Chrysalis Wins

by Arkolo

First published

Chrysalis's invasion is successful. The challenge of ruling begins...

In this verse Chrysalis successfully takes over Canterlot, however this hardly ends her venture. In fact, it is just the beginning. For becoming the ruler of Equestria is anything but a smooth ride. She will have many obstacles and opponents to overcome, difficulties that the royal sisters or element bearers would otherwise have faced ...

edited by The Fan Without a Face

NOTE- I began this story early into season 5, accordingly much of the changeling lore in this story won't match details shown in Season 6 and beyond.

Ch.1 "This day is staying Perfect!"

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Chrysalis Wins

Ch.1 “This day is staying perfect!”

“You won’t get away with this, Twilight and her friends will-"

Cadance’s defiant words were interrupted as the main doors burst open. The six mares who failed to obtain the Elements of Harmony were dragged into the grand hall, which was being redecorated into a slimy organic den. The six ponies were closely escorted by just as many changelings.

With a snide smile, Chrysalis turned towards Cadance in a tone that reveled with smugness as gooey as melted caramel.

“You were saying…”

The frazzled alicorn's eyes widened in dismay. Her shoulders slumped, and tail tucked further between legs as her friends walked further into captivity. The element bearers were still on edge, they battled between discouragement and defiance in their expressions.

The queen struck a dramatic pose as she faced her newest prisoners. Chrysalis stared down at Twilight Sparkle specifically.

“You do realize the reception has been canceled don’t you!”

The 'changeling of the hour' then turned to her smaller subjects, who hovered anxiously in the air. They growled and hissed in anticipation for the expected order.

“Go! Fee-, wait no,no,no, I’m forgetting something aren’t I.”

With a bright flash of green magic, a roll of old parchment appeared in front of Chrysalis, as well as a small pair of reading glasses. It unraveled as she put on the glasses, and peered through the list on the paper. She thoughtfully rubbed a fetlock under her chin while she scanned through it.

“#34 yes, #35 yes, #36 yes, #37... business before pleasure. I can’t let every changeling go free form until the plan is sealed. Wrap up the Element Bearers. The would-be bride and her husband need to be completely out of commision as well. Subjects! Cocoon them all.”

When she gestured towards the prisoners the large holes in her hoof made a quiet whistle. The queen’s entourage quickly obeyed. With a mixture of magic and ghastly coughs, mounds of slime were produced and used to encase the prisoners in fresh cocoons.

Fearful yelps and wails of despair escaped the ponies as they stared at their goo-bound future. Chrysalis chuckled at the particularly furious glare Twilight gave at her.

“You can’t, you won't ge-"

Twilight’s words were silenced with a glob of insect gack, which was delivered via rough smack to the muzzle. Chrysalis carried on in a lackadaisical manner, now that her largest targets were handled.

“As much as I’d like to entertain your pathetic little struggle, I have grander things planned.”

One grapple of magic later, and the pest that almost ruined her plans was locked away. This was followed by each of her silly friends, as they were methodically handled. They were preemptively gagged with slime to prevent any last retorts of defiance or annoying cries of despair.

The new ruler of Canterlot turned to the not-so-happily-ever-after couple at the podium, and took her time to walk up to them until she was just a step away. Chrysalis stared down at defeated peachy princess. The grin on her fanged face was unbreakable at this point.

“Thank you for the disguise. Have sweet dreams on how things might have been.”

“You EVIL WI-"


“Tsk, Tsk. How rude, especially after I bid you such a nice farewell, so unfitting for a princess... or any new subject of mine. From here on out there will be consequences for defiance. I think you’ll be one of my prime examples...”

Seized in magic, the smaller alicorn was violently torn from her goo cemented position, and unceremoniously encapsulated like the rest. The queen then turned to Shining Armor, delicately running a hoof along his masculine jaw.

“You’ve served me well, but now your fountain has run dry, rest well Shining. I'll be sure to visit once you've ripened up again.”

The once proud captain of the guard walked himself over to an open cocoon. Mechanically he proceeded to crawl in and use his last bit of energy to seal himself off. Now enclosed, Shining closed his eyes and wore a stupid smile, ever ignorant of the one that controlled him. This caused a sadistic chuckle from Chrysalis.

“Now time to double check if there is anything else I’ve forgotten. Are there any particularly stubborn pockets of resistance, Shade?”

A changeling with a distinct dotted pattern about his neck and cheeks stepped towards his victorious ruler, and bowed low. His purple eyes were sharper than his peers and distinguished him as the head of the vanguard division.

“The princess of the night is holed up in her tower. We found her asleep, but when we tried to enter her chambers some manner of alarm went off. Once awake she proved too difficult and wily to subdue. However, I made sure that every angle of escape has been cut off. I contacted Colony, and she's made sure the underground is flooded with drones. I've also arranged my vanguard to channel a field of magical static, to disrupt any attempts to teleport. We might not be able to fully restrain her without your assistance, but she's not going anywhere fast either.”

“Of course, Celestia’s unstable younger sister, bring the rest of the vanguard and some sentinels. It's better to have over kill than risk my perfect day.”

Chrysalis then turned to her freshly minted prisoners. Her hoof thoughtfully tapped at her chin as she mulled over a few additional options. It didn't take long for her to come to a decision, this one was very tempting after all.

The Queen's long legs brought her over to where the Element Bears and two princess lay captured. Chrysalis's opened her maw hungrily, ready to glut on the mountain of energy before her. If Shining Armor's love alone was enough to throw Celestia off her game, then adding Cadances's, the Element's, and Celestia's own positive emotions should be more than enough to subdue Luna. In fact, it should be more than any opponent would require from Chrysalis, at least any that she knew of.

As the Queen swelled with power, Shade carried out her command and cast a practiced spell. The vanguard’s eyes glowed a fiery purple as a wave of transparent energy blew out from his horn.

“The message has been sent my queen.”

“Excellent, Vivisect call in the sentinels, no pony will free my prisoners. Once my city is secured we can arrange for all changelings to feed at their leisure.”

Vivisect was a massive specimen of a changeling, easily 8-10 times the mass of the drones that skittered about, or 4-5 times that of the more elegant vanguard. She was covered in a thick fortress of carrot-colored chitinous armor, and radiated an authority that didn't need words to be imposing. Her hoof-falls heavily clacked on the tile floor as she acknowledged her queen's command. Without speaking, Vivisect charged a telepathic spell and let it burst forth from her saber-shaped horn. All other sentinels now knew of the summons to the grand hall. Once the message was sent the burly changeling rose and uttered in scratchy voice

“The sentinels will be here shortly my queen.”

“Good, now I will personally put the last princess down."

Chrysalis licked her lips for emphasis, reveling in the hype of energy she enjoyed. It was difficult to describe what this feeling even was. This was somewhere between being dizzily drunk and manically hyperactive. She could feel energy leaking out her ears with the way it thrummed through her body, wracking it with more nutrients than she ever had exposure to in her entire life.

Truly there was nothing like this. Never before did she have access to such ponies with so much potential. She had to consciously keep herself from trembling, for she felt that with this much power she was on the edge of exploding... hmm, but exploding could wait, she wasn't done with business yet. She turned to her head vanguard, trying to keep her composure somewhat regal, but couldn't keep back all the twitching and fidgeting she was compelled to do.

"Sh-Shade, come.”

The room tittered and buzzed with excitement as the changelings and their Queen flew out of the wedding hall. Thankfully the buzz of the crowd was good cover for the compulsive fidgeting of the queen. A broad grin couldn't keep itself off of Chrysalis's muzzle. The sky was flooded with black chitin and transparent wings, a sign of her dominance of the current situation.

The swarm of the queen and vanguard flew across the city toward the Lunar Tower. As they passed a screech of cheers came from the chitinous legions of drones flooding the streets below. Their disturbingly synchronized sound sent a shiver down the pony population’s collective spine. The scene of victory filled Chrysalis with joy and giddiness. She had planned this day, even though so many fears had plagued her in her preparations. However, the scene below made her throw out any doubts as to whether these plans had been worth it. She won the jackpot.

Chrysalis began to laugh, an utterly manic laugh. As her eyes roamed over city street to city street as her compulsive heaving escalated. Each scene was a validation of her superiority, her magnificence, her brilliance, and whatever other word that could feed her vanity. Eventually her rambunctious laughter started to interrupt her flying to the point she felt light headed. Her diaphragm could only take so much punishment. After a particularly wide and unruly swerve, her head vanguard raised his voice in concern.

“My queen, are you well?”

Shade asked, offering a hoof for support. She gently brushed the offered hoof aside as the booms of her laughter died to more manageable levels. Though she did clutch to her sides in an attempt to massage the burn from them.

“No Shade I’m am quite fine. My enthusiasm just got ahead of me.”

“The Lunar Tower is just ahead.”

“So it is.”

The queen and her elite band hovered in front of the structure. The tower's head was completely engulfed in impenetrable darkness. Tendrils of ominous shadow guarded the fearsome abyssal structure.

Dozens of vanguard changelings already surrounded the tower. Each of them contributed to a semi-transparent static energy field, miniature cracks of green lighting ruined the spatial stability of the area. Such a technique had developed during their time in the wilds dealing with various magical beasts. Particularly the snap dragons, named for the sound they made when magically phasing in and out.

These tiny cousins of the great dragons were particularly animalistic and savage and nearly destroyed her swarm with their ruthless hit-and-vanish attacks. In a fit of desperation Chrysalis managed to come up with a technique that scalped from the prench pony's arcane knowledge, griffon thaumaturgy, and splicing changeling portal magic. The result caused the caster to remain immobile, and constantly drain from their magical supply, but she finally had an answer to the devilish snap dragons. This was quickly taught to the most magically capable members of her swarm, the vanguard.

What was once a defensive technique to stave off an aggressor had now turned into an extremely powerful offensive tool, especially when working in concert with other elements of her swarm. If a unicorn tried to teleport now, despite the intense disruption of the spatial field, they'd likely split themselves to pieces. Chrysalis made sure her vanguard were fed enough to at least be a match for unicorns one for one. If Luna wanted to try and simply vanish, she would have to contend with the influence of Chrysalis, plus 700 vanguard.

At this point the queen felt extremely comfortable in her own hooves. She softly nudged her councilor to get his attention.

“Hmm, Shade go fly into the darkness and see what it does.”

The head vanguard flinched at the idea, there were many rumors of ex-Nightmare Moon, or Luna rather. Those rumors gave sufficient cause to fear the Princess of the Night. Yet his Queen had commanded so the head vanguard steeled himself. As reckless as the order may be, he started to fly forward anyway.

Shade’s advance was stopped as a large hoof held him back, he looked up to see Chrysalis stop him from obeying her own order, his muzzle scrunched in confusion. She laughed at his confusion from her teasing.

“I was joking, there’s no need to risk your chitin while I'm here. Get the other vanguards to reinforce my position and prepare to cast some offensive spells.”

The Queen gave her smaller subject a pat on the head and ruffled his neck fin a bit. Shade sighed in relief, Chrysalis's sense of humor was a quite temperamental, even after years he'd never really gotten use to it. He relayed the order and spread out with the rest of a sub-group of vanguard, around two dozen. Shade's optimal position was near the Queen, so he and his detachment could add their magical reserves to hers if required.

Hundreds more vanguard stayed a good distance away, doing the important job of maintaining the disruption field. They would insure that the princess would not simply blink away. Chrysalis turned towards the tower, casting a spell to amplify her already reverberant voice, she resonated with the thunder of a mocking crowd.

“Come out, come out Luna. This transition doesn't have to be painful if you surrender quietly.”

The cacophonous words blew away the air around the tower and tendrils of shadow whipped about like the branches of a tree. Chrysalis patiently waited for a response, when none came forth she graced Canterlot with more rancor.

“I’d rather not damage this beautiful tower, but I will, if you don’t come out, NOW!!!”

Chrysalis’s jagged horn began to glow with baleful energy, as she readied to blast the top of the tower away. Before any energetic green carnage was released, the shadows that surrounded the tower started to coalesce. The darkness condensed around a figure, who stood on the balcony of the tower. It never solidified enough to reveal the mysterious figure who stood there however. Chrysalis’s horn stayed charged as she addressed the new predicament.

“Very good Luna, now there’s a room calling your name up at the wedding halls. I'd like you to quietly check-in.”

The vanguards that surrounded the queen snickered and jeered along with their leader's taunts. Among the darkness a small glow appeared in the center, turquoise eyes with slit pupils gazed out of the abyssal wave.

“Do not address me as Luna fiend! If thou desirest a fight, you will face the Nightmare! ”

The shadows solidified into a tall armored black alicorn. Nightmare Moon reared onto her hind legs then stomped down with her front, shattering the front of the balcony. Pitch black clouds spewed from the top of the tower, and darkened the sky. Lightning cascaded across the clouds, and spooked away large swathes of vanguard too terrified to maintain their positions. The very real fear that they could be collateral in this titanic struggle was all too real now.

Despite the shock to morale, most of the vanguard remained steady. Honestly Chrysalis was a bit spooked as well, but then she shook her head. Things were different now, things were very different now. She had just beaten CELESTIA! The scales were tipped in her favor, she had to remember that. Years of feeling inferior to these demi-god sky ponies was difficult to simply discard. When she collected herself she tried to show her confidence with a good coating of smugness.

“The elements took your edge away Luna, you can stop pretending you’re that fearsome.”

The alicorn's dark persona fizzled as she blinked in surprise and took a step backward, but as a princess to her people Luna wouldn’t let the queen call her out so easily.

“Then taste our power curr!”

Pale blue energy exploded from the majestic spiral horn of the alicorn. Prepared for the aggression, Chrysalis answered with her own emerald ray of power. The two cataclysmic surges collided with violent impact, and a powerful shockwave reverberated across several of the city blocks. Nearby windows shattered under the intensity.

Chrysalis suddenly became afraid of what she was capable of. The magical onslaught pouring from her felt terrifying in how unwieldy it was. Much like a foal trying to play with a stick far too large for them. The queen grunted from trying to restrain herself, and avoid blowing away the city she just claimed. Unconfident in her ability to manage this new power with precision, she called out to the vanguard around her.

“Flank her!”

Shade and his detachment obeyed immediately, and began to pepper the alicorn with their own admixture of paralytic and disruption spells. Luna had struggled to maintain the energy wrestle from the start, the glutted changeling was her first real opponent since she returned from the moon. Once the vanguard launched volleys of spells into her sides it became a critical distraction and she folded quickly.

Luna's magic collapsed as she was overcome and thrown bodily back into the tower chamber. Chrysalis didn’t wait a moment to follow up as she ended the energy attack and dashed in after the princess. She landed with a stomp inside the freshly blasted area. Her vanguard intuitively followed after her.

The circular room reflected the night sky, and stars slowly moved across the walls and ceiling under some magically aesthetic force. Unfortunately it was all smeared with ash and large portions of the walls were scratched away. The details near the center ceiling remained mostly intact, such as the large moon centered at the apex of the dome shaped ceiling.

The changeling queen took only a moment to glance at the details, she could look into fixing the beautiful room later, or simply redecorate it. She was glad it still looked structurally sound. Chrysalis snorted to herself, the battle was still presumably going on in the city and here she was worrying about real-estate damage while standing over a smoking princess. Speaking of which...

Luna lay in a mess on the floor, sizzling. She had smashed through a few book shelves and splashed their contents all over the floor. The blue princess smelled something awful as bits of fur were still glowing with small embers, and feathers lay bout haphazardly. Worst of the injuries was definitely the horn, which had darkened scorch marks all the way to the base, it was painful just to look at, Chrysalis thought she could almost see it throbbing.

Her earlier duel with Celestia had caused the sun princess a nasty burn, but poor Luna looked much worse here. Chrysalis found herself grateful that she managed to hold back as much as she did. It would have been horribly wasteful to have toasted the alicorn beyond salvaging.

Chrysalis stepped with self-assured confidence next to the fallen night princess, and proceeded to place her large hoof on Luna’s raw and hyper-sensitive horn. The defeated alicorn reacted instinctively and convulsed from the rough touch, which also caused her eyes into the back of her head. It was rather grisly, but Chrysalis wouldn't put up with such defiance, not when she had already offered a peaceful alternative.

“I told you a quiet surrender would skip the pain, but you had to spite me.”

Chrysalis leaned into her hoof, increasing pressure and causing a hair-line crack in the alicorn's horn. Luna’s eyes shot open and she gasped in shock. Eventually the queen lifted her hoof off the horn, before it could break. Then she made a lethargic gesture at her Head Vanguard, indicating to the fallen princess.

“You know what to do Shade.”

“Yes my queen.”

“Also send for Colony, I need to establish some ground rules about our open feeding season. Since things have turned out different than the original plan we have to hammer out new details. Tell her to meet me in the throne room.”

“It will be done.”

Shade turned to a fellow soldier and clicked a few times. The subordinate nodded before it flew out of the Lunar Tower.

A long yawn escaped from Chrysalis’s fanged mouth, she raised a hoof to politely cover it. The beat down on Celestia and Luna had been tiring, not necessarily from the magic expenditure, as her reserves were still flooded. Rather the mental stress of it all resulted in substantial anxiety fatigue.

Thinking it over, her fight with Luna made her think back to the defining moment of this invasion. Upon reflection Chrysalis realized Celestia was likely holding back a great deal. They were in a confined area full of ponies, and one stray shot from a careless alicorn could easily kill dozens. Celestia was definitely not a ruler that would carelessly vaporize half a convention room full of her subjects. No, Chrysalis couldn't deny in her own mind that Celestia had held back in their fight, so why had she still come out on top?

Perhaps It was something like what she just experienced with Luna, to have so much power that she was more terrified of loosing control than not having enough power, even if it was over something as petty as not wanting to damage her new property. Chrysalis muttered to herself.

"So she just had a problem dialing it back?"

Come to think of it, when was the last time Celestia had to exercise her full might? There were old stories about centaurs and dark kings, but all of those tales were over a thousand years ago... So she got rusty under extended peace? When push came to shove and she had to fight an invader amongst civilians she'd lost her ability to fine tune and under dialed to the point of eating a magical backlash. Had she fought Celestia the politician, rather than Celestia the warrior? Whatever the real cause, she might be able to peer into the cocooned alicorn's dreams later for clarification.

The point was Chrysalis had been given the opportunity, and now it was her job to keep the advantage. At least now if she had to fight Celestia again, even at full power, Chrysalis felt confident she would likely come on top again. The most loved ponies in all of Equestria were the fuel of her arsenal now.

Finished with her musings, Chrysalis spotted Luna's bed, which was a monstrous thing that could easily fit 10+ normal ponies on it. With a slow trot she looked for a spot that didn't have burnt books or wood splinters all over it. When she found something acceptable she flopped down on it, and enjoyed the first real taste of luxury from her conquest. The spongey material conformed to her body and held her with surreal gentleness.

“oOOo, how exquisite. I think I’m going to like it here Shade. It feels good to finally be in my own skin in civilized society. I think my chitin will finally get the treatment it deserves.”

Shade awkwardly worked to place Luna in a cocoon. Out of habit he was trying to shove her in with his hooves. Since changelings weren't supposed to expend magic like telekinesis for mundane tasks, rations for food had always been so minimal. Luna's stature and extra appendages messed with his conventional methods of pulling her one way or the other. Chrysalis noticed her councilors plight and waved a hoof lazily in his direction.

"Go ahead and use magic to lift her around."

"Oh, I suppose we can afford to do things like that now, ha."

Slightly embarrassed he did as his queen advised, and sealed up the night princess with little difficulty after that. With the task done he addressed Chrysalis's earlier comment.

“From my experience, even the worst pony establishments are paradise compared to the peril of the Badlands.”

“Indeed, that also gives me an idea, I don’t remember the last time I had a real bath.”

Chrysalis tilted her head and stopped feeling the pillow. She looked down at the fuzzy head rest and could see she had already smeared some of her accumulated filth onto it. At first she frowned, then an idea came to her and a wicked grin crossed her features.

“Hmm, I’ll have to see what Celestia used to clean her royal hinny”

Her mirth echoed across the Lunar Chamber. With some regret she hoisted herself from her comfortable position on the night themed luxury. She needed to talk with her Head Drone and see that her prisoners were securely put away. Then she could indulge in some of the comforts these ponies pampered themselves with.

With a buzz of her wings she exited the Lunar Tower, closely followed by the remainder of the vanguard and their newest prisoner of value.

Ch.2 "Perfect Day" part 2

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Chrysalis Wins

Ch. 2 “Perfect day” part 2

With a loud thud, Chrysalis landed back in the throne room. Several vanguard changelings flew in behind her, three of which carried the cocooned Luna. As the queen’s eyes peered around the room she noticed the imprisoned element bearers, and the sun princess. All of them were now hung from the ceiling. Her head sentinel, Vivisect, stood nearby and kept things orderly. This earned a nod of approval from the changeling queen.

Dozens of the largest sentinel changelings stood attentively in the Royal Hall. Their chitin was particularly thick, and gave the appearance of natural rugged armor. The horns of the sentinels were sharp like scimitars, which complemented their proportionally larger fangs.

Vivisect bowed deeply when she saw the queen arrive, the rest of the sentinels on duty followed suit. Chrysalis strode forward with slow deliberate steps.

“Rise my changelings. Now that the elements and princesses are secured, the guard and citizens are utterly leaderless. You may feed, but keep in mind I would heavily prefer your feasting to be exclusively on military targets. Hurting the non-combatants could lead to unnecessary issues. I will only permit to do so if they're being aggressive themselves. I will have additional instructions once I finish counseling with Colony.”

The room filled with chattered approval, many of the common drones immediately departed to run amok in the city. Several sentinels up and left, along with a good deal of the vanguard. Two of her underlings stepped forward. Both Shade and Vivisect bowed as they motioned towards the prisoners.

“My queen we wish to keep the prisoners secure while our brothers and sisters feed.”

Vivisect’s scratchy voice addressed their monarch.

“That’s why you are captain of the sentinels my little zealot. Though, I’m surprised you that you wish to guard as well, Shade?”

“I will have plenty of time to feed later, I wish nothing to spoil your victory my queen.”

“Very well, but I insist, that you at least feed from the element bearers while you guard, they were so full of positive emotions there is plenty left over. Now, where is Colony?”

“Here my queen!”

A changeling much shorter than either Shade or Vivisect stepped through the pair of grand doors. This shorter changeling bore the humble features of the drone class. Short wings, simple horn, and small frill for a mane. Colony made her way to the queen, and looked up to her leader, who stood twice as tall as the drone.

“What do you wish to tell the drones of the hive?”

“Our original plan was far more subtle than this, but as it is we must adapt. Though it would be much fun to vent our personal frustration at this pampered populace, we need to enact new long term plans. In other words let's maintain our discipline even though we're no longer hiding our true selves. We will not waste our new orchard with gluttony.”

“So you plan to limit the frivolity? I know we should plan to eventually keep the ponies in a stable state, but-”

Chrysalis interrupted Colony's almost pleading inquiry.

“All three of you know how rambunctious the swarm can be. There's too much potential for damage if we don't keep this carefully regulated. We need the ponies to continually generate love, and soon, since we're virtually guaranteed have more conflicts coming in the new future. As much as I'd like to let the swarm loose, it doesn’t mean we have an endless buffet, even for one day. I’d rather we not cause any permanent damage because of victorious indulgence and frivolity. Otherwise there would be no reason to move out of the Badlands.”

Every changeling that could hear that final statement visibly flinched. No changeling wanted to go back to the Badlands.

“Your caution is wise my queen. We'll cocoon only active combatants, as you mentioned, then work on getting the rest of the citizens calmed. I suppose excessive terror does taint the taste of raw love...”

Colony’s lips smacked at the thought. The queen’s hoof then pointed to Shade, and beckoned him over to the conversation.

“Shade you've been a long term infiltrator and socialite with these ponies, I know we didn't have time to wrinkle out the details before, what with the daily distractions we had in the Badlands. Now however, we have ample time. So, how well do you think the average ponies will adapt to our presence..”

The vanguard changeling cleared his throat and spoke his words carefully.

“Since we have taken all of their military power, they'll probably feel threatened for a while. If we show them that they'll be treated fairly, then ,with time, they will continue to generate relationships and love on their own. If we introduce a system to make our feeding seem normal, I don’t see why the transition shouldn’t be relatively smooth.”

Colony snorted with incredulity at his conclusion.

“Make our feeding seem normal to them? We still have to fight to gain ground in other cities. We do plan for the rest of Equestria after all. Not just Canterlot. These ponies are stubborn, and capturing their princesses won’t stop most of Equestria from trying to fight back!”

Shade turned to his fellow changeling with a smirk.

“The greatest challenge is over, the rest of Equestria will willingly cave soon. With their military down they'd struggle to organize themselves for battle, much less get themselves properly equipped. Take a moment to think Colony, the average pony doesn't think like the average changeling. The ponies would call our healthy paranoia of danger 'severely jaded and dysfunctional'. They would cry evening thinking about what the average changeling has had to endure. In other words, most of their populace word resort to almost anything other than fighting. The average pony doesn't want to die over a piece of dirt."

Shade walked over to the pods as he spoke of their new subjected population and gently rested a hoof on a pod, observing the pony inside. The vanguard's features creased with empathy, his behavior expressing familiarity.

"In a few years I think we could convince the ponies to be proud to have changeling rulers. Though shocking, we have proven to be more cunning and powerful than their princesses, and the only place we can go from here is up. Everypony wants strong leadership, even if they don’t say so. They will come to see you as a better protector than Celestia my queen. They will come to love you.”

That brought a sharp, toothy smile to Chrysalis’s countenance as she mused over the idea. Being feared and respected was good, and as much as she had hoped for from a pony populace. The confidence displayed by her vanguard's demeanor inspired greater ambitions. To be loved would be even better, especially for a changeling. Celestia’s strength would become a forgotten shadow in the wake of Chrysalis, once she was empowered by the nation’s love. She would have to be the champion of both the ponies and changelings for that to work though.

“I know we discussed the general contingencies should our original plan deviate. Now however, we need to address the specifics of the new situation. What feeding system should we implement that would not inspire fear and resentment from the ponies?”

Colony still seemed unsure and shifted uncomfortably on her holed hooves. Vivisect was utterly silent and unmoving. Shade simply shrugged when his fellow councilors struggled for an answer, and spoke up.

“Make it a regularly scheduled thing, at a common location. A designated ‘Changeling feeding center’ if you will. We don’t have to drain them to the point of discomfort. Also we can explain to them it will be their way of contributing to their changeling overseers, more or less like their taxes to their old princesses."

Shade tapped his chin in thought, before raising his hoof excitedly at a budding idea.

"Except ours is a love tax… hmm, actually I think we could give them a powerful incentive to do so. How about we offer to cut 'normal' taxes' by half for willing donors. You'd probably struggle to manage the volume of volunteers at that point. It's also something that would immediately win you some popularity points with the common folk, and loyalty incentives from the nobility.”

Chrysalis nodded appreciatively at Shade's suggestions, while balancing the agenda she had in mind.

“So my changelings would feed at a scheduled time and place. Hmm, cutting taxes on bits would help the ponies not feel cheated, if I am to gain their devotion. Besides, the raw power is as good as bits or better. My changelings won’t be allowed to feed outside of schedule if that is to work. Other than on prisoners, who will remain free game, I still believe the ponies should have examples of what happens when they don't control their hostility.”

The queen snapped her eyes towards the open windows, and saw hundreds of her soldiers as they merrily flew about. They caused some property damage and chased terrified victims. It seemed some of them already struggled to follow her 'suggestion' from earlier. She would have to lay down a new command. If this new plan was to have any credibility behind it, it would have to start now.

The queen’s jagged horn glowed with lime light, and her eyes gleamed with a white pulse. A wave of transparent power encompassed the city of Canterlot, and every changeling ceased what they were doing. Chrysalis’s telepathic words rang across the city, and entered the mind of all of her subjects with distinct clarity.

Cease feeding, but be sure to keep every pony inside the city. I will announce the intentions and basic ground rules of the new regime this evening.

Nervous chatter erupted all over Canterlot. What could this mean? The queen had told them to stop their chaotic feeding? It was undoubtedly her, only she could reach every mind that way. With resentment, the changeling army formed a perimeter around the city as they chattered among themselves.

Some ponies still ran around screamed, others paused at the sudden withdrawal, and wondered what caused their tormentors to suddenly stop.

Back in the Royal Throne Room, Chrysalis turned to Colony

“Spread the message to the drones, and make sure every pony in Canterlot hears this as well. There will be a mandatory meeting tonight at eight o'clock sharp, in the Gala Hall. All that can, will attend, without exception.”

“Is there anything else you desire my queen.”

Colony’s voice was rather high and chipper.

“Yes actually, send two drones up to Celestia’s chambers, specifically the bathing area. I’m going to make myself presentable for this meeting.”

“Right away my queen.”

The small drone bowed out and left the royal halls, and swiftly trotted down the regal red carpets.


Chrysalis strode down the halls, she knew where the sun princess’s personal chambers were. Celestia had personally invited her there while she was guised as Cadance. Navigation of the castle was easy and faster in her natural form. Strides with her own legs were roughly double that of her pink disguise.

Once she entered Celestia's chambers she heard a nervous rustle come from the closet. The muffled noise went deadly silent when the sound of Chrysalis’s hooves clopped in. The queen had already noticed however.

She smirked, and walked up to the closet to open it with her magic. On the other side of the door was a tan earth pony mare with dark brown mane, dressed in the attire of a cleaning maid. Her wide hazel eyes met the queen's. With a squeak of terror the staff pony ducked to the floor and covered her face with her hooves.

“Please don’t hurt me!”

The words were barely decipherable while the mare’s teeth chattered.

“I won't unless you give me a reason to. Anyway, you’re a cleaning pony are you not?”

Chrysalis giggled at the servant's nervous state.


“Then get up, and help me get cleaned. Your new queen requires a good scrubbing.”


The inane mumbles were interrupted as Chrysalis brought a hoof under the mare’s jaw and closed it shut.

“It’s not that hard to show me to the bath is it?”

The trembling earth pony slowly got to her hooves and started an agitated trot to the side rooms. She looked away from the changeling queen, and tried to ignore the fear inducing features.

“R-r-right t-this way.”

“Good, now, what is your name, cleaning pony.”

“P-Plain Thatch y-your majesty?”

“Well Ms. Thatch, I have two of my drones coming, they will assist you in cleaning me.”


“Stop your cowering, I wish to relax and that squealing does not help. You can put your fears to rest until the meeting tonight.”


“Yes, and if you serve me well now, I’ll let you be one of my personal assistants. It’ll be helpful to have a pony that knows her way around.”

“T-the bath is right here.”

Plain Thatch gestured over to a giant golden bowl, which dominated the center of the bathroom. Several faucets surrounded the gloriously metallic basin, even the drain at the bottom was polished like it was ready for display.

“Do you like your water room temperature or hot?”

The stutter in Plain’s voice had come under control. The steadied earth pony slowly shifted over to the shelves, which lined the walls. Many ointment bottles were so overly elegant they reminded Chrysalis of Saddle Arabian hookah. Plain Thatch picked up a long blue vase and placed it at the edge of the tub.

“Make it extra hot, there’s some really old gunk in these holes that needs to be loosened.”

Plain’s eyes roamed over Chrysalis’s swiss cheese legs, and her muzzle scrunched in disgust. The tan pony pulled on the short levers of three faucets, and steamy water immediate began to fill the tub. The platinum stopper was shut, and Plain poured the contents of the blue vase over and into the water. There were a few minutes until the tub would be sufficiently full. So the brown maned mare tried to make some small talk.

“If you don’t mind me asking your majesty, how did you get holes in your legs?”

Chrysalis wore a devious smirk.

“I don’t mind at all.”

In partial answer to the question the queen extended one very long leg towards the curious pony. Plain’s hazel eyes looked straight into one of the larger holes. The inner lining of the holes appeared to be very waxy, and were coated with a thick layer of build up. Otherwise Chrysalis’s hairless skin held a dull luster on it’s surface, and appeared to be both tough and flexible.

“This is what happens when you live in the primitive conditions of the Badlands for too long. There are several parasites that love to eat away at chitin and flesh.”


Plain jumped back and shivered in fright again. Chrysalis continued as if she didn't notice.

“Yes, only newborns have wholesome hooves for a few days, before they’re plagued with them as well.”

“Oh, oh my.”

The tan pony’s mouth dropped into a full grimace. She generally avoided anything remotely creepy and crawly. Yet here she was presented with a job to delve right into that. The queen noticed the reaction and made a knowing smile. She generously decided to keep it clinical, instead of teasing obviously mortified pony.

“It won’t be an issue after a few weeks of sanitary living. Once I get these cleaned out I should heal up soon.”

The queen’s words shook Plain back to her senses, and she cringed as she looked back at the changeling’s appendages with a newfound horror.

“I’m just wondering how you’re standing, if I had holes like that in my legs I’d be in agony.”

“The parasites release a toxin that deadens the nerves. The damage would be permanent if not for our changeling constitution; we can regenerate lost limbs and such.”

“Huh, oh um the tub is full.”

The room was now quite steamy, so Plain Thatch moved over to the window and opened it to let in a mild breeze. Before another moment passed, Chrysalis hopped into giant tub. The deep part of the tub brought the water up to her jawline. It was definitely made for an equine of Celestia's stature, which the royal changeling so happened to be.

The water swirled as oily rainbows danced on it’s surface, and the queen let out a much relieved sigh. A warm sensation sizzled and surged over her mostly submerged form. She slowly twirled her hooves around through the hot steamy liquid, and could feel some of the waxy substance loosen already.

