside them were a number of other changelings, nineteen in total, and all from Ponyville. The events leading to their being here were simple in itself.

After all the changelings had expressed their thanks to Twilight for securing some form of peace and offered up their help, the mare sent a letter straight to Celestia. The help was welcomed, and those that were willing to fight came, while the rest stayed behind and sent supplies.

Luna wasn't sure if nineteen would change the course of the battle to come, but even she saw the boon the changelings had. They were diverse, and had a large selection of weapons to use. But most of all, their ability to shape-shift.

Already the night alicorn had coordinated a plan with some of the changeling to take up the forms of those with high ranks, to hopefully fool or distract the enemy some.

But fighting the swarm was not their objective, that was left for her sister and the larger force of guard to do. No, Luna’s task was to sneak around enemy lines with her more stealth oriented ponies. The changelings helped add to this, not only because they were natural at hiding, but could point out changeling patrols.

Though she abhors the bloodshed, Luna still felt some inkling of excitement flow through her at the prospect of the coming battle. In the past, during her kind of time, wars and open battle were a honorable thing. One did not just run into battle intent on killing your foe, but fight them into submission, showing who was the better fighter. Those that fought to the end were sometimes seen as hero’s, rising to the ultimate challenge for their kingdoms and showing the surrounding nations of their kingdoms might.

But that was before both Luna an Celestia met changelings. They way they fought were completely different to them both, who viewed both battle and war more honorably. Changelings did not see it that way however, and used deception, tricks, misdirection and cowardly tactics to win if they must.

In some odd way, Luna admired a changelings more logical approach. They were a cunning species to be sure, willing to fight to the end with tricks rather than strength. But even then most of their fighting was surrounded by striking fast and then going ballistic on their foes.

But now, a thousand years after such dark times they have changed strategy. No longer did they just attack out right, but planed. They used the shadows to sneak in, gather information, disrupted an enemy army’s organization, masquerade as those in great power—

They are truly a foe one must not underestimate. Luna’s features set into a determined frown and narrowed eyes. She let her magic idly run over her sword, Lunar Eclipse, preparing for the time it must be drawn. Mentally, the night princesses went through her vast list of spells, figuring which ones to use and when to use them.

“You seem excited.” Roma’s slightly nasally voice cut though Luna’s focus some. Turning her head to her right, Luna could see Roma make her way next to her, seemingly unafraid of the alicorn.

With a growing smile, Roma played with one of her chakrams around her neck asking, “Ready to start bashing heads in like I am?” Seeming to let her smile morph into a grin at the idea of causing harm towards the invaders.

Luna only shook her head and told, “Neigh, that is not the reason for my elation.” Before directing her attention back to Canterlot, “Battle use to be more honorable thing in my time, and I would sometime revel in the delight of fighting another of great skill.”

Taking interest in what she was saying, Roma further asked, “So you like the challenge more than the fight?” Trying to get a grasp of the concept.

“That is correct.” Luna nodded, not taking her eyes off the place she had called home for two years since her return. With the time drawing near, and with one question still unanswered, Luna looked back to Roma saying, “Might I inquire a question from thee?”

Once again with a chakram in her hooves, Roma seemed to play around with the disk knife while shrugging, “Shoot.” Not seeming to care in any way.

With slightly narrowed eyes, Luna asked, “How is it you seem so calm and unafraid of us?” Wanting to know why despite the still prevalent fear in the hearts of many, this one changeling didn't seem scared at all. 

A dry laugh came from the mare when she heard the alicorn ask this, and told, “I wouldn't say I wasn't scared.” Looking to Luna with a slight smirk, “I have every right to, but I’m not ‘cuz I believe Sparkles did what she said and helped make peace with you, for us.”

“I see.” Luna said, turning back towards Canterlot with Roma. Over time, the shield in place seemed to gain more and more darker tint then before, surly a sign that the changelings were already sending in their first wave.

Turning away from the scene, Luna ruffled her wings in some impatiens at the battle to come. “How close are we to our foe’s backs?” She asked, Looking a cross her group of fifty guards an the eighteen changelings —excluding Roma who was next to her— that made up their battle group.

Seeing that idle talk was done with, Roma said, “If that scout from the Gem Clan is right, than we should be on their flanks in a hour.” Then waved a hoof to some of the more less densely pack underbrush, “And I think he’s right, Changelings still need room to fly, even if we’re good in close spaces.”

Giving a single nod, Luna raised her voice and ordered, “Prepare thy selves, for battle is upon us!” Using her eyes to look at each guard under her command. Some had seen battle a few times, but for Luna they were nothing more then little skirmishes. This would be their first real taste of how battle was truly done.

Opening her wings more to show herself fully, one would feel surprise at all the armor Luna had donned for this battle. It was all a dark blue, much like her regal she often worn. The armor itself shinned little, helping conceal her into the surrounding darkness. Like all in her command, a crescent moon adorned her chest plate, showing all who she was.

“Today, we face a foe that has not been seen for nearly a thousand years, a time were I and my sister ruled together.” Luna started, knowing she had to rally her troops, “The likes of this foe we face is unlike any that you have faced in the past. For they take on the face’s of those you trust, and can use magic most foul.” Most of her guard shifted uneasily at her words, becoming slightly uncertain.

“But you must not falter!” Luna told with a strong voice, “For even If you face a foe such as this, remember why you are my guard.” Then pointed towards Canterlot telling, “You are the pride of the lunar guard, and protect those under my night because no other would brave the darkness.”

“And yea are not alone in this endeavor, for we have a fellow friends that are willing to brave the dark with us.” And sent a slight nod towards Roma.  With a slight grin, Roma dropped her disguise for the first time in years, showing the changeling underneath. Despite the shock that when through her guards eyes, Luna continued on to tell, “Yes, our allies happen to be of the same kin to our foes, but do not let it discourage you, for they wish to fight along side us.”

Stepping up, Roma then said, “And we plan to do just that, right?” Followed up by a number of cheers from the changelings of Ponyville, all of which dropped their disguises. With a smile Roma said, “See, we got your backs.”

Thanking Roma and having the mare step back, Luna once more took center stage telling, “This will be the first time in a millennium that we have gone to battle in such a manner, but I have faith you will all do your part for Equestria.”

She went on to say more, but the appearance of Chance of the Gem clan stopped her from saying more. The changeling-in-pegasus disguise landed before the aileron and told, “Celestia is ready and on the move, the wedding is now underway. The first enemy wave has been deployed, with the second preparing.”

“Good, return to mine sister and inform her we are ready to move now.” Shooing the scout back. Before he could take off though, the lunar princess added, “Make haste scout, for as you leave, we will be on the attack!”

The time is now upon us, Luna took a moment to compose herself before looking over her group. Using her magic to draw her blade, Luna raised it and told, “Remember your duty while we smite thine enemies this day, and protect which we hold dearest.” Then swung it forwards commanding, “Now let us advance, and show these invaders what the lunar guard truly can do!” Getting a roar of approval.

The changelings of the group took point, scouting out the area and watching for traps or patrols. Luna and her guard followed the marked paths, taking care to stay low and in the shadows where they could sneak by. When the first camp came into sight, Luna called for them all to halt and wait. 

The princess looked over the camp, trying to find potential weak points and thinking how to attack. With a plan forming into her mind, Luna waved over one of her guard and Roma, and told, “Lieutenant Overlay, I want you to sneak over to the left flank over yonder with half the guard, and to await my comment to attack.” Pointing out a small collection of trees that would be good for cover.

Giving a salute to Luna, the stallion about faced and started to gather up half the guard, while Luna herself told Roma, “Take your team of changelings, and head for the right side of the camp.” Pointing over to a number of bushes that would act as cover, “Once the attack has started, I want your group to cut down or capture any runners.”

Grinning and giving her own lazy salute, Roma said “Ma’am yes ma’am.” And about faced to the changelings, ordering in a slightly raised voice, “Alright you sorry lot, we have some orders to do, now follow me before I start using you as my personal practice dummies!”

Looking back to the mare, Luna could only wonder, how is it that a mare of her person is a tomato vender and not a guard caption? Finding it strange that despite Roma’s very outspoken and hostel self, she chose such a peaceful living.

Mentally shaking the thought away, the night alicorn only concluded, changelings are a strange people, and focusing back onto the attack.

Luna waited for fifteen minutes for all the combatants to be in place, waiting for the right moment to attack. There was then a sound, one of shattering glass that was followed up by the drop in magical power.

The shield! Glancing over her shoulder, Luna confirmed that the shield had finally failed without Shinning Armor to tend to it. Knowing what was to happen next, Luna took action and gave the command, “ATTACK!” Bringing her sword to bare. Lunar Eclipse glowed with power from it’s owners magic, then was leveled at the camp while it released it’s spell.

Even when fighting off guards, the changeling invaders quickly began to organize themselves for a proper defense. This was soon lost to them as a lace of dark-blue magic flew over some, but impaled many before reaching its destination at the camps center. It did not end in an explosion, but a splash of power that scattered a number of changelings away.

A battle cry soon followed Luna’s initial attack, as pony and thestral guards came at two sides, forcing the invaders back. This was soon found to be a mistake, as Roma came out of hiding with her team and began to stop them in their tracks.

Raising more power into her being, Luna took flight while shouting, “Surender thyselves now, or face the wrath of those you dare to invade!” Diving down while swinging her sword in a horizontal swing. The changeling who had backed away from the attack found that they were not far enough, as another spell on the sword came into play, extending its reach.

Five fell to this, two getting deep cuts in their throats while three others suffered long gashes that put them down for the fight. Luna didn't finish there, turning around quickly and casting a new spell, being a simple blast of magic to send a enemy falling to the ground in a daze.

Hearing a hiss, Luna turned her sword around, using it’s pummel on a changeling too close for the blade to be of any use. The attacker stumbled back, stunned from the strike to the head before being surrounded by magic and tossed aside into one of it's allies.

Luna went to strike out at another foe, but was apparently beaten to it when a circular knife planted itself into the changelings skull. This was followed by a roar from Roma, who all but charged into the changeling forces, slashing and tossing her chakrams about in a frenzy.

The sight and sound of Roma’s attack did more than take down targets, but seemed to scare a number of drones. The grunts of the changeling forces seemed to shudder at the sight of all the blades hanging from Roma’s body, scraping and clanking as they did.

Roma tossed another one of her blades at a aerial attacker, finding her place next to Luna who sent a focused beam at another changeling, sending it flying.

“This has to be the best wedding I’ve ever been invited to!” Roma cheerfully told, ducking under a attack before rising back up and hooking her next ring around the attackers horn. With both hooves being used, Roma violently twisted it, quickly prying the changeling head to one side and flipping them. Just as fast, Roma finished him off with a stomp to the head, knocking him out.