“When you’re done soaking your majesty, I'll help scrub, but I may need you to come a little closer to the shallow end.”

Plain went to rifle through the cabinetry and started to pull out brushes of various sizes. Just as Plain pulled out a rod brush she was startled by the appearance to two changeling drones. She dropped the brush and meeped. The two drones hissed and chuckled.

The queen grumbled out an order at the new arrivals, as the lids of her eyes drooped sleepily. Wallow as she did in the warm comfort of the bath.

“You two, pick up a brush and help. If this pony asks anything of you do it.”

“Absolutely anything?”


One of the drones picked up a devious smile and licked its lips. Plain Thatch grimaced and picked up a bundle of brushes to try and hide her unnerved expression. She placed the arrangement of cleaning instruments on a tiled counter attached to the edge of the tub. She turned to her two new assistants and pointed a hoof at the arrangement.

“This one is used for cleaning out the deep gunk and mud, you can use this one.”

“Is that a back scratcher?”

The drone’s eyes widened in surprise when he was handed a large hook-like bristled spoon.

“Close enough, and you can use this one, It’s for polishing, go over everywhere with it and the skin should shine.”

The other drone accepted the tool and grabbed it in a green magical aura. Plain finished her instructions and picked up a brush with bristles so thick they resembled the teeth of a comb.

“And I’ll go through your mane and tail your majesty.”

Chrysalis shuffled over to a shallow shelf in the tub, so she was within easy reach of her attendants. The drones immediately went to work, her dark smooth skin was polished and the waxy holes were thoroughly scrubbed. Plain Thatch paused before she ran her brush through Chrysalis’s mane.

“Do the parasites eat at you mane too?”

“Unfortunately. As you will notice nearly all changelings are bald except for their neck fin. I’ve burnt more magic than I care to say in preserving what I have, but a queen must distinguish herself.”

“Of course, of course, hmm.”

The bristly brush was seized between Plain’s front hooves and methodically run through the queen’s chewed on and greasy mane. As the tan pony continued to brush she noticed a large fin, which ran down the back of Chrysalis’s neck, but it was folded down and well concealed within the mess of teal hair. She tilted her head in mild interest, but decided not to question her new monarch, and why she kept it concealed.

The scrub and brush work took nearly an hour alone. There were several pauses as Plain Thatch ordered the two drone assistants to fetch various bottles of soap and oil. Just as one crusted layer of filth broke free, another was revealed.

The pony sweated heavily, and the changelings panted from steamy condition they labored in. Thankfully progress made itself visible. The insides of Chrysalis’s hoof holes had turned a fleshy blue, her chitinous skin went from the dark black to a lighter grey, and her mane had it’s patchy spots smoothed over.

“There I think we’re ready to dry you off, if you would step onto the mat.”

The changeling queen opened one eye lazily, as they had closed throughout the pampering. She groaned in regret as she started to shift. A bath like this was an unaffordable luxury in the Badlands, only the idea that she could return to this again gave her the necessary motivation to move.

As Chrysalis stepped out of the tub she carefully shook each leg, to make sure water didn’t pool within her leg cavities. Several white towels we’re prepared before hoof, and the three servants wasted no time as they rubbed their giant leader down.

Once she was dry, Chrysalis whipped her long neck about experimentally. She felt her thoroughly washed mane flow through the air, and took a moment to caress her locks, which were finally free of matting.

“By the way your skin feels and reacts to the cleaning agents, I think we could finish you off with a good coating of hoof polish, your majesty.”

One last ointment was fished from the drawer. Plain held a bottle full of glossy clear liquid. After she and the two assistants applied it generously up and down Chrysalis’s body, the queen reflected light almost like a mirror.

“Whew, that was quite different from any of my previous work. I’ll take care of the tub your majesty, and you can go back to uh, whatever it is you have planned.”

“Ah yes, planning tonight’s gathering. I should get on that.”

“Speaking of night, I um noticed the sun hasn’t really moved since mid-day. And evening should already be here.”

Plain indicated towards a radial sun-shaped clock that hung on the far side of the bath chamber. The queen’s large eyes widened with worry when she heard the news. She would have to take care of that responsibility now wouldn’t she, or maybe arrange for another group to take care of it for her. A band of unicorns had raised the sun and moon before Celestia and Luna were around after all.

“You two, assist this Ms. Thatch with her cleaning, I have a sun to lower.”

The two drones bowed respectfully and turned to their new manager. The Changeling queen exited Celestia’s living space feeling refreshed, and weary at the same time. Today had expended much of her energy and she still wasn’t done, but she couldn’t be more satisfied with how it had gone.


She soon found herself at the observational balcony of the solar tower. She had witnessed Celestia lower the sun from this very position, she supposed she may as well use the same spot. It was right then that she realized she didn’t have a clue about how to do it.

Experimental tendrils of magic reached out towards a noon day sun, which hadn’t moved in nearly seven hours, and attempted to grab it. A grimace crossed her features as she found that she couldn’t grab the large flaming orb in a telekinetic spell, and simply shove it around. She fired a bolt of energy at it, and that didn’t do anything either.

She snapped her fang filled jaws in frustration, and growled at the defiantly bright sphere. A strange thought occurred to her, she almost disregarded it immediately as implausible, but none of the other methods had worked.

Her eyes stared directly into the sun’s hot rays, and her eye’s began to glow white, her horn glowed in it’s green aura and her mind reached out towards the heavenly body in an attempt to manipulate it.

The experience felt surreal to her as her consciousness wandered up into the void between the planet and the orb of radiant life. The sky disappeared from her vision and everything became only darkness and light.

This light apparently had a will of it’s own, and it resisted Chrysalis’s approach. Her mental suggestion to “get moving” seemed to offend it and it didn’t budge. The Changeling queen suddenly became aware of a physical condition on her body, but she couldn’t specify what it was.

She tried again, more politely. “Most powerful light of the sky, please rest, so that your subjects will appreciate you more by tomorrow.” The compliment seemed to work. The glorious light started to recede, and shifted its position to another path in the void. Once it started to roll, there wasn’t much else Chrysalis had to do, so her consciousness retreated back to her body.


The proud changeling promptly collapsed to the floor and put her hooves on her agonized eyes. She rubbed at them furiously, but the friction only made it worse. Chrysalis cried out in pain and frustration. That’s when she noticed her horn felt off too. Severely blood shot eyes opened to look at the problem.

Her horn was on fire.


A quick attempt to smother the flames was made by her anxious and fidgety hooves. It stung like no other, but she managed to kill the flames. Her horn felt incredibly sensitive, as if it were freshly peeled of it's chitin. A soft breeze passed by and made her freeze up, she gasped at the sharp pulsating pain.

She was going to pay Celestia's pod a visit, maybe give her a few nightmares for good measure. Then ask why it hurt like lemons in the eyes to move that petulant lightbulb!

With haste she retreated inside, she was glad to note the sunlight had died down. With a sigh of exhaustion she grumbled, and felt discouraged from this hiccup.

“Tonight doesn’t need a moon, and if it’s anything like the sun I’ll wait to find out…”

Her voice echoed resentfully to the heavens. Stars started to appear, but no moon was found in the sky. Chrysalis moaned as she thought back to the meeting she had declared. It was within the hour, and she was in no condition to conduct any long seminars. This announcement would need to be brief.

“My queen what has happened? I couldn’t help but hear some distress from this location.”

It was Colony’s high pitched voice. The lead drone hovered just outside of balcony.

“Has news of the meeting spread?”

Chrysalis muttered with closed eyes, she didn’t bother to lift her head from the floor.

“To every ear in Canterlot my queen.”

“Good, I will be in the gala hall shortly. Tell Vivisect to keep things orderly, I’m in no mood to deal with any kind of rioting.”

“Right away my queen.”

Colony flew towards the royal throne room, and left Chrysalis to recompose herself in the Solar Tower.

Ch. 3 "Perfect Day" part 3

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Chrysalis Wins

Ch.3 “Perfect Day” part 3

With a groan of displeasure, Chrysalis finally managed to get off the floor and head toward the stairs of the Solar Tower. Her horn still wafted steam, and the queen had to work hard to ignore the intense ache.

Even though the meeting was in a few minutes, the burnt monarch wanted to ask Plain Thatch one more question. After a quick shamble she arrived back in Celestia’s living quarters, and heard busy sounds of activity from the bath chamber, so peeked around the corner.

The two assistant changelings scrubbed away at the sludge that lined the partially drained tub, one vigorously pushed up and down on the drain with a large plunger. The gloppy motion was occasionally rewarded as the drain did its best to gargle down more filth.

Plain Thatch hoofed over a bucket to one of the assistants when she heard the clop of the queen’s hooves. She turned to greet her new ruler, but gasped when she saw the state of Chrysalis’s appearance.

“Oh my Cel-, what happened?”

“The sun is going down…”

All the polish on Chrysalis’s horn was burnt and blackened, and her eyes, oh her eyes. An oddly optimistic thought popped in Plain's head, green and red are complimentary colors at least? Other than that most of Chrysalis's body was still in a good clean condition.

“I want to know if you have anything to treat burns, or relieve irritation.”

“Um yes, I’ll get some eye drops and icy cream.”

The maid ran quickly to a cabinet with the desired items, they were found in a small kit. The eye drops were obtained from the vanity. Plain grabbed the eye dropper with her mouth and mumbled to the queen out the side of her mouth

“I’ll need you bend down your majesty, and keep your eyes wide open.”

The giant changeling rested her body on the floor and kept her eyelids peeled back. Plain quickly put a few drops in each eye, with Chrysalis flinching from the uncomfortable sensation. After a moment to roll her eyes around in their sockets and a few blinks for good measure, they felt pleasantly numbed.

Plain followed up with an uncapped,round container, labeled “Icy cream” and dabbed a hoof in the white substance. Gently, she placed some on the queen’s long horn, this triggered a loud gasp, quickly followed by a relieved sigh.

“This is far more pleasant than putting a burn in mud.”

Chrysalis cooed with her eyes closed as the tan earth mare applied the cooling balm. Plain gave a weak grin as her brow furrowed in concern, at least her service was working to satisfaction. That and she was eaten yet, or thrown in a cage, or offered as a sacrifice to some strange pagan deity. Nope, all she had to do was work with these terrifying, but oddly reasonable monsters and maybe she could go deal with her panic quietly. Plain Thatch just wanted a normal day, but alas

“Anything else you desire your majesty?”

“No, when you finish cleaning come to the Gala Hall, I am making important announcements that concerns everypony and changeling.”

Determined not to waste another moment the queen set her wings a flitter. The heavy buzz echoed through the living chamber and quickly shifted through the hallway. The Chrysalis’s expression hardened, she would first have to show these ponies they would not be allowed to disrespect her, then they could come to love her in whatever time frame that took. Though she had her doubts, if such a thing could happen. Shade’s idea still seemed a little too optimistic to her, even if she did fancy the thought.

Canterlot castle was abuzz with activity. Throngs of ponies were being escorted and guided by numerous drones toward the Gala Hall. The night had finally come and the stars shone weakly in the heavens. Many of the ponies sweated as the evening air hadn’t cooled from its over exposure to the late sun.

The gloss on Chrysalis’s horn refracted light as she called her lead changelings to her side. Magical resonance came from Shade, Vivisect, and Colony to let her know her call was being answered.

Chrysalis turned the final corner to the Gala Hall, where she was greeted by her councilors, who hovered in the air patiently. The head of the sentinels, vanguard, and drones wore pleased expressions on their fanged muzzles.

“Let us get this over with, I am weary all the exertions this day required.”

“Yes my Queen”

All three changeling leaders chimed in chorus. The queen was flanked by her smaller councilors as they flew into the Grand Gala Ballroom. The loud clamor of a crowd, who murmured among themselves, hit Chrysalis like a wave, overrunning her sense of hearing.

The room could only fit several hundred ponies, compared to the thousands that had shown up, who now trailed in lines out of all the entrances. Hundreds more lined the gardens, and many peered in through the large windows that decorated the ballroom.

Thankfully, Colony had arranged for a makeshift pedestal in a centralized location, in front of the largest central window. The queen hovered down to the position obviously meant for her, and struck a commanding pose in front of the pedestal.

The three councilors took their positions next to the queen and surveyed the body of Canterlot before them. Chrysalis gave a short nod to the leaders of the three changeling divisions, each one in turn cast their respective spells to gain the attention of all changelings. Vivisect’s eyes glowed orange, Shade’s went purple, and Colony’s eyes gleamed bright blue.

All Changelings went silent. The sudden eerie quiet from the changeling swarm caused the gossip of the ponies to lower their voices to faint whispers. Chrysalis’s horn flashed briefly as she cast an amplification spell, and flinched slightly from the sensitive state of her horn, she curtailed her expression of pain before proceeding to speak with a powerful voice.

“As my drones have undoubtedly informed you, I have a few important announcements to make. This will not be an open question session. After I talk with the leftovers of your pony leadership, you may submit any additional queries to them. Am I understood?”

To emphasize the point, Chrysalis made a loud thump on the surface of the pedestal, with her large hoof. The sharp concussive noise silenced the whispers among the ponies, and there was a general acknowledgement through a series of silent nods.

“Good, now my first announcement is that you ponies have nothing to fear.”

This was met with several incredulous guffaws, snorts, and angry mutters. Chrysalis responded with an even louder voice as her wings buzzed in irritation.

“You are now MY subjects! That means I am responsible for keeping you alive and healthy. Your lives will continue as they have for the most part, with a few minor changes. We will live among you, and our changeling discipline will not falter simply because we’ve secured power. Expect to work alongside changelings around your homes and places of business.”

There were several ponies that shivered at the announced prospects, a few others quietly grumbled.

“My swarm will feed on your excess emotions, at specified intervals and locations. Everypony will be expected to contribute, and before any pony complains, it does not hurt for a changeling to feed on you. In fact most of you probably won’t notice any sensation when it happens.”

There was a large wave of doubt and apprehension that came from the crowd, any changeling could easily smell it, but this didn’t deter Chrysalis. It would only be a matter of time.

“No pony needs to worry about becoming an emotionless husk either; I will personally see to it that my changelings do not abuse our position, lest they face dire consequences. In fact, I want all ponies with family and relatives outside of Canterlot to write them, and tell them you are safe and sound. Equestria will not fall apart, but will develop under a new Queen who will oversee you to a glorious and powerful future.”

Chrysalis paused, the crowd of ponies seemed to be in quiet contemplation, which brought a confident smirk to her mouth.

“That is all for tonight. You are all dismissed.”

She tapped the pedestal twice with a concussive ring, and she turned to the changeling councilors seated behind her. Her attention now addressed them.

“Colony, find out what is left of the pony leadership, community leaders, or anypony with a public face. And gather them for a meeting tomorrow morning. All the specifics will be ironed out then.”

“It will be done my queen.”

“Vivisect, make sure nopony disturbs the royal throne room, or my chambers this night.”

“With certainty my queen.”

“Shade, quietly inform the swarm they can feed tonight, they deserve it, but make sure they do it subtly. If a changeling over drains anypony, report it directly to me. The ponies need to perceive they are being respected.”

“Nopony will know they have been fed on this night my queen.”

“Good, good, now shoo!”

Her commanders quickly jumped to their hooves and went about their orders. The crowd of ponies started to leave, and slowly shuffled past one another, most of them still carried uncomfortable and concerned expressions. A small group bore angry scowls, but didn’t dare say anything about it to their new overseers.

Devoid of the need to address her subjects further Chrysalis relaxed her posture, and slightly slumped her shoulders, letting out a long tired sigh she’d been holding in. Between the battle with the two princesses, the incident with the sun and the long preparation process, the Queen was all but completely drained and wanted nothing more than to sleep. However, there was still one last matter to attend to, thus begrudgingly, she started to fly slowly through the air, making her way towards the throne room


The grand doors of the throne room were casually thrown wide open. There was a very specific cocoon Chrysalis had in mind, her fanged muzzle bent into a grimace as she thought about her burnt horn. She was going to get the answers she wanted.

With limited grace Chrysalis’s hooves left the floor, and she hovered from pod to pod. Each of the ponies was asleep within their slimy prison, and it was Celestia’s cocoon that Chrysalis rested her eyes upon. Green light softly emanated from her horn and she placed it in contact with the pod’s transparent surface.


Celestia sat peacefully in the midst of the Canterlot gardens. A large white canvas mounted on an easel stood in front of her. She calmly moved a brush between a palette of paint and the canvas. The grand white Alicorn was half way through the painting of a delicious looking multi-level cake.

She brought her eyes down to the palette and started to mix red and white to create a pink highlight for the cake painting. When her eyes returned to her canvas she did a double take.

In place of the painting of a cake, Chrysalis’s face now occupied the white canvas. The Changeling’s expression was not amused. The white Alicorn kept her reaction reserved. She simply observed the rather sudden appearance. The painting moved about as if Chrysalis was simply on the other side of a mirror. Before the Changeling Queen could speak, Celestia smeared pink paint over the canvas with a large brush. A comical set of glasses and mustache was added to the angry face that stared up at her.

“Hey! You will respect my royal countenance!”

“Is that so?”

Celestia giggled as she painted large pair of off center pupils over Chrysalis’s eyes. This caused the queen to bare her fangs and growl, so Celestia added a large floppy tongue.

“If you care about the ponies you once ruled over you will hear me!”

The Alicorn’s smile suddenly hardened under the accusation.

“And why would you care what happens to my little ponies?”

“I am not some mindless monster. I care for my subjects like you cared for yours.”

“Why do you need my help? You already proved yourself more powerful than I.”

The dream Celestia narrowed her eyes and maintained a stern, disgusted tone. Chrysalis continued despite the glare.

“The Sun”


“How did you go about raising and lowering it? That infernal thing nearly singed my horn off.”

Celestia suddenly snorted at the notion of it. She chuckled, and picked up the paint brush set on the palette and started to paint little flames over Chrysalis’s horn. The large bug smacked her own face with a hoof, then slowly dragged it down.

“I know you and the unicorns before you did it without such a backlash, TELL ME HOW!”

Chrysalis’s voice had risen substantially, and the command she shouted blew back Celestia’s mane. The white alicorn was not pleased with the abrasive changeling’s manners, and she let it show with scowl. She responded with a stern suggestion.

“Quiet yourself, this garden was quite peaceful before your presence interrupted it.”

“Grrrruh, Fine, If you would be so kind.”

“My cutie mark isn’t the symbol of the sun for nothing. Besides if you try to move the sun without the proper spell, consequences like that are not uncommon.”

“Could you tell me of this spell?”

“You could just release me, and I would go back to raising and lowering the sun.”

“That’s not an option.”

The stare off between the two tall equines was fierce. Celestia with her cold, hard, magenta eyes, and Chrysalis with her painted on glasses, derpy pupils, long curly mustache, large lolling tongue, and flaming horn… The alicorn broke first.

“I will tell you only because I don’t want my ponies to suffer from you irresponsible blundering. Tell me Chrysalis, how much of the world would you let burn or freeze before you would let me free?”

For a moment Chrysalis seriously contemplated that, and she fought hard to hide any tells her face might give away. She would certainly suffer along with the rest of equinity if the sun were seriously mishandled. However, she couldn’t let that alicorn know any of that would concern her seriously. As long as she was perceived as dangerous, and maybe a little off kilter, perhaps she could continue to extort useful information. Celestia did have such a soft spot for “her little ponies” after all.

“Hmm, I suppose as long as there are enough remnants left to build something from the ashes, I could suffer the losses. Me and my subjects have already been doing that for years. But that isn’t pertinent, what matters more is if you can answer the same question. How much of the world would you let burn or freeze before making this concession?”

The white Alicorn sneered distastefully. To lose thousands of her citizens in a grudge match was not worth it to her. As long as Chrysalis sought her for advice, she could still influence the kingdom that was no longer in her direct control. Celestia’s prestigiously long horn touched the surface of the canvas, and flashed gold for a moment. The knowledge of the spell required to move the sun properly was transferred to Chrysalis’s mind.

“Before you try again, gather some help. It will be less risky with several of you to share the burden.”

“My thanks, Celestia.”

Celestia simply frowned, she was not happy that an equine willing to be so cold, now sat on her throne. There was nothing else she could do, the cocoon kept her in a permanent dream state. This was the only way she could offer her little ponies some means of comfort. Even if it was only to make sure this fool of a changeling didn’t destroy them by misusing the heavens.

“Come again if you find your leadership, insufficient…”

This triggered a scowl from Chrysalis

“I can assure you that will not be often, sweet dreams Celestia.”

With that Chrysalis’s obnoxiously painted face disappeared from the canvas. The art work previously done by the white alicorn reappeared right where she left off. A long drawn out sigh was exhaled from the imprisoned princess. She finished the last highlights she wanted on the cake painting, then put a hoof up to the canvas.

Celestia was able to pull the cake right out of the canvas, which made a seamless transition from two dimensional painting, to three dimensional pastry. She took a bite.

The sweet taste did little to soothe her stress rattled mind. At least this wasn’t the worst way to be imprisoned.


The perfect day had finally come to a close, and Chrysalis lazily crashed into Celestia’s massive bed, it was twice the size of Luna’s, and that was already large. A miniature mountain of pillows and other squish-able comforts were piled high around the head board.

As she crawled like a lizard, the Changeling queen buried herself underneath the mound of feathery delights, until only her horn poked out of the amongst the pastel colored pillows. A deep groan of released pressures reverberated across the royal bedchamber.

“Definitely better than my old pile of moss…”

Ch.4 "Orientation for the Queen"

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Chrysalis Wins

Ch.4 “Orientation for the Queen”

Tap, tap, tap. Chrysalis’s head emerged from the pile of pillows like a snake from its den, very slowly. Venomous green eyes peered around to see who would dare tap on her horn, and more importantly disturb the most pleasant sleep she’d had in years. The faint buzz in the air gave her the clue to look up.

The small stature of Colony hovered patiently nearby. She looked down on the queen with a somewhat nervous expression, that grew with Queen’s own face of annoyance.

“Forgive me for disturbing you my queen, but the ponies say this is the scheduled time to raise the sun.”

Chrysalis let out another groan, as she raised her head out of the pillow pile, shaking off some of the sorneness from the previous day.“Go get Shade and Vivisect, meet me at the Solar Tower observatory once you have gathered them.”

When Colony buzzed out of the room Chrysalis let out a long noisy yawn, and fully exposed the neat rows of sharp teeth that filled her mouth. When she stood up she found her hooves sunk deep into the mattresses foamy body. She liked the new texture, and smiled deeply since she knew it was now hers.

She leapt off the bedding and began a brisk trot towards the Solar Tower. On the way she spotted Plain Thatch in the hallway, who abruptly stopped and bowed once she noticed her presence. The queen decided to stop and humor the cleaning pony.

“Up early aren’t we?”

“J-just going about my usual schedule your highness. I’m used to getting up before sunrise, fixing Celestia’s sheets and all, though they’re your sheets now I suppose.”

The queen couldn’t help but grin at the validation, reminding her again of her success. “Yes, they are. Go on Ms. Thatch.”

Chrysalis moved on from the short exchange and moved on, though it took a few more moments to reach the tower. Rather than walk up the staircase, Chrysalis flew up to the balcony. Shade, Vivisect and Colony were already there. Chrysalis ignited her horn as she walked towards her councilors, to get their full attention.

“All of you are going to help me raise the sun. I tried moving it on my own yesterday, and let’s just say it was an unpleasant experience I’d prefer not to revisit. Thankfully, I gained a spell from Celestia to aid us in moving it. Now come forward and learn.”

Each of her councilors ignited their horns and walked forward. One by one the queen touched horns with each of the changelings, and imparted the necessary knowledge. Once that was completed, they moved in a unified trot to the balcony, and cast their collective gaze at the horizon.

The group of changelings shared a dull white glow in their eyes as the spell was conjured. It was not the same out of body experience Chrysalis had experienced earlier thankfully. There was no burn, just a warm tingle that cascaded down from her horn over her head. If anything, it felt like they were simply using a higher form of telekinetic magic.

Moments later light broke across horizon, and the sun peeked over the edge. All four of the changelings powered down their respective spells, and let the sun flow its natural course. Chrysalis inhaled deeply, and felt just fine after she moved the sun in this manner. When she turned to the others she found that they panted heavily.

“How do my councilors fair?”

Shade and Vivisect straightened their postures and stood erect. The sentinel and vanguard stared at each other, and dared the other to complain first. Colony answered first.

“I feel sunburned my queen. It stings, everywhere.”

The head drone hung her head low, her legs spread in a wide stable stance, and one eye twitched quite fiercely.

“Hmm, I don’t think it will be as bad once you gain more power from feeding. If necessary,we could get a group of unicorns to do this instead of us, but until we can organize that you me here for sunrise and sunset.”

“Yes *cough* my queen”

The three councilors voiced all together, each of them sounded scratchier than they did before their mutual activity.

“Now give me your reports, you first Colony, then Shade and Vivisect can divulge.”

Colony laid her body on the balcony floor, and lifted her head up to face the queen.

“My drones were able to identify nearly two dozen ponies that would be considered of significant importance. They were instructed to be at the Gala Hall by sunrise. I don’t believe you instructed a specific location last night, so I hope the Gala Hall is satisfactory?”

“Yes quite, head there now, let these “important” ponies know I’ll be there shortly.”

A short bow was given as Colony raised herself from the floor and left, though flinched as she moved, still reeling from the previous task. Chrysalis looked expectantly at Shade. Her primary vanguard shifted nervously on his hooves.

“I detained two changelings for over feeding last night, I kept note of the ponies they fed on as well.”

The giant queen growled in displeasure. She stomped over to the head vanguard and lowered her head down to his eye level.

“Bring the two changelings, and their victims to the Gala Hall. They will join my meeting.”

“I want to apologize my queen, it was my resp-“

“You can’t keep eyes on every changeling Shade. Now leave.”

Shade lowered his head and scampered off the balcony like a whipped dog. Since the sentinel was last, she stepped forward and bowed to her queen.

“There was only one disturbance last night. Two unicorns approached the throne room searching for Twilight Sparkle and Shining Armor. They identified themselves as Night Light and Twilight Velvet, their parents. I told them nopony was allowed in the throne room on your personal orders. After they protested for a short while, we managed to persuade them to leave.”

“The parents of Twilight and Shining? –sigh- Oh family… the spawning ground for plots of vengeance and rebellion. Vivisect, if any other ponies approach the throne room and identify themselves as family to the prisoners, imprison them as well.”

“Yes my queen.”

Vivisect stood stall and saluted Chrysalis. The large sentinel was only slightly shorter than her queen. Both of them started to rapidly beat their insect-like wings, and head to their respective destinations.


The low drum of the queen’s wings echoed through the Gala Hall and into the ballroom. Many seating cushions surrounded the central pedestal, with various ponies already settled on them. Several drones stood attentively by the doorway, they made a hissing cheer as their queen passed them, while the ponies kept quiet

A loud crash and thud occurred as the queen landed heavily on the pedestal, which slowed all conversation within the ball room. Large green eyes roamed over the dubbed “Important” ponies of Canterlot. Eventually all conversation died as the ponies looked at the silent queen. One additional moment of silence later Chrysalis opened her mouth to speak.

“I only have a few objectives for this gathering. Since this could go on for hours, pouring over the minutia of your old government, I will designate one of you as my liaison for such details. By the time this meeting is complete I want a schedule for my changelings to feed. You will also be using your positions of influence to unite Equestria under Changeling rule. Any questions?”

“What if we don’t agree to do this…”

An old grey unicorn stallion with short white mane and tail stood from his red velvet cushion, and gave the queen a challenging stare. His monocle and top hat looked scuffed and dirty, and there were some tears on his suit coat. The mark of crossed swords was on his flanks.

With a loud cough and flash of magic a large empty cocoon appeared near the queen, and hovered in the air, with the open end pointed towards the old unicorn like a hungry maw. Several members of the gathering gasped and flinched, fearful of what might happen.

“I’m afraid I can’t afford dissenters at this stage of development. If you are not here to help stabilize the situation, you can join the rest of the prisoners. That goes for the rest of you!”

She leered at the crowd, and dared any of them to give her a defiant look again. The old stallion straightened his monocle before he reclined back into his cushion, gaze averted from the queen. Chrysalis lowered the empty cocoon to the side of the pedestal, and kept the open end pointed at the group.

“Now, each of you will take turns introducing yourselves. State your name, and why you are significant enough to be here.”

The queen brought up one holed hoof and pointed at the nearest pony, a middle age mare wearing crescent spectacles and a short professional dress. When the large black hoof pointed at her the maroon mare, she quickly stood up and bowed.

“I am Golden Trust your highness, and I was… Am, Minister of The Royal Treasury. The current budg-“

“Money pony, I get it, next!”

Thus began the circle of introductions. Various ministers and heads of noble houses were present, and accounted for the majority of the bureaucracy and wealthy families. When one Pegasus designated herself as a Wonderbolt the queen snapped forward with deadly focus.

“Wonderbolt? Wasn’t that a specialized branch of Celestia’s guard?! Why, pray tell are you not imprisoned at this moment?”

“I surrendered your majesty! I joined them because I liked the uniform and competitions! I never really wanted to fight… I, I, I could show other ponies that even a Wonderbolt is willing to work with you, uh, for you, um, under you?”

Chrysalis had walked down from the pedestal with quick aggressive steps, her horn glowed with green magic. She stood tall over the cowed blue and white Pegasus, who covered her eyes with her hooves and braced for some kind of impact.

“Fleetoot was it?”

“Uh-uh, ya your, um, majesty?”

“Did you see the Wonderbolts loyal to Celestia imprisoned?”

“Y-yes, I saw Captain Spitfire and Soarin st-stuffed in one of those things.”

Fleetfoot had opened one eye and nervously pointed to the empty cocoon with a hoof. The queen’s demeanor relaxed a little and she sat down, and still towered over the Wonderbolt, who cringed under her gaze. A large hoof stroked her chin as Chrysalis put on her best muse face. Fleetfoot cleared her throat before she tried to appease the queen and explain further.

“I escaped capture by taking off my uniform and hiding. When I saw they weren’t stuffing ponies into cocoons anymore I came out. Then, uh, when your drones came looking for important ponies, another pair of pegasi recognized me and pointed the drones in my direction. I didn’t let them know I was a Wonderbolt, I guess your changelings just assumed I was important cuz’ other ponies recognized me.”

She ran out of words after that, and looked up at Chrysalis with a small amount of hope that she wouldn’t be stuffed in a cocoon. A hum reverberated from the queen’s chest and she extended a hoof to the drooped Pegasus. Hesitantly, Fleetfoot accepted it, and was lifted to stand in position.

“How much did you enjoy flying in shows and competitions Fleetfoot?”

“Uh, I kinda, well, I loved it, flyin’ has been my passion since I was a filly.”

“Can you teach others your skills?”

“I guess so.”

“Then congratulations, you’re now captain of Wonderbolts. Recruit others with a love for flying, and continue your shows and competitions. Though, keep in mind, you will no longer have any military affiliation.”

A tenaciously held breath escaped from the shaken pegasus. Who promptly dived to the ground and seized one of Chrysalis’s hooves with both of her blue ones, and nuzzled her muzzle against the queen appreciatively.

“Thank you, thank you, thank you! For not putting me in a cocoon…”

Fleetfoot quietly muttered the last part. The queen responded with a little shove to keep Fleetfoot at hoof’s length, and kept a reserved expression. She turned tail to slowly trot back up to her pedestal.

“Of course, my subject. Who knows, some of my changelings may even express interest in your organization. Next!”

There was only one pony left. A white unicorn with fashionably groomed blue mane, dressed in a neat suit, purple bow-tie, and golden monocle, stood up from his blue and gold trimmed pillow.

“Fancy Pants your majesty, premiere socialite and lobbyist.”

The tall unicorn gave a courteous nod, and wore a charming smile. A surprise was his posture seemed very relaxed, while he maintained a dignified air.

“So most of these ponies trust you and your opinions?”

“Indeed, I also have a well founded reputation with influential ponies throughout Equestria. For starters, the Mayor of Manehattan is a good friend of mine, I believe I could persuade her to accept that you are respectable, and there would be no need claim that city with force.”

“That’s the most useful thing I’ve heard today. You Fancy Pants will be my Liaison for Pony Affairs.”

Surprised gossip commenced among the small crowd at this announcement. Fancy Pants tactfully kept his surprise in check, though some practical concerns still pushed themselves forward.

“By Liaison am I to understand you want me to relate all affairs of government to you?”

Chrysalis sniffed the air, but she didn’t need to taste Fancy’s emotions to see he was feeling a little overwhelmed.

“I want you to look over things generally in my place. Anything these ponies would have petitioned Celestia with, will now go to you. I only want to be notified of severely threatening issues. I won’t be bothered by petty property disputes, only warn me if blood is about to fall.”

The queen ignited her horn her horn and sent a mental message to several nearby drones. In buzzed from half a dozen changelings that neared the small conference, and they landed next to the tall white unicorn.

“These drones will be your personal assistants. Order them to do whatever you want, your word will carry the same weight as mine to them.”

Immediately after that announcement the sound of hoof falls sounded from the entrance to the Gala Ballroom. Shade entered along with half a dozen other vanguard changelings. In tow were three ponies, a stallion, mare, and foal. As well as two more changelings, who had their wings shackled in slime, and their horns restrained in goo. Chrysalis narrowed her eyes and her muzzle drooped into a slight frown, she knew how she wanted to handle this.

“I have brought the guilty and their victims my queen.”

Shade announced loudly

“Keep to the side, I will use them shortly.”

The queen suddenly put on a disconcerting smile, She swept a hoof in a wide gesture.