Holding her sword so it face down, Luna made a pushing gesture with her weapon, sending a short wave of magic to toss a number of drones away. “We are not even in Canterlot, How is it that yea could even say such things?” Rising her sword to catch an attacking changeling commons own sword, the guard catching the blade before Lune parried the offending sword and thrust into the attackers gut.

“I’m just sayin’.” Roma shrugged a little before looking up and calling, “Incoming over head!” As a large swarm of drones came up and turned downwards towards the duo.

Looking up at what Roma was warning about, Luna sent a new spell through her battle mage sword, crafting the spell just right before pointing the blade skywards. For a moment, noting seemed to happen after the blade flashed for a second. But when it flashed the second time, a deafening boom followed, as a bolt of lightning shoot through the swarm and into the heavens above.

This effectively fried a number of drones, and disrupted the rest to try attacking from all sides instead of head on. This place both Luna and Roma on the defensive, as they both respectively flung spells and tossed knives.

“These drones are like misquotes!” Roma seemed to complain while tossing another chakram into the swarming masses, “Numerous and annoying!” Being tackled down before she got a grip on the drone and kicked it off herself.

“Agreed!” Luna nearly grunted as she lifting her hind legs to buck an unlucky drone who had not notched her when it landed behind her, “I pray my sister is fairing better than this!”





The time had finally come for her to take up arms once more and to lead her ponies once more into battle. Celestia had left Canterlot the previous day with the aid of her sisters night. The plan they had worked out would hopefully work for them all, considering what they knew.

Inside of Canterlot, Masquerade would take up her stead, playing out his best act yet to keep her little ponies from panicking and to keep the infiltrator unknowing of her absents. Professor Intrusive was set in charge of five veteran guards, who’s job was to help organize and even convince the surrounding guards of the Lue clans involvement and help.

Luna was deeper into enemy lines with the changeling from Ponyville, her task was to disorganize their numbers in the rear. This would let Celestia herself gain the upper hoof during her own attack, were her more larger forces would push the invaders back into Luna’s own group.

Before the solar princess was her small army of two-thousand guards, all of whom were tucked away in a fort until this time. Right as of this moment, they made neat lines and were ready to move on her command. In front would be her more heavily armored earthen guards, each one having more armor put on their front. Just behind them would be unicorns with long spears, followed up by another row of unicorns with spears, as well as a third line with the same weapon. Brought to bare, they made a wall of spikes, deterring foes from attacking head on.

In the center of the advancing line would be more unicorn guards, being mainly spell casters with combat experience. Their job was to fire long ranged spells, or put up small barriers to block any ranged enemy fire or magic. In the rear of all this were her pegasus guards, who would provide aerial support and rear defense.

For a few pegasi, they would not be here, but along side their fellow guard with chariots at the ready. Their task was to fly overhead while carrying an archer or two, coming in to fire a few shots then back away while another chariot came in to continue the suppressive attack.

Celestia shifted in her armor, feeling the golden metal slightly uncomfortable with how tight it felt. It had been much too long since she last wore this armor, back then she was a tad smaller and thinner then she was now. Best I don’t tell my sister this, least she teases me and my cake once again. Unable to hold back the small smile that graced her features.

“Your majesty.” A guard came up to her, bowing his head before rising it and telling, “The Gem caravan has been spotted nearby. Should I send some guards to evacuate them?”

With a relived smile, Celestia shook her head saying, “That wont be necessary commander Hill, they’re our support.” Using her magic to lift her halberd up from it’s rack. There was a strange comfort when she would take it up, almost a reminder of who she can be when the time called for it.

Watching as his princess begin making her way toward some guards unassigned to any tasks, the commander walked beside Celestia, eyeing her weapon with some intrigue. This was the first time he had ever seen his princess don both weapons and armor for battle, and it somewhat scared him how calm she seemed at the idea of it. It was sometimes easy to forget how old the alicorn was and what she had did with how young she still appeared.

He didn't have any more time to ponder this as Celestia gave her next order, “Send out a small group of scouts to the Gem’s, tell them we are ready to move to the first camp in our path.”

With a salute, he said, “By your orders ma’am.” Taking off in a light gallop to get the ponies needed, particularly pegasi.
Heaving out a large sigh, Celestia turned her attention back to her armed forces, knowing what had to be done next. She made her way up the ranks, looking over each guard that held themselves in place like statues. She wasn't fooled, she could tell they were all nervous as to why they were all summoned here and ready for battle.

She reached the front of all her guards—

No, not guards, troops. The thought seemed to almost sting at her, reminding her of all the battles she had fought in, all the lives lost because of mistakes or misjudgment. Today she was sending her subjects into a battle, one that will give only the smallest taste what war is truly like. I hope that my skills have not gotten too rusty over my time sitting in that throne.

Stamping the pummel of her weapon into the ground, Celestia looked over all those under her care, announcing with her wings spread wide, “Most of you are wondering why we are here, armed for combat when Canterlot is said to be under threat.” Spotting a few of the younger guard wanting to nod in agreement.

“The reason is that our foe has many under their control, and are no doubt sending their first attack towards our home.” Celestia told, observing her guard that ever so slightly shifted in place. “Our job is to stop the second attack from happening, before going back to Canterlot and stopping the first from winning!”

“Our enemy is unlike any you have face before, able to take on the body and voices that you have come to call friends or family.” This seemed to set the troops into unease before Celestia told, “But this will not stop us, for we know where they are, and they don't know we are coming!”

Just over the hill, Celestia could see some of her scouts returning, with a caravan of ponies following close behind with Sham Gem in the lead. “We not only have this, but our wills to protect those that cannot protect themselves and friends who are willing to come to our aid.” Then lifted Solar Wind and pointed to the Gem caravan telling, “For our friends this day have chosen to fight by our side, even if it meant facing the ones they call friends to help us.”

“The Gem clan is not who they seem to be, and are changeling, just like the foe we face today.” While she was telling her speech, Sham took this moment to come to Celestia’s side, overhearing her speech and wanting to be around for the next part.

“The Gem clan has cut their ties with their allies to aid us today, a day out foes hope to take our loved ones and use them as tools for their own ends.” Glancing over to Sham, Celestia saw he was in leather armor, with a number of straps holding what she assumed were his weapons. Giving the lazy heir a nod, the changeling did as expected and dropped his disguise before the guard.

Shock, surprise and some fear were what came form the guards, even if they did a good job of hiding it. but Celestia continued on telling, “Sham has brought five hundred of his kin to aid us in battle, and will be paired off with you all so that any spies can be hopefully routed out.”

Stepping up beside Celestia, Sham announced, “We have brought a number of supplies with us, so if you lose your weapons or are in need of armor or medical help, my caravan has it.” An used his green cat-eyes to scan the crowd and tell, “We of the Gem clan have lived side-by-side with you ponies for nearly two centuries, and have come to appreciate you all.” And your monetary riches, Sham added in thought, knowing that a number of Gems liked the ponies for that reason too.

“When we became aware of what our own people planed to do, we of the Gem clan would not stand for it, and now come before you to aid in your defense agains our own brothers and sisters.” In a way, this set the ponies at ease some, as newly undisguised changelings fell into the ranks, prepared to fight beside their new allies.

Raising her voice once more, Celestia said, “I will not promise that we will all come out unscathed.” Not wishing to hide the fact of what they were doing, “But you all stand here knowing the risk, with the knowledge that you are saving another's life in the process.” Raising her weapon once more, she said, “So stand with me this day, and protect which we have stood for. To Defend those that cannot defend themselves!” With a roar of cheers, the ponies seemed ready to go, taking what their princess said to heart.

Gaining an amused smile, Sham told, “Nice speech.” Bending his neck from side to side to loosen in up, “I set Chance off to tell Luna your ready to move, and that the wedding is under way. The first wave has already gone, with the second no doubt getting ready to move out.”

Celestia gave the first heir a questioning look as he told her all of this, wondering how he knew all of this in such a short time. Peeking an eye open to her, Sham simply told, “I left a few infiltrators around since my last visit.” Sensing a feeling of surprise go through the princess before adding, “They told me everything.”

With a disapproving look, Celestia told, “You could have told me.” Knowing she and the others could have used these infiltrators to send Sham some needed information.

“And risk their discovery?” Sham retorted, “No, it was better they were an unknown. Plausible deniability.”
Knowing she would get no where with the changeling heir, Celestia dropped the subject saying, “The camp we are attacking is just ahead, correct?” Wanting to make sure their information was correct.

Nodding to her, Sham said, “Yes, it had a garrison of at least two-thousand drones and a thousand commons to act as officers.” Looking in the direction of the first camp, “That is how the other should be made as well, so we should let some of their troops to warn the second camp to draw their numbers towards us.”

Thinking it over, Celestia had to agree, “Yes, if what you say is true then my sister would be walking into a position where she could get overwhelmed with her lower numbers.” Then turned to her amassed army and called out, “We move now, first wave take point!”
As one, all of the solar guards came to attention, beginning their march, seeming determined to make as much noise as possible. It wasn't purposeful, but Celestia knew it was good as it would draw attention to them, and away from Luna. 

Taking flight, Celestia flew over her ponies, Sham quickly following with the buzzing of his insect wings. She knew her place was with the center of her troops, while Sham’s place was with the caravan where he could organize it’s supply handling. Before she would take her place though, Celestia landed near her guards that had yet to receive orders.

She didn't waste time, telling the five-hindered guards to stay with the caravan and protect it with the hundred changelings that would stay behind to work as support, rearming and healing any that came back from battle.

As for the other four-hundred changelings, they were mixing themselves into her armies ranks, acting as infiltration checkers and advisers to her own officers to changeling tactics. Celestia knew the battle would get chaotic when their changeling foes began to take on the forms of her guard when given the chance.

With her work done, Celestia remained with her troops, taking center of the nineteen-hundred armed troops that she was leading into battle. In the back following from a distance was the Gems caravan, reoutfitted for battle as they were covered in iron plates and had wooden cover with iron platting ready for deployment.

Back when Sham was telling Celestia he was going to aid support with what he had, she had not expected the heir to do this. The idea of outfitting a caravan in such a way did not seem like a strategy changeling would use, but could see the logic in it as it acted as mobile bases.

According to Sham, the Gem clan like using this idea with the more stronger clans, seeing as they themselves were limited in fighting strength. But with those caravans to carry weapons, armor, medical supplies and act as temporary havens, they were ideal for their support roles.

Rather ironic we are now using this to our advantage. Celestia thought a bit grimly, knowing that if the three clans of Malek, Willed and Veron were able to get the Gems help, this battle would be much harder. For, despite the advantage it gave, the armored caravan was not easily hidden, and didn't move quickly. This meant unless one was part of the Gem clan and knew a thing or two about moving large wagons stealthily and quickly, no other clan would use this idea.