“Now that we are done with introductions, my important ponies, we will address the subject of feeding my swarm. Fancy Pants, care to join me for a little demonstration?”

Her gestured hoof was brought low and gently patted an empty space on the pedestal. The sharply dressed unicorn held a talent for controlled nervousness too, and he rose from his cushion to walk over to the pedestal. Confident suave was displayed in his trot. The soft smile on his face never faltered.

“Certainly your majesty.”

When Fancy took his seat next to the queen, she inhaled softly. A barely visible shimmer in the air passed between them, like a small heat wave. The unicorn cocked an eyebrow, but remained quiet.

“How do you feel?”

“Should I feel any different, your majesty?”

“I just fed from you.”

Most of the crowd blinked in surprised silence, there were one or two gasps, but most just waited in suspense. Many had imagined the changeling feeding process as something horrible, but here nothing had happened. Several members found themselves in disbelief.

Fancy Pant looked himself up and down, and put a hoof to his chest, then his head. When he found nothing wrong he turned back to the queen.

“I can’t say I feel any different.”

“Good, what I took was a proper sized meal. Four or Five more changelings could take the same, and you would only feel a momentary tingle. If I don’t use magic, this feeding would last me a week before I would feel hungry again.”

A slight murmur passed through the gathering, it was considerably less nervous than previous mutters had been. Chrysalis smirked knowingly at several of the doubtful ponies.

“What did I say, you have nothing to fear. By the way, your love tastes like champagne Fancy Pants.”

The proper white unicorn opened his eyes wide. He discretely put a hoof to his face and tried to smell his own breath.

“I don’t smell of it do I? I haven’t had a drink in days.”

One or two ponies dared to chuckle, the rest silently thought about what this new information could reveal. The queen lowered her face close to Fancy’s and took two very obvious sniffs.

“No, you don’t smell of drinks. You may return to your seat.”

The unicorn processed the information while he left, Fancy Pants felt relieved of at least one thing.

“Now that all of you have seen what a proper feeding is, I will show you the results of misuse, and how I plan to deal with that. Shade! Bring them over.”

Shade and the other vanguard escorted the two detained changelings and three ponies next to the pedestal. This gave all gathered in the meeting a clear view.

With a studious gaze Chrysalis observed her examples. The two guilty changelings were drone class. Each of the three ponies had their natural colors faded, bags were under their eyes and they looked utterly exhausted, particularly the foal, who looked ready to collapse

The observant peer of the queen broke and she stomped down the steps of her pedestal, and arrived next to the bound drones.

“I expected better discipline from changelings who are part of MY swarm!”

Both of the drones were surrounded in the green aura of the queen’s magic and lifted into the air. Muffled squeals escaped from the changelings as they were both stuffed into the empty cocoon next to the pedestal.

“Put them with the other prisoners, they are not to be released until they’ve molted from hunger.”

She grabbed the cocoon in her magic, and levitated it over to Shade, it was sealed shut as it hovered through the air. Her head vanguard grabbed the prisoners with his magic as they were passed to him. With a quick nod he and the other vanguard left towards the throne room.

She relinquished her attention from that problem, Chrysalis then turned to the three pony victims, all of them were unicorns. She approached the stallion first, he recoiled, but she pressed forward anyway. Her horn glowed and she lowered it to cross with the shorter stallion’s, she exhaled as she did so, which caused a transparent shimmer in the air.

The paled green coat on the stallion became saturated with it’s darker natural hue, the bags under his eyes disappeared, and his posture straightened out.

“Wha-, what happened?!”Came his surprised exclamation. The queen moved over and did the same for the mare and foal before she answered.

“Stolen love energy can be given back. You three will be exempt from the obligation to feed my swarm. I’ve left a mark, so other changelings will know not to feed from of you. Go back to your homes.”

Sure enough, there was a green ring at the base of each of the three unicorn’s horns. The mare and stallion muttered some thanks before they scurried out of the ballroom, with the foal between them.

The reaction from the members of the meeting was mixed. To see the queen imprison some of her own changelings, and then help some random ponies caused a stir of confusion. Chrysalis returned to her pedestal once more and sat in a relaxed position.

“At this time I would like to hear any proposals you ponies have for integrating changeling feeding into your schedules.”

“Like opening a restaurant for changelings or something?”

The scratchy voice came from Fleetfoot.

“Love donation center might sound, less intimidating.”

Grumbled an old grey unicorn in a top hat. In the introduction he had introduced himself as Sharpen Bold, a successful statesman.

“It could be a Love bank. Ponies could obtain accounts and records, to keep track of regular deposits. Your changelings could also have their feeding tracked. Just give everypony identification." Golden Trust voiced helpfully.

Chrysalis didn’t need to hear anymore to decide she liked the maroon mare’s method of approach. She held up a hoof, which stopped any more proposals.

“You Golden Trust may organize this. You have until tomorrow to flesh out the idea, once you have it complete report it to Fancy Pants, and he will report it to me. Just keep in mind, I have 10,000 changelings to feed. My demonstration with Fancy Pants should give you an idea for dividing up your ponies time.”

The royal treasurer nodded to the queen’s request. The giant changeling stood up, and felt business was about done.

“My liaison is chosen, and a feeding schedule in the works. For the rest of you, I want you to send petitions to the other cities in Equestria, ask them to join us peacefully. Report your results to Fancy Pants within a week. This meeting is now adjourned.”

One loud tap echoed off the pedestal, and several of Canterlot’s elite roused themselves to their hooves. The queen sat and watched them as they left, she thought of one more thing she wanted to add.

“Golden Trust.”

“Yes your majesty?”

“I am going to send one of my counselors to work with you, her name is Colony. She is the head of my drones, and she will answer any additional questions you may have about changeling needs.”

“I will make the appropriate accommodations.”

The treasury pony left with her final notification, leaving the Queen all but alone She stepped forward and buzzed her wings to depart when she noticed one more pony had stayed behind, he faced the queen expectantly. The broad white unicorn flashed a bright smile. She recognized him easily from the introductions.

“If you want something Blueblood bring it to Fancy Pants first.”

“I’m afraid it’s something Fancy Pants won’t be able to speak on your behalf for.”

“What is it then?”

“Do changelings practice marriage?”

When she heard Blueblood’s question she snorted. Then broke into a laugh.

“Hahaha, do tell me why you would be interested in that. The only love I smell off of you is for yourself.”

“I am Archduke of the House of Royals, and a prince under Celestia’s rule. A union between us would be a sure way to gain approval from the noble houses; I could guide them to endorse your rule.”

“You’re not dissuaded by my looks either?”

Chrysalis snapped her jaws into a wicked grin, and put her sharp fangs on display. She buzzed her wings and riled up her patchy mane. The prince gulped,

“Well, you can take the guise of a pony, can’t you?”

Mystical green fire erupted around the queen’s form, which caused Blueblood to lift a hoof and shield his eyes. When the light dimmed he ventured to look over his hoof. A perfect copy of himself stood there. Chrysalis lifted a hoof and brushed it through the blonde mane her new form supported.

“Down to the last detail.”

Blueblood saw his copy make kissy faces at him. It was strange, he was somewhere between disgusted and intrigued. He licked his dry lips, and remembered he had actually made many of those faces to himself before, in his own mirror, to himself.

“But you’re forgetting one thing Blueblood.”

“Prince Blueblood.” He attempted to correct.


The force of the queen’s voice blew against the pompous pony like a wind tunnel. He was promptly knocked backwards onto his flank.

“I DEFEATED CELESTIA! All of the royal guards have been defeated by MY SWARM. You may have money and resources, but you have nothing to defend them with. Don’t presume I need your, or the other nobles approval. You know what fate awaits you should any of the noble houses oppose me.”

The guise had stripped away during her tirade, and Blueblood cowered under her overbearing presence. Her eyes flashed with magically charged aura as she glared.

“To answer your initial question, it is yes and no. Many of my vanguard infiltrators have adopted disguises that are married off to somepony. And no, I don’t marry off changelings when they find a reproductive partner. We have never bothered in our natural forms and see no reason to do so now Now, unless you have something of use to contribute, get out of my sight.”

It didn’t take a moment for the thoroughly intimidated Blueblood to gallop out of the Gala ballroom.


The doors to the throne room were pushed open, morning sunlight and a queen entered through them. She hummed a merry tune to herself as she passed several sentinels standing post.

“Time for breakfast!”

Chrysalis sang in simple melody. She hovered up to the imprisoned ponies, and jovially drummed on each pod with her front hooves as she passed them.

“Which one, which one, aw who am I kidding, I’m going to have all of you.”

She slowly sniffed each pod, she had only to decide which one she wanted first. Each pony had a distinct taste, dependent on the personality of their emotions. The fluid in each pod absorbed emotional energy from its occupant, as a sort of pre-digestive method. This made it very easy for any changeling to feed from a pony stuffed in a cocoon.

Eventually she decided to feed from the yellow Pegasus first. She hovered underneath the pod, and inhaled the waft of emotional energy that pooled at the base. It tasted mild, and rather buttery. So she moved to the next pod, which contained the rainbow maned, cyan Pegasus. After she inhaled a large portion of the pooled emotions she coughed.

“Ooo, you’re a spicy one. ‘cough’ with an aftertaste of insecurity.”

Chrysalis’s eyes had started to water, and she lifted a hoof to wipe the excess liquid away. With the other hoof she fanned her heated face. Anxiously she looked around for another pod, she needed another flavor personality to cool this one off.

She spotted a familiar princess, Chrysalis smiled.

“Let’s see if your love tastes as good as Shining’s… ehehehe.”

Eagerly, the queen gulped at the energy emitted from the cocoon, which contained a pretty pink princess. The large Changeling hummed in delight with what she tasted.

“MMMmm, fruit and cream, I should have suspected.”

It counteracted the residual heat of Rainbow’s flavor, and left Chrysalis feeling quite satisfied.

“I suppose I’ll try the rest of you later. I do have a swarm to manage.”

Ch.5 "Orientation includes angry subjects"

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Chrysalis Wins

Ch.5 “Orientation includes angry subjects”

After ‘breakfast’ was eaten, Chrysalis spent most of the day exploring the various facilities of the castle. One of her first stops, was the kitchens, where she gleefully decided to partake in some of Celestia’s fancy dishes.

Hey, even changelings like to eat physical food every once and awhile, even though they don’t need it. Besides, that’s how changelings know how to compare what love tastes like. At least this was the explanation given to some dumbfounded chefs.

Then she took a walk through Celestia’s fabulous gardens. After that she admired the jewelry in Celestia’s royal treasury, and she looked through the books of the former ruler’s personal library. Chrysalis’s favorite thing to explore was the vault of ancient and powerful artifacts, which Celestia kept restricted to all but a select few, the sign merely made the queen smirk.

Periodically Chrysalis had returned to the royal throne room, for ‘lunch’ and ‘dinner’. She sampled the love of other princesses and Elements of Harmony. The collective passion between those groups of ponies fueled her sense of power even more. The queen was now confident she was even stronger than when she had defeated Celestia.

Otherwise things didn’t really get interesting until that night.


Two changeling sentinels stood guard outside of Chrysalis’s recently acquired bedroom. Neither of them noticed a shadow, which jumped from one dark corner to the next. The form was flat against the walls and floors it traveled along.

One sentinel sneezed, a distraction which the ethereal figure took advantage of. Within the blink of an eye the shadow entity passed between the sliver of space between the doors and the floor, and entered the royal bedchamber.

Chrysalis was buried under her usual pile of plush comforts, her horn poked out, and was the only indication she was there. Other than the soft snores, that emanated from the pillow mound.

Slowly, the shadow on the floor coalesced. A tall dark Pegasus with bat wings, and slit pupils, emerged from the dark spot. A long shafted spear was gripped in his hoof. The lunar guard stalked forward, the large purple and blue plated armor he wore was deceptively quiet. A grimace soured his face and his eyes furrowed furiously.

The lunar pegasus grit his teeth, and raised his spear, ready to plunge it down on this usurper and down it came.

The silver spear tip disappeared into the mound of pillows with a swish and thud as it impacted something solid beneath them. A yelp of pain came from the pillows, and the lunar guard cursed under his breath, he didn't hit anything vital enough to silence her immediately.

In the next moment the mound of pillows exploded in a wave of green magic. Soft things suddenly flew of deadly speeds. One of the pillows struck the bat pony with all the force a nearly sonic pillow could strike with, right in the face…

Chrysalis stood and snarled in the midst of her wind blasted bed. The spear had punctured right through the base of one wing, which left a large unsightly gash. Clear fluid dripped from the injured appendage.

She seized the spear with her magic and pulled it out, this caused the gash to widen and tear the injury, to which the Queen cringed in searing pain but thankfully it was out. The queen glanced about the room to look for the perpetrator; against the opposite wall was a stunned Lunar pegasus. In one long bound, Chrysalis leapt from the bed and landed noisily in front of her assailant.

“What fool dares to attack me!”

Her large front hoof came down and stomped on the bat ponies front leg, making a sickening pop. The armored guard gasped at the new and unpleasant sensation of having his leg dislocated. At this point the changeling sentinels had opened the doors to the bed chamber and rushed inside.

“My queen, what has-”

Both sentinels saw their queen standing over a fallen Lunar Guard. They immediately activated their combat magic. Each had a long, green, ghostly blade form around their horns, and their front hooves reshaped themselves into lethal claws.

Before the sentinels pounced on the intruder the queen held up her hoof to stop them. She growled at her would be murderer.

“Tell me why you even thought you could succeed, you pathetic excuse of a soldier. I am more powerful than any alicorn who ever ruled these lands!”

The cornered Lunar pegasus grunted as he shook his head. After his vision cleared he looked up at the queen with gaze that conveyed utter loathing.

“You can still bleed, you monster!”

The giant changeling knocked the defiant bat pony on his back, then pressed a heavy hoof down on his chest. The air was forced out of his lungs and he gasped for breath. Chrysalis lowered her head close to the bat pony, and sniffed for emotions. What she found surprised her.

“You had no hope for succeeding, just a misguided sense of loyalty. ‘sniff’ and a passionate vengeance for loss. ‘sniff’ loss for a very specific pony.”

She released the pressure of her hoof on the lunar pegasus’s chest, and let him gulp in some air. He panted several times before he angrily wheezed at her.

“Y-you, imprisoned Luna. She is why I joined the Nightwatch, she was… my inspiration, a beacon to all Bat Ponies ! And you just stuffed her in one of those disgusting prisons!”

“Would you like to see her?”

Chrysalis’s angry snarl had transformed into a malevolent grin. The bat pony blinked unsure of what to make of it, but fear started to creep down his spine. A green aura surrounded the armored assassin, and he was pulled across the floor.

The queen exited her bed chamber, and dragged the bat pony behind her in her magic. He flailed about like a rag doll. Her two sentinels trailed behind her; they had since deactivated their fighting magic. One sentinel nervously piped up a question.

“Are we not going to execute this scum, my queen?”

“Why would I do that? He obviously has great love for his ex leaders and country. He will be most nutritious as a prisoner.”

The group traveled their way up to the throne room. Chrysalis had taken to bouncing the bat pony up and down like a ball. Each time he collided with the floor his armor made a loud clang and clatter, which was followed up by a groan of discomfort.

To the new prisoner’s relief the queen stopped when they entered the throne room. She knew where she wanted to go, and she lifted the guard high in the air to face a specific cocoon. There was the princess of the night, sleeping peacefully, suspended in her organic prison.

The sight caused a well of emotions for the lunar guard. He bit his lower lip and his eyes started to water. There was nothing he could do; his only attempt at some justice had failed, miserably. Chrysalis caught the look.

“Don’t worry, little bat. You will get to join her, and live out any fantasy you have in your twisted little dreams.”

The lunar guard gritted his teeth, and his voice turned bitter.

“Nopony will love you like the princesses, you vile insect. Who could love somepony as cruel as you.”

“Coming from the one who tried to impale me with a spear… Tsk, tsk, I don’t need you or anypony to love me. I just need them to respect their queen!”

A fresh cocoon was conjured up, and the failed assassin was unceremoniously shoved in it. The two sentinels, who had followed the queen, took the time to attach the newest prisoner to the ceiling.

Chrysalis let out a long weary sigh, and put a hoof to her temple, she began to rub it slowly in circles. Once the two large changelings finished their task, they waited patiently for their queen’s next order. She was simply content to sit in silence for a short while, her mind had settled from its excited rush and was going foggy, thanks to the lack of sleep and pain she was still experiencing.

Her horn ignited as she mentally called for her lead vanguard. While she waited, Chrysalis set her body down on the floor and crossed her front hooves. The two sentinels at her side busied themselves with scanning the area; they didn't want any more surprise shadow attacks.

Shade entered the throne, and immediately hovered over to his queen. Once he landed he lowered himself into a low bow. The vanguard appeared fully alert, and apprehensive.

“What is it you require my queen?”

“I need you to search out the pony population. Look for any with violent tendencies, and imprison them. One of them got uncomfortably close this night. I’m certain there are more straggling guards and rebels somewhere.”

Chrysalis pointed to the bat pony, who was being sedated in his new slimy container. Shade’s eyes flicked up to lunar guard, and noticed they didn't even bother with taking his armor off before imprisoning him. That was going to rust nastily.

“Then Colony will monitor the swarm while I investigate the ponies?”

“No, she is busy planning with a pony official. I’ll assign Vivisect to it.”

The vanguard grumbled quietly at his queen’s decision, Vivisect wasn't exactly subtle enough to catch sneaky, disobedient changelings. Before Shade could formulate plans for filtering the pony populace his eyes flashed a bright purple.

Lucid images flashed into his field of view. One of his vanguards stationed far north was sending him a message. Short phrases, and brief experiences could be communicated through this method. It was the primary way vanguard kept in contact with each other while exploring new regions.

What Shade saw brought a wave of surprise. Through this northern vanguard he could see a massive city. Despite the snow blanketing the lands, the city appeared to be in the middle of spring, complete with green fields of grass. A massive opaque tower resided at its center, and all the structures branching out where of some kind of shiny stone.

A Crystal city just appeared, we don’t know what this means.”

The toneless voice echoed in Shade's head, and the borrowed sight ended. The head of the vanguard turned to the queen.

“There is a surprising development in the north, my queen.”


“A large crystalline city has just appeared. Some kind of magic is keeping it in a state of spring despite the land around it being covered in ice.”

“What? There is no large city in Equestria in that region. Is your vanguard delusional?”

Shade put a hoof to his head, and his eyes flashed purple again.

“No, I’m seeing it clearly. The city is inhabited as well, and it’s even larger than Canterlot! I have no idea what this means.”

Chrysalis growled in frustration at this new revelation.

“Celestia! What secrets are you hiding?”

The queen’s horn burned with green energy as she attempted to fly up to Celestia’s cocoon. She stopped before she even left the ground, as her injured wing refused to function.

“Gah, stupid bat pony!”

With heavy irritation Chrysalis burned a large amount of love energy to rapidly fix the injured base of her wing. There was a slight zipping noise as the gash sealed over in seconds. She tested a few experimental flaps, and found her wing usable. Though it still hurt to use it, the flesh ached deeply for being mended so fast.

This time Chrysalis successfully climbed up to the sun princess’s prison.

Ch.6 "Of Chrysalis and Crystals"

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Chrysalis Wins

Ch.6 “Of Chrysalis and Crystals”

Celestia was in a large tennis court, dressed with in a neat sports vest, and her mane was pulled back in a tight bun. On the other side of the court was Luna. Both of them held up rackets in their magic.

“Your serve Luna.”

Thus began a rapid paced volley. The bright yellow ball zipped back and forth into a seemingly endless barrage. Neither sister was close to giving up, even after the exchange lasted dozens of hits. Stamina was a non-issue because… Dreamland.

At some point during the extended volley Celestia started to hear a funny noise. It was very high pitch ‘eeeeeeeeee’ and it increased and decreased in strength frequently. Her focus started to weaken as she quickly looked for the source of the noise in between hits. Eventually she realized the noise came and went with the ball.

When she looked closely she saw the ball was no longer a yellow-green blur, but something transparent. Celestia dropped the racket she held, and the ball hit the ground on her side of the court.

“Huzzah! That places us at 40 to thy 15”

Luna cheered enthusiastically on her side of the net; she fluttered up and made a hoof pump. Her enthusiasm died a little when she noticed Celestia’s attention wasn’t on her that moment. Instead the sun princess held up a small transparent orb, which was the same size as their tennis ball.

With curiosity, the Night Princess trotted over to her sister, and got a better look at what she was focused on. Inside of the small transparent orb was a teeny tiny Chrysalis, who appeared very dizzy. Luna cocked an eyebrow at the sight

“What an odd addition to your dream, sister.”

“Oh this? This is actually Chrysalis, apparently changelings can practice some limited form of dream walking.”

“Really, shall I banish this monster then?”

“As much as I’d like to volley her back and forth on the court again, she may actually have something important to say. Last time she needed to learn how to move the heavens properly, because the sun burned her horn, can you believe it?”

Celestia snickered the last part. Still unsure, Luna waited patiently for where her sister decided to take this. The thought of Chrysalis burning her horn brought a small smile to Luna’s muzzle. Then the tiny queen tried to communicate. Celestia held the small orb up to her face.




“This is harder to understand than a Breezie… Perhaps I can imagine up a better container.”

Celestia closed her eyes, and when she opened them again the orb containing chrysalis became the size of a hamster ball. Complete with hamster-size Chrysalis, though the miniaturized changeling was not as happy as a hamster.

“This is why few changelings care to dream stalk… much too volatile.”

Though better, the queen’s voice was still very high pitched, which brought another chuckle from both monarchs, but was thankfully, decipherable.

“Speak what you came here for, curr.”

Luna sat her haunches down next to Celestia and glared at the rodent-sized changeling. Chrysalis’s eyes went wide, as she realized the night princess was there, something she had not considered. The two of them maintained an uncomfortable eye contact for several moments before the queen turned to Celestia.

“Do cities just randomly pop up in your kingdom?”

“What do you mean?”

Celestia’s eyes narrow suspiciously.

“I mean that one of my infiltrators in the north noticed a giant crystal city appear out of nowhere.”

Both princesses snapped their eyes wide open.

“The Crystal Empire has returned…”

Luna said under muttered breath. The solar and lunar diarch exchanged troubled looks. Equestria’s most powerful weapons were subdued by the queen, and now the return of an evil tyrant could only spell more potential disaster. Chrysalis noticed the agitated shift in posture between the two alicorns, and it caused her to get slightly nervous. What could possibly have those two worried?

“Well, what does that mean?”

The queen demanded impatiently. In turn, Celestia lowered the hamster ball to the ground and put a hoof to her chin.

“Something that may actually be worse than you.”


Chrysalis dead panned.

“King Sombra…”

Instead of sharing anymore words, the very dreamscape itself started to change. The tennis court faded away, and they were suddenly surrounded by a thrall of crystalline buildings. The massive terrace went on for miles, and eventually developed into pleasant countryside. Overshadowing it all was the massive crystal palace, standing as the largest beacon the queen had ever seen. It made Canterlot castle seem humble in its choice of building material.

“My sister and I dealt with the empire over a thousand years ago. It is the home of the crystal ponies, and the center of a very powerful magic.”

The two sisters, and miniaturized changeling, began to fly over the landscape. It was a dream, so they didn’t even need to flap their wings. Below them were hundreds of crystal ponies, prancing about joyfully, just as Celestia had remembered them.

“But then King Sombra, a unicorn whose heart was black as night, came and took over the empire.”

“Do you really have to use black as night, to describe him Celly…”

“Oh, I’m sorry Lulu, it’s just a popular metaphor that’s been used for years.”

“Indeed, carry on… confound these modern phrases.”

Suddenly the prancing, happy, crystal, shiny, colorful, joyful, optimistic, pleasant, positive, ponies stopped what they were doing, and appeared in chains. Everything darkened, and sharp pillars of black crystal appeared everywhere.

A smiling giant of a unicorn stood on the balcony of the crystal palace, which had also changed into a black tower of despair. Purple and green flames burned ominously all over the place, but they were most ominous from the tyrant’s own eyes. Complete with green sclera, red irises, and purple exhaust wafting like ghost tails from the edges. Fanged teeth added to the aggressive look portrayed by his battle armor and spiky crown.

“He was ultimately overthrown, turned to shadow, and banished to the ice of the arctic north”

The silhouette of Celestia and Luna appeared in the sky radiating a bright light. Chrysalis did a double take, looking at the dream princesses next to her, then back to the memory versions. She shook her heard before listening again.

A focused beam of mixed magic was shot from the two memory princesses. This blasted away at King Sombra, and seemed to strip the very magic away from him, leaving only a literal shadow with his face remaining. The tyrant’s angry and disembodied face was sent hurtling down an icy fissure, before being sealed away.

“However,he placed a powerful a curse on the Crystal Empire, a curse that caused it to vanish into thin air.”

The dreamscape suddenly shifted, and all three of them stood in the middle of a snowy field. As they stood there quietly small drifts of snow billowed about, giving Chrysalis a moment to ponder the things she just saw.

Celestia concentrated again, and conjured up a miniaturized version of the crystal empire for them to look at once more.

“If the empire is filled with hope and love, these things are reflected across all of Equestria.”

The small empire radiated long bands of aurora light, which made a harmonized glow surrounding the area. Celestia smiled briefly, remembering the effect the happy empire had in it’s days of yore.

“If fear and hatred take hold.”

The expression gracing her muzzle quickly turned to a grimace. She stomped a hoof and black crystals erupted over the empire like cancerous vines. It’s rainbow hues of light darkened into an inky well of oppression. The changeling queen cringed at the indications, until Celestia banished the image infront of them.

“So, Chrysalis, this is what you have taken upon yourself to handle.”

The Sun Princess turned toward the little queen with a hard gaze, trying to read any clues to the queen’s reaction. The little changeling huffed, and puffed, and spoke in her high pitched voice.

“There appears to be great benefit for controlling this empire, for good or ill. Increasing the love across all of Equestria would be quite the bounty for my subjects. Your ponies already posses more love than any of the nations I’ve visited… and to have access to even more?”

“Are you going to simply disregard Sombra?”

Luna seethed with contempt, she didn’t like the insectile equine they were explaining this to, but she cared for the shadow tyrant even less.

“You two managed to put him down easily enough, and my constant feeding has made me even stronger than when I first beat your sister.”

The queen’s dismissive approach caused a long disappointed sigh from the Solar Princess.

“It’s not a simple matter of magical strength Chrysalis. Sombra will seek to indirectly deconstruct you. I know we didn’t show you, but we had to distract Sombra with an army, before we could cast our spell, and hit him before he could react. Even then, it was only a temporary banishment. You imprisoning us seemed to have weakened the binding we placed on him.”

“Then I will go up there with my love charged army and defeat him myself. I’ll just have to end him more permanently…”

Tiny black hooves rubbed together as the hamster-sized queen laughed with a comically high and maniacal voice.

“Muwahahahahaa! Surely the ponies will be grateful that my changelings and I saved them from this fear mongering tyrant.”

Luna dead-panned and face hoofed, and decided to point out the obvious, “Thou art a fear mongering tyrant…”

“I am what I have to be to establish order first! My ultimate goal is to have a kingdom full of loving ponies. Unlike this Sombra.”

“Just keep in mind, brashness will cost you dearly on this venture Chrysalis. Sombra likely has many other traps laid about the empire, and he would love for you to stumble all over them.”

Celestia’s warning tone silenced any potentially snide thoughts. For a few moments the three simply looked at the ground, deep in thought. The changeling broke the stupor first.

“Well, is there any other advice you’d like to give me, before I go conquer this emotional magnifier of a city?”

The large white alicorn hummed, thinking about how to answer. The dreamscape shifted and all three of them were once again on the tennis court. A drink stand appeared at the corner of the court, and Celestia walked over to it. Luna followed, and Chrysalis rolled in her hamster ball.

Fruity drinks filled the counter on the stand in clear glasses. A pink glass with half a lemon slice stuck on it was grabbed in Celestia’s golden aura, and levitated to her muzzle for a sip. Luna grabbed a dark red drink in her blue aura and sampled it. The hamster ball stopped rolling, and the little changeling inside started tapping a hoof impatiently. Celestia glanced down and found some words to say.

“Back then, my sister and I were attuned to the Elements of Harmony. Sombra knew he couldn’t match that power, so he placed those curses. You know which ponies you’d have to release if you wanted the undeniable power of the elements.”

“What would keep them from using that power on me!?”

“That is a hard question for you to answer.”

“I can’t even consider it. Not unless Luna goes to their dreams and manages to convince them to work with me. Even then…”

Luna spat out her drink, and spewed its contents all over the hamster ball. The small changeling inside shrieked with displeasure as red sticky liquid dripped through the breathing slits of her plastic container.

“Us?! Persuade the elements to, to… aid this monster?!”

“Oh, what would you rather have rule Equestria Luna? A monster, or a devil?”

Chrysalis sneered at the blue alicorn, while red fruit drink dripped off her soaked mane. The Night Princess narrowed her eyes at the little cretin contained in a pet’s play thing.

“Of all the sardonic, slime souled, and dastardly villains seeking control of Equestria, I would rather have Discord in power than you. At least his attempts at tyranny were meant to be amusing, and laughter was my element at one point.”


The calm voice of Celestia hushed the two bickering equines.

“It will clearly take time before we can come to a decision.”

“Time I likely don’t have. How soon will this Sombra be free?”

The queen asked impatiently.

“I am unsure, but I would think he would be free soon. The empire’s curse was tied to his imprisonment. The reappearance of one should herald the arrival of the other.”

“Then I will have to act immediately. I appreciate the cooperation you’ve given me Celestia.”

The tiny changeling waved a hoof dismissively towards the two sisters looking down on her. A little green aura ignited around Chrysalis’s horn as she prepared to leave Celestia’s dream state.

Before the rodent sized queen could disappear a blue aura engulfed the hamster ball, and caused the changeling’s magic to fizzle. Confusion spread across Chrysalis’s stunned face. She tried igniting her magic again, with extra ‘oomf’.

The two flows of energy grappled with one another, reaching a stalemate in between where the blue and green mixed. Luna grunted at the effort of restraining Chrysalis, but she smiled at the effect.

“We still haven’t finished our game sister, and we need a ball.”

Celestia cocked an eyebrow towards the lunar princess.

“How long can you restrain her here?”

“Long enough, she may have a great deal more magical might than me, but she is an utter novice at dream manipulation. I could feel her mediocrity when she first appeared.”

Celestia made a curious smirk.

“You cannot contain me!”

The little Chrysalis screamed with all the ferocity of a mouse, and attempted to force more magic into her escape. Luna simply changed technique, and made the little queen redirect her energy uselessly.


“Shall we finish then?”

The blue alicorn smiled towards her bigger sister.

“Just one moment.”

One momentary bit of concentration later, and two tennis rackets appeared. Chrysalis’s container had shrunk back down to the size of a tennis ball, and was now made of bouncy rubber. Each sister grabbed a racket in magic, and moved to opposite sides of the tennis court.

“I’ll serve.”

Celestia wore a mischievous grin, as she threw the small ball containing Chrysalis into the air, and smacked it. The little bug-pony queen was suddenly pressed against the back of the ball, her concentration on escaping utterly broken. From her mashed face came one audible sound.


Ch.7 "The Queen and the King"

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Chrysalis Wins

Ch.7 “The Queen and the King”

Shade walked nervously back and forth in the throne room. When he looked up to his queen the sight displeased him. Chrysalis grunted and huffed with her eyes tightly shut, and the glowing magic around her horn intensified dangerously. A sudden episode of vomiting came from the queen, and many of the partially digested treats eaten in the royal kitchens earlier that day found their way to the floor.

It wasn’t hard for the head of the vanguard to see the dream stalking caused his queen’s duress. He wanted to help, but tearing a dream stalking changeling away from their target was tricky business.

A high pitched screech tore at all the ears in the throne room, followed by a gnarly explosion. The queen was thrown back from Celestia’s pod with a violent rag tag flail. She stopped once she hit the opposing wall, and sank to the floor.

Several of the prisoner pods swung back and forth, some of which smacked each other,causing many goopy sloshes and slurps. One of the prisoner pods was knocked so bad it’s sinewy suspension snapped. The free cocoon sailed to the ground, and split open. Green viscous soup spilled all over the throne room floor, in the midst of the mess was Applejack.

The orange earth pony coughed up a bunch of liquid from her lungs. She shook her head back and forth to get the slime out of her face. Her vision was bleary as her eyes cracked open; it appeared to be night time.

“The hay…?”

A dark figure approached her, and she still couldn’t make out who, or what it was.

“One of the cocoons broke. I will remedy the situation.”

The voice was distinctly male, and had a slight click to it, but the meaning of the words bothered the earth mare substantially. Her eyes blinked rapidly and gained clarity with each snap.

A tall vanguard changeling approached her, there was a purple lining to the edge of his eyes, and several grey freckles ran down his face and neck. His horn was ignited and a fresh cocoon floated beside him. With the speed of a second place rodeo pony, Applejack jumped to her hooves, and promptly bucked the changeling in the face.

Shade found his head suddenly knocked backward, and the rest of his body soon followed. The pod fell to the floor as the vanguard skidded over the tile of the throne room.. He growled at the pain in his snout, and turned to look for the orange pony with dizzy unfocused eyes, but she was already gone.

Applejack’s sopping wet mane and tail flapped about noisily as she dashed for the exit. Two sentinels stood guard at the throne room doors, when they saw the rapidly approaching earth pony they cast their fighting magic. Long sword-like blades of energy protruded from their horns, and their front hooves shifted to claws.

The element of honesty, dropped to her haunches and skidded to a stop. If she continued to run forward those fierce looking’ door guards would probably tear her a new---

Applejack was suddenly knocked on her back. A large black hoof pinned her to the floor. Her green eyes looked up into the face of another changeling. This new specimen was larger than Big Mac, and had an orange tint around it’s otherwise blue eyes. The thick chitin that grew on this changeling formed neat segments of armor. It hissed in a female voice.

“Going somewhere, pony?”

The large and extra scary changeling lowered her face close to Applejack and bore her fangs.

“Get up, and go to your new pod.”

With little dignity the orange earth pony was lifted and placed on her hooves. Just moments before Applejack had been dreaming, living on her farm like normal without a care. Then this harsh reminder of the real situation had to be thrust on her. She looked up, and saw the rest of her friends, and beloved princesses contained in those green resin prisons. She didn’t want to give up yet, no way, no how.

One step forward was taken, before Applejack put weight on her front hooves, and reared her back hooves up high and bucked. The blow landed squarely on the large changeling’s chest, and did nothing.

The brute of a changeling laughed, and tapped it’s chest with one of its hooves, this caused a slight rattle.

“Think you can hit harder than a manticore do you? Maybe I can convince the queen to let you stay out a little longer, and spar with the sentinels.”

She lifted a black holed hoof and smacked Applejack on the flank. The blow was so hard it threw the earth pony off of her hooves, and left a nasty welt. There was a painful grunt as the Element of Honesty tried to rub her stinging back side.

The soft clop of hooves approached the small scuffle, and Applejack turned to see who. It was the changeling she had bucked in the face earlier. A little blue blood dribbled from one of his nostrils, but he otherwise seemed passive.

“Come on Vivisect, just be practical…”

“I was trying to be, before she tried to fight with me.”

Their conversation was cut off when a loud angry roar burst from the far side of the room. Chrysalis had sprung up from the ground and burned with magical energy. Glowing, enraged green eyes focused on one pod hanging from the ceiling and seized it in magic.

“Let’s see how you like it!”

The queen had grabbed Luna’s cocoon in magic and tore it free from the ceiling. She began to spin the freed pod around in circles in the middle of the air. It turned about faster and faster until it became a blur. Even after a minute, the rate of the spin only sped up.

Without warning Chrysalis brought the pod to an abrupt stop. Though the cocoon had halted its spin, the lunar occupant hadn’t, and she swirled violently within the viscous green fluid. When Luna finally stopped spinning, the unconscious diarch started to heave and puke within her prison.

“Dream on that!”

The queen spat at the pod, before slamming it back up against the ceiling and reattaching it with new sinews.


The lead sentinel turned to the vanguard with a smirk.

“Shut it, Vivisect.”

“What in Tartarus was that about?”

Applejack was just stunned at the whole scene.

“Apparently your night Princess disturbed my queen’s communication with Celestia.”

Shade answered.

“Why’s Chrysalis tryin’ to talk to Princess Celestia? She’s already taken Canterlot, what else does she want, to gloat?”

“Information, taking over isn’t exactly an easy process. Learning to move the sun proved to be… an unusual ordeal. Now something else has come up, something troubling.”

The apple pony’s expression turned snide.

“Ya don’t say... And now she’s figurin’ she needs help, cause she ain’t as smart as she thought.”

A loud smack came in contact with the back of Applejack’s head.

“You will respect the queen. All of you were fooled except for Twilight Sparkle, even your princesses. You ponies are easily manipulated by your emotions.”

Vivisect growled.

“What, and you have no emotions to deal with? Two bits say you’re full of it. I saw plenty in what your queen just did there.”

“Get her in the pod already Shade!”

“Go back to you post then, no changeling said you had to lose an argument with a pony.”

It was Shade’s turn to smirk at Vivisect. The large armored changeling sneered at the vanguard and earth mare, before she turned and left. Applejack blew out some air with a snort towards the exiting sentinel. The earth pony turned suspiciously to the vanguard.

“I suppose I should thank ya for getting’ that varmint off my case.”

“Eh, Vivisect’s pride gets ahead of her at times.”

“So you changelings have names? Besides your queen I mean.”

“Only after we earn it. Many of us have lived and died nameless.”

“Well, do ya have one?”


“And, how’d ya get that?”

“I became head of the queen’s vanguard of infiltrators.”


Shade had to fight to urge to hoof smack his head at the mare’s ignorance,

“My particular division was responsible for keeping the swarm alive. We would live among you ponies and forge a new alias, or borrow one. The love we gained here or in other places was used to feed the swarm. It was my positive reports that inspired the queen to come here of all countries.”

Applejack’s face was bemused “So technically I could blame ya for this whole predicament.”

“Technically you could. The queen was going to invade whether I recommended it or not. The swarm was desperate to move out of the Badlands, it’s just, just that…”

“Just what?”

Shades eyes became downcast, his lids drooped low, ears folded back, and his muzzled grimaced into a frown.

“I should probably get you hung up again before the queen suspects I’m wasting time.”

“Really, ya can’t just let one little earth pony go? What am I gonna do?”

“Letting Applejack, the Element of Honesty up to her own volitions? I don’t think I can let that fly.”

“Ya know my name?”

“Of course, what pony hasn’t heard of the legendary tales of the Elements of Harmony?”

“I suppose you’re right…”

“Come here, those welts will stop hurting once you’re back in the pod.”

With a sad frown Shade picked up the new cocoon and Applejack in his magic, and put them together. He managed to tie her up to the ceiling by himself. Once the orange pony was back in her place the vanguard looked up at her for a moment.

The earth mare looked at him for a little while, until the sedative effect of the goo set in, and her eyes were closed once more.

A loud crash next to Shade caused him to be startled. Chrysalis grabbed her lead vanguard around the neck, and pulled him close. Their eyes were nearly mashed together, and he could smell vomit on her breath. The queen leaned quite heavily on the smaller vanguard for support, and her eyes seemed to shake within her head.

“I need half the swarm ready to move Shade. Tonight!”

The queen pulled back and stood on her own hooves. She wiped a small bit of dribble away from her chin, and stumbled over to the throne itself. Once there, she sat her haunches down on it, and put both of her fore hooves to her head, as she tried to stop the spinning sensation in her skull.

“What are we to prepare for my queen?”

“We are taking that city your scout saw. Get half of the drones, vanguard, and sentinels ready. Tell them to drain every last ounce of love from all prisoners. Then gather them to Gala Hall, we move from there. The other half will remain here to keep watch.”

The vanguard bowed, and moved to obey the order without further questions. Chrysalis shook her head, and the dizziness finally wore off. She hadn’t planned on what she was about to do next, but she wouldn’t risk losing Equestria’s control.

She flew up to the podded prisoners. Some of the most loving ponies in all of Equestria lay strung up there. Before Shining Armor, she had never had an entire pony's love to herself.

Everything had always been divided, and divided again. There were only a few hundred vanguards able to actually collect love, and thousands of changelings would share it amongst themselves, thus they had to ration it. Even despite having a significantly larger portion to herself due to her position, it was never more than a fraction of what even one pony could give.

Now she had access to many. The feedings she had taken earlier that day were modest, and not enough to disturb any of the slumbering prisoners. Though it was still enough she wouldn’t have to feed again for months. Now she was going to take more, substantially more. The flight over to Celestia’s pod was brief, and the queen readied to feed.

“Forgive me-, wait no, this will make us even. You think you can just get away with disrespecting me in your dreams. I will show you otherwise.”

Fangs grabbed onto the bottom of the cocoon, and Chrysalis inhaled deeply. The pod glowed dully as it’s energies were being drained at an accelerated rate. The green liquid became cloudy, and Celestia trembled with in her pod. The Solar Princess’s face contorted in discomfort.

The green cocoon was almost grey, and the unconscious alicorn was kicking about in her pod in the midst of a nightmare. It was harsh pay back for the mistreatment in the dream, but Chrysalis rationalized she needed the extra power. It would be days before Celestia produced anything emotionally edible again. The queen didn’t feel quite as bad for the next victim she moved to.

“They once called you Nightmare Moon, but tell me, was does a nightmare have nightmares about?”

The giant changeling proceeded to drain everything from the other princesses, and Elements of Harmony. Once she was done, she was full of enough love that she wouldn’t need to feed again for a century. It was actually enough to feed the whole swarm several times over, for weeks!

The potential energy hummed within her, and her body glowed. The holes in her hooves healed over, leaving them whole. Her patchy mane smoothed over neatly, and her wings grew out even longer, any holes in them were fixed as well. Chrysalis laughed with a girly giggle.

“Ooo hoohooohoo, I’m not sure I’m sorry at all. This… is amazing.”

She remembered the reason why she did it though, and left the throne room and headed to the Gala Ballroom.


Once the queen left, Shade poked his head back in through a window. Every sentinel stationed there faced towards the door or balcony. The head vanguard was able to sneak in silently, and used the special grip changeling hooves had to walk on the walls and ceilings. Like a spider Shade approached the pod of one pony.

His horn ignited and some of his personal love reserve was put into the grey cocoon. It's murky liquid cleared, and revealed an orange earth pony. She was in the middle of kicking around in her pod, but quickly calmed down once the murkiness was gone. Shade poured a little more love back into the cocoon for good measure, and Applejack actually cracked a smile. It was rather funny to Shade, giving a pony love was hardly different from feeding a changeling.

The vanguard was torn. He had come to understand ponies very well in all the years he had as an infiltrator, and empathized with them. But helping other changelings escape the conditions of the Badlands is what earned his loyalty to the queen. The atrocities they had to go through just to survive out there, these ponies wouldn't understand. Changelings like Vivisect simply didn't understand the ponies, they only knew the harshness they had been raised in.

"I'm sorry it has to be this way."

He wore a sad look on his face and gently placed a hoof on Applejack's cocoon. Helping the changelings help themselves had come at a high cost for Equestria. The vanguard's frown intensified as he looked at the other grey cocoons. He flinched when he thought of the other places Chrysalis had yet to conquer.

Hopefully Fancy Pants really could help make it a peaceful transition with Manehattan. That was where Shade had done most of his infiltration work. Where he had many friends he gained over years of work. If the queen let him scout out the populace before hand he could at least warn them.

The sound of the sentinels rotating positions snapped Shade to attention. He quickly left to go about his assigned orders.


Within an hour, a few thousands changelings had drained all the positive emotional energy they could get from one thousand royal guards, and dozens of other assorted prisoners. If the changeling swarm was strong enough to defeat canterlot’s guard before, it was now ready to do it ten times over.

The army flew to the Gala Halls, and occupied the Royal Gardens. Rampant hisses and chatters echoed around the castle. It was still the middle of the night, and the sudden disturbance caused many ponies to awake and promptly become fearful.

Chrysalis stood on her pedestal, and faced her three most trusted councilors.

“Shade and Vivisect will come with me. Colony you are in charge of the remaining sentinels, vanguard, and drones. See that things remain peaceable, I don’t plan on being gone for more than a few days at most.”

“I will see to it my queen.”

“And don’t stop counseling with Golden Trust, I still expect those plans to be complete when I get back.”

“Of course my queen.”

“Very well, Shade, Vivisect, with me.”

The queen took to the air, followed closely by her two more militant advisers. The rest of the changelings within the ballroom came behind. High in the air above the gardens, Chrysalis’s enacted swarm wide mental communication.

“All chosen for this venture come, and enter the portal.”

A great distance directly above Canterlot castle Chrysalis tore the fabric of space. It was massive, capable of letting dozens of changelings pass through it at once. Green flames licked about it’s borders and at its center was a dark abyss. Changeling portals were more efficient for moving large numbers of bodies than the burst of magic teleportation required. Thanks to the massive boost she had just received, the queen could easily spare the cost of maintaining it to move a few thousand of soldiers.

Shade’s link to the scout in the north let the queen know exactly where to place the exit side of the portal. The buzzing swarm advanced forward, diving into the rift created by the queen. Within minutes the entire host was gone and the queen entered last, before the portal was sealed shut behind her.


A lone, nameless, changeling vanguard shivered in the freezing winds of the arctic north. He stood on a hill, and surveyed the crystal city that glowed before him. The thought had crossed his mind, but he wouldn’t try to infiltrate it yet. There were still too many unknown factors. A a series of high pitched wails and groans came from behind the vanguard. It sent shivers down his chitin, and he turned around about.

Low guttural growls heralded the approach of a malevolent darkness. A massive sea of shadows flowed over the ground and stopped once it noticed the small being in front of it. The inky cloud warped, and it rose high and reared like some gigantic beast. Green eyes with red irises appeared, then glared down at the creature before them.

The vanguard nearly wet himself at the sight. However, you know hardened infiltrators don’t wet themselves… So instead he settled for the next best thing. Namely he ran away and screamed like a little grub.

His insectile wings were too frigid to fly, and he didn’t have enough magic left to keep them warm either. The one or two ponies he had found earlier were depressed recluses, with hardly anything to feed from.

One of the vanguard’s hooves faltered on an uneven dip in the snow and he tripped head over hooves. He pulled his head out of the snow and shivered violently, more from fear than the cold. There was no way he could outrun the advancing shadow monster now.

“Oh molt flakes…”

The fallen vanguard raised a hoof to block his vision of oncoming doom, when the sound of burning flames erupted in the air. Flames? That wasn’t the kind of noise the dark entity made earlier. The changeling shrugged and accepted his fate all the same.

The sound of buzzing is what really grabbed his attention though, that sounded like…

Changelings, hundreds and hundreds of changelings. Pretty soon a few thousand of them filled the air. And the lone, nameless, vanguard looked up at his saving grace. The shadowy giant stopped it’s pursuit in favor of observing the newcomers.

“Crystal Slaves?”

Had something gone wrong with his curse during the thousand years? Did he unwittingly turn all the crystal ponies into bugs? The devilish red eyes blinked several times in confusion.

The enormous fiery portal eventually came to a close, and the largest changeling of them all made her appearance. The queen’s presence was easily discernible in the midst of her swarm. For her magical aura glowed like the moon next to stars, magnitudes above the rest.

It was only a moment before the two most powerful beings locked eyes.

“King Sombra…”

“A bug?”

The monstrous shadow had solidified into the rough shape of a giant unicorns head, and expressed a strange mixture of surprise, and disappointment.

“That is Queen Chrysalis to you specter. Queen of Equestria, and soon to be this city.”

“A bug?”

“Is that all you can say?”


Sombra’s ethereal mouth hissed. The ghostly king’s voiced echoed past the changeling army and beyond. His gaze left the queen, and turned to the unprotected empire, greed filled his eyes, and he hungrily licked his chops.

Chrysalis and her army were ignored as Sombra’s giant cloud advanced towards the empire. His deep base voice chuckled madly as he did so.

“You inane… Grrrr, every changeling blast him!”

Immediately hundreds of bursts of green magic launched at the enormous shadow. The spectral king stopped his advance, and sensed he was under attack. When the bolts of energy approached, Sombra silently dodged them, his form twisted and parted to avoid every shot.


Came the laugh of the king, at the ineffective attacks. When Chrysalis saw the energy was being wasted in a futile effort she shouted a mental command to ‘stop’. Sombra noticed they stopped attacking, and turned back to his advance on the empire.


“You may be nimble, but you’re not getting past me!”

The queen snarled, and her horn erupted with a vault of flaming green energy. A wall of emerald fire intercepted the advance of the black clouds. The king’s giant unicorn head butted into the burning barrier and bounced back. Part of the shadowy makeup of his face dissolved. He roared loudly as part of his essence was severed in his spectral state, though it quickly grew back when he turned to face the perpetrator, letting out a roar that shook the landscape.

Chrysalis landed heavily on the snow, and started to slowly trot towards the living shadow.

“Celestia and Luna were able to put you away. I will put you down!”

Sombra’s eyes flashed in recognition when he heard the names of the royal sisters. His fiendish eyes roamed the skies, as if he expected them to be there.


“No, Sombra, It’s Chrysalis.”

Playing with this shadow wasn’t as much fun as she’d thought it would be. With a sigh she conjured more burning barriers, and made them close around Sombra’s cloudy being. The flaming walls vaporized any part of the shadow they touched. The two stared at each other like rival predators.

“Grrrraw, you will not keep me from Cryssstalsss!”

“Ha, I’m impressed. So you can say more than two words.”

Before Chrysalis’s fire could completely encompass Sombra he leapt out of his clouds. The Large shadowy face emerged from the midst, with a trail of smoke that snaked behind. He launched forward and crashed down into the ground, and disappeared amongst the solid matter. Though a visible shadow could be seen where he landed. His dissolved form wormed it’s way back into the wilderness. A trail of crystal spires was left in his wake.

Chrysalis followed the trail, and blew apart the crystal structures along the way. The path of dark magic suddenly ended, and the queen could hear a faint chuckle. She looked here, there, and everywhere, but could see no sign of the spectral king, so she growled. Her army gathered around her, and landed in the snow. Vivisect approached.

“Is he dead my queen?”

“I do not believe so. He’s merely retreated, for now. Have the swarm form a protective watch around the empire. Tell them to use barrier magic if a shadow approaches, it seems to be the most effective.”

The head sentinel clicked, and started to cast a message spell to various parts of the swarm. Shade approached the queen next.

“Is there anything else my queen?”

“I’m going to introduce these crystal ponies to their new sovereign, the vanguard can come with me into the city.”

The army started to disperse, and surround the borders of the empire. It was a strange sensation to step past the boundary and into the crystal realm. For on one side were the freezing temperatures of the frozen north, but on the other was a pleasantly balmy spring. The temperature shift was distinct and immediate.

The queen’s entourage flew straight towards the center of the city, and passed over many of the crystal homes. Several surprised ponies looked up when they heard a buzz. The crystal ponies themselves were sullen and faded, but their eyes immediately snapped wide open when they saw what flew by.

One pony shouted.

“Sombra has returned! As a mare!”

Chrysalis face hoofed.

“This may take longer than I thought.”


Deep, deep underground, Sombra’s essence slithered straight through stone and earth. Eventually his shadow dropped down into a tunnel. His eyes glowed with magical luminescence and illuminated the dark space he came to rest in. When he looked about he saw a small metal rail, and an old cart rested on the track.

“Cryssstal minesssss.”

The sight of some chains on the ground brought up old memories, and they made him grin.

“Cryssstal hrrr. Herrr. Heart. Crystal heart! The Crystal heart, isss mine. Foolisssh bug!”

His menacing voice echoed down the tunnel. It had been so long since he had talked, so very long. The imprisonment in the ice had his mind addled. It was so much solitude that he had forgotten many things in the oppressive oblivion. There were a few things however, he could, neh, WOULD NEVER forget.

“Crystal heart, is mine!”

Howls reverberated through the very walls, and Sombra navigated his way through the bowels of the empire. His eyes burned with dark magic

“The Crystal Empire Is….MINE!”

Ch.8 "Love vs. Hate"

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Chrysalis wins

Ch.8 Love vs. Hate

Crystal Ponies scurried this way and that, deathly afraid of the dark insectile equines that flew above them. This caused the queen of the changelings to roll her eyes. Little ponies scared of something new, some things never change no matter what nation you’re in it seems.

When she found town square she decided to land there. It was central and had the space for many bodies to gather. Three dozen vanguard changelings escorted their queen to this location, Shade being the closest to Chrysalis.

After her hooves made contact with the crystallized ground her horn glowed. A brief voice amplification spell was cast, and the giant changeling let her voice ring through the empire.

“Fear not crystal ponies, for I am here to aid, not enslave. If you would all gather round, I’ll inform you of the situation.”

Many of the dull colored crystal ponies milled about how unsure they were. Yet, slowly some of the more bold ponies came forward to get a good look at the new comers. The courage of some of their fellows created more confidence for others to follow. Soon there was a good number of the crystal residence gathered in the city square.

“What are you?”

A ruby colored mare stepped forward, her head was cocked to the side and she gave the group of changelings a curious glance.

“We are changelings.”


The crowd murmured nervously, were changelings good?

“We are naturally gifted shape shifters, who grow powerful from being around love.”

Chrysalis tactfully edited the word ‘feed’ out of her explanation. For some reason she thought that would made the skittish group even more doubtful. They already looked like a sad enough bunch, and changelings couldn’t feed off of sadness.

The crowd still seemed wary of her explanation, so she thought she might demonstrate.

With a flash of green fire the queen changed into a griffon with bright red and yellow plumage. This caused an immediate and audible gasp from the crowd. Chrysalis smiled at their stunned expressions, before giving her wings a few experimental flaps.

She took to the air and began to circle over the ponies. She continued her lecture to the crystal equines, while she lazily sailed through the air. Chrysalis’s form shifted again, and she was a small white dragon with blue highlights.

“Traditionally, changelings have taken on various forms in our quest to find love.”

Chrysalis changed into a purple pegasus with a brilliant golden mane.

“Though we have been a shy species in the past.”

The next form the queen took was an oversized breezie, she was a spot of green amongst the over sized wings.

“Conditions have recently changed however, and we are no longer as shy as we once were.”

A flash of green flames burned away her disguise and Chrysalis was once more in her own skin.

“I am the Queen of Equestria, and I have come to save this empire from Sombra.”

The giant changeling landed down next to her vanguard. She gave a mental command to Shade.

Change into Sombra

She completed the message with a well defined image of the tyrant unicorn, as observed in Celestia’s memory. The vanguard changeling obligated quickly, and turned into a tall dark unicorn, complete with battle armor and cape.

The very image of the crystal slaver sent a shiver of panic through the crowd. They did not break into hysterics immediately, but remained in awed silence as the changeling queen pushed him over. Shade submissively played along, and lay on his side as Chrysalis put a triumphant hoof on top of him.

The sight of the nightmarish tyrant put under the hoof of another equine disconcerted many. They didn’t know what to think of it. Even though a collective amnesia affected the ponies, many suddenly remembered the cruel tyrant would suffer no such indignity. Here standing before them all, was an image none of them thought they would ever see.

Chrysalis saw the crystal ponies began to formulate thoughts, perhaps she could add a catalyst in the right direction… She reached out to Shade with another mental command.

“Emphasize the point, do something, theatrical!”

Her transformed vanguard picked up the cue quickly, and he let loose a very un-stallion-like shriek. He screamed his next words in a thoroughly squealy manner.

“Oh please! Mercy! D-don’t hurt me! I’ll do anything you want!”

One pony started a nervous laugh. Slowly it caught on, and a meandering of chuckles infected the crowd. The atmosphere soon became quite mirthful. Chrysalis smiled at that, the plan to make a positive impression was well under way, such gullible ponies. Little did they know they were just food, lovely food.

“Indeed my crystal ponies, even as Sombra fueled his magic with fear and hate; mine is powered by love, and all ranges of positive emotions. It is with this message that I come, and hope to be well received by you.”

The queen of the changelings lifted the hoof she didn’t use to pin the mock Sombra, and waved it in a regal gesture to the crowd. One stallion ventured to shout loudly.

“Hail the to the Queen of Equestria!”

The vanguard changeling escort bowed low to their queen, which encouraged many crystal ponies to follow suit. A general echo of cheers bounced around the city square.

“Anything to stop Sombra from returning. Hail to The Queen!”

Was the general consensus as it rumbled through the crowd. It actually became a test of wills for Chrysalis not to break into maniacal laughter, at just how easy this was. If only the rest of Equestria would so eagerly bow down this way. Though the queen knew even Canterlot wasn’t a done deal yet, as there were undoubtedly ponies that still cajoled and conspired against her there. Still she could deal with them later. For now, she had these ponies willing to help, even if they were ignorant to her real motivations.


“Crsssstalssss, minesssss, ssslavesss.”

Sombra’s disembodied eyes floated down the dark tunnels underneath the crystal empire. He tried to remember even simple things. He remembered hate, so much hate, utterly despicable, and destructive loathing, but for what?

The memories of the shadowy King felt clouded, and not because he was essentially a cloud at the moment.


That bug had mentioned Celestia. It struck a chord within his jaded mental faculties. That name, that name, that name. It brought with it feelings of fear, and loss. Loss, that name, it was responsible for his loss, and he couldn’t even remember why, or how.

Everything had been dark for so long, with only a faint flicker of light now and then. When his icy cage had finally broken, and Sombra was released again to the world, it had taken him hours to figure out he did in fact exist.

Being in his shadow form had no physical sensation. There was no sense of touch, and no hot or cold, not even a sense of hunger. There was definitely emotion. It was so raw, it ate up the attention of the shambled pieces of his mind.

There occasionally came comforts in the midst of his personal confusion. The sights and sounds of the tunnels brought back tid bits of memory. He could remember slaves down here in chains. He could remember their moans of despair, and how it caused him grim satisfaction. They deserved it, they deserved it so badly. But why? He couldn’t remember why.

Shadow form Sombra growled angrily, his anger had built steadily since that bug had burned him with her barrier magic. The crystals embedded in the walls of the mine, darkened with corruption as he passed.

“Cryssstal Hearrrt, is mine.”

One memory held place in his mind clearly. That he wanted that heart shaped rock, if he had it, he could hate all he wanted, and he was full of desire to hate.

The tunnel Sombra’s ethereal body floated down eventually opened into an immense cavern. When he looked up the ceiling kept going for what seemed like miles. More bits of memory flashed through his mind. He remembered the cavern, how he stood in the middle of it, and drove his slaves to dig even deeper. That he wanted something down here, that he had more of a point than merely to dig, but that memory again escaped him.

The fickleness of the memories caused him to roar in frustration. His mighty ghostly tones shook the stale air in the long forgotten mines. If any equine had been close to the noise they would have likely jumped out of their skin, then have to crawl uncomfortably back into it, and try to forget what the experience was like.



A faint ghostly roar rumbled through the ground of the Crystal Empire, though it was so faint most occupants didn’t hear it or disregarded. Shade was still under Chrysalis’s hoof, and he noticed it more acutely, since his ear was pressed to the ground.

“Did you hear anything?”

Shade grumbled at one of the nearby vanguard. It blinked it’s blue eyes, then shrugged. Shade still felt uneasy about the experience, but decided to let his queen finish eating up all the praise she got from the introduction


Sombra ascended straight up the empty space of the cavern, when a large grey hexagonal crystal captured his attention. It seemed very familiar, and he had an urge to throw magic at it.

The curved red horn on the king’s ghost face radiated purple and black energies, he directed it in a beam to this hexagonal crystal, which blackened and distorted the air around it. A portal opened just above the abyssal stone, and revealed a daunting set of stairs. This brought a small flood of memories as well.

“Sssstairssss, yesssss!”

Stairs were good, stairs were important. Stairs deterred the weak, and separated them from the strong. Make enough stairs and you could defeat any determined foes. Place enough stairs and spirits would break from the mere sight of it. If there were enough stairs, minds would melt in the tedious circular madness. To be banished to stairs was worse than Tartarus. Stairs could end life if you fell on them, and you would fall after you climbed so many of them. Nothing could beat the unbeatable stairs.

Sombra continued to gaze at the stairs.

Why in Tartarus did he remember so much about stairs? The dark clouds around Sombra’s face formed shoulders, so he could shrug them. Without the fanfare of any more stair related memories he ascended them. The limbless body of ethereal shadow climbed steadily, and relentlessly.

As he climbed the high chamber that contained the stairs it grew brighter. With the patience that only an eon of nothingness could have given him, Sombra kept going. The light illuminating the space became bright as day, and the shadow king kept ascending.

One small eternity later, the king arrived at the top.

He entered the circular room where the stairs ended, and as he did so the shadows around his face whipped away. The overly large shadow head dissolved to a more natural size.

Sombra stood at the top at the highest room of the tallest building in the Crystal Empire, in his physical form. The king’s pitch black mane waved in it’s own ethereal wind, and his heavily armored body clanked as he took steps forward. The memory of walking came quickly and naturally, and he didn’t even stumble in his strides.

A loud, almost magnetic pulse came from the center of the room, and crystal tyrant’s eyes were drawn to it.

“Crystal Heart! I am back!”

His voice had gained distinct clarity, and none of the feral hissing was present.

An explosion of memories came in torrent through Sombra’s mind. All the information surging back into his mind almost overwhelmed him, and he had to brace himself to stay on his hooves. It was done in a moment, and an onlooker wouldn’t have noticed anything but a temporary shift in his posture.

A wicked, evil, sardonic smile stretched wide over the fanged unicorn's mouth. He walked up to the crystalline heart, and gave it a kiss. The ancient relic pulsed even faster than it had initially. Sombra laughed, and walked over to one of the pane-less windows. He saw a large gathering of ponies, and bug things below.

“So this Queen Chrysalis seeks to take my empire, HA! She doesn’t know what she’s gotten in the way of.”

His gaze turned to a window on the tower overlooking the empire and with a mere glance, he spotted the ones who aimed to take his empire. He sneered at their presence.

“The Crystal Empire is mine and with the Crystal Heart at my command, I will crush ANYONE, who dares to defy me.”

Ch. 9 "Hope vs. Fear"

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Chrysalis Wins

Ch.9 “Hope vs. Fear”

Dark lightning cracked against the sky, which threw the cheerful crowd of crystal ponies into a flabbergasted state. All eyes turned to the direction of the tower, and horror slowly crept through the souls of the onlookers.

Black clouds spewed from the top of the crystal palace, and a laugh that boomed louder than a cannon blew through the Crystal Empire. Ponies assembled around the changelings visitors started to scream, and break into hysterics.

Chrysalis’s reaction to all of this was to fly into the air, and shout with her own mighty magical amplification.

“Ponies! This is why I am here! Calm yourselves!”

The panicked stampede stopped moving, but the terror in the crystal ponies’ eyes was far from gone. She was about to address the crowd with more words, but another voice, a deep base voice, beat her to the punch.

“The crystal scum are mine! They will do as I wish!”

From the top of the crystal palace sprouted a broad ramp of pitch black crystal lattice. The organic stone surged forward and none other than King Sombra slid down it. The growth of the crystal kept a steady pace ahead of his sliding hooves.

Eventually the river of stone crashed into the city square, and the crystal ponies scattered. All of their hope was lost upon the sight of their old tyrant, fully reestablished. Ebony crystal towers erupted all over the place, and the vanguard near the queen found themselves buffeted back.

Screams that were delicious to the king’s ears circled through the rapidly degenerated meeting. He chuckled as he slowly strode forward, it was good to be feared again.

You are neither Celestia nor Luna. Who are you to challenge my rule? An overgrown insect, heheahahahaha! I am not even going to start with how I’ll crush you under hoof, bug. Maybe I should ask one of my slaves if they lost their pet cockroach. Oops, I started anyway didn’t I. HA! You and your pathetic little army will be splattered like the pests you are. Maybe I’ll let you kiss my hoof, and allow you to be my slaves if you surrender right now.”

Chrysalis stood tall to face the king. As Sombra went further and further into his taunts, her eyes got narrower and narrower, and her frown got deeper and deeper. She had heard enough, and ignited her horn.

A baleful lance of energy rocketed forth, wide as a city street, aimed directly at the smug king. The impact of the attack shattered the base of the black crystal ramp, and for good measure Chrysalis pointed her horn further up, which shattered the ramp all the way back up to the top of the crystal palace. A massive hole was blown clean through the midst of the black clouds that swirled over the empire, and blue sky was exposed through the funnel. Gigantic shards of the ebony stone ramp dissolved before they hit the city, and created no collateral harm.

The effort caused the changeling queen to be slightly winded, that blast had been at least a year’s worth of love to feed one changeling. She recovered quickly though and looked with approval at the effect. Her satisfaction was short lived.

“Would you like to try that again, or is it my turn?”

The voice came from behind, that dreadful deep base voice. The queen’s next move was to generate a spherical wall of green flames. It had stopped Sombra despite his shadow form before, so why not now.

She wasn’t a moment too late. A large crystal spire had been summoned right under her, and knocked the shielded queen high in the air. Sombra grunted at the queen’s quick reaction, and proceeded to knock her from place to place. A large burst of flames exploded from the shield every time Sombra tried to impale her with a new pillar of dark spikes.

Sombra wrinkled his snout, slightly bored. He could keep this up all day; this was merely to wear out her defenses. The king’s next crystal attack missed completely, as Chrysalis flew straight up into the air. Her fiery shield was gone, and she appeared to flee straight up into the clouds. The shadow tyrant smiled at the apparent cowardice.

“Are you beginning to realize your efforts are futile?!”

He shouted to mock the retreated queen. Each spire he had used to attack the queen bore scorch marks, but still stood as a monument to how he forced her back.

The dark clouds that billowed above were suddenly blown away. In the midst of the cleared sky was the queen, her horn was wreathed in a blinding aura of changeling magic. She began to dive forward, and the fiery green light formed a cone of scorching energy around her. This was a much exaggerated version of the spell her soldiers had used to dive upon Canterlot.

The shadow king let out a sigh. Another bulldoze attack, how creative… didn’t she learn? One thing changed the equation this time though. As Sombra prepared to meld into shadow to simply dodge the attack he felt a burning sensation about his hooves. When he looked down the ground was flushed with green flames. Even as he tried to turn to shadow, the emerald magical heat worked to dissolve his substance.

So instead of dissolving into a floor of creeping dark cloud, he summoned a crystal pillar to stand upon. It raised him to a safe level above the flames, though he still felt their arcane heat. He growled in surprise, how could the queen cast two powerful spells at once?

That was when he noticed the swarm of changelings. Hundreds of the diminutive buggers had him surrounded. They used their combined magical energy to form flaming barriers similar to the queen’s version. A scratchy female voice shouted at the rest of the insectile soldiers.

“Cut him off on all sides! We’ll make an easy target for the queen.”