Celestia had to shake her head at the idea of military grade changelings being outwitted by a bunch of merchants when it came to moving their armored caravans. And to think my little ponies come up unique things, these changeling come up with rather unique ideas too.

“Incoming scout from the west!” Somepony called, making a number of eyes snap into the warned direction. From the looks of it, the scout was a pegasus with a paint coat, moving with some secrecy from the forest he came from before another voice called out, “Stand-down, he’s one of ours!” From the buzz in the voice, Celestia presumed it was one of the changelings.

In a minute, the scout hovered over the pony ranks, scanning about before spotting Celestia and called, “Princess Luna is on the attack, you might want to hurry up with your part of the plan!” Before darting off towards the caravan.

Celestia wanted to curse that her sister was on the move so soon, but with the pace they were at, they should be close enough to the camp to be noticed. another two minutes into their march was she proven right.

“We have incoming from above!”

Looking up, Celestia spotted a number of black dots in the sky, all turning into green spots that were slowly growing in size. “Kamikazes, we need to scatter!” A changeling shouted, firing off a magical beam form his horn. Though it went straight and true, the falling changeling moved out of the way, continuing down on the ponies.

Adding more magic to her own horn, Celestia called, “All teams split up, unicons— counter fire!” And sent a beam of her own, while fringe another after it to the side. The first one missed, while the second skimmed by the target, seeing them spiraling in another direction. She doubted the changeling was out, but at least for now it was off course.

The solar guard followed her orders, splitting up into smaller groups while their unicorn companions fired away, making the falling changeling bombs move about erratically and forcing them to find different targets.

Not even thirty seconds into the engagement and things have turned out for the worst as the enemy changeling crashed into the ground, making craters and even blasting a few groups about. One changeling in particular pounced out of his crater, aiming to bite deeply into his victim with his bared fangs.

This was stopped when the flat side of Celestias halberd batted him aside, before it was spun around so she could use the pummel on the changeling to knock him out.

“Forward charge!” She called to the front portion wale also calling back, “Chariots, begin your strafing runs now!” Rearing up and using her wings to back away in time for another kamikaze changeling to crash where she stood.

Shaking its head for a moment, the changeling raised back out of the crater, giving off a harsh hiss. Celestia didn't show any hesitation, sweeping the hook end of her halberd to take the forelegs of the changeling from under it. She then followed this up by holding it downwards and thrusting, getting a clean kill in two motions.

Celestia didn't stop in her fighting, moving on and attacking any changelings that were trying to harass her troops. The next opponent she face was a changeling common, having iron armor for protection while coordinating his underlings in their attacks. Taking flight, Celestia came from overhead, coming down with her ax head while heating its edge. With one swift stroke, the iron armor did nothing to protect it’s wearer from the super heated ax edge and cutting him in two.

When they saw this, the drones when into a frenzy, focusing all attention on Celestia and trying to take her out. Using swift movements, Celestia brought the hook to bare once more, griping one changeling in the air and sending it to earth. The next motion was to back away from a tackle from her right, before using the pummel to stun the attacker. It was finished with a downward swing from her heated edge of her ax, decapitating the changeling.

There was a whooshing sound of fire, and made Celestia turn in time to see a changeling materialize before her, looking rightfully confused as it exited from Spike’s mailing-fire. This then changed to fear whet it saw Celestia, scrambling back a little before it was batted aside by Celestia’s halberd.

Using her wings again, Celestia quickly ascended to get out of the small swarm of drones, only to descend on them once more with the spear head of Solar Wind on her next target. Quickly pulling out and spinning the large weapon, she used its hook once more, grappling the next drones rear leg and pulling to make them stumble. With their underside exposed, Celestia once more thrust with the spear head.

For the first time in a millennium, Celestia’s own people were able to witness a side of their ruler they had not seen in a long time. Before them was not the benevolent ruler they were use to, but also a leader of great strength and perseverance, willing to fight beside her troops that risked their lives for her and their people.

This seemed to rally the ponies further, coming together into tighter groups and reforming their ranks once more. By now the camp was in sight, with a swarm of changeling coming in from another place, presumedly from the second camp. With a battle cry, the forward line advance more quickly, while their spear wielding unicorn brothers lowered their long weapons, creating a spike wall.

After she was done with some stragglers, Celestia rejoined her troops on the front lines again, knowing that the battle for Canterlot had truly begun.





When the shield had broken, all hell broke loose as ponies of all walks of life ran bout in fear and confusion. Most of the guard stationed and prepared for an attack were finding themselves at a loss on how to deal with this new threat. Those unwary of their attackers ended up caught in green resin, holding them down for latter containment.

The same thing was done for any pony the changelings caught, sticking them to any surface they could before heading off for their next prey. This however was not going smoothing as they would have liked.

In a number of areas were patches of resistance, some made up of guards while others had both guards and civilians, working hoof-in-hoof to fend off the invaders. But this still didn't seem like enough, as all it took was a few changelings to sneak in as one of their own before it broke up.

That was to say, before more changelings appeared.

“Kowabunga!” And just like that, five changeling drone found themselves being tossed about like rag dolls from one battle-hyped Bard. Standing on hind-legs, the heir-in-pony form swung his battle ax about, both batting and cutting any changeling that got close to him.

Behind him, both changelings disguised and undisguised fought along side their clan head, leading confused ponies to the safety of Lue controlled spaces.

“Dude, we should totally do this more often!” Brad shouted to his brother, bringing down the flat of his ax on some unfortunate changeling.

Rolling his eyes, but not containing his grin, Yellow Jacket made another jump and did a downwards swing with his brass-hoof gauntlet, “On the norm, I’d tell you that you’re crazy big bro.” Ducking under an attack before doing a one-two combo punch, followed by a upper cut, “But we both know that’s a old truth.”

Dropping his full weight down on a changeling on the ground to further stun it, Bard got back up while grappling his next target and head butting them before saying, “I’m crazy, YJ, I’m not the one fighting a bunch of changelings with just his hooves.” Raising his ax up to block a common that had a spear for a weapon.

“Well, when you got skills like I do, you don't need no fancy weapon!” YJ boasted, doing a leg sweep before coming back up and stomping down on the victims chest.

With a grunt of frustration and a drone sent flying, Intrusive made his way forward with five veteran solar guards by his side. Glaring at both his grandchildren, Intrusive gruffly told, “Stop acting like arrogant children and more like the adults you say you are.” 
Stepping back before delivering a downward chop with his hoof to a drones head, knocking it out, “We are here to do the task set before us, not to show off.”

“Yes grandfather.” Both brothers intoned a bit dryly, both fending off their own attackers.

Giving a snort at the two stallions behavior, Intrusive continued on swiftly, easily dodging and knocking aside drones in his path. Behind him, the five guards trailed after him, trying to keep pace with the surprisingly swift elder that didn't seem to need their ‘protection’. They honestly didn't know why Celestia assigned them to him if he was as good as he was, but orders were orders.

Picking up his pace some, one of the guards took place next to Intrusive saying, “I know we are here to aid you sir, but what exactly are we doing?” Shouldering another attacker away.

“We are to go about and assist those that we can, or expose any infiltrators that try to confuse our allies.” Intrusive told, leaping over a drone that tried to tackle his legs from under him, “But I’ve recently heard that there is a large concentration of drones in this direction, and I wish to know why.”

The small group of six continued to move through the chaos inside Canterlot, Intrusive leading the way as he searched for the reason for so many drones to collect in one place. He was shortly given a answer, as a unforeseen sight met his eyes.

Before him and the guard were Twilight and her friends, along with a roughed up Cadence with a mind-controlled Shinning Armor, and one Spike trying to defend the latter. All around them were copies of them, each one trying to further confuse the eight of them into attacking one another.

Seeing no sign of this to be a trick, Intrusive gave his next set of orders telling, “Go to the Princess, that dragon and her fiancée, you are to defend them at all costs!” Not waiting for a reply, the elder jumped into the fray, already taking out a number of disguised drones with a few hits of his long pipe.

A number of changing stopped in confusion at the sight of an elderly stallion entering the fight, brefore a large number decided to attack. However unlike their pony targets, this elderly stallion proved to be a much greater threat.

With precision that came with his mastery over his practice of this hoof-to-hoof art, Intrusive used his pipe to redirect a tackling changeling, before twisting to the side and hooking another with the end of his pipe. Tugging it, the changeling feel on it’s face, while Intrusive did a back step to grab another drone and toss him onto the downed drone.

Again, Intrusive used his hooking maneuver to grip another unfortunate drone, bringing it around to block a stray magic bolt form Twilight before tossing it aside to address his next attacker. This time he did a forward bow, before returning up with a jump, sending his knee into the attackers chin, landing back down to elbow their head to the ground.

Soon enough, more and more drones spent more of their numbers on the elder, leaving less and less for the ponies to fight. Off to the side those who were able to stop fighting watched as this elder effectively bring down changeling after changeling which little more than his long pipe.

Turning to the guard next to him, the solar guard had to ask, “Why did Celestia ask us to watch over him again?” Wincing when Intrusive got ahold of two drones and smacked their head together roughly.

“Because she was worried for his safety?” One supplied, watching with both aw and fear as Intrusive hooked his pipe into one of the larger holes in a changelings horn, bringing them around to run into it’s fellow changelings— where upon they all fell into a messy heap.

With a perturbed look, Spike looked up to the guard saying, “Your kidding right?” Then gestured to Intrusive once more —who tossed another changeling ten feet away— while saying, “That old guy is hoofing them their flanks, and doesn't look winded!”

A changeling common with purple armor then came out of the swarm of drones, welding a wicked looking claymore and charging in with a battle cry. Upon seeing this, two of the five guard got ready to move in to assist, only to find it wasn't needed as Intrusive used his pipe once more to catch and divert the attack.

With a surprising turn of events, the guards watch as the elder grip the mouthpiece of his pipe and pull out a hidden knife. Using a deft movement, he plunged the small blade into a small unarmored area, and killing his foe instantly.

While the common dropped dead and Intrusive continued his dance of death, the guards could only stand on place and look on. Cadence looked on greatly impressed herself and asked, “Why did aunty Celestia ask for you to watch over him?” Wondering what sort of help the five guards would be if the elder could already do all of this.





Slowly but assuredly, the changeling numbers dwindled down enough that they all took shelter in one of the buildings. Once inside, they all began to lock the doors and block the windows so they could have a moment to talk.

The first thing to be said was a question from Cadence, who was holding Shining worriedly as she asked, “Professor, is there any way to snap Shiny out out this…spell?”

Moving a away from the temporary barricade, Intrusive walked over to the captain of the guard, using his hoof to move the stallions face this way and that.

Humming in thought he told, “Perhaps…” Still trying to see how bad the guard captains condition was, “This is some serious control I see… the only way for it to be this prevalent would be if the infiltrator we face is a mind caster…” Sounding more worried at the end.