Vivisect’s eyes glowed with an orange energy, and her fangs were on full display. The rest of the sentinel class changelings had arrived and added their love boosted magic to the barrier spells. Green fire burned around Sombra on all sides, and he roared at the infuriating soldiers.


A large crystal pillar vaulted straight for Vivisect, but she nimbly dodged the slow attack as she flew through the air. The tyrant grit his teeth and redoubled his efforts. He managed to trick the head sentinel by summoning two pillars at once, one that she anticipated, and one that she did not.

The large spiky black rock knocked her out of the air. She was protected from impalement thanks to her extra thick chitin, but the blunt force still made her careen off into a nearby building.

Sombra turned about on his pillar, he was surrounded by walls of green fire, and unable to escape with his shadow form. He glared at the army of changelings that kept him pinned with their collective magical effort. He was about to summon dozens of pillars to swat many down at once, when a high pitched screech reminded him of something else.

Chrysalis was just about on top of him. Her cone of fiery green magic had evolved into a giant emerald meteor over the course of her dive. The king’s mouth hung open, as he realized he was caught between the anvil of her army, and the hammer of the queen herself.

His mobility had been severely limited and there was one last thing he could think to do, given the situation. This queen claimed her magic was powered by love, and positive nonsense. So he charged his curved red horn, and aimed it at the dive bombing Chrysalis.

He Growled angrily as his eyes began to pulse with dark magic, “Don’t think you are the only one with power you whelp. I will show you the true power of King Sombra.”

A mixture of black, purple, and green bubbled cancerously around him, and the purple flames coming his red-green eyes flared more intensely. This type of magical attack drained him more significantly, and drew strongly from his personal feelings of contempt and loathing. This was why he usually preferred to manipulate the plentiful crystals instead, but with the force the queen was coming down, a crystal pillar wasn’t likely to stop her. Sombra poured everything he had into it.

Right before Chrysalis made impact he shot his beam of purple black magic at her.


An enormous shockwave blew through the empire upon the collision of the two forces. It physically distorted the air as it passed by all the crystal structures, and surged across the land.

Crystal ponies still outside were knocked off their hooves and tumbled over the ground. Many of the changelings near the impact were blown dozens of feet backward. As they flailed through the air some managed to catch themselves before falling, yet others were not as fortunate.

When the dust settled two tall equines were left standing. The king and the queen were only a few hoof lengths apart from each other, as they stood in the midst of a crater. Several nearby homes had shattered, and the street it occurred in was a mess. Sombra sweated and panted heavily, and Chrysalis heaved heavily herself. The king cocked up his head to snarl at his rival.

“Gods curse you for the inconvenience you’ve given me cockroach. Now taste the power of true Dark Magic and drown in terror as your kind should!”,

The tyrant’s eyes flashed green, and the queen’s gaze locked with his. Her irises turned red, and the sclera went green. Purple mist wafted from Chrysalis’s eyes as they twitched.


The arid air of the Badlands whipped about her face, and her nostrils went painfully dry as she sucked in the hot air. She blinked, how did she get here?

Many clicks and hisses erupted all around her. The changeling swarm hobbled about the dirty and miserable conditions. Thorny weeds which contained devilish parasites tripped up what was left of the swarm as it limped about.

“Your invasion failed Chrysalis, and we have paid for it!”

The high voice of colony screeched at the queen. Her head drone hobbled towards her, with only three legs, and half torn wings. One of the drone’s eyes had a large disgusting gash in it.

“I am your queen, you will address me properly!”

She brought up a large hoof to push back the aggressive and injured drone.

“What little love we had was burned up in that useless fight! We needed that!”

The angry roar of Vivisect startled Chrysalis and she turned to her head sentinel. The proud warrior changeling had her horn and tail sheared off, half of her muzzle was crushed in and missing teeth. Her once proud armor was cracked, exposing part of her insides. The queen’s face contorted in disgust and she recoiled from the sentinel's advance.

“You are a complete fool Chrysalis. I told you this would happen, and you refused listen. No queen in the swarm has ever sunk to such idiotic levels. The ponies will know how to find us now, and it will be your fault when we all die. You just had to ruin everything. I think we should just call you Chrysalis, the genocidal moron. ”

Poisonous words spewed from Shade, who jumped right in front of her and bore his teeth. The vanguard infiltrator’s body was torn in every location,large patches of his chitinous skin were missing and one of his eyes had been gouged out.

“Cease this ridiculousness at once! I am your queen! You'll do what I say!”

She was being forced back by her councilors, and her words held no air of confidence. They were instead full of panic.

“No Chrysalis, you have failed the swarm, and now the swarm will claim you!”

All three of the nightmarish changelings spoke in union. They all opened their mouths and prepared to feed. Other equally disfigured changelings advanced on the queen, and every mouth was open hungrily.

“You don’t deserve the love we’ve given to sustain your worthless hide! We’re going to claim it back, even if we have to rip out your shriveled heart to get it!”

She was completely surrounded, and she found she couldn’t fly, there was no escape. All the changelings started to inhale. Their intent was to drain her to death.

“No, no! Stop! I’ll do something! I can still do something for the swarm! Just nooooooo!”

Chrysalis screamed at her apparent doom. She lifted her hooves to her eyes and started to sob. Her tall elegant body folded down and she curled into a pathetic little ball.


“Queen! My Queen! Snap out of this!”

The giant changeling suddenly found her head rapidly shaken back and forth. A pair of hooves was around her skull and moved it side to side. She wrenched out of the hold to see who did it. Vivisect hovered close to her, and a relieved expression crossed the sentinel’s face when the queen regained her senses.

“Where is Sombra!?”

“Over there my queen.”

Vivisect indicated a few body lengths away, where half a dozen sentinels were beating the living crap out of something.

“Oomf! You-, gaw! Will- grrr, Unhoo- AAAARRRRrrrr…”

The voice of Sombra attempted to escape a mound of black chitin that pummeled the poor mashed tyrant.

“You manipulated my mind!”

The queen came to a realization and snarled furiously. She stomped forward with her horn a glow, she was going to return the favor, and mentally rip him to shreds. When she reached the little mob that viciously stomped on his body she pushed them aside.

The shadow king uncovered his head and looked up. Black and blue bruises dominated his grey coat. Most of his battle armor had been stripped off, and his crown was dented in. He smiled up at the queen, one of his prominent canines was missing.

“It’s been a while since I’ve had a physical body – spits out another tooth – I almost forgot what it felt like.”

Sombra stumbled to his hooves, and proudly turned to face the queen. The changeling soldiers had only gotten the upper hoof on him because the fear spell required so much focus. He could already feel his dark energies as they returned, and in a moments he would resume the fight.

Horns were crossed and Chrysalis lashed out with a mind domination spell. The mental attack came against an iron wall. The queen blinked, surprised at the mountain of resistance she faced. The shadowy tyrant laughed.

“Hahaha! You wish to fence with my mind?! I’ve invaded and terrorized every pony in this empire for decades! Even the Princesses COMBINED could never breach my mind, what hope could you have?”

Both of the equines pressed their heads harder against each other, and grunted with great strain. Their eyes radiated with magic, hers were pure green, while his were purple and black.

To an ignorant onlooker, it would seem two tall horse creatures had installed light bulbs behind their eyes, and were in the midst of a very intense ‘whose more constipated’ match.

The mental fight soon ended, and both royal figures fell back on their royal haunches. Both panted hard at the failed effort. Chrysalis beat her front hooves on the ground in a slight tantrum. None of it had worked, no amount of converting love into magical energy seemed to work. The crystal tyrant kept wearing that stupid grin on his face, with that ‘I’m better than you’ look. An idea crossed her mind, maybe she should stop converting the love into aggressive battle magic.

Chrysalis looked at Sombra with half lidded eyes and cocked an eyebrow. A slight smile crept up her muzzle.

“You're full of hate aren’t you?”

The crystal slaver gave an ‘oh really…’ face.

“I would assume you know something about me, since you showed up at almost the same time as i was released. But now I questi---”

Sombra didn’t finish his last sentence because Chrysalis kissed him full on the mouth.

The king of shadows, fear, hate, and all things crystaly, opened his eyes wide in surprised shock. He tried to back away, but the changeling queen locked her fangs over his, and he couldn’t escape.

Chrysalis exhaled deeply, and dumped vast reserves of the collected love right into the fidgety crystal tyrant. Love energy could be given back to ponies, and that was exactly what she practiced now. The effect was rather immediate, and something troubled the unicorn who’s heart was black as night.

The queen of the changelings managed to exhale a few more absurdly large doses of love before the contact between their mouths broke apart. Most of the love she had binged on from three alicorn princesses, and six friends attuned to elements of harmony, had been emptied into the hateful tyrant.

Not a moment after the contact broke Sombra had stumbled backward, and made horrible gagging noises. He flopped onto his belly and heaved.

“W-w-what have y-you done to m-me!!!”

The purple and green around Sombra’s eyes had started to fizzle. The physical abuse he had sustained from the mob healed up, and his self-waving mane fell flat. He trembled and looked frightened.

“No, what is, no, this, what is this!”

The tall unicorn got up and stamped all four of his hooves. He started to beat his head with a hoof repeatedly, as if he could knock out the strange sensation. Both of his hooves suddenly shot to his chest, and terror crossed over his eyes. A violent shake had taken hold of his body, and he looked down to his chest, as if he expected it to burst apart at any moment.

Chrysalis wearily wiped her mouth with a hoof.

“Your mouth tastes like muddy iron… but your fangs aren't half bad.”

Ch. 10 "Crystalis"

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Chrysalis Wins

Ch. 10 “Crystalis”

“Did they just kiss?”

“I saw some of the changelings knock his teeth out earlier!”

“Why’s he writhing on the ground? Did she make him sick?!”

“So does this make him our King again?”

Crystal ponies had poked their heads out of their homes after the large shock wave had passed, and watched a curious scene as it unfolded before them.

The changeling queen leaned back, and promptly collapsed. She felt incredibly weak after she donated that vast quantity of love into her opponent. As she lay there on her side, she could hear the crystal king ramble.

“I… I… I…”

Sombra had not exploded. He was still breathing heavily, but he was otherwise alive. Whatever that queen had done to him, it hadn’t been lethal. If anything his body felt good, great in fact. His hooves released their hold upon his chest, and one of them moved to his skull.


The contents of his mind swirled like a mess, and his heart burned with conflicted emotions. It felt as if something alien was inside him, and scrambled his innards. The king looked at the queen, who laid on the ground a few steps away, and tried to scowl at her, but he couldn’t. He tried to growl angrily at her, but he couldn’t. He tried to lift a hoof to strike her, but he didn’t have the will to. This new feeling infected him, and his perceptions felt altered. In a way, it was like he opened a new set of eyes.

“I… I… I kind of… like it!”

The crimson eyes of the king went starry. He put both front hooves to his cheeks and gasped. His mind was still well aware of the hate he had, and the memories that fueled them, but he could no longer bring himself to care. This new feeling, he just couldn’t describe. All meaning escaped him as the new sensation washed through him. The large gray unicorn had his eyes locked on the queen’s form.

“Why is he ogling at the queen?”

One of the sentinels turned to Vivisect and asked.

“Didn’t you sense the queen transfer all of that food? I don’t know what she was thinking.”

“The queen gave all that love… to him?! What would that even do to a pony?”

The soldier that stood next to Vivisect dropped his jaw.

“I don’t know, but we will keep him contained until the queen comes to a final decision.”

The head of the sentinels walked forward with a cautious approach. When she was close enough to do what she planned, a loud gargle noise came from her throat. A glob of disabling slime was shot at Sombra’s curved red horn.

Without looking, he lifted a hoof and caught the slime. Slowly, the mysteriously quiet king turned to face Vivisect. A red magical aura wiped the slime off of his hoof, and he strode towards the very alert sentinel. His face was unreadable.

Ready for anything, Vivisect activated her battle magic, large claws sprouted from her front hooves, and her horn became sheathed in a sharp ethereal blade. Before she could lash out, Sombra caught her in a tight embrace.

Vivisect’s clawed legs were pinned to her sides, so she tried to bite at his neck. The large metal neck brace kept her from doing any damage to him. She found herself lifted off of the ground, and twirled in a circle, while her hind legs dangled in the air. This was not something another equine had ever done to her, and she didn’t know how to react. She felt completely powerless in the giant unicorn’s unyielding grip.

Eventually Sombra stopped whirling in circles with the confused sentinel, who still struggled to get out of his tight hug. He nuzzled his snout into her neck, and she fidgeted.

“Get off of me!”

“Oh, I like you too.”

“Let me go!”

“That’s a beautiful shade of orange in your eyes.”

“Release me now!”

“But you smell so nice. Such a strong, bold scent.”

“Get your wretched hooves off me!”

“Quiet dear, don’t spoil the moment. Did I mention how lonely I’ve been after a thousand years locked away in ice?”

“You insane pony!”

“Don’t be a stranger to a little affection, hehehe, you seem as uncomfortable with the idea as I was a few moments ago.”

“Some changeling, get over here and hel---”

Vivisect was cut off by a big ol’ smooch. She pursed her lips tightly and screamed with her mouth shut. The sentinel attempted to kick his shins with her hind legs, but they were armored as well.

Shade had watched the whole time from the sidelines, and the vanguard rolled on the ground as he laughed his guts out. The last time he saw a scene like that was at a bar in Manehattan. This time was funnier because it was Vivisect. Something freaky had definitely changed about the king.


Chrysalis had called out, and the dark unicorn parted his face from Vivisect’s. He dropped the large sentinel, who was momentarily in complete shock, from his tyrannical grasp, and looked at the queen.

The traumatized changeling soldier buzzed her wings as soon as they were free and flew away. Even as Vivisect disappeared into the distance she hollered a myriad of vulgar curses. Chrysalis smiled with a seditious grin, her unconventional method had worked.

“I still hate you, but for some reason I can no longer bring myself to care… What did you do to me?”

Sombra gave the queen an unsure look, and his posture became tall and straight.

“Oh, you are conscious of your hate still? Hehehe, All I did was put some love in that dark soul of yours.”

She would have added -love I stole from ponies more powerful than you-, but she noticed several of the crystal ponies watched them at this point. She still needed them to believe she was perfectly benevolent, if she were to get any use out of them.

“A simple kiss would not disrupt my emotions so badly.”

“No it wouldn’t, I transferred the love I had previously collected from my other subjects in Canterlot into you. Apparently it has given you a change of heart?”

“No, it has just given me confusion.”

“Very well, you can sort your thoughts in the solitude of a dungeon.”

Sombra’s mind knew what he wanted to do, but his emotions ran rampantly unchecked. His mind wanted to take advantage of the situation; the queen had just severely weakened herself, and he was perfectly capable of defeating her now. But a crippling surge of overwhelmingly positive emotions kept him from enacting what his mind wanted to do. The pressure in his chest and throat bottled him up.

The king attempted to scowl, but ended up with a bright smile. It was a cheerful look that portrayed a very confused state of barely contained giddiness. Sombra tried his hardest not to grin in delight, but he couldn’t stop that either.

“As if a dungeon could contain me… I will find my own solitude, thank you.”

Before Chrysalis’s minions could restrain him, he teleported away. The lead sentinel had just flown off, and the queen was dead tired, so there was no real effort in the pursuit.

That didn’t stop the queen from muttering out a single phrase.

“Celestia, Damnit.”


Crystal ponies once more flooded the streets. Curious as to how things resolved. The primary street the fight had taken place on was badly damaged, but other than that the city was still in one piece. The monstrous crystal pillars placed throughout the city started to dissolve, while the light of the sun had broken apart the black clouds.

Chrysalis walked towards the palace, intending to find a place to rest. It had been a long night, and morning, and she was about ready to collapse. Shade flew down to stride alongside her.

“The ponies of the empire approach my queen, are you going to address them?”

“No, I’m going to find a bed.”

“Do you have any orders I should prepare for?”

“Just get the changelings ready to leave. I want a few vanguards to stay here, and help these ponies adapt to living in our time. I want them to be good and harvestable. They are the only ponies that don’t feel usurped by us at the moment, let’s keep it that way.”

“It will be done my queen. Oh, and what of Sombra?”

“He’s not a problem, for now… The vanguard remaining here will also be our warning system.”

The changeling infiltrator backed out and prepared to communicate the orders. The gentle buzz of his wings soon disappeared.

Chrysalis looked up at the crystal palace, the dead center of the empire. It was another territory she could claim, and another territory she would have to defend… Sombra’s emotional instability would most likely be a temporary condition, and she would have to deal with him again later.

For now that was good enough. Chrysalis had claimed her crystals.

Secondary Author's note.

At this time I'm looking retroactively at what has happened, and just for those questioning why things are happening the way they are.

When season 6 revealed Thorax's transformation because he "gave love", I was already on Ch.67 of this Story. I'd already been using that mechanic, but in a very different way from how show eventually showed it. Just thought I'd give a little heads up for those that may wonder.

Ch.11 "Changeling Empire"

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Chrysalis Wins

Ch.11 “Changeling Empire”

“By the old gods! Stairs! Why did it have to be stairs!”

To get to the living floor of the crystal palace required ascension up a large winding staircase. Chrysalis had given more love energy than she realized, and didn’t have the energy to buzz her wings, much less fly. So she had started a long, slow, and painful climb up the stairs.


Meanwhile somewhere at an unknown, location, Sombra suddenly burst out laughing for a moment before stopping, a confused look on his face. “Huh, that was odd, and yet felt strangely cathartic.” With a shrug he continued.


By the time she realized she may not even have the energy to hoof it all the way up, the look back down was just as discouraging. Either way she felt like an equine that treaded into deep water.

The whole palace stood upon 4 large arches, each with a doorway, and a set of spiral stairs. It hadn’t looked that bad when she first walked in, but now…

“Curse you Sombra! Or whoever designed this horrid piece of architecture!”

She stopped her climb and laid across several steps, and panted. The queen double checked her thoughts, she really should have just stayed in one of the local houses. The crystal ponies wouldn’t deny her after, she was their savior. Atleast that’s what she would have them think. No, it was her own insistence that got her stuck here; she wanted a royal bed to sleep on. After she took Celestia’s bed, something common wouldn’t do... Confounded pride.


The queen moaned as she tried to summon the will to rise to her hooves again. The only thing remotely dignified about this situation was that no changeling or pony was here to see her.

The clop of hooves heralded another pony or changeling, that was about to see her.

Her eyes shot wide open, and the struggle to get to her hooves quickened, lest she be caught in such an undignified state. She barely managed to stand by the time the newcomer rounded up the next set of steps. It was Vivisect.

“My queen, we started looking for you. I had Sentinels ascend the other staircases and living quarters, but they had not found you.”

“I was just admiring what’s mine, Vivisect.”

To emphasize her point she ran a hoof over the transparent crystal wall. It took massive effort not to let her fatigue overwhelm her. The head sentinel blinked, and nodded slowly.

“There are a few sentinels stationed outside the resting quarters. Do you require any additional service my queen.”

Chrysalis brought the hoof that traced along the wall up to her chin, and she rested her head on it. She decided to concede, a little.

“Yes, give me some of your love reserves. What I saw Sombra give you should be enough to live on for weeks. I did just deplete myself after all.”

“I didn’t feed on any of that!”

Vivisect’s gaze shot to the ground, and she stomped a hoof violently. The large sentinel had flinched at the queen’s mere mention of Sombra. Chrysalis raised herself to her full imposing height, that fact she was a few steps up added to the effect. She glared down at her lead sentinel after the outburst.

“Don’t give me insolence Vivisect! Give me what I asked for and be off.”

“Of course…”

The order was promptly followed. The sentinel exhaled, releasing a wave of transparent distortion which the queen was quick to inhale. Once it was complete Vivisect took a swift turn down the stairs, and was out of sight in a moment.

Chrysalis flexed her legs, and they felt considerably better, though far from 100%. She turned once more to ascend the stairs, but before she did so she looked back to where her sentinel had been. The queen’s head tilted, while she thought in hindsight. Vivisect never snapped around her before, the unflinching sentinel had flinched. Did Sombra really bother her that much? Chrysalis just chuckled.

It was not strange for vanguard infiltrators to get accustomed to the mannerism of ponies. The queen had dabbled in the work of infiltration herself a few times before the royal wedding, but she still was lacking in a variety of skills. For a warrior like Vivisect, who never had to bother with much outside of combat and guarding, ponies and their affections were something alien to her.

Large insect wings fluttered, with the queen didn’t bother to walk the rest of the way up the staircase, having had more than enough of the accursed things.When she entered the massive main hall she found a few sentinels posted at the entrance stood . Strangely there were also a few crystal ponies that were moving about, most of them just looked confused.

When the crystal equines saw Chrysalis enter the grand hall their eyes brightened. Most of them trotted forward and lowered themselves into a bow.

“Hail the queen who has saved us! We saw your victory from the balcony!”

“Yes, yes, now where is the bedchamber? Beating your old king and his crystal slobber was most exhausting. I assume you are all palace servants?”

Each of the ponies exchanged confused looks. One or two of them had cleaning supplies, and another was dressed like a butler, with a big moustache. Yet more dressed like maids, chefs, etc.

The butler stepped forward in an apologetic posture. His head lowered and one hoof was raised bottom up.

“I’m afraid none of us remember what we were doing here exactly. Most of us can only recall flashes of the cruelty Sombra inflicted upon us, which we would rather not remember.”

Chrysalis groaned and rubbed a hoof in circles on the side of her head.

“You look like a butler. Go stand by the door and tell anypony that comes by I am resting.”

“I suppose that would make sense. I will go do that, your highness.”

“Good, now for you other ponies, you two look like chefs, go find the kitchens and cook something, I don’t care what it is.”

The two chef looking ponies hesitated for a second, before they got up from their bow and trotted around the palace.

“You look like a maid, go clean something.”

The maid went and cleaned something.

“I can’t tell what you’re supposed to be, go find something productive to do.”

It was an old pale gray mare, with pale lavender mane and tail tied up in buns with short rope. She had a piece of parchment for a cutie mark.

“I don’t know what there is to do around here?!”

The older mare had a hint of panic in her voice, the assignment for the others seemed so easy. However, she couldn’t remember a thing, and she was old! Maybe it was because she was old, no all the other ponies had the same problem.

“Is there a library in this empire?”

The queen had a dry dull tone.

“Library? Hmm, library! Yes, atleast, I think there is.”

“Go there and read then, all this amnesia is bothersome, you can help the ponies remember themselves. Mark anything particularly useful that you find, and report it to one of the vanguard.”

“Um, vanguard your majesty?”

The giant changeling had to keep from smashing her still throbbing skull against the crystal walls Yes it was great to be in charge, but at the same time it was very annoying, especially when so many of her subjects had amnesia. The queen’s horn ignited and she shot out a brief mental command.

I need one drone, one vanguard, and one sentinel.”

The command was heralded and within a minute three changelings buzzed into the hall. Each landed close by the queen and stood alert. Chrysalis pointed at the largest of the three, who had an extra large frill, and bulked up chitin.

“That one is a sentinel.”

Next she indicated a tall changeling, it was slightly taller than the average pony, and sported lots of a grey freckles. It's frill and wing décor were moderate, not quite as intimidating as the sentinel’s.

“That one is a vanguard.”

The last one she pointed at was the shortest, and slightly shorter than the average pony. It’s chitin was thin, and it’s frill and wings were small.

“And that is a drone.”

With the three specimens before her the old mare straightened her glasses. She looked at each of them with interest, the visual indicators made them distinguishable enough. The queen continued her instruction.

“Now all three of you, escort this mare… what was your name?”

“Amethyst Maresbury, if I remember correctly.”

“Very well, make sure Amethyst doesn’t hurt herself. Fetch things for her. And you, vanguard, have you learned to read?”

“Yes my queen.”

“Then help her scour books for information. Am I clearly understood by all of you?”


“Then depart.”

Chrysalis turned tail and went off in search of the rooms. Since none of the supposed servants knew their way around here anymore she would have to find it herself. She was tired of both being asked, and asking questions. Despite the love Vivisect had given her, she was still physically exhausted.

The first door she came across, which looked interesting enough to open, turned out to be a dining hall, resulting in a groan from the queen. Crystal table, crystal chairs, crystal plates, crystal-silver ware, little crystal chandeliers, crystal floor, ceiling, walls, windows, even the tablecloth was some kind of woven crystal! It actually hurt to look at so much reflective stone. She mentally noted to visit this empire rarely, unless she felt like shrinking the pupils of her eyes into oblivion.

The next somewhat interesting door was large and made out of black iron. It was the first non crystaly thing she had seen in the palace, besides members of her own swarm,so she couldn’t resist opening it. It may have been a better idea to keep it closed...

The door had 5 sets of locks, that were all on the outside, facing the hall, for some reason… She quickly undid the locks, and made a loud clang with each. Once the last one was done the door swung inward. It was dark on the other side of the door, and she narrowed her eyes to peer into the gloom.

Many sets of yellow eyes with red pupils peered back at her, there were loud barks and yips that came from the darkness, and whatever the multitude of eyes were attached to surged forward.

Cerberus puppies!!!

“What the… Gaw! Oomf!”

Half a dozen three-headed black bulldog monsters the size of bears bounded out of their cage with oversized floppy paws.The little horde quickly overwhelmed the surprised queen, and bowled her over. Chrysalis couldn’t distinguish what was going on as she was assaulted by 18 wet noses, and got licked by 18 slimy tongues. To stop the madness of puppy play the queen lit up the hall with green magic.

Each of the over sized canines was suspended in the air by Chrysalis’s telekinetic grip. Every inch of her shiny chitinous skin was covered in excessive amounts of puppy drool, as well as her mane, which was now drenched.. It was so bad, she had to move the sticky hair in her face to the side. The eyes behind the slimy mane were not amused.

“Grr… What does a shadow king have to do with such dogs!”

Some of the puppies whined as they were levitated back into their cage, room, thing, whatever. The giant changeling made sure to reattach the locks back quickly. The only consolation for that event was she now had a deplorable position to assign some changeling, or pony. Her saliva covered face managed to crack a grin at the thought of forcing somepony to be their caretaker. They could have fun being suffocated by that mess for all she cared. Maybe that’s what Sombra did with them… or maybe he planned to make somepony their chew toy when they were grown.

More tired than ever, Chrysalis wasn’t willing to check more than the next door.

“This room better have a bed in it!”

Behind the next crystal door was a bathroom. Not even a royal sized one.


She just wasn’t willing to fight anymore. So Chrysalis pulled the towels off their racks and threw them on the floor. She curled up on the carpet, with her makeshift towel comforters, and was about to pass out.


The mental signature of Colony basically screamed at her. The sudden mental flash caused Chrysalis to jump. Her rapid motion caused her to impale one of the cabinet doors with her horn. It was wooden, for some reason, and her chitinous horn dug right through it. It locked over one of her jagged curves.

She tried to yank it out with some frustration, but after two failed attempts she took the sensible approach, and blew it up. The bathroom was now covered in wooden chips and splinters.


She had the mental courtesy to shout back.

“Rebels! Prisoners!”

Colony couldn’t get much more specific as the distance greatly weakened the details this kind of swarm communication could give. Chrysalis couldn’t physically respond now, even if she wanted to, her exhaustion was too great. The fight with Sombra had consumed almost every bit of energy she brought with her.

“Maintain control I’ll respond back soon…”

Was the final exchange between the two changelings. Colony would have to deal with whatever was going on in Canterlot, for at least a day. Then she could grace that city with her leadership, again.

Ch.12 "Family Ties"

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Chrysalis Wins

Ch.12 “Family Ties”

Amongst the bundle of towels on the floor the queen stirred. It was close to evening of the same day, and she would need to make sure the sun was pushed the rest of the way below the horizon.

It was difficult to force her eyelids open, but force them she would have to. They were her eyelids, and they would obey her, even if the rest of her body was screaming to keep sleeping! But the eyelids felt rebellious and put up a fight. After she struggled for a few moments with that particular piece of anatomy, she won. The defeated sheaths of skin retreated towards her forehead, and stayed where they were told. Hopefully this wouldn’t be a precedent for the rest of the day, or evening technically.

She hadn’t blinked more than once or twice when-


It was Colony, her mental message sounded more desperate than alert. The mood started to strike the queen with severe annoyance, and she growled. There were going to be a lot more ponies put in cocoons if it was as bad as Colony was making it out, though that was assuming she’d had the strength to actually put them in cocoons.


Chrysalis replied, and she hoped that would stop the mental barrage. It wasn’t that she didn’t plan on returning as a soon as possible, she just needed to collect a little energy first. Changeling relations were established with the crystal ponies, and some vanguard would be here to collect any useful information.

“My queen, I believe something important has been discovered.”

Shade had popped his head in through the doorway, which Chrysalis had never bothered to close before she slept.

“So has Colony… What is it you’ve found Shade?”

The vanguard infiltrator wrinkled his snout, what could Colony have found? He decided to push forward his matter of business, the queen appeared to be in a sour mood.

“It’s the Crystal ponies, many of them have been, changing…”


“Yes, they started to change after interacting with some parts of the empire. Things like, crystal berries, tiny ewes, and sets of jousting equipment among other things. Once the ponies interacted with these things they changed. It is quite a literal shift from their sullen, dull colors to bright and cheery ones. The smell of their happiness is littering the streets and has frankly become almost intoxicating, I’ve had my hoofs full trying to keep the swarm from feeding on them.”

“Well, that’s good. Tell the swarm that they can feed, so long as they do it lightly. Seems like this empire is full of strange magic indeed.”

The queen managed to raise herself to her hooves. This was the first good bit of news in a while, even helping shake some of her fatigue, maybe this empire would recover faster than she planned.

“Their happiness isn’t the only thing that has returned. Most of them started to remember things as well. Several have noted an important relic was missing, a Crystal Heart. Apparently Sombra hid it.”

“Well that’s all good and dandy, but we need to mobilize to Canterlot. We can chase lost relics later. Just leave a dozen vanguard here, tell the rest of the swarm to feed lightly and meet me in the central square. You have one hour.”

“Right away my queen.”

After a quick nod Shade left to carry out the order. Chrysalis moved out of the messy bathroom, and as she moved she noticed the puppy drool had dried out, which left an unpleasant residue. Her mane was stiff as a board, and her chitin had become dull and waxy. All she managed was to grunt at the inconvenience, Plain Thatch could prepare her another bath. As long as the royal chamber maid wasn’t among the reasons for Colony’s distress.

Chrysalis fed lightly from the crystal ponies that she passed in the hall. Not enough to warrant anything but a few strange looks. If they gave her a particularly uncomfortable glance, she would just say ‘Deep breathing helps me relax’. The ponies would nod their heads in understanding and go back about their business, one of the benefits of naivety

One familiar old mare with giant round glasses approached the queen, and was flanked by a drone, vanguard, and sentinel.

“Your highness, I believe I may have found something useful.”

Chrysalis had become a little more alert at this point, and addressed the older mare with the same unenthused tone she had the others.

“Yes, Ms. Maresbury?”

“This book has a general history of the Crystal Empire. Even as I read it, I started to remember many things. The Crystal Fair in particular, I remember those, and the Crystal Heart. Those were crucial parts to the nature of our empire’s magic. It’s what helped renew the Spirit of Love and unity among us, and protect us from harm.”

The changeling queen forced a smile towards the happy pony, and struggled to not roll her eyes. She was still perceived as their “savior”, and she would keep that image for as long as she could. She struggled not to be snappy as she replied to Amythest.

“One of my vanguard reported something similar, it appears you ponies just need to get familiar with this place again in order to regain your memories. Sadly I can’t help you much more on this matter, as I have important business in the south. However, your escorts will continue to help you as needed, thus feel free to ask them anything.”

“You’re not going to stay your highness?”

The disappointment that flooded from the pony blew past the changelings nearby like a foul breeze. The vanguard, sentinel, and drone wrinkled their snouts in dislike. Chrysalis answered the sad question hurriedly, as she wished the distasteful air to disappear.

“My business is urgent. I’ll return again when I have the time. Just enjoy your lives without Sombra. Go, make happiness, joy, friends, love, and all those good things. Like I said, the changelings are stronger the more positive you ponies are. Just look at us as a surrogate Crystal Heart, until you find the real one.”

“That is fair news, I’ll see what I can do.”

“Farewell Ms. Maresbury.”

“Your highness.”

Amethyst Maresbury left with her assistants, and the large history book was placed on the drone’s back. The drone was already carrying saddle bags full of text, and gave a strained grunt as last bit of weight was added on. It gave a stink eye to both the vanguard and sentinel, but the other two had insisted it was the drone’s job. They were too busy reading or keeping an eye out for danger. The drone rolled it’s eyes, though it was almost impossible to tell, with drone eyes being so blue and featureless.

Chrysalis went to the palace balcony, and readied her wings. No stairs this time, just a simple glide down to the square, where she could patiently wait for the rest of the swarm to gather. She had acquired a decent breakfast from the palace attendants, but not a real power boost. In order to make a portal back, all of the changelings would need to add a little energy to it, rather than just rely on the queen’s magic.

As the queen looked around she saw the evidence of Shade’s and Amethyst’s reports. Several of the crystal ponies had gained a significant amount of color. There were a few food stands, and small sheep running around. Other various pleasantries and cheer making items had been discovered and shared. One good sniff revealed a great deal of change within them.

The crystal ponies witnessed the terror of their old king’s return, only to see him flee, and many had found courage and hope. The queen grinned in approval, this may be a profitable venture yet.