“That’s because she is a mind caster.” Twilight’s voice surprised Intrusive a little while she continued to say, “When she got suspicious of me, I noticed some things about her, and figured out the infiltrator was Mask’s mother, the current queen.”

The elder gave out a defeated sigh at those words, siting down slowly and breathing out, “Then there is little I can do.” Bringing up his washed off pipe to smoke some of his herbs once more and relax while he could, “Queen Chrysalis is a master when it comes to bending the mind, the only way to undo her spell on captain Armor would be to either force her to, or use a stronger spell.” Lighting his pipe and let a minty smelling smoke rise.

All in the room looked at a loss when the elder said this, knowing that confronting the queen would be difficult to do, and none knew what spell would even work.

Tears began to come to Cadence’s eyes as she looked into the stallion she was to marry. His own stare was blank, seeming to not have the same spark of life it once had before all this happened.

I’m sorry Shinny, Cadence wanted to sob out as she hugged her beloved. With a sudden thought, Cadence closed her eyes tightly and prayed while beginning to focus her magic thinking, please, please let this work!





Chrysalis stood stunned, unable to move from her spot as she looked at her son who was bowing before her with upmost humility. She never thought she would ever see the day her son would lower himself to another like he was now, and to ask for an invasion from his people to be stopped.

She wanted to be angry, angry that he would dare even suggest stopping this invasion. But instead she was sad, she was in pain, for now she knew her son was on the other side. Her son was all but saying he was allied with the ponies.

With bared teeth, and voice laced with denial, Chrysalis told loudly, “I can’t!” Feeling a stab at her heart when she saw her son’s disapproving eyes, “Our people are starving my son, if I stop the attack now, we will not last for much longer!”

“But we can avoid that!” Masquerade shouted back, “The ponies can accept us, we can do this without having to resort to force!”
The queen shook her head, baring her fangs and nearly snarling, “It won’t work, it will fail in the end!” Gesturing to the crowd that had yet to move away from the drama unfolding before them and told, “Look at them all son, feel their fear and hate for us, you know as well as I do that we will be nothing more than parasites in their eyes!”

Coming out of his bow, Mask shot back, “If we give them reason to fear and hate us, then they will!” Stomping his hoof before saying more softly, “Mother, I have a working relationship with a wonderful mare named Twilight Sparkle. I have the closest thing I have to friends, who are ponies.”

Gaining a pleading tone, he nearly begged, “Please mother, please stop this from going on any further, I don't want to take drastic measures.”

Chrysalis wanted to, she wanted to stop so her son wouldn't have to suffer. But she had a responsibility to her family. To her clan— to all five clans, three of which were still under her new leadership. With another stabbing pain to her heart, Chrysalis put on her best scowling face and told, “I can not do that son.” Readying her magic, “Five-thousand drones, still unhatched— along with hundreds of unborn commons are in need of the love these ponies have.”

Masquerade lit his own magic, using it to not only grip one of his swords, but also ready a spell soon needed. All the while, his mother went on telling, “Those are the children that need this my son, along with every mother, father, elder, brother and sister— It’s either this invasion, or out starvation!”

Breathing in and letting it out slowly, Masquerade knew he had no choice left and readied for battle, “I’m sorry mother.” Releasing the charged up spell and vanishing from sight.

Surprise after surprise seemed to come in spades for her day, as the queen of changelings back up a step and flared her wings open. She was at loss when her son just vanished form sight like he did, not apparently in the area that she looked about. Even with this, she didn't become queen without a reason. Extending her sense out, Chrysalis began to search not for emotions, but the lack of them. Quickly enough, she could a blank spot in her senses, and moving behind her.

With her own deft movement, she turned around and let off a wide spell, hitting a now shimmering figure as the illusion Mask used was disrupted. He didn’t let that stop him though, twisting and landing to line up his sheath with his mother.

With the lightest touch of his magic, the sheath activated and launched out his sword Barb, catching the Queen once more off guard at the projectile that hit her chest. Masquerade did not let up, quickly running up and catching the blade in his magic and begin his attack.

Chrysalis backed away from the multi-toothed sword, as it swung close to where her mane, tail and wings were, trying to catch those area and use them as leverage. Lighting her jagged horn with magic, she sent a gout of changeling fire at her son, forcing him to evade about as she gave herself some breathing room.

Masquerade then changed tactics, putting away Barb and pulling out Lace, sending some disruption magic into the first hole where it lit up with focused aqua colored magic up its length. With quick work, he weaved a spell into the spell-slinger and swung it, sending a bolt of disruptive magic.

Seeing this, the queen moved aside, knowing the true extent the spell would do on her body and magic if it hit. It also put her in a deadlock with her son, as her changeling fire was stopped with carful shots of Masquerades disrupter shots. Knowing she had to change tactic, she thought quickly and left her body change form.

Stopping his attack for a moment, Masquerade felt his eye widen a moment before taking to the air as a jet of fire rushed under him. I forgot she could do that, how could I forget mother could do that! He lamented as he once more dodged a jet of fire from his now dragon mother.

Knowing magic would do him no good on a dragons scales, the master infiltrator put away Lace, using his wings to dart about the room quickly and evade the attacks. He still wasn't out of tricks though, and began to weave a new spell, trying to keep focused during the inter time.

By now the ponies got a clue to leave when Chrysalis took the form of a green dragon with serpentine neck, sending jets of fire all over the room as she tried to bring down her son. This gave the two room to move about and continue their fight, not needing to worry about causing any unneeded casualties.

Finally getting his spell done, Masquerade let it discharge and cover the room, making the light dime and green smog to rise from the ground. The infiltrator dived into this smog, hiding himself form the queen who was left to look about the illusion with some frustration.

Chrysalis knew she couldn't do anything in this form, so once again changed into her changeling one and readying herself. She didn't attempt to try and dispell the illusion, knowing that would leave her venerable to attack. So instead, she waited for her son to make the first move.

After waiting for nearly a full minute did Hask strike, wielding both Saber and Angle in his magic as he went for the duel-wilding approach. Moving quickly herself Chrysalis stayed right out of range of her son’s attacks, using her own magic to ready a large charge. Once she built the charge high enough, she let it go and disrupted the illusion she was in.

She then had to move once more, finding out almost too late that the Mask she was fighting was a well crafted fake, as the real one came down from overhead to tear her wings up and deny her ability for flight. After missing again, Mask swung his blade Ensnare up— but it was stopped when Chrysalis caught it and forced it out oh his magical grip.

Now armed with a weapon, the queen went on the offensive, using her own skill of the sword on her son, who danced out of the way of her attack. Even when he drew out his next sword to be used, Chrysalis was quick to stop him, using the hook in Ensnare to grip and toss the sword out of Masquerades reach before attacking again.

Snarling, Masquerade lined up his sheath again and launched another sword, while griping another from the other sheath. His mother dodged the first, then blocked the next, pushing it away to start a flurry of strikes. Even when he was evading and blocking, Masquerade found himself backing up more an more, losing ground to his more experienced mother.

With a brighter glow of her magic, Chrysalis used a new spell, right as Mask was unable to move away from a block and struck his head. Reeling back, Mask felt his world start shifting and moving on it’s own, his sense of balance making it hard to stand in place.
He knew what happened, his mother used some spell that mind casters gain, and did something to his mind. He quickly had to use more focus to fight back, trying to fight off both the spell and his mother.

With her son effected by her magic, Chrysalis used deft and precise attacks on the stumbling second heir, disarming his current sword, while also knocking the next away.

It wasn't long before she had gained the upper hoof on Masquerade, disarming his anti-magical blade, Disarray, and taking it up in her magical grasp. With a fast shoulder to her son, Masquerade fell onto his back in a daze, looking up at the ceiling while he fought the effects of the spell he was under.

Both Masquerade and Chrysalis were breathing hard, both tiered from the fighting they had done for an unknown amount of time. Pointing Ensnare at her son, Chrysalis told, “You lost son.” Putting it’s tip to his chin to make sure he knew how close it was, “Yield and come back home with me.”

Looking up with a slightly shifting sight of his mother, Masquerade sighed internally and told, “You know I can’t do that.”

With a deep scowl, the queen raised Disarray over her sons head saying, “If you refuse, you know I have to brand you as a rouge, and rouge infiltrators can not live.”

“I won’t betray them mother.” Mask told with determination, “I wont betray especially her.” Then jumped slightly when Disarray imbedded itself next to his head, missing by inches.

Chrysalis then readied Ensnare in the same position over his head, letting tears flow freely from her eyes as she told, “Last warning son, come back to me or face the death penalty for betraying us!”

She didn't want this to happen, not on this day that was to be perfect for her and her people. Chrysalis didn't want to be standing over her fourth son like this, holding one of his own weapons over his head and ending his life. The inner turmoil she was suffering was making the sword shake, as she looked down at her son’s own pained face.

Just on the edges of his eyes, she could see the small droplets of tears trying to brak lose from the changeling heirs eyes, even now putting up one of his masks to hide how he truly felt.

Tightly closing his eyes to let those tears run down either side of his face, Masquerade did one last act of defiance and changed into his pony form, Voice quivering as he said, “I’m sorry mother.” Letting his tears finally flow freely.

With her own tears dropping form her eyes, she softly told “I know…” Raising the shaking sword high up with her voice quivering, “I know, my little shadow.” And looked down one last time at her son, her little boy that still stayed strong even which death so close.

I can’t do it, the realization dawned on her mind, I can’t do it! Feeling like she was trying to fight her own motherly instincts to plunge the blade down and into her son. I CAN’T DO IT!

As if by some saving grace, a explosion of love was felt throughout Canterlot, making the queen stop her actions in confusion. Masquerade also looked confused when he felt the wave of love just come from no where.

This was all forgotten when a sphere of pink magic rushed at them both from the wide open arching windows, love radiating form the magic. It was figured out little too late that there was too much love in the magic to take in as it slammed into the two, making one scream at being flung, while the other only saw pink before blacking out.
> Wedding Crashed
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship Is Magic





Bliss, that was the only way to describe how Shinning Armor felt. Everything was just numbing his thoughts, not really understanding anything that was assaulting his senses from the outside. But what did it matter to him, everything felt so calm and soothing where his mind was now.

Then, it all ended, as something touched his numb mind. It was filled with longing and pain for his touch, pitiful and regretful for what had happened, and loving and caring to call out to him. It was like having a bucket of ice-cold water being thrown on his sleeping body, snapping his mind back to reality.

Even when he blinked his eyes in confusion, the stinging pain in his head returned once more, reminding him of the headaches he had suffered during the week. “What happened?” Was all he could say, still feeling disoriented from the lingering headache he had.