Meanwhile, a littler earlier in Canterlot…

If a changeling could sweat through their chitin, Colony would. Instead she merely hyperventilated. Her blue eyes flashed frequently as she gave sporadic mental commands to the drones in the city. Almost all of the sentinels and vanguard had left with the queen, which left Colony with a force that consisted mostly of drones to keep things orderly.

Almost immediately after the queen left with the militant section of the swarm, a number of ponies acted suspiciously. Colony cursed under her breath now.

“Festering cod flies, why did the queen have to be so public with her exit!”

The head of the drones stood in front of the palace gates, along with a few vanguards, and a large bundle of drones, which flew about. On the other side of the occupied street was a large crowd of ponies. All of the furry equines had scowls of anger written deep on their faces. A number of them stomped their hooves brashly.

“We want Applejack back!”

Cried the cantankerous voice of Granny Smith, the rest of the apple family riled up in agreement. Along with Apple Bloom and Big Mac, most of the extended family had come, including the Oranges. All of them were, understandably fired up, given that one of their own had been unjustly imprisoned. Apples stick together, no matter the weather.

“You also took one of the Pies, and we want her back”

Pie family and relatives had also shown up in large numbers. Unicorns from Twilight’s and Rarity's families approached the gates and all voiced their discontent. An older rainbow maned stallion pegasus hovered in the air and threateningly beat his hooves together, actually creating small sparks of electricity between them.

Many more ponies voiced that a member of their family was a part of the guard, and they wanted to see them.

Dozens of upset family members slowly advanced, closer and closer to the gates. Colony gulped, she was a task manager, not a changeling that dealt with riots and other potentially violent situations. That’s what the vanguard and sentinels were for.

The ponies were only a few strides away now, and Colony could almost feel the heat of their breath. She had to do something to get them to back off, after drawing several blanks; she went with the first idea that popped in her head.

Colony flew behind the wall, so she would be obscured from the angry mob’s line of sight.

Green fire swirled around the head drone and her form grew in height. Her transparent insect wings gained feathers, a long flowing mane and tail replaced the fin-like appendages. On the other side of the wall stood a great white alicorn, and mock Celestia wore a stern face.

She rounded the wall, and opened the gates. Her eyes flashed blue towards the other changelings before she addressed the crowd. It felt quite different, to look at equines at this height. Colony almost felt powerful, despite the bluff.

“Order! My little ponies!”

When Celestia’s form had opened the gates there was a ragged gasp through the crowd. Some of the ponies immediately stopped their protest and dove into a bow, many followed suit. Others were caught off guard, but stared suspiciously. A few were not buying it at all.

“Be calm ponies, and do not worry. The new queen is organizing things as I speak. Your family members are in no danger.”

Mock Celestia’s voice had sounded flawless, just like the real thing, but a few other details were lacking. First off she didn’t have any of the royal regalia on, no crown or hoof shoes. The hair was right, but Colony had forgotten one obvious detail while conjuring the form, the cutie mark…

“Celestia’s not a blank flank! It’s a changeling in disguise!”

“Oh molt flakes…”

The crowd boiled over, and rushed forward. Colony and the changelings in front of the gates soon found themselves trampled upon. The flood of angry equines bowled over the insectile guards with their sheer mass, and ran through the open gates.

The light purple pegasus stallion with rainbow mane dashed through the air, and outmaneuvered the drones that tried to block him. He easily nailed a few of them with a good quick hoof here and there, which dropped them from the sky.

A mob of angry ponies successfully entered the castle grounds, where many more drones appeared to oppose them. But the crowd wouldn’t be stopped.

Mock Celestia lay on the ground and groaned. Dirty hoof prints left impressions up and down the tall body. Several feathers lay in a scattered mess around the not-so-regal form. Green fire melted the disguise away and the smaller Colony struggled to get up.

“Queen, queen, queeeeen, queeeeeeeeeeeeen!”

She shot the mental message to the queen. Things had really gotten out of hoof. Before the drone in charge could fully raise her head from the ground, a small set of hooves shoved her face back into the dust and cobble stone.

“That’s for mah sister!”

Apple Bloom yipped, and she jumped off of Colony’s head. The drone growled and lifted her head again, only for it to be shoved down again.

“That’s for my sister!”

Squeaked Sweetie Belle, and she jumped off Colony’s head. The drone hesitated to lift her head, and wondered whether it would be worth it. Maybe she should just stay down, but these were fillies, she could handle fillies. Colony strained her neck for the third time to-

“Cutie Mark Crusader Rebel Rousers YAY!”

Scootaloo repeatedly jumped up and down on Colony’s head. The task manager, turned riot manager found her snout buried deeply between two cobble stones.

“Rainbow Dash isn’t technically my sister, but she’s close enough….Also I want to feel included so, EAT DIRT CHANGELING!”

She did not attempt to get up again…

Ch.13 "On Edge"

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Chrysalis Wins

Ch. 13 “On Edge”

Chrysalis waited in the light of the setting sun, underneath the massive crystal structure of the royal palace. Hundreds of the changelings she brought with her had already gathered. Vivisect stood by neat rows of sentinels, all of whom wore flat expressions. Drones gathered near the queen, and the vanguard stood in their own section.

The hour that Shade was given drew to a close, and the rest of the swarm in the Crystal Empire gathered. The queen made a motion with a hoof to draw her two councilors close. Both the vanguard and sentinel did as they were prompted.

“Help me lower the sun the rest of the way.”

The three commanding changelings faced the red-orange orb, and activated the magic required to lower it below the horizon. They were a little more used to the technique, so it didn’t sting as much as the first time they had done it together. Once that was accomplished the queen took on a business like tone.

“Shade I want you and the vanguard to go ahead first, scout a good position for us to enter from If everything is truly anarchy when we get back, I’d like to appear where I’m most needed.”

The head vanguard nodded at the instruction given and crossed horns with the queen. Chrysalis imparted a mental signature spell that would help her track Shade more easily, even at a great distance. Shade’s eyes flashed purple, and there was a small ripple of energy going through the vanguard.

“Meanwhile, you Vivisect have one priority; make sure the throne room is secure. Hold it with everything at your disposal, we can’t allow the prisoners to escape under any circumstances, or everything we’ve worked for will be for nothing.”

“It will be done my queen.”

The large sentinel’s wings fluttered and her chitin rattled, her large eyes flashed with orange, and the rest of the sentinels bristled with anticipation. A general stomping of changeling hooves filled the grand and spacious city square, reminiscent of a call to battle

The noise reverberated off the crystal like glass, this drew several crystal ponies to look outside of their homes in curiosity. The sight of the swarm in this state of organized eagerness was, intimidating, to say the least. Thus the ponies were glad that these changelings were friends to the empire, otherwise it would look like a grim occupation. If only they knew.

Chrysalis silenced the clamor with one mental message, felt throughout the entire swarm.

“Quiet my subjects, let us be about our tasks.”

With that the vanguards were the first to leave. A few hundred miniature green portals flared to life over a fraction of the swarm. Each individual infiltrator had to summon their own means of transport, while the sentinels had to buddy up with the vanguard as their magic was weaker in that area.

The queen watched quietly as the best fighters in her swarm departed, and left her with the bulk of the drones. She expected to leave soon.


In Canterlot-

The sun had just set, and a large mob of angry ponies approached the castle doors, as the twilight gleamed off their coats. Only one thing kept them from bursting open the doors. Six sentinels stood ready with their battle magic activated. Threateningly lethal claws were brandished and large ethereal blades five times the length of their natural horns flared menacingly.

If the mob of riotous family members continued their charge forward they would be impaled on a plethora of sharp and grisly objects. So they halted, but only for a moment.

A single large stone was hurled high into the air. It’s arc went so high that the sentinels that guarded the door didn’t regard it. It was too late by the time they heard a whistle in the air, and decided to look up.

The grey boulder impacted right behind the sentinels, and in front of the door. From impact the grey stone evolved into a miniature mushroom cloud with a concussive force that blew back the changelings around it. In fact the reactive force was so strong it blew open the castle doors, shattered a good number of windows, and knocked back a good portion of the angry mob.

Everypony, and the drones that flew towards the castle to reinforce it, stopped what they were doing and gaped in awe.

The crowd cleared to leave space for one mare standing in the center. She was grey with a light lavender mane and plain frock, she wore a flat expression. She started to walked forward, and disregarded the amazed stares she received. In a dull monotone voice she said.

“I’m not really into ‘fighting’. I just want to my sister back.”

This caused more disbelieving jaws to drop.

“Dear, what did they teach you at that geology school?”

Mrs. Pie looked shocked at her own daughter. Even as a filly Maud was strong, she could out work most of the family. But Old Mother Pie hadn’t see her daughter put on a show like that before.

“They taught me about rocks.”

Maud’s tone was still flat. Most of the crowd was now getting over what they had just seen, and when they noticed the castle doors were open, they trotted forward.

Her father tried his best to shake of his own shock, “We’ll address with that matter later.”

The sentinels that stood there previously were now slumped in random places over the courtyard, behind the mob of family members. Those still conscious groaned in disoriented stupor.

Colony had also witnessed the scene unfold, and her mind raced to process it. A single pony just disabled half a dozen warrior changelings and broke the castle open, with a rock!

She waited for the mob to move into the castle in it’s entirety, and when the last pony entered she gave a command to hundreds of waiting drones. They were builders, not fighters, and Colony thought she might actually apply that skill set.

Drones, cover every last inch of the castle in slime…”

The mental message was clear as nearly two thousand drones flew to obey it. The air became a cacophonous roar with the buzz of countless wings coupled with the hacks and coughs of drones vomiting magical slime.

Doors, windows, and any form of escape was sealed off, as the castle became buried in the green sticky stuff. Even the walls and roof was coated in a thick layer of it.

The castle was now one giant changeling loogie.

Only magic could dissolve the slime, so the head drone was confident of its integrity. Whatever the unicorns in that mob could manage to dissolve, hundreds of waiting drones could replace in a moment. The thought of ponies getting their hooves stuck in the slime only to struggle helplessly, brought a smile to Colony’s muzzle.

“I don’t care what kind of punch you carry pony, you’re not getting out of this.”

The drone’s expression was smug; maybe she wouldn’t even need the queen’s help to stabilize the situation, she just managed to trap that emotionally charged mob in a large castle cage.

In the air next to the head drone a green portal burst into existence, and out came Shade with Vivisect. Colony rounded in surprise, but she quickly gave a relieved sigh, things looked even better now.

“It’s about time. What took so long in the first place?”

“The Queen’s encounter with the northern enemy demanded excessive energy.”

Vivisect grunted with nonchalance.

“More importantly, what requires the queen’s attention here so urgently?”

“A large mob of the prisoner's’ family members decided to show up and threatened us with violence. They’ve invaded the castle, but as you can see, I have them trapped there now. I believe things are under control.”

Colony hummed with satisfaction, and made a grand gesture to indicate the drones work. Shade viewed it skeptically with analytical eyes.

“Uh huh, did you have the underneath of the castle sealed off as well?”

Colony’s smug expression, promptly dropped like a piece of lead, “The underneath?”

“Yes, so they can’t simply dig underneath your slime barrier.”

“Oh, that… well, also the prisoners are still in there. So…”

To Colony’s chagrin that was an obvious flaw, but if she hadn’t noticed it, hopefully the ponies wouldn’t, for a little while at least.

“That is what I am here to secure.”

Vivisect asserted briskly, the head sentinel’s eyes glowed orange, and the plethora of other sentinels in the air rattled in acknowledgement. The largest changelings of the swarm advanced towards the castle and hovered over one of the higher points. Drones parted their scurried paths to make way.

Once she reached where she wanted, Vivisect activated her battle magic, claws and magical sword horn sprouted up. With ease she cut through the barricade of slime and reached the roof, which she then tore apart with her claws. Swiftly she burrowed down, and broke into the throne room. Dozens of sentinels followed down the hole their leader had made.

“I’ll move inside to disable them as quietly as I can. Just make sure they don’t escape from where you can see, Colony.”

Shade voiced with a little irritation.

“I was already on that. Don’t presume to give me orders.”

The indignant drone huffed.

“It was a suggestion, disappointing the queen would reflect poorly on us all.”

“Speaking of the queen, where is she?”

“She’s waiting to be summoned. I believe she would want to see the prisoners face to face, when I make sure the situation is civil, I’ll call her.”

“Very well.”

The two changelings parted ways, Colony still hovered around the outside of the castle, along with her two thousand drones. Shade advanced to the broken castle doors, and was followed by his group of more experienced vanguard. They dissolved some of the slime so they could gain entry, once they were in they sealed it shut again.


The inside of the castle was huge. Many of the ponies who rushed in had never been there before, and worried that they would get lost. One sensible pony decided to voice their concern.

“Where are monsters even keeping them?”

The crowd hushed as an answer was pondered. A light grey unicorn mare with white-purple striped mane and a triple star cutie mark called out to the crowd.

“Night Light and I stopped by the throne room before, we heard rumors, and when we tried to enter it earlier they turned us away. They must be hiding something there, I’m certain of it!”

“It’s true, follow us this way.”

A blue unicorn with blue mane confirmed what the mare said. Both of them took the lead as the crowd advanced through the castle. Loud splatter sounds echoed around from all sides, muffled by the castle walls. It became darker, and light from the windows was blotted out.

One or two ponies screamed in fright.

“They’re going to bury the castle!”

The mob suddenly trembled at the possible indications.

“I ain’t turnin’ back, not til’ I get mah sister!”

A loud bellow came from the largest red stallion in the room. He stomped forward, and put a hoof up to the two leading unicorns. Both Twilight Velvet, and Night Light had paused when a few ponies started to scream. With a prod from the big earth pony stallion the two snapped to their senses.

“I don’t know ‘bout you, but mah family means everything’ to me. I don’t care what kind of mischief these changeling’s are cookin’ up. I’m gettin’ Applejack back, even if I have to fight them all myself.”

“Of course, they have our daughter and son too.”

The Sparkles’ and the Apples’ nodded to one another before the advance resumed, despite the bothersome noise that occurred outside. It didn’t take long before they were able to reach the entrance hall to the throne room.

There, waiting for them was a group of Sentinels, each of them sprouted their magical weapons when the mob of family members came into view. There was an intense stare down. Vivisect growled out to the group of ponies with menace.

“Not one hoof further. Not unless you want to see your own blood.”

For a few moments the suspense in the air became thick enough to cut with a butter knife. The mob wasn’t willing to back down, and neither were the sentinels. No amount of stares did any good to intimidate either group into submission. The locked eyes glared into each other and tried to evaluate what kind of mettle was there. They were disappointed to find that the convictions were equally unyielding. For changelings, it was survival for the swarm. For ponies, it was family.

The pregnant silence broke with the sound of grinding stone.

Maud Pie casually pulled a block of stone out of one of the walls, easily able to break away the cement in between. Her flat expressionless eyes turned toward the sentinels as she lifted the square stone, and threw it right at Vivisect. The head sentinel only had a moment to throw up a fiery barrier

Upon impact the reaction created a violent explosion of dust that blotted vision within the hall way. The very walls shook as a gust of turbulent air blasted through the hall. When the dust cleared only a few figures stood.

One sentinel stayed on her hooves, while the rest had fallen down, pot marked with dents from fragmented stone and cracks that lined their chitin. The pony mob itself was rather stunned, while they didn’t suffer from bits of stone hitting them, the concussive wave had thrown many a good distance off their hooves.

Big Mac and Maud managed to stay on their hooves. The red stallion cocked an eyebrow at the grey mare.

“In here?”


Needless to say the exchange between the two was quite short.

Several on the ponies on the ground grumbled of headaches and sore parts, but started to get up. The sentinels on the other side of the hall didn’t fare as well, since they were close to the epicenter of what was basically an artillery blast. They only survived due to their leader’s shield and their hearty constitutions.

The lead sentinel glared in defiant reproach. Was that pony possessed by some ungodly spirit of strength? The head sentinel had faced many monsters in her time. It was her responsibility before the invasion to make sure changelings safely passed through the likes of the Everfree forest, and Hayseed swamps. No meager challenge, yet despite all the monsters she battled, and crazy swamp witches she dealt with. This pony… this pony had a strike like an adult dragon and even she wasn’t crazy enough to take on a dragon

Vivisect smiled, it was time to prove why she was head sentinel.

Big Mac stepped forward and tilted his head. It was impressive that this one changeling still stood, despite the incapacitation of her fellows. However, most of the ponies were back on their hooves again, and the unicorns of the mob lit their horns up with magic. A few pegasi hovered up, and the rest of the ponies stomped their hooves.

Dozens of ponies faced the singular changeling. The large red earth stallion trotted forward, to look straight at the defiant creature’s face. She was an impressive specimen, and even Big Mac had to look up a little to meet her eyes. Her battle magic was down, apparently holding that barrier took a lot out of her.

“Now ah do believe you’re out numbered. If you would kindly step aside.”

He uttered in soft spoken words. The large sentinel smiled and she looked upwards.

“What makes you think I’m out numbered…”

Big Mac turned his head about and looked up. There, crawling silently on the ceiling like spiders, were dozens of vanguard changelings. They were barely visible in the dark, but the unicorns lighting the way reflected off them slightly. Unfortunately glowing unicorn horns also make great targets in dark places.

A short cough was all the warning the crowd of ponies got before a barrage of disabling slime rained down on them. The green stuff hit wings, legs, horns, and bound all kinds of important things down. Half the crowd was effectively disabled in that initial wave.

Before Big Mac turned around to face Vivisect properly, she had already jumped forward and close-lined him in the jaw with one of her large hooves. It was enough to make the strong stallion stumble backwards in surprise. The head sentinel wasted no time and followed up with several precise strikes.

Big Mac felt heavy hoof falls land about his neck, chest, and joints with uncanny authority. His nerves were attacked in suppressive ways, and the large Apple stallion’s front legs buckled, and he fell forward on his face. Vivisect lowered her fanged mouth and snarled close to Macintosh’s ear.

“What do you expect fruit pony! Fight a warrior only if you want your flank hoofed to you!”

She raised her hoof to finish off the paralyzed farm pony when a pair of light purple hooves connected with her head. The sentinel’s thickly armored skull was thrown backward and her body followed. A blur of rainbow colored wind landed next to Big Mac. It was a middle aged pegasus, and he extended a hoof to the earth pony as he struggled to get up.

“Rainbow Blaze, don’t believe we’ve met before.”


“Right well, I still need to find my daughter. I heard you still have a sister to grab?”

“Eeyup, tell the others to get who they can. This is gonna go south if we stay much longer.”

Rainbow Blaze nodded solemnly. They may very well end up having more ponies captured than freed at this rate. More slime rained down from the ceiling mounted vanguard, and the free ponies had a hard time avoiding all of it.

“Come on, let’s get what we can everypony!”

The light purple pegasus jumped into the air and indicated the others to follow. Those that could still move and were willing ran into the throne room. Most of the pies and a good number of Apples surged forward, Twilight Velvet was still among the mobile.

Several vanguards leapt down from the ceiling to make sure their immobile targets were secure, before they too went into the throne room.

Orange eyes opened up in the midst of other fallen sentinels, with an angry roar Vivisect got back on her hooves. When she looked around Big Mac was no longer there, and she caught a glimpse of a few ponies that ran into the throne room.

“Oh no you don’t you snots!”

Her wings hummed and she shot into the prisoner’s keep.


The array of cocoons on the ceiling made many a pony flinch in disgust. The green viscous containers held their dear relatives, and they wouldn’t stop at this point. Rainbow blaze was the first was the first to spot what he wanted.

“Dash! Just hold on a moment! I got ya!”

He grabbed the cocoon holding the rainbow maned mare, and pulled with everything he had. The green sinews of slime holding the pod in place were unyielding. After Blaze managed to stretch them several feet they snapped back into place, he flew backward under his own moment and sailed into the opposite wall. Blaze recovered quickly and grit his teeth.

“I can’t pull her down! That’s stuff won’t break!”

Twilight Velvet tried a little blast of magic, and the sinews holding up Rainbow Dash’s pod were cut. Pleased with the success she moved to the next, which was Pinkie Pie. Once Rarity was down Velvet looked about for another unicorn.

“Night Light? Are you here?”

No response came to the middle aged unicorn mare and she was hit with a fresh wave of panic. She bit her lower lip and turned back to releasing prisoners, things were going horribly wrong, but they needed to salvage something. Apparently the rest of the unicorns were taken down back in that hallway.

Twilight Velvet grew more desperate with each new released prisoner. There were several guards, but they hadn’t found either of her children yet. When she was about to lose hope, the next cocoon revealed Twilight Sparkle.

“Just a moment deary, Mom is here.”

Her horned charged to prepare another magical cut, but was interrupted by a gob of green slime. She flinched at the sudden blockage and an unpleasant sensation as it seeped down her head.


Was the single word uttered by vanguard changeling that approached Velvet. His bluish eyes flashed purple and the room filled with the buzz of many more vanguards. Now without her magic, the middle aged mare backed away from the tall changeling’s approach.

“I wouldn’t have it this way, but I’m not the one who makes orders.”

One hack of slime later and Twilight Velvet found one of her hooves stuck to the floor. Her eyes filled with fear and she trembled, though the sight of her daughter reminded her why she was there.

“What do you monsters even want?”

“Love, to put it most simply.”

This baffled the light grey unicorn. She heard the brief explanation about changeling’s feeding on emotions or the like, but if it involved keeping her daughter strung up like that… She couldn’t agree with it.

“There must be another way to go about this!”

She adopted a begging tone in her powerless predicament. The vanguards eye’s betrayed some compassion. He closed his eyes and sighed.

“We’ll have to see what the queen says.”


The rest of the vanguard had filled the room and worked to disable the rest of the mob of relatives. Rainbow Blaze tried to crash through a window to make an opening, but found himself stuck on a giant wall of slime. He disconcertingly resembled a fly stuck on a web. He warned the others to stay away.

“It’s no good, this stuff is stickier than glue!”

Several ponies cried out in dismay, it appeared they were trapped. The cries died to the sound of a loud jack-hammer like pounds. Right in the middle of the royal throne room Maud had decided to start digging. Bits of stone were flung this way and that, as the stone grey mare burrowed through the polished marble faster than power equipment could hope to.

“Follow her, and take the others with you!”

Twilight Velvet shouted for her last effort. The remaining ponies quickly obeyed, and the released cocoons were shoved down the hole Maud Pie had made, the other ponies quickly followed down the exit.

The vanguards moved to cut off the band of relatives from their retreat, but were body blocked by Big Macintosh. One changeling was foolish enough to try and get past him. That one got bucked straight through a nearby wall.. Though he tried to ignore it, Macintosh’s front legs were still shaky from the paralytic hits.

This bought enough time for the mobile ponies to escape, along with Rainbow Dash, Fluttershy, Rarity, and a few of the imprisoned guards.

A large sentinel changeling pushed aside the vanguard in her way as she moved to the center of the action. Two more vanguard tried to get past the large red earth stallion, and had their snouts kicked to inversion.

“Back off, he’s mine!”

Vivisect growled and advanced on the farm pony. She fainted a jump forward to bait a kick from Macintosh. As the red earth pony flung his hind legs at her she dodged, and returned the action by with a smack to his ankles.

It hurt, but Macintosh was still standing. The sentinel tried to bait out another attack, which Big Mac didn’t take, so he could avoid getting his ankles hit again. As punishment for the inaction, Vivisect slammed a hoof at the base of his tail, and broke it.

He yelped at the sharp pain, and lashed out with another kick. One of his hooves caught her in the under belly, which was her least armored spot. This knocked the air out of Vivisect and she stumbled back, and protectively moved a hoof over her gut. After she regained her breath, the large changeling muttered a few words.

“You could make a fine warrior pony; you have more than enough strength. Pity your pleasant little life never taught you to wield it properly.”

Vivisect flapped her wings to gain a little height, she motioned to jump on the stallion one more time. Bic Mac kicked out one more time, and for one more time, she dodged and kicked his ankle. There was a light crack, and when Macintosh’s hooves returned to the ground, the abused joint gave out. His front legs trembled uncontrollably, and with one good leg left, the stallion simply couldn’t stand.

With a loud obnoxious cough, that leg was pinned to the floor with slime, and Vivisect turned to see how many they had lost, and captured.


Shade saw that the main action was over. The hole that Maud had made was blocked in to deter pursuit. Some of the ponies had escaped, but a good deal of them were stuck back in the hall, and right here in the throne room. The vanguard glanced over to where Twilight Velvet was stuck.

The trapped unicorn mare had a hoof over her mouth, which covered part of her shocked expression. To witness the big red stallion get beaten down was hardly a pleasant sight.

Shade shook his head; this event would do little to solidify the changeling relations with the ponies. Hopefully the queen could pull off something salvageable towards peace keeping. Otherwise this kind of thing would only become more common.

Worst of all however, is that they lost several of the element bearers and guards, meaning the other parts of Equestria would have parties to rally behind, should they decide to rebel. This did not bode well.

Light shown softly from Shade’s horn as he sent a message to the queen, they were ready for her to come.

A fiery green portal erupted in the throne room and the queen of the changelings stepped out. Her tall figure was a head or more above all in the room. The green double iris eyes peered around at the mess.

“I must confess, this puts me rather on edge.”

Ch.14 "Establishment"

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Chrysalis Wins

Ch.14 “Establishment”

“Relocate them, all of them.”

The ring of Chrysalis’s displeased voice echoed in the room. She was not amused by this, but it was not entirely unexpected. It was difficult for ponies to remain submissive if they felt a family member was threatened, this was part of what made their love so strong. The voracious amounts of passion it could stir were exquisite, but like with all good things came with a price.

The queen was so very tempted to simply bag them all. It would be easy, and the raw emotions that boiled within the room would be delicious, but her next choice would have crucial consequences on the ponies’ perceptions of her. Appearances had been a primary tool of the changelings for countless centuries after all and one single misstep would shatter the image she’s so carefully crafted up to this point..

With a faint glow of her horn, the queen sent a message to Colony. The head of the drones made her way into the castle throne room. Chrysalis stood there, reflection etched deep into her eyes as they gazed off into nothing. The small drone approached her superior, with obvious apprehension etched across her face

“What is it you need my queen?”

“Get the drones, and dig into the mountain. We are going to construct a new holding for the prisoners. I can’t afford to have ponies know their exact location anymore, and this throne room can go back to its original purpose.”

“Dig into the mountain… do you have any particular accommodations you desire?”

“Make it deep, make the pathways misleading, and make sure you know how to navigate it. Also each prisoner is going to have their own chamber. No point in making it easy to get all of them at once.”

“Shall I get the drones started this night?”

“Yes, now be off.”

Colony’s eyes glowed bright blue as she called the drones to her location. Soon the raw mountainside would be covered with changeling builders.

The queen shifted her attention to some of the ponies that weakly struggled against their slime trapped hooves. One middle aged unicorn mare caught her attention; this particular pony bore a resemblance to another, particularly nosy pony.

Chrysalis’s slow hoof falls advanced to the stuck equine, who soon noticed the approach. The light grey mare widened her eyes and gulped. She had seen the queen on two occasions before, once when she saw the impersonator erupt from Cadance’s form, and the other was that public meeting she had called, telling them 'not to fear'. Pity then that fear was exactly what the middle age unicorn was feeling.

Harlequin eyes looked directly above the pony trapped to the floor, and spotted a cocoon that housed Twilight Sparkle. When the queen’s eyes roamed back down to the fearful mare before her, she smiled.

“Tell me your name pony.”

The queen’s slightly resonant voice sent a shiver down the unicorn’s spine. She noticed the glance the giant changeling made to her daughter, and she couldn’t think of a reason to lie at the moment.

“Twilight Velvet.”

“Twilight… that’s a name for clever ponies, yet you’re both stuck here.”

The buzz of Chrysalis’s wings echoed around the throne room as the queen ascended up to one of the cocoons. When she reached the green viscous container that held Twilight Sparkle, she seized it in her front hooves. The queen looked over her own legs for a moment, and appreciated the fact they no longer had holes in them. They had disappeared after her binge meal on the princesses and elements.

One quick zap of magic later, and the Cocoon that held Twilight Sparkle to the ceiling was free. It didn’t crash to the ground since the queen held it firmly. Both Chrysalis and her captive slowly descended through the air, until they landed in front of Velvet. The queen kept her smile as she turned back to the middle aged mare.

“Would you like to talk to her again?”

It didn’t take a moment for Velvet to say,


“Would you like things to go back to the way they were?”

“Of course!”

“What would you be willing to give for her freedom?”

“I’ll take her place, just please, she’s a good mare, and she doesn’t deserve this, please...”

The queen laughed at the petty tone in the unicorn’s voice. She tapped the cocoon that held Twilight Sparkle with a hoof.

“An exchange is an amusing proposal. What makes you think you would be worth exchanging an Element of Harmony for? Granted the elements are useless unless all together, thus hold just one of them would be sufficient. However,your daughter is quite the dangerous pony. Along with being one of the strongest magic users in Equestria, she’s also helped organize the downfall of two god like beings. Truly I’d be a fool to simply let her go, especially in exchange for one whose magical capabilities are, hardly impressive.”?”

Velvet’s gaze went down cast, as tears started to trickle from the corners of her eyes. She had no hope of swaying the queen, as the ruler made gleefully clear, she had nothing of value to barter.. Her whole family could look forward to life imprisonment,. Both of her children, and her husband, who was likely stuck somewhere back in the hall, were now at the mercy of this emotional vampire. Before the middle age unicorn could break into full blown sobs a hoof lifted up her chin, and she was forced to look up into those double iris eyes.

“As much fun as it is to get back at you pampered little brats, I can’t feed on this. Neither can my subjects.”

Chrysalis broke the eye contact between them and glanced over the cocoons that hung in the room. Her smile lowered to a contemplative line.

“Cocoons need to be changed out every other month or so to keep the prisoners healthy. You will able to talk to your daughter then.”


Velvet’s eyes blinked rapidly to clear out excess liquid, and her muzzle sniffled. She couldn’t quite believe what she heard.

“I said, you will be able to visit occasionally. The cocoons provide nutrients for only so long before they need to be changed out. Though, obviously there will have to be conditions,. However, I am still weary so I will figure the details later.”

The queen got up and motioned her to leave. Prisoner cocoons were in the process of being detached by the vanguard throughout the room. Several drones also buzzed in to offer aid. Before Chrysalis took more than a few steps, Velvet called out to her.

“W-wait, what are you going to do with us? Those of us that came tonight?”

Chrysalis tilted her head to the sideways, her body still faced away from the trapped unicorn.

“What do you think I should do with you?”

The queen cocked an eyebrow. Twilight Velvet lowered her gaze to the floor, she supposed she shouldn’t have asked the question. The giant changeling closed her eyes and sighed.

“I will not bag all of you tonight… I need to make an example of this.”

The trapped unicorn cringed, she didn’t like the possible implications. Thankfully, the queen saw fit to add a few more words.

“I would image some of you are more reasonable than others. You will help the other ponies see there is a new establishment. I will be respected, and I will have order, but because I am a benevolent ruler, I may see fit to grace you with certain mercies, despite your foolhardy actions. However, do not expect to roam completely free.”

The queen flicked her tail and turned to exit the throne room, which was almost cleared out by now. Various changelings had dragged the pods out, and they were pulled towards the mountain which Canterlot rested on.

The caught members of the family mob were still there, glued down in their initial place of capture. Shade approached the queen as she neared the exit.

“What do you want to do with the new prisoners?”

“If they sustained injuries put them in a cocoon. I believe I saw a large red pony that looked particularly uncomfortable, some time in a cocoon would do him good. Otherwise find out which ones are more cooperative, have them guarded until tomorrow morning. Provide for their needs, and make sure they remain disabled.”

“Is there anything else?”

“No, but tell them to have sweet dreams hehehe...”

“Very well my queen.”

The head vanguard called to a number of his fellows and went about the task.

Chrysalis wandered the castle halls, and eventually found her way to Celestia’s bedroom. Two sentinels already stood guard; their horns glowed with detection magic so there wouldn’t be another night-time surprise. At least Vivisect had been thoughtful. The bed had been nicely made too, thanks to Plain Thatch.

This would be much better than hard tiles, and towels.

Ch.15 "Nightmares"

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Chrysalis Wins

Ch.15 “Nightmares”

The light of pre-dawn started to infect the room Chrysalis slept in. This reminded her of the daily chore, and she grunted in annoyance, honestly wondering how Celestia was able to keep up with such a task. Though she kept her manner calm the previous night, she burned angrily inside. These ponies apparently hadn’t got the message she was in control. They didn’t fear her enough to respect her rule.

Plain Thatch arrived promptly outside of the royal bedroom, where the sentinels that stood guard let her through. When she saw that the queen’s horn stuck out amongst the pillows she decided to wait near the door. She was here for the royalty’s convenience, not the other way around.

The queen’s voiced carried out from the pile of plush objects.

“Ms. Thatch, do you have any family?”

A little disconcerted that the queen knew she was there, Plain Thatch shook off her surprise and responded.

“Only my husband your majesty. I was orphaned when I was young, and I never stuck with any potential family for very long.”

“Where does your husband work?”

“The gardens, his name is Cut Brushes”

“Good. I want you to accompany me this morning, after your cleaning of course.”

“Um, yes your majesty. May I ask why?”

“You’ll will find out.”

The queen emerged from the mound of pillows like a monster from its bog. With a flick of her hair, she whipped about her long blue green mane. The quick shower she took before collapsing into bed had given her some bedmane this morning. But she’d rather no have slept in the dog slobber she acquired the other day.

Plain went about her duties to make the room tidy, while Chrysalis sent out a mental call to her councilors. She would get the sun raised and then deal with the problem that started yesterday.