“Shinny!” A voice seemed to blare next to his ear, only making his head hurt even more. Then came the bone crushing hug as the voice slowly was recognized to belong to Cadence, “You’re alright, I was so worried I’d might have lost you!”

Using his hooves to pull the mare off him a moment, Shining Armor went to ask what was going on, and where they where. This was quickly forgotten when he saw the state Cadence was in, and instead asked, “Caddy, what happened to you?” Looking over the alicorns roughed up coat that had dirt and dust gathered in the once soft and smooth fur.

Dipping her head down and flattening her ears, Cadence told in a regretful tone, “It’s all my fault Shinning, I got carless and got tricked by a infiltrator.” Unable to look into her lovers eyes.

“Do not sell yourself short, queen Chrysalis can be most cunning when she wishes to be.” Intrusive spoke from where he sat, looking at the almost-married couple with a critical eye, “And you have already done something to redeem such carelessness by freeing the young captains mind.”

Before he could ask what the elder meant, Shinning Armor felt another set of hooves wrap around his neck, as Twilight said, “I’m glad your ok BBBFF.” Nuzzling into her older brothers neck with relief.

Putting his own hoof over his younger sister, Shinning nuzzled back and told, “I’m fine little sis.” Rubbing his head a little saying, “Just have a killer headache.”

“Not that this is a bad time…” Rainbow Dash interrupted the two sibling, “Cuz’ it totally isn’t, but what about that?” Pointing out one of the closed off windows where the changeling invasion could still be seen happening.

Stunned at what he was seeing, Shinning Armor could only ask, “When did that happen?” Confused how he couldn't find his shield in place, or figure how it was broken. Now that he thought about it there was a large blank in his mind as to what had happened.

Still looking somewhat ashamed, Cadence told, “Despite what the professor says, it’s still my fault things got this bad.” And gave a short telling of what had happened over the week.

“It started when I asked you for those two guards to keep an eye on me. I separated myself away for a moment and was tricked into a trap by Chrysalis, the current queen.” As Shinning listened in on what the mare had to say, he felt a growing sense of dread come over him.

“She took on my form and proceeded to trap me into the crystal caves below Canterlot…”  Cadence looked up at the stallion with tear filled eyes, letting him know how sorry she was at being deceived. “She was the one with you for this week, it was only by chance that Aunty Luna found out about my imprisonment and began to change the plans we made…”

using a hoof to pull her close, Shinning told, “It’s alright Cadence, we both made it out okay, that’s what matters.”

Snorting at what the captain said, Intrusive could not help but butt in with, “It won’t matter in either way if we do not do something about the invasion outside.”

Thinking about it for a moment, Twilight said, “What about my brother’s shield, that would be strong enough to repeal the invading changelings, right?”

Closing his eyes and humming at the idea, Intrusive worked it over steadily while Shinning only said, “I don't think I can, my magic feels too weak to even do anything.” Emphasizing this by trying to use any magic, only getting little sparks from his horn.

“That is because you had your emotions feed off of too much.” Intrusive told with his eyes still closed, “You ponies need a certain level of both pure magic and your emotions for it to work, otherwise it will do nothing.”

Thinking over this, Cadence told, “I can help then.” Gathering the attention of the others, “I used my talent with love to break Shinning out of his spell bound control, I can do the same thing to power his magic!”

Opening his eyes up and smiling around the mouthpiece to his pipe, Intrusive nodes, “I believe that would work then, your highness.”

Then looked over to Twilight, pointing his still smoking pipe at her, Intrusive said, “As for your idea youngling, it would work, but also send our changelings into the heavens like our foes.” Setting his pipe back in place to keep smoking while saying, “This plan will do us no good if we lose our own to it.”

Looking slightly desperate at what was said, Rarity asked, “Then what are we to do?” Raising her voice while gesturing out the window, “They’re all over Canterlot, and I think I saw some try and carry off a few ponies!”

With a thoughtful look, Pinkie said, “I wish I had my megaphone with, then I could tell all of our friendly changelings to hide!”

“Don’t be foolish.” Intrusive scowled, “Even with such a contraption, you would not be able to call over the din of battle, it would be better if—” But stopped himself short as his eyes grew wide, “That’s it!”

Looking about the room, Intrusive hastily told, “If I can get to a high enough area I can give the retreat order.” Then used his head to gesture to Shinning Armor and Cadence telling, “Then, her highness and the good captain may use the shielding spell, without having to harm our own forces.”

“Sounds like a plan t’ me!” Applejack smiled while looking out the window, “Bu’ how are we gonna ge’ ya’ll someplace withou’ gettin’ piled up like a bunch of dogs?” Recalling how she and her friends were almost overwhelmed by the changeling numbers.

“We needed a distraction.” Twilight answered for Intrusive, “If we can draw most of their attention away from them, then they can cast the spell!”

Using his hoof to stop his pipe from smoking further, Intrusive told, “Then let us make haste.” Getting up from his spot and making it to the door being watched by two of his five guards, “If we hurry, than we can put this battle behind us.”

They all nodded and began to file out of the building, each to their own thoughts. Before Intrusive could head out himself, a hoof was gently set on his shoulder as Twilight asked, “Professor Intrusive, I know this might not be the time, but do you know where Mask is?” Concern evident in her voice.

Giving a light nod, Intrusive told, “To be sure her highness Celestiaa made it to her appointed spot for this, Masquerade had offered to take her place during the wedding proceedings. ” Looking back to the mare, he stated, “I am guessing this is something you haven't found out yet?”

With a shuddering breath, Twilight said, “I— no, no he didn’t.” Thinking back at how princess— how Masquerade had told her and her friends to leave while he fought with Chrysalis, his mother.

He still hasn’t told me about how he felt about even facing her, Twilight fretted in her mind, and now he’s facing her alone?

Following a little advice the stallion had given her, Twilight breathed in and back out, feeling the stress ebb away some.

Twilight knew what she had to do.

Rushing ahead to group up with her friends, Twilight called out, “Come on girls, I know how to get their attention!” Then quickly added, “Spike, stay and help the Intrusive!”

Even with her now rushing away with her friends, Spike could not help but call out, “How, they old guy’s a one pony army!” Watching as Twilight get further away, either not hearing him over the noise, or ignoring him.

A light cackle sounded next to the young dragon as Intrusive came out while shaking his head telling, “Do not mind her, she is only trying to look out for you hatching.” Grinning at the pout Spike was giving.

“I maybe a baby dragon, but I’m not that little.” Spike told, crossing his arms while the elder continued to cackle some.

Calming down from his little bit of teasing, the elder took up a more composed air and said to those around him, “In any case, let us move. I will take lead, while two protect either side.” Pointing to the last guard, Intrusive told, “You take the rear, and carry the hatchling, best if company does the running for his so he can use that dragon fire on the move.”





Moving as quickly as they could with their hooves, Fluttershy could not help but ask with a tremble in her voice, “T-Twilight, what a-are we doing?” Squeaking a little as a building actually collapse from being struck by to many kamikaze falling changelings.

Going over the spell in her head again, Twilight told, “I’m going to try and use that same fire I used earlier.” Sharply making a corner while explaining, “I learned how to use it when researching changeling magic, Mask likes to call it passion fire.”

Shaking her head to clear up her thoughts she went back to saying, “It’s a spell that partially feeds off my emotions, so I figured if I concentrate one emotion into it, they’ll come right to us.”

“Like moths t’ a flame?” Applejack asked from where she ran beside the others, looking skywards for any attacks.

“Exactly, I’m going to feed it my love to draw as many in as possible!” Twilight nodded, looking for a large clear space to do so.

With a slightly concerned look, Rarity said, “Not that I don't mind your plan darling, but what are we to do after they come?” Pointing out an immediate concern about fighting off hundreds of changelings.

Just overhead, Dash cracked a cocky smirk and told, “Isn’t obvious, we kick their black flanks for laughs and annoy the living daylights out of them!”

“PRANK TRAP!” Pinkie cheered with a particularly high bounce, mind at work at what to use.

Seeing a large enough space ahead of her, Twilight told, “Alright then, Pinkie Pie, Rainbow Dash, see what you can do about those pranks.” Not wasting a moment she turned to her other friends telling, “Fluttershy, I want you to help them, while Applejack and Rarity stay with me and keep any changelings away.”

Nodding, Fluttershy quickly followed after Dash to help with setting up the pranks. Already Pinkie Pie had some strange contraption in the works, getting the supplies from someplace they didn't know.

Taking a wide stance and focusing her magic carefully, Twilight let the magic flow from her horn and start the makings of the source where the passion fire would feed from. Twilight was cautious in her work, focusing on the feelings she wanted to use in oder for her plan to work.

Think of my friends, Twilight thought, going through her memories of the fun she had with the five girls. The parties she had attended, the games they played and the talks they’ve had.

Think of my family, Once again, Twilight went through the same paces in her thoughts, gathering up the treasured memories she had growing up with her brother, mother and father. Memories of Cadence in her youth playing games and singing rhymes. While in the castle itself, Twilight would recall laying down with a book before her, while a soft and strong white wings guarded over her.

Think of Mask, and went back into her mind, all the way back to when she met him. She remembered the shy way he acted around her, and how he always didn't seem to complain when she drug him off to the library. They both grew next to the other, him always being in some dark corner in the room with her, just out of sight but there. Twilight could see that grin on his muzzle, the same one he used daily with his ever persistent wit that challenged her to beat in fun.

Think of love.

In front of Twilight was a round sphere of her gathered magic, made like a barrier but made to sustain the magical fire she was about to use. None could feel it yet, but Twilight could as she continued to craft the spell. It had a comforting touch to it, one that reassured her, seemed to tell her everything would be fine. There is no way they would resist this.

Opening her eyes but still holding focus, Twilight asked, “Ready?” Not daring to look away from her carefully made spell that was ready for use.

“Almost!” Pinkie called from where she was, ducking back under the bush and cracking something up, “All ready, teddy!” The mare popped back out with a salute.

It was all that the unicorn needed to hear, casting the last bit of her spell to set the orb of love filled magic alight. latching onto it, the pink flames rose to great highest and let off a warm heat. Around them, swarms of changelings either stopped or erratically moved about at the sudden feeling they had in their senses.

It only took the swarm a few moments to locate what they were feeling, and when they did, they felt the need to feed overcome their minds. Those that were chasing down their pony prey abandoned them for this new source of food. Some that were flying overhead with no targets also dived down to what felt like a buffet set in their sights. While others ran from their current fights, more interested in getting an easy meal rather than fighting for one.

Watching in trepidation, Rarity backed up a few steps as she literally saw a black cloud of changelings flying right to them with hunger in their blue eyes. Gulping a little, Rarity couldn't help but ask, “Rainbow Dash, darling, are you sure your little pranks can hold them back?”

Watching with wide eyes, Rainbow Dash only said, “Uh…” Not expecting a cloud of changelings to charge them. She expected them to come in a more scattered way, not like a giant cloud of bugs.

“I’m all fer bein’ brave an’ all.” Applejack started, also backing away at the advancing swarm, “Bu’ I think we bit off more than we can chew.” Getting a very strong urge to start running rather than fighting for once.

Looking straight up, Pinkie stated, “I can’t even see the sun through them all!” Making all but Twilight look up where an even larger cloud of hungry changeling buzzed about.

Now feeling equally subdued at the numbers surrounding them, Rainbow Dash summed up their thoughts quite well, “Ah crud.”

As if being signaled by those words, the swarm moved as one, all intent at reaching the pink fire that radiated love. With nothing else to do, the ponies only stood their ground, rather unsure how they would last though the storm that was upon them all.





Not too far away and moving at a slightly slower pace, Intrusive lead his own entourage through the alleyways to hide from the changelings flying overhead. He knew that this was temporary until they reached a more higher area where he could send a clear retreat flare.

Their progress was more slower than the elder would have liked. With the ever twisting and narrow alleyways, mixed with both of Cadence’s and Shinning’s more tiered state, it would take time to get much anywhere.

Looking out of the alleyway he was in and around the empty streets before him, Intrusive took a good minute of searching to be sure the coast was clear for them to proceed. Pulling back, he waved for them to keep moving, not willing to risk making any noise that could be heard.

The group rushed through the street and into the next alleyway, all of them keeping an eye out for any changelings that might have spotted them. It was during this that Cadence stopped and called, “Professor, would that tower do?”

Stopping himself and looking back Cadence, he followed where she was pointing to see a a tower, high enough to work for their needs. “It would do.” Intrusive nodded, turning to the guards asking, “Do any of you younglings know a clear path to that tower?”

A pegasus guard stepped up, and pointed down the currently clear street and told, “I go on patrol down this road, it will take us straight to the tower once we go ten blocks and make a left.”

Looking a the open street that had little cover, Intrusive grimaced some, not liking the idea of being out in the open. But they would be short on time soon, so it would be best to take a risk.

“Take lead then.” He ordered, “I will take your place in defending the left side.”

The guard nodded and tok point, leading the group towards the tower while keeping an eye out for any attackers. Every now and then, a few changelings would fly over head, making them all stop and take cover where ever they could.

Thankfully enough, they were able to reach the tower with little difficulty, and made it up the stares just as fast. For Intrusive, it was strange that the changeling numbers had thinned out so much, expecting more to be around. But when he consider it, it was possible that the invasion force was being thinned out without their reinforcements.

Shrugging that thought away from his mind, the elder continued his climb up, seeing the top of the stare way. Right as he reached  the top, a light wave of love seemed to hit him. It was hardly noticeable to him, but from the swarms that were suddenly on the move, it must have been like a beacon to them.

When the rest made it up, Shinning Armor looked out the nearest open balcony, asking, “What’s going on?” Seeing a large swarm starting to build and head to one location.

Watching where they were heading and pinpointing the loves location, Intrusive told, “Your sister is apparently more knowledgeable than I perceived, and found a apt way of distracting our foes.”

Then dropping his disguise before them, Intrusive pointed to the center of the room telling, “Your highness, captain, prepare yourselves.” And made his way to the open balcony, “This will take just a moment.”

Reaching outside the balcony, Intrusive lit his horn and shaped the spell he wished to use. after a moment of making sure the image would imprint into the spell, Intrusive fired off a few shots in different directions.

Down below, those that had not ran from their fights continued to try and advance on Lue clan’s territories and get to the ponies inside them. Some of the Lue that were acting as sentries for their clansmen spotted the retreat flares up in the sky, and knew what they had to do next.

Hastily, they called down to their brothers and sisters that were fighting, telling them to retreat inside their hideaways quickly and take any allies they could with. Within minutes, the Invaders quickly found themselves gaining ground, for no apparent reason. They didn't complain though, cheering in victory as they advanced deeper in Lue controlled space.

Back up in the tower, Intrusive let out a slight breath after firing off flare after flare. He may have had a good control of magic, but he was more use to using it in his body than outside of it. Turning around to both Shinning Armor and Cadence, he nodded to them, telling with a slightly out of breath voice, “It is done, my clan should be inside within a few minutes.”

“Thank you professor Intrusive, you go and rest, Shinning and I will do the rest.” Cadence told, waving Spike to go help the elder.

Doing as the alicorn asked, Spike went over to the slightly tilting elder and steadied him. Intrusive was surprised when a couple of claws steady his form, and looked down to find Spike. With a light chuckle he said, “Thank you hatchling, I seemed to have tried myself out.”

Ignoring being called a hatching again, Spike told, “Hey I’m use to doing stuff like this, being Twilight’s number one assistant and all.”
Rising a brow at this, Intrusive said, “A dragon acting as an assistant eh?” Feeling the need to chuckle again while telling, “Then maybe I should be addressing you as an advisor.”

“An advisor?” The young drake echoed the elder changeling, who did not hold his chuckling.

“Help me to the lower levels and away from the spell that is to be cast, I’ll be happy to tell you what being an advisor entails in changeling culture.” Intrusive told the small dragon, who began to move the elder along at a steady pace to the stares.

Once out of sight, Cadence gave a sigh and counted the seconds away, lighting her horn and placing it to Shinning Armors own and passing on her own love filled magic to her lover. While it was being passed on, Cadence could feel the shifts and change in the magic she gave away, almost able to see how Shinning Armor crafted his shielding spell in a more intimate way.

When she counted near the five minute mark, did their magic expand. Cadence could only hope their changeling allies had time to find cover.





When the swarm arrived in all it’s might before the six mares that had gone through great lengths to draw their attention, only one order was given as they plowed through the pranks.

“RUN FOR IT!” Rainbow shouted, watching in shock as half of her and Pinkie’s traps were set off, but did nothing to slow the black wave of bodies rushing at them.

Twilight cut all power to her spell and took off with her friends, leaving a dying passion fire to burnout on its own. Naturally, this did not sit well for the changelings, now learning that they had been fooled into thinking there was large amount of food nearby.

So the chase began, with all six element bearers running for their lives and away from a now angry swarm of changelings on their tails. Running was a rather common thing the six have always found themselves doing a lot ever since they met, so they had no trouble doing it now. But what they did have trouble with was staying out of reach.

None of the mares dared look back, fearing as if doing so would get them swallowed up by the black mass that was the changeling swarm. It was hard not to, with all the hissing, buzzing and clicking they were doing.

“Left, left!” Pinkie called, feeling a slight pinch in her back. All her friends followed her instructions, and made the next left turn. The swarm did not have time to do so, as they found another mass of their swarm come around the corner ahead and crash straight on with them. Those in the back had time to pull up, and twist themselves to go down the path the six mares took.

Looking for their next escape route, Twilight scanned the streets that had some ponies left, who all rushed into the closets building as the tilde wave of changelings came at them. Spotting one, Twilight called, “This way!” Turning into a tight alleyways she was familiar with.

The swarm, consisting of mostly drones, all followed closely as they could, flying straight into the narrow alleyway— and getting stuck. The commons that were in the swarm saw this ahead of time and lead their brothers and sisters over the alley’s entrance, while telling some to stay behind and help their comrades.

“Where does this lead us Twilight?” Rarity asked from her place behind Fluttershy, making sure the frightened pegasus kept moving. She doubted she needed to do so, but Rarity knew the shy mare had a tenancy to freeze up every now and then.

Making a right turn, Twilight said, “I use to use this alley to get from the castle to a book shop quickly.” Stopping to take a left while continuing, “Right now it should be taking us back to the castle.”

Giving Twilight a look, Applejack asked, “Where tha’ queen changelin’ is?” Wondering why Twilight would even head back to the castle.

“I know a few safe places in the castle and the gardens.” Twilight told as they began to reach the end of the alley, “If we can get there, I can find us a place to hide—”

Before Twilight could finish what she was saying, a wave of pink magic swept past them, leaving their skin tingling slightly, while screams were hear over them. Exiting out of the alley, they looked about to find no changelings in sight— except for the ones being flung away by the magical shield Shining Armor and Cadence had apparently been able to cast.

With a smile, Rarity sighed, “Well, good riddance!” Glaring up at the sky where the changeling invaders were slowly shrinking in the distance. The others seemed to nod along in agreement, happy the whole ordeal was finally over.

Watching the invaders slowly disappear past the horizon, Twilight could not help but feel slightly worried, recalling her small talk with Intrusive. Looking into the direction of the castile, Twilight began to run again, already knowing where she needed to be.

Seeing this, Twilight’s friends also began to run with the unicorn, only they didn't know why she was running with such urgency even know the danger was gone. Speeding up to keep pace with the lavender mare, Pinkie Pie asked, “What’s the rush Twinkles, didn’t you see that the meanies are already gone?” A little confused why Twilight was still running.

Wanting to pick up her pace again, but starting to feel the fatigue set in from so much running, Twilight panted out, “I just remembered something Intrusive said, princess Celestia wasn't here, she’s out of Caterlot to keep more changelings from getting here.”

This was news to the others, making them wonder the same thing that Pinkie asked, “But, we saw the princess during the wedding, she can’t be in two places at once.” Then let her eyes widen in surprise, gasping, “Or can she!”

Shaking her head, Twilight told, “No, according to Intrusive, Mask took the princesses stead so she could get out of Canterlot without causing a panic.” By now they had past the threshold of the caste entrance and were making their way to where the wedding was being held before they left.

Catching on to what Twilight was saying, Fluttershy said, “You’re worried that he didn't find someplace to hide when the shield turned on?” Trying to keep up with her friends by flying instead. It certainly helped that there was no impending doom to lock her wings shut.

All Twilight gave was an affirming nod, speeding up a little more when she saw the large doors in sight, finding them to be slightly ajar. Pushing them wide open, the six mares were greeted by the sight of scorched walls and floors, with carpets and tapestries brunt from intense heat. Scattered about were a number of swords, weapons Twilight recognized to belong to her coltfriend.

Looking over the room, Rainbow could only whistle in aw while saying, “Geez, what happened in here?” Flying over to where Disarray was planted onto the floor. Grasping the handle, the pegasus gave a few tugs and said, “Wow, it’s stuck in there.”

Any worries Twilight had, had now rocketed up to fear for her stallions welfare. Franticly looking about, Twilight said, “Never mind his sword, help me find Mask!” Already using her magic to lift up some seats used for the wedding, or some tapestries that had fallen from being brunt down.

Doing as asked, the others went bout the room in search of the infiltrator, each one looking over around and under things. Zipping around the room here and there, Pinkie was their saving grace form a long search as she called, “Found him!” Standing on a pedestal that was knocked over.