Colony, Vivisect, and Shade all met her at the Solar Observatory for the morning ritual. After the sun poked it’s face over the horizon, Chrysalis addressed her councilors.

“Gather everypony to the castle courtyards by noon.”

The queen didn’t look at any of them, causing some of the councilors to blink in surprise. Each hesitated for a moment before they took off, as if they expected more of an explanation, but one never came. As the head of the vanguard was about to leave the queen spoke again.

“Shade, what were you able to observe from the prisoners who were not imprisoned?”

“Their emotions were a mess. Some were full of despair , while others still had the will to fight. Some did seem to be cooperative, but I could easily tell they had ulterior motives. I made sure they were all secured, none escaped. Well, except for those who got away before you arrived.”

“I want the prisoners brought to the courtyards for the gathering. When that is done, hunt down those who escaped yesterday.”

“I’ve sent my best trackers in pursuit since last night, if those ponies try to hide among the populace they will be found quickly.”

“Thank you Shade, bring the prisoners and I will meet you in the courtyard.”

Chrysalis’s gaze hadn’t left the horizon and when her last councilor left she frowned. Her gaze was stern as she looked out over the whole of Equestria. The vantage point was impressive, and the view from the Solar Tower reached faraway lands. Chrysalis could almost see the Badlands from here. All of this would be her domain, but most of it still needed to be… tamed.


The royal bedroom had it’s last touches finished when the queen re-entered them. Plain Thatch put away a feather duster and bowed to Chrysalis.

“Is your majesty pleased with the tidiness?”

“Yes, yes, now come with me.”

When the changeling queen turned and left, the earth pony attendant followed, albeit nervously. The queen’s intentions were still unclear, and Plain privately hoped she hadn’t done something to offend the queen. She had seen one of those cocoons, and had no desire to be in one.

The journey of Chrysalis and the tan mare lasted a good distance, until they arrived in the courtyard. The service mare wanted to ask why she was there again, but she ultimately decided against it . To her surprise, when they entered the courtyard it brimmed to capacity with ponies. Over a thousand were able to occupy the ground within the castle gates.

A large podium was erected for the queen to stand on, to which she buzzed her wings briefly to land upon. Plain hesitated and stood off to the side, this large crowd made her nervous, and why did the queen want here there?

Chrysalis turned about and patted a cushion that was placed next to the podium, the indication was unmistakable, so with shaky hooves Plain ascended to sit next to the queen. The other head changelings sat on the other side of the queen, and looked out to the skies. The hundreds of changelings buzzes about, and made seats for themselves out of the statues, and hedges. Dozens completely covered the courtyard walls.

One loud tap got the attention of all in the audience. The queen’s hoof hit the surface of the podium, which had been modified to magnify the sound. Her impressive strength made the noise something that was quite impossible to ignore. Even the old and deaf felt the sound shake their bones. Plain’s hooves had snapped to her ears, so they could survive the audible assault.

“I am not going to waste any pony’s time. So I hope all of you will return the favor and pay attention. I’ve shown your remaining leaders I am willing to discipline changelings that misbehave. To say what some ponies did last night irritates me, would be a gross understatement.”

Unlike the queen’s earlier addresses, where she had shouted quite loudly, and voiced her anger, this approach was different. Her voice was calm, and carried a deadly undertone.

“I am going to give all of you two options. The preferable of which, is to obey me willingly. Doing so ensures that you can go about your lives as if nothing has changed. Take Plain Thatch here, she has gone about her duty of cleaning the castle, and served me faithfully in that station. I have never tasted a trace of treacherous intent on her, and believe me when I say I know what such vile intent tastes like. It has a particularly bitter flavor.”

Several ponies in the crowd sweated, though not because it was a warm day.

“For being a good example, you may take the rest of the day off Ms., well I suppose Mrs. Thatch, enjoy it with your husband, and tell him to take the day off too.”

Chrysalis waved a hoof to dismiss her, the servant eagerly rose from her seat and gave a quick bow, muttering a quick, “Thank you your majesty” before she climbed off the podium. The tan earth pony could hardly believe that was it, what had she been so nervous about again? She let out a few chuckles in hindsight, as she went towards the castle gardens. It wasn’t often she got a day off.

“As for the second option, you can fight and rebel, but I warn you that I will enforce consequences you don’t even want to comprehend.”

The queen clapped her two front hooves together, and a group of vanguard responded to the noise. Some fifty ponies were dragged in front of the podium; all of them were thoroughly bound by slime. A few cocoons with ponies in them also found their way in front of the queen’s stand.

“I don’t care what your sentiments are, should you raise a hoof against me the result will be the same.”

Her eyes flashed green, and dozens of conjured cocoons appeared and hovered over the podium. With a silent mental command to ‘grab them’ , all of the bound ponies found themselves lifted in a telekinetic grip. Several of the vanguard and her councilors helped her place the guilty mob into the conjured containers.

Many members of the observant crowd gasped to see these ponies packed away in such a manner. Not very many had seen the process, which weren’t already part of it. When the last one was sealed up, Chrysalis leapt from her podium to make a thunderous stomp on the ground below. She ended up in the midst of the green organic capsules.

The ponies put into the cocoons had terrified expressions for a few moments, before the sedation of the liquid caused them to close their eyes.

“It would be quite simple to kill them, but that would be too kind for the irritation they’ve caused me, and I wouldn’t get any further use from dead bodies. No, they will be strictly food. Rather than having the dignity of their own free will, these ponies will exist in the twilight of their dreams.”

Most of the crowd was deathly quiet, only a few dared to show emotion as they cried softly.

“Those that are merely stupid enough to resist my rule will be left to dream unmolested.”

Chrysalis took casual sips of emotional energy from the pods she passed. It was enough to get a good taste, but not enough to cause a disturbance

The queen paused in front of one cocoon as she casually stepped about. It contained a large red earth pony, the one that had his legs particularly abused. Chrysalis’s expression turned hungry and her fanged maw opened wide.

“Those of you that prove vexing will get to waste away in your own nightmares!”

Her voice had finally picked up some volume, and expressed her inner ire. The queen’s long fangs pierced the cocoon that contained the red stallion, and she fed deeply. The green pod quickly soured to grey. She didn’t stop however, and the grey turned an inky black.

Big Mac’s eyes moved rapidly under his closed lids, as the liquid in the container darkened he started to kick about. The flailed limbs of the emotionally ravaged pony stirred the liquid of his container uselessly, and occasionally bumped an edge. When there was nothing good left to drain Chrysalis withdrew her fangs. After a wipe to her muzzle, she turned back to a disturbed crowd.

She kicked the dark cocoon so that it rolled up to the nearest members of the audience. Blueblood was the first pony the pod bumped into, and the prince recoiled at its touch. One glance revealed the clearly terrified subconscious pony as he thrashed about in the cocoon, and Blueblood let out a high squeal as he jumped away. The tall white unicorn turned tail and ran, as did a number of the ponies in the front row.

“I will bury anypony who crosses me so deep in the earth that even the demons of Tartarus will never find you!”

The whole crowd was now in a state that you could reasonably call, morbidly uncomfortable. Chrysalis smiled a predatory smile. She voiced the last thing on her mind, before she turned around and walked back to the podium.

“There are a few ponies that stole something from me. If it’s discovered any of you are helping these criminals, you will join their fate.”

The crowd erupted into a bustle of loud concerns, a few ponies had screamed at the sight of the blackened cocoon and the queen’s words. Many more couldn’t remain in their seats and prepared to bolt. Chrysalis boomed her voice across the crowd, to silence them.

“You may depart, and weigh your options…”

It was a stampede to get out of the castle courtyard. Disheveled ponies bumped into and over each other as they tried to be the first one out of there. A few were trampled in the chaos and crawled along weakly.

Shade watched and kept his personal feelings in check. The queen had just terrified the crowd, and smiled about it. The vanguard’s anxiety spiked higher as he brooded over the implications.

Clearly the queen was angrier than she had let on the previous night, and was choosing to vent it in this manner. The ponies would now be more terrified of her than anything. It took great restraint from the vanguard not to sigh. A great deal of his life’s work was to get to know ponies and their culture. He felt what little hope there was for the ponies to develop admiration for her was now dashed to pieces, at least for a few generations…


By the time night had fallen, a large amount of progress had been made on the new tunnel system which burrowed into the Canterlot Mountains. Both the old and new prisoners were hauled up the slopes and carried into a temporary holding chamber.

The queen walked with Colony by her side, and surveyed the work that was done. Sentinels stood post at the entrance to the fresh burrow, and made sure that non-changelings didn’t enter. Drones scurried about as they removed dirt and stone. As a unique feature to their division of the hive, drones had the ability to dig faster and longer than the other classes. Their hooves were tough and reacted as effective shovels or hammers where needed.

Chrysalis and Colony hovered in the air, as the new system was designed with many pitfalls to deter intruders that didn’t posses the ability to fly. The head drone led the queen past a few false turns, eventually ending up in a large chamber. All of the cocooned prisoners lined the floor of freshly upturned dirt.

“This complex will reach the roots of the mountain within another two days or so. There should also be enough individual chambers to house all of the current prisoners, and many times more when we reach that point. The pods will soon spread out from here.”

“Very good Colony, what I’ve seen has been acceptable. Oh and how did planning with Golden Trust go?”

“Before it was interrupted?”

“Hmm, I’ll need you to finish up with that as well. Just delegate a drone you trust to oversee the digging. I want strength of the swarm evaluated; it will be time to expand our territory soon.”

“Of course my queen, I will see to it.”

The head drone bowed out as she went to obey the new order. The queen yawned as she looked over the collective set of cocoons. As she did so, a momentary flash of movement caught the corner of her eye. Her eyes narrowed suspiciously, and she turned to leave.


Shade muttered to himself in exasperation.

“Why am I doing this again, stupid me...”

The head vanguard slipped into the chamber of prisoners as stealthily as he could. He had disguised himself as a drone, since vanguard really had no business being in the midst of a dig site.

Shade felt compelled to act though, the queen may have felt as if pony kind was some kind of spoiled child, but to drain that one stallion to such a point of darkness had been needlessly cruel. These ponies didn’t know what it was like to survive in the Badlands, but that wasn’t there fault. Ultimately he now found himself greatly conflicted. He didn’t want to judge the actions of either side, because he could understand them both. All he felt he could do was empathize.

It was not difficult to spot a severely darkened pod, and the disguised vanguard approached it. The large pony stallion inside trembled with uncontrollable jitters, and no longer possessed the strength to flail like he did initially.

A mild glow emanated from Shade’s horn and he lowered it to the inky pod. After he put a large amount of love back into the pod, it barely changed to dark grey. The effort caused the changeling to pant, and he went to the other cocoons to recuperate a little.

He went to many pods and fed a little from each. Once he felt his strength renewed, he returned to the afflicted stallion’s pod, and gave more emotional energy. The color change in the pod was very gradual, and it took several more gatherings to make a significant change.

On one of the back and forth trips Shade noticed a pony he recognized, an orange mare with blonde mane. The sight gave him pause, and some dots connected in his mind. A deep frown crossed his snout, he decided he wanted to return to this prisoner in a moment.

With one last batch of love imparted to Macintosh’s pod, Shade sat down to appreciate his work. The inky cocoon was now a dull green, not back to bright and cheery, but not the abyssal nightmare the poor stallion had surely been in.

A slow trot brought the drone disguised vanguard to Applejack’s pod, his horn glowed and was lowered to the surface of the transparent cocoon.


The musical chords of a banjo strummed through the evening air. AJ sat on a log near a campfire, with a half empty mug of cider sitting beside her. Stars had already appeared in the sky as a sparkly blanket of light, while the moon started its slow journey across the dark expanse.

Crickets chirped in the background, adding their melody to the piece Applejack was playing. She had her eyes closed, losing herself to the feeling of the music and the relaxed atmosphere. This wasn’t quite what she imagined being ‘imprisoned’ would be like, but she supposed changelings had their strange ways.

It did get a bit lonely, even if she could bring any place to life with her imagination. The only way to hear another pony’s voice was through her memories, which she could watch like a specter any time she wanted, but that was hardly a substitute for actually interacting with another pony.

Her banjo playing faltered, and eventually stopped. With a sigh she lowered the instrument and opened her eyes. Two stars fell in a streak across the sky, and caught her attention for a moment. Two falling stars… That was another thing that had branded itself to the inside of her mind.

A voice snapped her out of her perpetual contemplation.

“Hey uh, Applejack?”

The orange pony blinked her eyes a few times and looked over the campsite, she didn’t see anypony else. She took a quick look at the mug of cider she’d been drinking

“Either somepony is messing with me, or this here cider is a lot more potent than I remember it being.”

“Down here Applejack.”

The voiced sounded almost right in front of her, and her eyes peered over the mug, down into the fire. There in the fireplace was the image of a changeling. Slowly, she looked down to the cider she drank from, then back up at the fire, then back to her mug again.

“Okay, did I accidently get my cider mixed up with the ones from Granny’s secret stash, cause one experience of that was enough for me.”

The changeling only shook his head, “While I can’t speak for the cider...or your experience with alcohol, I can promise I’m not a hallucination.”

She lowered the mug and carefully placed it on the log besides her. The earth pony’s green eyes were, unsettled,

“Shouldn’t ya be, well, burnin’ up?”

Shade cocked an eyebrow

“Well, this is a dream. You can imagine me not on fire if you want to.”

“Right… forgot where I was for a moment.”

Her face scrunched as she concentrated, and a moment later, the changeling’s form popped out of the flames. He stood next to the fire in his natural dark grey form.

“It was Shade, right?”

“That’s right!”

“Well, would ya care to explain why you’re in my dream? Not that I don’t mind some company in this place.”

“Something has happened recently, and I felt I should let you know.”

Applejack’s lips pursed, what did this changeling feel was important enough to barge into her dream for? Why did it matter to him to tell her anything at all? The tall changeling bit his lip and struggled to get out words.

“Ya can just spit it out sugar cube; I can already imagine plenty of things have ‘happened’.”

“It’s your family.”

This made her heart stop dead in her chest. Her next words brimmed with barely contained hostility.

“What about my family…”

“They tried to rescue you.”


“Your brother’s here.”


She slumped back on her log, and gritted her teeth. She should have figured, but it didn’t hurt any less to hear about it.

“Is he alright?”

Shade paused for a moment, not wanting to reveal her brother’s prior predicament, but managed to get out a half truth, “He’s in the same condition as you.”

“What about Apple Bloom and Granny Smith?”

“Several families showed up, and there were a lot of escapees, some of your friends made it out. I don’t know about those two though.”

“My friends? Who made it out?”

“Fluttershy, Rainbow Dash, and Rarity.”

Atleast that news elated her mood a little, of course the situation still looked pretty grim.

“So why did ya come to tell me all this, aren’t we supposed to be enemies or somethin’?”

The tall vanguard shuffled nervously on his hooves, and started to slowly draw circles in the dirt.

“A pony’s a pony no matter what side they’re on.”

“But you’re a changeling.”

“Ha ya, kinda kills the saying doesn’t it.”

“I get what ya mean, but I still have trouble understanding. What’s the reason for being all decent all of a sudden?”

Shade let out a sigh, a conflicted look stretching across his face, “I’ve spent most of my life living among ponies; it just feels like the right thing to do.”

“Ha, hahaha, right thing huh? What about your queen then? Was takin’ over the right thing? Was impersonating’ Princess Cadance the right thing? She wasn’t exactly treatin’ any of us half decent either.”

Shade recoiled, and wondered whether it would’ve been better not to come. His position suddenly felt difficult to explain. At least, not without a long winded lecture.

“Oh, it definitely was the right thing to do.”

Both Shade and Applejack jumped. A chilling voice echoed through the dreamscape and both of them looked about nervously. The vanguard’s heart started to fill with dread.

“Right up here little darlings.”

The pony and changeling looked up, there in the face of the moon was the queen. Her green eyes overcast the naturally white glow of the heavenly object. She wore a wicked grin on her muzzle.

“I… my queen, I can explain!”

“Oh there’s no need Shade, I saw all I needed. I knew your head must have been getting cloudy with all the infiltration work you’ve had to do. After all, while I was never particularly talented at it, I was still good enough.”

The vanguard’s jaw hung loose, and no response left his mouth. The orange pony looked nervously between the two changelings. The queen’s smile kept getting wider and wider, and Shade’s jaw dropped lower and lower. Applejack grabbed her mug of cider and brought it to her lips. She watched nervously over the edge of the drink.

“I think you need a reminder Shade. Also we can bring the orange pony along, why bother telling her why you do what you do, when you can simply show her.”

“My queen-”

“Nonono, you lost the right to speak for now. I think it’ll be especially fun to take the pony along.”

The fabric of the dream space started to tear. It started with the moon, and advance everywhere else, like a large piece of parchment being torn to shreds.


The vanguard changeling plopped backwards and landed on his haunches. He felt dizzy and disoriented from the sudden ejection from the dream. He looked up to see the queen cut open the cocoon that held Applejack. Once it was open the earth pony was unceremoniously thrown into the dirt. Where she coughed and hacked violently to get the liquid out of her lungs.

“Hmm, I think I want to bring one more guest for this venture.”

The queen cackled merrily and she hopped over to another pod. Neither Shade nor Applejack moved while in their disoriented states, and Chrysalis hopped back over to them, while she held another pony in the air beside them.

“I think it’ll be fun to shove nosy pony’s nose into this as well. Isn’t that right little Sparkle.”

A purple unicorn hovered in the air, held by Chrysalis’s magic, she had her horn covered in a disabling slime. The disoriented purple equine looked thoroughly confused. Her eyelids were only half open, and green goop drooled out of her mouth. The queen was displeased with the inattentiveness and shook the little unicorn like a rag doll.

Wet goop was flung every which way. Twilight Sparkle suddenly found her sense of alertness.

“W-w-wha? The Golden Oaks Library, all those rare books- … You! You monster! It was all a…”

“Dream, yes it was. But now, I’m going to take you to a place where monsters are raised. I need to reinforce some lessons that apparently aren’t solid enough.”

The queen threw a spiteful glare towards her head vanguard, and the tall changeling groveled in the dirt.


“I said you’re not allowed to speak!”

A fiery green portal erupted in the middle of the chamber. Chrysalis tossed all three of the equines through it with her magical aura. She hovered over to it and entered it last.

“To the Badlands…”

Ch.16 "The Bad-lands"

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Chrysalis Wins

Ch.16 “The Bad-lands”

Plop, plop, plop, three equine creatures landed in dry, dusty, dirt. After the last had landed, the Queen of the Changelings gracefully fluttered out of the fiery green portal. Both Applejack and Twilight were wet from being taken out of their goopy cocoons, causing it to mix with the dry dirt that got in their fur, resulting in them being covered in matted mud. Neither pony was amused at the predicament. The orange earth mare was cautious, and didn’t say anything. The purple unicorn however, felt much more vocal.

“What? Why are we here, where are we? Why’d you take me out of my cage? What nefarious plan do you have now! You already beat us, you sadistic witch!”

Chrysalis shoved Twilight’s face in the dirt to shut her up. The purple equine grumbled, but didn’t say anymore. The queen leaned down next to Twilight’s ear and cooed.

“Sadistic… hehehe, that is not inaccurate. It is fun to see you suffer; it is fun to see ponies take a turn. Your kind is usually too blissful and mediocre to feel otherwise.”

“Did ya just bring us here to taunt and torture us? Queen…”

Applejack sighed, a defeated sigh.

“That may be a pleasurable thing on the side, but I do have a lesson to share.”

The queen glanced at Shade when she mentioned lesson, and the vanguard looked at the ground and cringed. Chrysalis shoved Twilight’s face a little deeper into the dirt before she removed her hoof, and started to walk forward.

They were in the midst of a very large valley. Far off in the horizon, snow-capped mountains could be seen; everywhere in between was nothing but rugged stony desert. Dirt blew about in the mild howls of the wind, though other howls not made by the wind were also be heard.

“Where are we?”

Twilight managed a calmer voice.

“Shade can tell you, he is allowed to speak now.”

The purple unicorn turned to the only individual she didn’t know in the group, with an expectant stare. Her muddy and matted body complimented the sour expression etched into her face. The vanguard found his voice and clearly pronounced.

“The Badlands.”

“The Badlands? As in Southern Equestria? Why are we all the way out here?”

“This is where Changelings lived, until recently.”

“Well, what point do you have in taking us out here Chrysalis, I hardly imagine this trip is just for sentiment.”

Twilight turned from the vanguard and glared back at the queen, who had climbed up a small nearby hill. Chrysalis faced away from the small group and surveyed something on the other side of the hill. Without a look back the queen answered Ms. Sparkle.

“Shouldn’t a seeker of knowledge such as yourself be eager to learn history never exposed to pony kind before? After all your kind knows virtually nothing about Changelings.”

That got the purple unicorn to perk up her ears.

“Why would you be willing to share? Let alone to me?”

“Granted, this trip is mostly for Shade, but I’d like to give you something to fuel your nightmares, before I put you back into your cocoon.”

“Oh ha ha ha…”

It was a very sarcastic ha-ha-ha made by a very pouty pony. The queen smirked at the little purple equine, especially when she saw the Twilight’s eyes twitched irritably.

“For example, you see my hooves and legs?”

“Yes, what about them… wait, didn’t they have holes? The other changeling still have holes…”

“Yes, those holes weren’t a fashion choice, the only reason mine are gone is because I’d just recently healed thanks to the energy I absorbed. The Badlands parasites here eat away at flesh, chitin, hair, and eventually bone if it gets bad enough. Both of you ponies probably have a few crawling on you right now.”

Applejack’s and Twilight’s eyes grew very wide, and shot down over their legs. The purple unicorn let out a feminine ‘eeeeek!’, while the orange earth mare sprang to her hooves and started to scrub her fur vigorously. Both of the ponies pranced about in a panicked manner. The changeling queen laughed at the display of dismay.

“It’s a simple matter to wash them off, you can when we get back, if the queen permits.”

“SHADE! Why did you let them know, I wanted them to imagine turning to cheese in their cocoons!”

“I apologize my queen, but I felt it was worth mentioning.”

“Well, it’s not like I’ll run short on material. Get up here, all of you, we have our first sight to see.”

Chrysalis turned back to what she looked at previously. The vanguard changeling hung his head low, and had his ears flattened as he obediently trotted up the hill. The two ponies nervously followed Shade.

Once they reached the top of the hill, the little party found themselves at the edge of a deep gorge. The giant scar in the earth, that stretched for miles and was hundreds of body lengths deep. Wind constantly whistled as it passed through the deep channel.

“Welcome to the last miserable hole my swarm lived in.”

Chrysalis took a few steps back, as the ponies took a few steps forward. Shade remained at a neutral distance, and stared as if his mind were somewhere else. The queen was quiet for a moment, content to simply let the Applejack and Twilight look down into the gorge.

The drop from the hill was a sheer cliff, and as one’s eyes followed down the steep drop, evidence of work was there. Tunnels, both large and small, were honeycombed through much of the crevasse. A gigantic quarryquarray eel slithered ominously between dark holes within the desert stone.

“Would you like a closer view?”

The queen whispered behind the two shorter equines, causing them both to shiver

“Uh, I can see all I want just fine from up here.”

Applejack had a bead of sweat run down her temple, she didn’t like the hint in Chrysalis’s voice. Twilight didn’t even get to voice a response before both of the ponies were kicked over the edge of the cliff.


The orange and purple ponies screamed in terror, as they plummeted into the gorge. Chrysalis cackled madly, while Shade shook his head. She really was having too much fun with this.

“Are you going to wait for them to go splat?”

The vanguard kept his voice level, he rarely questioned his queen, but sometimes he just wasn’t sure what occurred in her mid.

“What, and end this venture so quickly? Of course not, there is soooo much more to do.”

Chrysalis jumped over the edge and flapped her wings, Shade followed suit and dove into the gorge. Before either of the terrified ponies hit the ground, a green aura grabbed them, thereby preventing a grisly end. Twilight still screamed for a while, but eventually was able to calm herself. Applejack had figured what happened a little faster, and was able to recuperate in silence, though she still held a hoof to her chest in an attempt to slow her rapid heartbeat.


Twilight was too furious at Chrysalis to form sensible words. Her horn sparked and fizzled uselessly, as the slime stuck to it prevented any magic. So the purple unicorn gave a glare that could burn souls. It probably would have worked, if the target was a pony soul.

“Oh don’t be too mad, I did bring you down here to show you something. Your apple friend has already taken notice, and it’s something Shade needs to take a good, long, hard look at as well.”

It was more than difficult for Twilight to break her enflamed glare at the queen, and look towards her earth pony friend. The look on Applejack’s face threw the unicorn for a loop. A mixture of shock, horror, and disturbance played around with her wide eyes and loosely held jaw. Intrigued by what could bother the Element of Honesty so much she let her gaze roam, and immediately wished she hadn’t

Right beneath them, and all around, were changeling husks. Bodies of hundreds littered the base of the gorge. Most were bone, with broken bits of sun-bleached chitin scattered here or there. Disturbingly, many were still fresh, and looked gnawed on. Buzzards had already flocked over and picked away at edible bits.

The ground rumbled and a massive quarryquarray eel slithered up to the graveyard. It lunged forward and snapped at the buzzards, actually catching a few of the lazy avians. After it hungrily gulped them down, it inspected what the buzzards had come for.

At this point Twilight and Applejack felt highly uncomfortable with the contents of their stomachs. Neither of them had actually eaten in days, since they had been contained in cocoons. So they just wretched and heaved.

The sound of gagging ponies caught the eel’s attention, and it started to slither towards the group. Both of the equines covered their mouths, and flailed in panic, but Chrysalis kept them suspended in the air with her magic.

The massive creature approached with wide and eager jaws, fresh equines were better than mostly eaten changelings. Before the quarryquarray eel got too close Chrysalis’s eyes flashed green. The beast’s pupils also flashed, and it’s movement ceased. Another moment later, the eel wandered off to a different section of the gorge.

It was the second time the ponies panicked for their lives within minutes. Shade turned a concerned eye towards the queen. Both the ponies were almost comatose in fear, due to their abused adrenaline systems.

“Maybe you should spread out the shock and awe, if you want them to be conscious for it…”

“I suppose you’re right. Just be sure to take a good look around yourself Shade, remember what we’ve left behind, and why we never want to turn back.”

“I can’t forget my queen. I don’t think I will ever be able to.”

“Then why were you so quick to go and help ponies? Ponies that defied me no less!”

Shade bowed his head, and sighed. He looked up to the queen from his submissive posture.

“I just don’t like suffering… the world already has so much of it.”

“You do know it’s necessary, don’t you?”

“The invasion? Issuing punishments? Yes I understand those are necessary. The swarm couldn’t continue as it had out here. It hasn’t made it any easier to watch. I want to apologize again, I had no intention to defy you. I just…”

“Just don’t let it happen again Shade. I don’t care how you ‘feel’ about pony suffering, I expect you to let my decisions run their course. If the ponies are rebellious and need to be cowed, I will not coddle them. You are my head vanguard Shade, and fortunately, you are hard to replace. Don’t set a poor example; make your loyalty unquestionably clear.”

“Of course my queen.”

“Good, now I can go back to having fun.”

The two changelings trotted towards the entrance of an old tunnel they both knew. Both of the ponies were still suspended by Chrysalis’s magic, and were tugged along. Right before they entered the dark space the queen stopped, and drew in a long breath through her nostrils.

“It hasn’t even been a month since we left for the invasion, and the place still smells foul as ever.”

“Indeed, coming here between trips to urban Equestria has been a perpetual reminder. No changeling should have to live in these conditions.”

“Shade, take your apple pet, and show her why you keep her in a cage.”

The queen’s double iris eyes glinted with a hint of sardonic glee. The orange earth mare was levitated in front of the vanguard, and promptly dropped. Muddy and matted Applejack let out an ‘oomf’, as she hit the ground. The pony eventually righted herself, and nothing appeared to be sprained or damaged, just her dignity.

“I’ll take this Sparkle, and see if she is as bright as her name’s sake. Don’t wander too far off, you know what happens if you do.”

“Yes my queen.”

They entered the tunnel, the queen still dragged Twilight through the air and Shade got Applejack to follow him.


After the queen and Twilight broke ahead a little way, AJ managed to find some words.

“What was all that, back there?”

“A bunch of dead changelings, I figured that was obvious.”

“Well, why? All of you just get torn up and eaten out here? Why did y’all live out here of all places?”

“In a way, all those beasts are less dangerous to deal with than you ponies. They’re not as smart or as coordinated.”

“Why try so hard to avoid us? If ya needed something’, and approached reasonably, I’m sure we coulda done somethin’ to help ya out.”

“That sounds like a nice rationale, but there are a few problems.”

Shade flashed green and the tall vanguard’s form disappeared, to be replaced by Big Macintosh’s large body. The mock form of her brother jolted AJ’s senses. In Big Mac’s voice Shade carried on, he even nailed the accent perfectly.

“Hey sis, I gotta lil’ secret to share with ya. It’s somethin’ that I’m not sure you're gonna like. Ya see, I’m not actually a pony, and I’ve been feedin’ off your emotions since I’ve known ya. This is what I actually look like.”

A flash of green and Shade was back to his normal form. He smiled wide, and exposed his sharp teeth. His wings also gave a complimentary buzz. AJ shook her head and blinked a few times.

“I just gotta know, my brother isn’t actually one of you changelings, is he?”

“No, your brother was always a pony.”

“Good, some things can just make ya question.”

“Don’t worry, it’s very easy for changelings to sniff each other out. I was near your brother when he was caught. He is most definitely a pony.”

Applejack stopped her trot forward and sat down. Her countenance fell, and she drug a fore-hoof slowly through the dirt. She didn’t look toward the vanguard anymore. The posture of the orange pony slumped.

“Well, why is it ya have to keep us caged?”

This drew out a long sigh from the vanguard, he didn’t like the queen’s diminutive words repeated out of this pony. Who he thought should just be living her life as normal. A look back to the graveyard of his own kind gave him the courage to move forward.

“I suppose it goes back out there. To say things were bad here is a terrible understatement. Most changelings lasted only four or five years. It’s been going on like that decades before I can remember.”

“What? Four or five years? That’s not even long enough to replace yourselves… is it?”

“Oh, I guess I should explain a little more about how we work then. I forgot you ponies take a long time to grow up. Your kind take until your teen years to reach adult size.”

In a quick burst of flames Shade’s form shrank. Little baby grub Shade hopped up to where AJ sat. He put a tiny hoof on hers to grab her attention. She looked at his childish features and cracked a smile, it was kind of cute, in the same way baby crocodiles and lions are…

The infant Shade wiggled his short tail and twitched his ears. His little legs had no holes in them. When he spoke, it was a squeaky childish voice.

“Conception to birth is two or three weeks. Then is takes around a year for us to hit full size.”

The little changeling that was Shade altered his form in rapid succession. He stopped at the various stages of growth for a few moments each, until he was his mature size again. Applejack’s expression had turned quizzical.

“Wait, so if ya grow up so fast, are ya dying of old age at four or five? Y’all sound like rabbits.”

“No, we can live as long as ponies, or longer. Most of us have just starved, or have been killed before we live up to our potential. The more love a changeling has access to, the longer we can live.”

“So how old are you? Are ya younger than mah sister?”

“I’m twenty eight, however, that compares to your sister. It’s rather ancient by most changeling standards. The vanguards tend to live longer, since we get to carry love collected for the swarm and spend the most time outside the Badlands.”

“Huh, well, you didn’t seem like a five year old anyway.”

“Not sure if that’s a compliment, but thanks all the same.”

Up ahead the glow of the queen’s magic had gotten fainter, so Shade gave Applejack a soft nudge
“We better stay close to the queen; her presence deters some of the more malignant creatures around here.”


The two of them continued their trot down the tunnel. As they got deeper the walls transitioned from earth and stone to some green resin material. Much like the changeling slime, but it was dry to the touch, and not sticky.


Chrysalis had kept Twilight in her magic the whole time. The fear induced coma had worn off, and the purple equine realized who she was still near to.

She pouted and crossed her hooves while she was dragged through the air. If she gave the queen a lively response to announce her alertness, she may very well be subjected to another cruel joke. She was probably going to be subjected to another one anyway, but no need to provoke extra attention.

Soon the tunnel widened and opened up into a massive cavern. Green resin material lined all the surfaces, and gave an eerie feel to the place. It reflected light well, and kept the place lit, even though it was deep underground. A small hole was open in the central part of the ceiling, and let additional light bleed through.

The giant changeling seemed to pay the purple unicorn no mind, as she walked along a routine path. The center of the cavern was a large mound, with scattered material all around it. Chips of dark brown material littered the top, and a crude make-shift throne sat at it’s center. It was a throne carved out of patchy drift-wood. The unicorn was harshly dumped on it.

The hard surface did not feel comfortable on Twilight’s stiff and sore flank. She grumbled inaudible words in complaint. The queen looked down on the lavender equine, and a lethal smile crept up her muzzle.

“Would you like to own a kingdom Twilight Sparkle?”

“W-what? No I-”

“But Queen Twilight has such a nice ring to it. Oh, but you’re a pony, so it would have to be Princess Twilight right? I never understood why Celestia insisted on calling herself that, maybe to make herself feel younger. Still Princess Twilight Sparkle, HA! The notion, isn’t it funny…”

Twilight’s mouth turned plum sour as she rolled her eyes. She did not enjoy the queen’s antics. The giant Changeling started to circle around the throne at a slow pace. Every time she passed by the unicorn, she whipped her in the face with her blue-green tail.