With speed that surprised the others, Twilight rushed over to Pinkie Pie, peering over the wooden construct to find a out cold Mask that didn't appear to be moving. Feeling like her beneath left her lungs, Twilight rushed to Masquerade, feeling herself begin to hyperventilate.

Please be alright, please be alright— oh Celestia please be alive! Ran through the mares mind as she flipped the stallion over, and nearly shouted, “Mask, can you hear me, Mask?” Using her hoof to feel his chest for a heart beat, or for breathing, or for anything for that matter.

Before any of that took place, the stallion coughed a little, opening his bright green eyes to Twilights own lavender ones. Before the unicorn mare could say a word, Masquerade leaned up quickly and stole a kiss, hiccuping, “I smoo —Hic!— smooch you!” Falling back into a giggling and hiccuping mess with a large grin.

Despite her growing blush, Twilight felt her body relax in relief that Masquerade was alright, and let out a relived sigh as she smiled.

“Why is tha’ rascal actin’ all drunk?” Applejack asked, feeling lost at the turn of events and the giggling, hiccuping stallion that was making up some nonsense about cheese balls.

Giggling slightly herself, Twilight told her friends, “He’s overcharged.” Asking Pinkie Pie to help her rase her coltfriend up while explaining, “If a changeling gets a sudden amount of love, they get like this.” Motioning over the the stallion that was partially leaning on her and Pinkie Pie.

Looking from Twilight to the stallion, they were just in time to hear, “An’ that’s —Hic!— whem them ‘porters got —hic!— got back!” His head lolling from side to side, “Ain’t fare they —Hic!— Bumper knick them stares!” 

The four ponies felt torn between being stumped the highly logical and always controlled changeling heir was turned into a drunken mess— or to laugh their heads off at his slurred and confused speech. Twilight was just gently smiling and absently nodding along, while Pinkie Pie was just laughing along with the stallion.

This was defiantly an interesting wedding.
> Once more, from the Top
> --------------------------------------------------------------------------


I do not own My Little Pony: Friendship Is Magic





After the shield had flung the changelings away from Canterlot in a very bright and noticeable display, the remanning Invaders all fled the fight, knowing that without their queen to hold the front, they had already lost. It was a rather anticlimactic end for those that had fought, watching as all the bug-ponies just up and ran from the battle.

The troops still cheered in the end, celebrating the victory they had gotten from the long fight they had been in. They all gathered around each other, patting one another's backs while also congratulating one another for such a good job. Others wren't so happy, looking on as they had witness the loss of their fellow guards who had gotten carless during the battle.

Thankfully no hate was harbored for the changelings as a whole, as the Gems did their part with the armored caravan, actually saving a number of lives.

Celesta was happy for that fact, and felt that was cause for celebration in itself, seeing that the lives of a hundred were saved with that caravan. It still did not stop her grief over the loss of those who did die, and even for those that she had just killed.

Standing on a hill and overlooking her ponies, Celestia sent a glance to Solar Wind, spotting all the grime and green blood that now painted it. Regret was a painful feeling to have, knowing that you did something that you may never live off.

Hearing the beat of wings, as well as the faint sounds of marching, Celestia looked over the right side of the battlefield, finding columns of Luna’s own forces make their way from the forest, with the alicorn flying overhead to meet her.

With a smile on her face, Celestia felt glad her sister was alright, landing before her in a moment and looked a little roughed up. Looking her sister up and down, Celestia asked, “Was there a rock quarry were you fought?” Noticing all the dirt and grass covering her sister.

Snorting in some amusement, Luna said, “Intrusive was correct when he told of the drones strength in numbers.” Using a hoof to try and brush some grass that was stuck in her armor, “I believe Roma’s words are well placed in their meaning.”

Seeing her sister rise a brow, Luna said, “They be like mosquitos, numerous and annoying.” Recalling how a hundred of them had dog piled her.

Shaking her head at the night princess, Celestia looked over her sisters troops and asked, “How heavy were your losses?” Trying to count the numbers before her.

Sighing, Luna told, “Five have ben lost, with twenty possibly having to be honorably discharged from injuries.” For Luna, all those under her command had fought with great valor  during the fight, as they nearly outnumbered by the swarm in the camp. But the invaders had suffered more losses than she did, making them the true victors. “They had done a commendable job in their duties, and have done us and their families great honor.”

Nodding at that, Celestia watched as the the healers from the Gem clan got to work on healing Luna’s troops. Some looked uneasy when it came to getting close to the changelings, but they eventually relaxed enough for them to get to work. Even from where she was, Celestia could see what Luna meant, seeing one pony, a unicorn, missing his horn.

Looking back to Canterlot, Celestia wondered how things had turned out back in her home, and how bad the damage was. Feeling a nudge to her side, Celestia turned to see Luna smiling and say, “Go, finish the wedding for our niece.” Then looked back at the scattered guards telling, “I will clean things up on this end.”

Smiling at her sisters willingness to finish things up for her, Celestia put a wing around her sister and told, “Thank you Luna, I will ensure the party lasts till your return.”

Nuzzling back into her sisters embrace, Luna told, “We be the co. ruler to our nation sister.” Pulling back to smirk at Celestia and tell, “What sort of princess would we be, if we did not take some weight off thy sisters back?”

Laughing openly at this, Celestia nodded, “I suppose you are right Luna.” And spread her wings telling, “Be sure to organize the paperwork for me, I will get to it in the morn.” Giving a strong flap to take off towards Canterlot.

Watching her sister leave for home, Luna could not help but be happy her sister did some of the paper work. But one must wonder, how does a pony not go insane from paper work for nearly a thousand years?





Even with the invasion that had happened, or the city being thrown into disarray and most anything was tossed about, the wedding did happen at the end of the day. True, it had to be held outside, and Celestia upon her return had to assure her ponies she was the real one. The battle smudged armor and weapon seemed to help convince them all of that fact.

After it was all said and done, did all that attend this celebration go for the reception outside, where all could congratulate the newly wedded couple. But the pony guest were not the only ones there.

When they all stepped out, they were greeted by more changelings, but unlike those that had invaded them, they all respectfully kept their distance. This was the first time some of them were seeing who they thought were their enemies so close, not knowing that these were changelings from the Lue clan.

Things were smoothed over when Cadence and Shinning Armor began to talk with the changelings, whom all gave their respect and wishes for a happy life together.

Steadily, the ponies eventually got use to their apparent neighbors, taking tentative steps to talk with them and enjoy the celebration. The only one that didn't seemed to be part of the festivities was one mare, whom had snuck herself back inside the castle. Walking herself to the room where the queen had shown herself, the mare found who she was searching for, sitting in the room and looking it over.

Breathing gently, Twilight made her way over to the stallion, who just sat in the center of the room, looking at an untouched sword that stuck out of the ground. Once she was next to him, Twilight sat down, uncaring about the dress she had on would get dirtied.

Looking to Masquerade, Twilight could see a conflict in his eyes as he looked at the sword, as if unsure what to think. Looking about the room, the mare could only wonder what had happened in it. She had seen first hoof what her stallion could do, so it left her wondering what he had done to fight off his mother.

“She hesitated.” Twilight felt her thoughts come to a stop when Mask just spoke those words, looking at the sword intently as he continued, “Mother had a clear chance to end it, but she hesitated.”

Twilight didn't say anything, opting to just sit and listen to what the heir had to say.

Looking to Twilight with glossy eyes, Masquerade said, “I had told I would tell you what I was thinking abut mother when I met her again, while being on the other side.” Then turned his eyes back to Disarray, “At first, I had no idea how to explain how I felt, feeling too confused to say anything…” With a long drawn out sigh, Mask bowed his head some saying, “But now I do, and I don’t know if I can accept it.”

Letting himself slide down to the scorched floor to just lay flat, Mask continued, “I feel like I’ve done the most worst thing I could ever do, betray my own family, my own mother.” And screwed his eyes shut when he said that aloud, “I feel like dirt Twilight, for just…forsaking my clan like I did.”

Opening his eyes to look at the sword that was planted into the floor again, he went on, “And it doesn’t stop there, because I had to go and add insult to injury by fighting with my mother.” Burying his face into his fore hooves as he did, “I knew I couldn't win but I fought with her anyways because I had hopped to get her to stop.”

Feeling for her coltfriend, Twilight lifted her hoof to place on him, but stopped cold when she heard what he told her next, “She almost killed me Twilight.” The tone in which it was told sounded more defeated and pained then she would have ever thought.

“I was at her mercy and she knew her duty as queen was to eliminate me, a rouge changeling infiltrator who had abandoned and betrayed his own people for another!” By now, Masquerade was shouting, covering his head with his hooves as he did, sobbing out, “I was forcing my own mother to kill me Twilight, how can I ever do that to her?”

For once, Twilight felt at a loss at what to do. She felt so out of her element at that moment, hearing the pain that her Masquerade was going through. How was she even suppose to talk about it when she had no way of figuring out what to do?

Use actions an’ not words, That was what Applejack once told her when she had trouble talking about her feelings. Maybe now she had to do the same thing her friend had said and just do.

Laying next to the distraught stallion, Twilight did her best to pull the —currently— black unicorn closer to herself in a hug, not saying anything. But strangely, her action seemed to encourage words, unplanned and spontaneous with her feelings, “You didn't force her Mask.”

For some strange reason, she was sure she could feel doubt form the stallion, but went on saying, “She loved you, I may not want to believe it after everything she’s did to us, but if what you said is true, than she loved you too much to ever hurt you.” Using her hoof to brush through his slightly messy mane, “You were only trying to help her, trying to give her another way out…”

Hugging Masquerade tighter, she said, “You did everything you could, even if you were beaten in the end, I believe you gave everything to help her see another way.”

Twilight could feel the stallion shake under her, feeling the slight heaves of his chest as he openly cried where he was, muffling out, “I did, didn’t I?” Lifting his head out of from under his hooves to say, “I gave up my family, my clan, my credibility…just so they could maybe live a possibly better life…” Then let his head slumped down ending, “I’ve lost it all, my family, my clan…even my mother.”

Feeling a hoof lift his head, Mask followed the hoofs prodding to be lead to stare up at Twilights lavender eyes, holding nothing but understanding and kindness as she smiled, “You haven't lost everything yet.” Kissing the stallion once more on the lips.

Pulling back after a moment, Twilight went on, “You still have me, my brother and sister-in-law, even my friends.” Then hugged him close once more saying, “You’re not alone Mask, you still have us.”

Cracking a small grin, Masquerade looked to the mare nuzzling his neck and asked, “What divine creature was merciful enough to bestow such a beauty like yourself, to comfort a monster like me?”

Pulling away some, Twilight scolded, “Your not a monster.” Giving the black stallion a light swat. Then with a soft look she added, “Just a little lonely and misunderstood, just like that colt I met so long ago.”

With a small chuckle and rubbing the tears from his face, Masquerade shook his head, “I sometimes think you deserve better than me.” Receiving a little nudge from the mare.

“Hush you.” Twilight smiled with a teasing tone, planting another kiss on the heir’s cheek, “You deserve to have somepony by your side for everything you’ve done for us.” Nuzzling back into his neck, “So why not somepony that loves you?”

Smiling back at this, Masquerade put his head over Twilight’s own, and told, “I think I can live with that.”

A sudden thought came to Mask's mind, making the stallion stop his cuddling and ask, “Hey Twinkles.” Catching the mares attention as he asked, “Do you think your parents are going to be angry that we didn't mention I was a master infiltration specialist; that also happens to be the son of a changeling queen that wanted to conquer their home?”

That made Twilight laugh, unsure how to answer that sort of question. Instead, she grabbed a mouthful of his mane and gave a few light playful tugs, letting go to say, “Come on mr. concerned, we can go and find out.” Rising off the floor, while telling, “Then after that, you can treat me to a dance.” Before quickly adding, “And without your disguise.”

Getting up to follow the mare, Masquerade only shook his head saying, “I don't know which is worse, having two angry parents, or being around a bunch of ponies as a changeling.”

“You can always hold my hoof, Mask.” Twilight teased while upturning her nose, while Masquerade chuckled and went about gathering his swords.

Twilight then gave a slightly startled yelp when she was suddenly pulled close to Mask, who caught up with her and nipped at her ear saying, “And as I’ve said before, I’d prefer to hold all of you.” Chuckling at the mares flustered feelings.

Despite her embarrassment at the stallions actions, Twilight couldn't stop herself from leaning her head on Masquerade some and relax. It still felt strange to have a pony to lean on like she was now, knowing they were content with the other being close by.
They soon walked back out where the reception was being held, and thankfully things had calmed down enough for the ponies to feel comfortable around their new changeling allies.

Looking through the crowed for two ponies in mind, Twilight gave a triumphant smile when she spotted her parents and tugged her stallion to follow her. With a roll of his eyes, he did as Twilight bid him to do, figuring to get it over with and then have that dance.

Then I can find a nice little dark corner to hide in, Mask thought, liking the idea and deciding to do that if Twilight didn't mind.

While the two approached, Twilight Velvet turned away from the conversation she was part of for a moment and locked Twilight in her sights. With a big smile, she called out, “Twilight!” Alerting her husband to their daughters presents.

Hearing as she was singled out, Twilight picked up her pace a little, peeking to her side to make sure her coltfriend still hadn't vanished on her. Considering he now knew an invisibility spell, she needed to keep an even closer on on him.

Once in range, Velvet all but attacked her daughter with pokes and prods as she checked over the mare fussing, “I was concerned you were hurt, your not hurt are you?” Trying to if anything had happened to her baby girl.

“She’s fine dear.” Night Light smiled, moving his wife back gently before hugging his daughter before pulling back to say, “Shinning Armor said you helped with stopping this who mess, and said you came out no worse for ware.”

Blushing at the slight praise, Twilight scuffed the floor light saying, “Well, I did have my friends to help.”

With a grin, Mask threw a hoof over the mare and said, “You’re just being modest.” Nuzzling her a bit and planting a kiss on her cheek, “I like it, makes you more cute.”

Coughing to clear her throat and shake off her slight embarrassment, Twilight said, “Mom, dad. Mask and I have something to tell you.” Doing her best to stay professional.

Passing a look between the other, Twilight Velvet calmly said, “Your coltfriend is actually a changeling, who’s mother is the queen that tried to take over Canterlot, and has been around since you were small.”

Now with her mouth agape, Twilight could only stammer out, “H-how did you…” Completely stumped how her parents apparently knew.

An amused smile worked it’s way onto Nightlight’s muzzle as he told, “Rather hard to not notice when that boy is proclaiming his love to you while facing down his own mother, who is the queen, on stage before the assembly during the wedding.” Then gave a pointed look to the mentioned stallion saying, “I have to say, you gave us quiet the shock when you mentioned out little Twilight during your speech.”

Smiling at the unicorn mare, Twilight Velvet told, “After Masquerade stopped acting as the princess, he tried to convince the queen from stopping her plans.” Then gave the stallion an approving nod, “He might not be a pony, but he’s alright in my books if he’s willing to fight somepony that can turn into a dragon.”

Rounding on Masquerade, Twilight said with wide eyes, “You didn’t say she could turn into a dragon!” Now understanding why so much of the room was scorched with such straight lines.

With a light shrug Mask told, “I actually forgot she was a expert with her dragon form.” Still receiving a disbelieving look, he added, “I can’t remember everything at once, I’m bound to forget something every now and then.”

Sighing at that, Twilight shook her head telling, “You worry me at times.”

“And you don’t?” Masquerade quickly shot back, only to get a glare from the mare and said, “What, it’s a legitimate question!”

Deciding to drop the subject before it got out of hoof, Twilight said, “Never mind, what I should be asking is when will you actually drop your disguise.” Then motioned to a number of the Lue clan that was attending and told, “Even the Lue clan are out mingling as themselves, why no you too?”

Looking around a little, Mask started to say, “I don't want to make them nervous—” Looking back to Twilight who slowly fluttered her eyes innocently at him. After a moment of starring he sighed in defeat, “Fine…” Letting a burst of fire change his form, surprising a few ponies.

Once fully reviled, some ponies backed away at the more intimidating changeling near them, feeling a little unsure around the taller heir. Night Light was the first to comment, looking up and saying, “You looked shorter on stage.” Feeling a light nudge from his wife.
Even with the now imposing form beside her, Twilight pressed herself right to his side saying, “Now, how about that dance?”

Rolling his eyes, Masquerade shook his head telling, “Only you Twinkles.” And lead the mare out to the dance floor where other couples were dancing.

As they left, both of Twilight’s parents gave the other a knowing look, and went back to watching their daughter dance with what they could only define as a changeling prince.





As per expected, the reception went on through the night, giving Luna a moment to come and joined the festivities. There was much celebrating happening, as Ponies and changelings alike danced and sang, as this was more then a union of two ponies. For on this day, it was the union of ponies and changelings alike.

That’s how I see it anyways. Masquerade thought, finishing on wrapping up the gift that he had worked on for nearly three months.

The wedding had ended a week ago, with both Cadence and Shinning Armor leaving with a present given by Celestia and Intrusive. The ponies might have thought the bonding gems were beautiful, but for the changelings it was something more. Those gems represented a deep commitment with ones better half, showing that they would settle for no other.

Lifting the gift before him, Masquerade nodded in contentment, happy with the results he now had, unable to wait for Twilight to see what he made. Getting off the pillow he was using and looking about the empty library, the once-more-pony stallion looked up, knowing where to find Twilight.

Just like every other time, the infiltrator reverted back into his sneaking mode, using his feather light steps to climb up to the second floor where Twilight was. Just off to the edge of the bookshelves, Owlowiscious watched as the strange pony once more began to sneak up the stares. The owl shook its head, wondering if the pony would ever stop his stalking like habits.

Nearing the top of the stares, Mask peeked his head over the edge to find Twilight once more sitting at her table reading. Looking about the room again to make sure there were no surprises, Mask continued to sneak up on the mare.

Once he was in range, Masquerade sat down and activated his magic. Like so many times before, Twilight let out a yelp of surprise, only this time she wasn't tackled, but pulled back by green magic. She then found herself landing into a soft chest, and two black hooves wrap around her as a voice said, “Oh look, a Twilight, I always wanted one to cuddle and tickle!”

Just like that, Twilight found herself stuck in the stronger stallions hooves, being tickled relentlessly. The mare couldn't feel angry or annoyed at this, coming to enjoy the random and spontaneous events Mask seemed to enjoy so much.

“Mask!” Twilight was able to gasp out, just in time for another fit of giggles to silence her. To her relief, she was heard, and Masquerade did stop his fun with tickling her.

Letting out a breath, Twilight slumped back onto her stallions chest, opening her lavender eyes to find another pair of green ones looking down on her. With a light smile she asked, “So, whats the occasion this time, you found a cat and while petting it you felt I needed some attention too?”

Tilting his head to the side he said, “No, but a cat does sound nice…” Looking up and saying, “Maybe I’ll visit Fluttershy later and play with a few kittens, I do like cats.”

Looking back down he said, “But no, that’s not why I came up.” And looked over to the stares where he could se his gift near the edge. Lighting his horn, Twilight watched as a wrapped gift floated over and was presented to her.

Grabbing it into her own magic, Twilight noticed it was wrapped in an old Gabby Gums newspaper, with Masquerade and Cloud Kicker on it. Without an form of remorse for the defenseless paper, Twilight tore it to pieces to look at the gift within.

After the paper was discarded, Twilight now looked over the black book in her magic. On the front cover were five green circles, each one with a symbol from each of the five prominent clans. At the top was the title, written in the same green color the circles were dawn in.

“Acceptance.” Twilight read, opening the book and reading the first page out loud, “This book is based on the first hoof experience of a number ponies and changelings that have lived through this time to make history.”

Craning her neck to look back at her coltfriend, Twilight saw him nod for her to keep reading, which she did, “This history book, or story if you wish, follows true events that united theses two races because of one act made by a mare named: Twilight Sparkle.”
She sat there blinking, unsure what she was feeling. After a time, she asked, “Mask, is this—”

“This book.” Masquerade started, still holding a hoof around his mare while giving her a look of pride, “Are the events we had gone through together, and I have written down not just for you, but for future generations to see and know.” Nuzzling her neck, he continued, “This copy is for you, and only you.”

Darting her attention between the book and the stallion she had come to love, Twilight gave a joyful smile, twisting in Masquerades grasp to hug him and give a quick peck, whispering, “Thank you so much.” Pulling away and saying, “I think I’ll start right now!” Happily getting out of the lose grasp on her being to move her last book aside to read this new one.

Shaking his head in amusment, Masquerade turned around and headed back for his little spot on the main floor, before being stopped by, “Do you think you’ll ever make a sequel?” And looked back at his fillyfriend’s expecting face.

With a grin, Mask told, “Who knows Twinkles, I just might.” Giving a wink to her, “I like to tell stories after all.” Then walked back towards the stars, leaving Twilight to her reading.

Reaching the first floor and sitting back down at his little corner again, Masquerade looked about the place he had called home for what seemed like forever now. He had done a lot during those three months, and he now found himself here.

He then cast his eyes on his saddlebags, the same ones he used to begin this whole endeavor for his people. Lighting his magic, Masquerade opened it’s left side, pulling out the black box Sham had given him.

Opening it, Masquerade peered down at the two ocean-blue hexagon shaped gems that glowed with magical power that only channeling elders knew how to make. Gaining a mischievous grin, Masquerade said to himself, “Yes, a sequel is very much possible.”