“No, only a changeling can be queen, though I own an empire now... I should go by Empress Chrysalis! Hmmm, though any subjects with a lisp would not be allowed to say that. Empwessss Cwisssahlysssss, can you imagine, no, they would just have to call me queen.


After one particularly unpleasant smack to her muzzle, Twilight lost her temper a little and sprung up from her seated position. Magic fizzled and failed to escape from her slimed horn again. The purple equine was in danger of cracking a tooth, because her jaws ground together so tightly.

Amusement flooded over the queen’s face and she ignited her horn, the unicorn was lifted off of the throne and somersaulted slowly through the air. Twilight never hit the ground, but soon became dizzy from the circular motion.

“What, you want to hear something with real substance to it? I suppose I can take you to the well of memories. There is a particular changeling I would like you to meet there.”

Chrysalis’s lethal grin devolved into snide smile. As the purple unicorn somersaulted in tow, the queen walked to the entrance of another chamber.


Shade and Aj entered the throne cavern, and sat to a far edge. They saw Chrysalis as she walked around with Twilight, who spun the unicorn endlessly through the air. The farm pony disliked her friend’s treatment, but was not in a position to challenge it. AJ felt fond of her stable equilibrium at the moment, and decided to simply ask more questions while she was here.

“So I remember something about you changelings earnin’ names. Is that right?”

“Yes, that’s correct.”

“So how’d your queen earn hers? Or does a queen have to earn a name?”

“She is the one who invented the chrysalis-cocoons. The pods that keep ponies trapped, and store their emotional energies. Combine that with the vanguard’s efforts to collect love for the swarm, and a lot more food was available under her rule.”

“So she made a new way to foal-nap…”

“Targets were chosen as discretely as possible. We couldn’t have any ponies go missing that would cause suspicion and investigations. Ponies on ‘dangerous’ expeditions and orphans were generally preferred.”

“That’s horrible.”

Shade cringed as he thought back on some personal experiences, not all of which were bad.

“I would call it a mercy in some instances. Some of those expedition ponies would have died anyway. Several orphans in Manehattan would also be left in unfavorable situations. Instead, they helped keep the swarm alive and in exchange get to stay in a blissful dream world.”

“So what happens to all of those innocent ponies now?”

There were a few moments of silence as the two thought about their exchange. The queen had moved on to another tunnel, and her faint green magical light grew dimmer. Both the earth mare and vanguard got up to follow. Shade gave his honest opinion.

“I don’t know. There are a few things the queen could do with them. It would be convenient to just place them with the rest of the prisoners in Canterlot. That’s probably where they are right now. It is generally preferred to gather love from free ponies though. We’ll just have to see what the queen decides.”


Eventually Twilight went from somersaults through the air, to somersaults on the ground. The poor unicorn was flipped over and over. After one roll, the unicorn’s horn was pressed into the ground, where it stuck fast.

Chrysalis left her in that undignified position, and trotted forward into a smaller chamber. The glow in this room was blue, and the reflections of liquid played along the ceiling.

The lavender equine placed all four hooves on the ground, and yanked backward. She successfully removed her horn from the ground on the fifth tug. A loud ‘pop’ echoed in the small room as Twilight fell back to her haunches. Twilight’s eyes spun around in her head for several moments, the disorientation almost made her sick. After a period of time, she eventually stabilized, and her purple eyes roamed the room, but she couldn’t spot the queen.

Her brow furrowed in concern, did the queen just leave her here? Deep underground, without her magic, in the badlands full of flesh eating parasites, and other monsters that would eat her even faster!


Strange enough, the purple unicorn felt worried that the queen wasn’t there.

A blood curdling shriek split the air, and a large object pushed over Twilight where she sat. She also screamed and flailed around her front hooves in fright, she was on her back and something was on top of her. Twilight’s eyes found what was on her, and her hooves pushed it back slightly.

Visual processed in 3…2…1…


A changeling skeleton held together by a few green sinews was draped over the little librarian pony. It was a very large, around Chrysalis’s size.

The empty sockets of the eyes stared back into Twilight’s terrified fleshy ones. In a desperate scramble, the lavender unicorn managed to get out from under the dried white bones. She turned around and started to gallop towards the throne cavern, but was stopped when she was grabbed by a green aura.

“That’s not how you greet royalty Twilight! Now, give queen Shellish the respect she deserves. eheheh HAHAHA”

The voice of Chrysalis cackled edgily at the end. Ms. purple equine was in danger of shattered teeth again, as her clenched jaws nearly reached critical pressure.

“Stop! Just stop with all these stupid scares. I am done with them!”

“Yet you keep falling for all of them. I mean, there is nothing remotely threatening about old bones, yet you still squeal.”

“Uuuugggggg, you said you actually had something of substance to say here, so say it already. Then you can put me back in the dream land and I’ll be done with you.”

The queen of the changelings let out a sigh and floated the skeleton back to it’s position by the wall. It sat next to several other equally tall and regaled skeletons. Chrysalis turned to a small pedestal in the middle of the room. It was the source of light which reflected off of the ceiling. She waved a hoof over it slowly, and caused the light to dance around her shadow.

“This is the single most important thing the changelings have inherited over the centuries. It has been passed down from one royal to another, long before Celestia and Luna came to rule.”

This caught the purple unicorns attention, Chrysalis’s tone had actually calmed down to something relatively serious. The time for taunts and jeers had ceased for the moment.

A muffled sigh of disappointment escaped from Twilight, as she realized she had nothing to take notes with. If Chrysalis was really going to talk about history that far back it would be shame not to have it noted somewhere. Not that she would be allowed to keep it, another sigh escaped her lips, she would be back in another green capsule soon.

“Come here little Sparkle, and take a look.”

Seeing no reason to argue, Twilight went and took a look.

The pedestal was low enough for the unicorn to put her face above it and look down. What she saw surprised her. In the middle of the pedestal was a deep hole, which was filled with a bluish, crystal liquid, and appeared to go down forever and ever. A slight mist wafted from the surface, and light danced like fire from it’s core.

“Lean back for a moment.”

The unicorn did as instructed, and dodged the liquid as it was raised out of it’s container. Chrysalis’s eyes glowed with emerald radiance as the liquid kept pouring upwards out of the pedestal, as if gravity had no hold on it. The crystal blue liquid snaked it’s way around the ceiling until it surrounded the whole surface. The pedestal never seemed to empty, and eventually the walls were obscured by the semi-transparent substance as well.


The giant changeling and unicorn were in the midst of a near spherical wall of blue radiant liquid. The substance became still as glass, and faint images danced in the opaque material.

“This is the well of memories Twilight. It contains selected experiences from royal changelings who decided to contribute to it over time. I go through it at the rare times I need advice, and I’ve made some contributions of my own.”

“Why are you showing me this? This seems rather personal.”

“I don’t have another royal to currently share it with, and besides, you’ve earned the smallest amounts of my respect. Even Celestia and your own brother were utterly fooled by my guise, but you, you were the only one that could look past the facade of simple wedding jitters. Laughable really, but still, you didn’t let your friends cloud your judgment, not when it came to something of actual importance. So for that, I’ll let you see this.”


The queen reached out and tapped the placid liquid, which caused a ripple throughout the entire bubble. It’s bluish opaque surfaces swirled and the colors changed. When it settled it felt almost as if they shifted locations. It was a bright sunny day, and they were in the middle of a field of green grass.

Twilight looked down to make sure they actually hadn’t moved, the floor under her hooves was still the same dull resin, until she looked up to the illusion around her. The pedestal and Chrysalis were right next to her as well.

In another swirl of colors the scene shifted and they were now on top of a hill. The green fields seemed to extend to the horizon, and a nearby mountain range. It was relatively peaceful, Twilight could even experience the gentle spring breeze of the atmosphere. A small town was nearby and the bustle of a little activity showed that it was occupied.

The quiet observation of the scene was interrupted by the sound of a small creature as it sprung through the grass. Twilight’s eyes caught a small dark shape pass right by them, and it stopped once it was near another, larger shape.

“Queen, are we going to eat, I’m hungry!”

A high pitched chitter came from the smaller form. Twilight focused her eyes on it and saw it was a short changeling. What appeared was in fact, a filly sized Chrysalis. Her mane was short, and still it’s blue-green color. The little changeling looked hungrily at the small town, and smacked her lips.

“I’m afraid not little royal, that village is full of suspicious ponies. It would not be safe.”

The taller form that spoke was a giant of a changeling, as large as adult Chrysalis. However, this changeling had a purple mane, with orange highlights.

“But Shellish! Couldn’t we just go down there and take it? We have hundreds of changelings, and they’re only a few ponies.”

“That’s not how we do things little royal.”

“But I’m hungry!”

“You should be more fearful of the ponies, If we took that village more ponies would come, and right now we are too weak. You don’t want to fight with the ponies little royal, you will lose.”

“How do you know? We could just hide, we could beat the new ponies.”

“I won’t risk that little royal.”

“But I’m hungry!”

“Then go see if a vanguard has come back, I’m sure there’s one.”

Filly Chrysalis turned away and slowly walked down the hill kicking loose pebbles as she went. A glum pout had come over the young, royal changeling, and when she was out of earshot she muttered.

“I already checked before I asked you… stupid queen.”


A sudden gasp escaped from Twilight when she heard the small Chrysalis say that. She had almost forgotten they were in the midst of a scene from memory. The adult Chrysalis stood there with a frown on her face, and shook her head. The unicorn turned on the living queen with a scold in her tone.

“Was that your own mother you were calling stupid?”

“Shellish my mother, HA! No, I was born from a common drone and sentinel pairing.”

“Huh? How does that even… work?”

Chrysalis smirked while she put a hoof out to wipe the current scene away. They were now in the midst of a forest. A swarm of changelings lounged among the trees, and sat in lazy reclined postures. A few buzzed through the densely packed trees, and landed in a small clearing.

The moment the flying changelings landed they were swamped by a large number of bodies. The queen indicated the tall spotted changelings that just landed.

“There are a few types of changelings, just as you have a few types of ponies. Those are vanguard, and they have been the lifeblood of the swarm for eons.”

Twilight noticed the tall spotted figures, who opened their mouths to the crowd that surrounded them. A transparent shimmer passed between them and the dozens of changelings that swamped them. There was a pleased chatter among the recipients, and a clamor for more. The vanguard changelings shook their heads and backed away.

“If it weren’t for their quick ability to adapt to nearly any social structure, we would have starved, or be driven by hunger into some suicidal war.”

This brought a grimace to Twilight’s face, and she uneasily scraped the floor with a hoof. Chrysalis wiped at the scene again, and the swirl of colors heralded yet another change in scenery.


“The sentinels insure that swarm operates safely. Our secluded hiding places have been chronically dangerous.”

As the spotted changeling vanguard flew through the forest, large heavily scaled changelings advanced next to them. The group was attacked by a pair of flying manticores, and the large sentinel changelings moved to intercept.

The vanguard made it away safely, while the sentinels kept the beasts distracted. Twilight looked away when one of the manticores started to chew away on a changeling’s neck.

Chrysalis changed the scene several more times. It was the sentinels that kept hydras, chimeras, cragodiles, ursas, dragons, and other monstrosities distracted.


“The drones have also made invaluable contributions. It was their hooves and resin that built our shelters in these hostile places.”

The whirl of shifted images placed them underground, where hundreds of drones excavated the earth, and lined the tunnels and chambers with tough resinous material. The army of worker changelings sealed off entrances and blocked possible intrusions into the swarm’s place of rest.

The purple unicorn turned the giant changeling who watched the activity with her.

“Then what is a royal changeling for? And you said your parents were a drone and sentinel?”

“It’s good to see you’re paying attention little Sparkle. Royals lead the swarm, there have only been a few of us at any one time, as we are a rare result from interbreeding within classes. It is our responsibility to keep the swarm level headed and healthy, as the changelings types don’t naturally get along. Vanguard could easily be selfish and hide among other species. Sentinels often try to rule with brute force, while drones could use their numbers and shelter skills to levy advantages. It is the royals that make them work as a unit.”

“How do you manage that?”

“Changelings exercise a mental magic with each other, similar to a hive mind. Typically changelings can only communicate with others of the same type this way. Drones with drones, sentinels with sentinels, and the vanguard with themselves. Royals transcend that barrier, and communicate with the whole swarm. My mental presence wrinkles out dissenters, and reminds every changeling of our interdependent existence.”

“Has every royal changeling been good at their role? You didn’t seem to think so back there, with Shellish.”

“HA! At least you catch on. No, not every royal has done well by the swarm. Shellish is the reason we ended up here in this dung heap.”

“What happened?”

Chrysalis’s pursued her lips, and she wiped the scene yet again.


They were in the throne cavern, and Shellish was on the wooden throne. Angry hisses bounced about the chamber, and dozens of changelings snapped their fang filled jaws aggressively. A young adolescent version of Chrysalis was off to the side, partially obscured by the swarm of frustrated changelings.


“It was more than just that town, Shellish wasn’t willing to risk a hoof over.”

Chrysalis’s next words were made in a mock tone.

“We have to withdraw our infiltrators from the griffin kingdoms, they were at war, and it was deemed too risky. Oh, and we can’t get anything from the minotaurs either, I believe they’re working on something g which might possibly lead to our discovery… then again their love wasn’t very good anyway. Saddle Arabians? No! Prench ponies? No! Western Isle of draconequi? Forget it!”

“There’s a western isle of draconequi?”

“Tanget, little Sparkle.”

Chrysalis booped Twilight on the snout.

“As I was saying, everything was too risky for Shellish. She kept withdrawing and retreating from potential food sources. In the pursuit of saving changelings, she ended up causing more deaths. Her passiveness led to great starvation within the swarm.”


The angry swarm started to chant, it’s collective voice rose over and over. ‘New queen’, ‘New queen!’ ‘New queen!’ and they advanced towards the throne. Shellish recoiled where she sat, her double iris green eyes became terror struck.

One large changeling buzzed it’s wings and flew up to the purple-maned royal changeling. It pointed a hole riddled hoof that bridled with accusation. It was clearly a sentinel that made the forward movement.

“You have failed the swarm Shellish! And the swarm is finished with you!”

“I’ve only kept the best interest of the swarm in mind!”

The accused queen stood on her hooves and flashed her eyes green. The angry sentinel flinched, but glared back at the queen with even more fury. Shellish now had shock written all over her features, and she cowered back a little.

“Your hold is so weak you can’t even command me anymore. We shall have a new queen!”

“Evisect stop this, I can still lead the swarm.”

“You have failed! Now you will pay the price!”

The large sentinel landed near the queen, and opened his maw. The rest of the swarm in the room advanced with open mouths. A general inhale echoed around the room. All had advanced, except for the young and watchful Chrysalis, her face was contemplative.


Shellish screamed at the hungry horde, but she could in no way dissuade them. She had lost her power over them, and could only watch in horror. With a sudden buzz of activity, the entire swarm within the room jumped at the throne. Drones, vanguard, and sentinels all filled the air, and it became a disoriented mess.

A few moments later it all calmed down, and the bustle of changelings spread out to leave room around the throne. There lay Shellish, all color drained from her, and eyes left wide open. She no longer breathed. The swarm was now very quiet, their angry fervor had been spent.

The sound of hoof falls bounced off the resonant walls, and the young Chrysalis stepped up to the throne. Her eyes flashed green, and a pair of drones buzzed up next to her. In silent communication she nodded to the body of the former queen. The drones picked up the lifeless and discolored giant, and hauled her from the wooden seat.

A green aura gripped at the crude little crown that had fallen off of Shellish’s head. It was raised and placed in Chrysalis’s blue-green mane. She turned about to face the swarm and reclined into the throne, that was now hers.

“New Queen!”

The chant began again, but this time it was with a different kind of eagerness. There was anticipation, with many changelings stomping on their hooves, and buzzed their wings. The young queen soaked in the energy emitted by the enthusiastic swarm.

“Tonight! We feed!”

Harlequin iris eyes flashed from the new leader, and wave of magical energy erupted forth. Every changeling had a clear picture in their mind, and the throne cavern began to empty. They had new commands, new orders, and hopefully, a new future.


A tear threatened to fall from Twilight’s eye, but for what reason she couldn’t tell. Whether it was the horrible scene she just witnessed, or the suffering that played before her, it was too much to comprehend at the moment.

The swirl of light from the well of memories started to recede. Chrysalis guided it back into it’s place within the pedestal. The liquid was silent with it’s movement, and the unicorn hardly noticed when it was gone.

The queen changeling walked over to a small dug-out cupboard, and rolled out a large, hollow, resin sphere,. With a small flash of magic, a hole was made, and Chrysalis started to siphon the liquid from the pedestal into the sphere. It took some time, and the queen looked over to unicorn. She noticed the conflicted face, and that brought a smirk to her fanged muzzle.

“Rather entertaining wasn’t it, ehehehe”

“I pity you…”


“I feel sorry tha-”


The outburst from the queen nearly shattered her focus, and she almost dropped the memory liquid. Twilight flinched and shielded her face with a hoof. After she snorted indignantly a few times, Chrysalis regained her composure, and seethed.

“I will not be pitied by food. In fact what is there to be sorry about? I’ve led the swarm to greater success than any royal before me!”

“I’m sure if you just asked Celest-”

“Would you ask your salad to determine your future for you? Would you even consider submitting to something you should be feasting on? No! I will determine the changeling’s future! There is only one thing you should understand by the end of this venture. You are food… I may give my new pony kingdom the fertilizer of leniency and some liberties, but I also need to weed out bad crops.”

The purple unicorn became crestfallen. Nothing she could say would make a difference here, so she chose to remain silent, a tear escaped from her eye.

A few moments of silence later and the resin orb was filled. The memory liquid sloshed quietly within its new container, and Chrysalis sealed it off. The orb was rolled forward, and the queen kept up behind it. When she neared the little unicorn, she gave her a harsh shove.

“I’m not carrying you everywhere, get on your hooves.”

The melancholy unicorn obeyed slowly, and trotted after the queen, who trotted after the orb.


Shade and AJ waited patiently outside of the chamber the queen and Twilight had retreated to. Both of them had stopped their talk a while ago, and simply enjoyed the silence.

The sound of a large object being rolled along alerted the two equines. They both stood up and looked down the short tunnel. An orb as tall as a pony rounded the corner first, and was quickly followed the queen and a sad unicorn.

“I hope you had fun talking to your apple pet Shade, it is time to go. I’ve picked up the other important item of business; there is no reason for us to return here again.”

“Yes my queen.”

A fiery green portal was opened there in the throne cavern. The ponies were allowed to walk through it this time, followed by Shade, the orb, and lastly the queen.

Once the equines departed silence echoed with an overbearing presence in the throne cavern. Light faded and it became pitch as black.

Ch.17 "A Bump in the Night"

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Chrysalis Wins

Ch. 17 “A Bump in the Night”

Flames of fiery green twirled in a hellish tornado of various hues, from which an abyssal shadow of torn space formed in its center. From this tear in dimensional realty emerged a multi-hued purple mini horse creature.


Twilight tripped while she exited the portal, causing Applejack to trip over her. When Shade came out, the normally nimble vanguard didn’t have the space to react before he too, tripped over the tangled equines. As the queen made her exit from the ethereal ring of fire she also stumbled over the expanded pile of jumbled bodies.

“Hey! Oof-”

The lavender pony at the bottom of the pile was about to complain about the klutziness of those that followed her, even though she was the first one to trip. However, when the royal changeling landed on them, she found the air squeezed out of her lungs.

“Get a hold of yourselves runts!”

Chrysalis angrily shoved the other three out from under her, and stomped on the ground in annoyance. The vanguard and two ponies quickly got to their hooves, and dusted themselves off. AJ and Twilight were still caked with mud, jealously glaring at Shade for how easily he cleaned off his smooth chitinous skin. He shrugged, then remembered something else.

“My queen. Should the ponies be bathed before they’re put in new cocoons? They likely picked up parasites.”

“Yes, let’s have them bathed. In fact, most changelings still carry the Badland’s filth.”

The queen cracked a mischievous smile and moved close to Shade. She put a hoof under his chin, lifting his face to look directly in hers. The head vanguard managed to keep his expression neutral, but a slight grimace edged on his muzzle anyway.

“Taking you to the Badlands wasn’t a real punishment; more or less it was something you should have already remembered. As consequence for giving relief to prisoners who I punished, you will take better care of your own kind. You will personally scrub down every vanguard in Canterlot, until their chitin shines. Present them to me at the end of the week.”

Shade blinked his eyes, comprehension hadn’t quite dawned yet. The queen chuckled and gave her councilor and pat on the back.

“Helping them take a bath? How many changelings is that?”

Applejack ventured a question, it seemed curious to make cleanup a punishment. The conversation didn’t appear too private either, so she might as well join.

“That would be seven hundred and forty-six vanguards stationed here in Canterlot. Almost all of us came here for the invasion…”

“Oh… well, have fun sugar cube…”

The orange earth pony mare gave an awkward smile. Cleaning up half a dozen hogs was quite a bit of work, let along seven hundred. Shade actually had to restrain himself from giving the earth pony a look of betrayal at her almost mockery of his pain.

As she thought back, Applejack could remember she picked up quite a bit of dirt and grease from the contact she had with the changelings in their initial scuffle. ‘Ya, good luck gettin’ that done in a week by yourself Shade.’

With a glint of green light in her eyes, Chrysalis called in a few sentinels with a mental message. Three large scaled changelings answered the call, and entered the temporary prisoner chamber. They landed next to the queen and remained silent. The royal changeling turned to her head vanguard once more.

“You can start your job by getting these two ponies clean, and then put them in fresh cocoons. After that I suggest you get on with your real assignment. You sentinels will follow Shade and make sure these instructions are followed exactly.”

“Yes my queen.”

Both Shade and the sentinels iterated.

“Good, now go.”

The queen remained on her haunches while the sentinels picked up the ponies, and followed Shade out of the prisoner chamber. The ponies would need to be carried over the deadly pitfalls so artfully dug by Colony’s drones.

Once her underlings had been gone for some time, the queen set her own wings to work, and carried herself out of the underground mountain maze. It was late into the night when she made it outside. The stars dotted the heavens, yet no moon was present.

There had been no moon present for several days, she never bothered to ask the night princess about that particular procedure. In consideration of how Chrysalis fed on the imprisoned princesses and elements before she went to the Crystal Empire, she doubted Luna would be in a mood to share.

Down to the castle grounds she went, past the shadowed halls, and finally into the royal bedchamber. It was neatly cleaned, as it had been since she took over. It didn’t take more than a moment for the queen to dive into the plush arrangement of pillows and sink into blissful unconsciousness.


However, the unconsciousness was blissful until it wasn’t…

Chrysalis lay on her back on a large sunbathing chair, next to a grandiose pool. She wore a large pair of sunglasses and lazily looked over the scene.

The large container of aqua marine liquid was a new addition to some private castle grounds she had just commissioned, with various attendants and guests lounging about the rather tropical setting. Exotic plants, and birds added some nice accents to the myriad of pleasant pleasantries surrounding the pool area.

A cherry colored earth pony, with cherry cutie mark, walked over to the queen, while she held a tray full of cherry flavored drinks.

“My dear Empress Chrysalis! Would you care for a drink?”

This pony beamed brightly at the relaxed royal changeling, admiration and adoration sparkled in her cherry colored eyes. The pony almost vibrated with the giddiness she contained. With a causal look over, Chrysalis smiled at the pony that was cherry flavored in every way.

“Of course Cherry Changer, I would love to sample both.”

A drink levitated over to her fanged muzzle and she sipped on the refreshing sweet substance. After a satisfying draft was taken it, she placed the glass on a short table stand. Then the cherry pony intuitively moved closer to the queen, and smiled as she lowered her head.

The next draft was a good portion of the lovely emotions contained in Cherry Changer. While physical food and drink tasted good, they were shallow comparisons to the taste of raw emotions. The pony seemed to have no end of delicious and affectionate feelings to give, and Chrysalis fed as long as she wanted to.

“Now why can’t all ponies be like this?”

“Like what most gracious empress?”

“Just never run out of emotions, some of you are barely worth a snack.”

“They just don’t know how wonderful you are empress.”

“Of course, they’re all too busy with their petty concerns. They don’t have the time to appreciate some changeling who does all their most important work for them.”

“I will always appreciate you empress. My cup will never run empty.”

“Thank you Cherry…”

Cherry Changer bowed deeply and humbly before her. The queen reached over and lifted her to stand. With a smile and a gentle wave of her hoof, she proffered the very cherry pony to move on. Chrysalis leaned back and felt satisfied in so many ways. She closed her eyes, and felt the sun’s pleasant rays warm over her body.

“I should not be surprised your dreams surround you with sycophants.”

Chrysalis’s brow furrowed, and she didn’t open her eyes, yet. She knew that voice, that very antagonistic voice. She pulled off the sunglasses and raised herself to sit upright. When her eyes did open a dark blue alicorn stood over her recliner and glared down at the queen. The giant changeling’s muzzle scrunched in disgust.

“Did sycophants not flock to you and your sister daily? I spent not but a few days as your guest in disguise and I could see that was plain as day.”

The queen’s multi-hued eyes were now raised above Luna’s teal ones, and the glare between the two traded in elevations. The fact that her pleasant dream was invaded greatly disturbed the queen, but she wasn’t going to express that. The change in the changeling’s posture did nothing to deter Luna from her objective.

“I take it that Sombra did not succeed in retaking the empire, given that you are not currently experiencing something more… fearful.”

“He is not a problem for now.”

“And what of the crystal ponies?”

“They believe they’ve inherited a powerful new queen that will protect them, which isn’t too far from the truth I suppose. Unlike the rest of your difficult populace, I won’t have to strong hoof them into accepting me.”

A smile cracked through the hard expression worn on Chrysalis’s muzzle. The dark blue alicorn’s stance remained unchanged. The hardness in her teal eyes gained another, more dangerous edge.

“What my sister, several ponies, and I experienced within the last few days could at minimum, be described as most unpleasant.”

“Did the Princess of Dreams have a few little nightmares? I can’t imagine what she and her sister did to earn that…”

“Do not treat the matter of harming my ponies lightly Chrysalis, you are in my realm now and you have no power here.”

A threatening edge had crossed into Luna’s tone. Her pupils narrowed ever so slightly, and her countenance darkened. The daylight within the dream dimmed, and the sun’s warm rays lost their comfort. The display was noted by the queen, and ignored. The slight smile on her lips creased downward.

“Then you and your sister better think twice before you attempt to make a mockery of me. What I did was necessary anyway, Sombra was no easy foe and I needed power.”

With a dismissive gesture, Chrysalis leaned back into her recliner and put her sunglasses back on. She stared at the sky, and willed the sun’s rays to become pleasant again. When the warmth failed to return she clamped her jaws tightly together and growled in frustration.

A contemplative look came over Luna. Instead of any warmth, the sky continued to dim. The sun light was eclipsed and a cold draft of air blew through the dream space. Snowflakes started to blister through the air and the breeze developed into wind that howled.

The wind got bad enough to wipe the shades right off of Chrysalis’s snout, and the frozen air caused her to shiver. The cherry drink on the stand spilled over. Her harlequin eyes glared furiously at Luna, mixed with an expression of befuddlement.

“Did I not just say to not play games with me!”

“You speak of using a strong hoof against ponies loyal to me and my sister. Do you not realize I can do the same with you? While you sleep I can twist your dreams into the unrest of nightmares. I could do the same for your changeling army. You would be driven mad without your sleep, and it wouldn’t stop until you release us.”

The entire scene darkened, and the pleasant pool side landscape was no longer there. Chrysalis was no longer in a nice comfortable recliner, but hoof deep in frozen snow. The queen was not amused. Bright pairs of eyes glowed in a poorly illuminated scene. Fierce growls, howls, and roars erupted around from every side. A veritable army of feral noises threatened to overwhelm all of the changeling’s senses.

“I may have no sway over you in the real world, but as long as you are in the dream relam, I AM THE ONLY QUEEN!”

One pair of shining eyes Chrysalis was able to recognize, they were teal eyes. A wicked grin crossed over her face, and she tilted her head to the side.

“I dare you to Luna, go ahead and do it. See what happens if you do.”

The threat in her words held no obscurity, and neither specificity. The feral noises died down, but remained present. The teal eyes that gazed over the queen took on an unsure look. The hesitation caused Chrysalis’s devious grin to develop in a fang bared smile.

“You have power in dreams, and only dreams. Do you want me to take that away from you as well? Should you act out, it will have repercussions you will sorely regret.”

The darkness started to lift, and the shadows started to recede. The monstrous noises faded to a whisper, and the army of hungry eyes began to close. The silhouette of the Night Princess was now visible, and the agitated posture of the alicorn reflected her indecision.

The anger in her teal eyes only grew, but the grit in her teeth expressed her restraint. Her large feathery wings were spread aggressively, and one hoof pawed at the ground. Should she go ahead and terrorize the queen and her changelings in the night? What would Chrysalis do once she woke up? Luna didn’t trust a conscious and highly irritated changeling queen to play nice. Let alone for this plan to work, it would take more than one night to drive the changelings into desperate insomnia.

The thought that the other ponies may suffer because of her bitterness and resentment towards the queen caused her the most pause. Her envy had already caused a great deal of pain in the past. Would her attempt to strong hoof Chrysalis work or just be another source of agony for the ponies she cared about?

“Since you clearly need some time to make up your mind, I suggest you leave.”

The blue alicorn jumped in surprise, she hadn’t realized Chrysalis had walked right up to her. The queen fully used her imposing stature to loom over the shorter equine. Luna didn’t utter any words, but threw a resentful glare in the queen’s direction.

“I suggest you not be so arrogant Changeling, sooner or later you will fall. And I will make sure I’m there to witness it.”

The darkness disappeared, and the pleasant rays of noon-day sun returned. The pool and all of it’s fine accents were back, along with a plethora of ponies and changelings that gave the queen looks of adoration. A strand of frazzled hair hung in front of one of Chrysalis’s eyes, and she blew it away with a puff of air.

“Oh, your drink spilled your majesty, I’ll replace it.”

Cherry Changer hurried over the short table stand that held the queen’s tipped over glass. Chrysalis ignored the faithful attendant as her eyes roamed over the scene, there was no sign of Luna anywhere.

“Would you like another flavor empress?”

The royal’s eyes never looked down on the cherry pony mare, but her voice addressed the dream entity

“No, I think I’m done imagining flavors for now.”


In the darkness of the royal chamber two very large, very green eyes snapped out. It was almost dawn, and the sun would need to be raised within an hour or so. Before this day would begin she had some business she would address, now.

A flash of magical energy from her horn and eyes sent out a very speedy message. It called the most powerful sentinel in her army to attention.

It only took Vivisect a few minutes to reach the royal chamber, the sentinel had buzzed through the air at a furious pace in order to answer the call. The deep hum of the changeling warrior’s wings entered the bedroom and ceased once her hooves contacted the ground.

The tall head of the sentinels stood at attention, and looked towards Chrysalis, who lazed back on the over-sized solar bed.

“You needed something urgently my queen?”

“Yes, somepony stupidly showed their self to be a potential threat, despite their current imprisonment.”

“What needs to be done?”

“Princess Luna, we can’t keep her in a cocoon. Even though she didn’t act this night, her ability to be disruptive with dreams is something I can’t ignore. She could be a severe hindrance, and we already have another hundred issues to be concerned with.”

“Do you wish to have her executed?”

The queen brought a hoof up to her chin, and rubbed it thoughtfully. While it was amusing, and practical, she had managed to establish her rule with minimal bloodshed so far. Hers was a conquest for resources after all.

“No, she could still be useful as an emotional snack. We’ll just have to do something a little more… traditional. Take her out of her cocoon, disable her magic, and keep her wings bound. Have Colony build a special cell for her.”

“I will see to it personally.”

“Good, make sure this cell has a pleasant view of Canterlot and the sky. If she is to remain conscious, I don’t want her forgetting the things she loves being obscured by some blank expressionless walls. She would be useless should her emotions to grow stale.”

“Colony will receive your word.”

“Then be off, I have other matters that need attending.”

Vivisect bowed out respectfully before she turned towards the Canterlot mountains.

Chrysalis stood up on the bed before stretching out her long body. She dipped her front half low, and looked as if she were a cat about to pounce. Then she lowered her back half as she stretched out her hind legs. A loud yawn exposed the sharp teeth in her maw. With one or two smacks of her lips, and a few blinks of her eyes, along with a brief flutter of her wings, she was ready to hop off the mattress.

It was time to catch up with Fancy Pants, and Golden Trust. Hopefully those two had kept themselves productive.

Ch.18 "Fancy That"

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Chrysalis Wins

Ch.18 “Fancy That”

The changeling queen walked slowly through the halls of Canterlot Castle. It was still before sunrise and she had a few things she wanted to discuss before the day started g. She sent a few drones to fetch the ponies she had decided were important, and planned to council with them in the Gala Ballroom. Since most of her important discussions were held there anyway.

The doors to the Grand Ball Room were thrown wide open as Chrysalis pressed them with her magic. The ring of cushions left from the previous ‘important ponies’ meeting hadn’t been moved, and had since collected some dust.

The pedestal was still erected near the central grand window, but the queen didn’t feel the urge to sit on its hard elevated surface. So she gathered up five of the cushions to the center of the ring of colorful seats.

After she arranged the cushions in a manner that suited her, she sat on them and yawned, though she attempted to politely cover it . While she waited her eyelids were drooping in the morning haze. A light fog was easily visible out the windows, and obscured the view of details further out into Canterlot and the countryside.

Chrysalis still gazed out the window when the sound of hoof clops broke into the Gala Ballroom. Fancy Pants entered, and was dressed in a casual vest, rather than his formal suit. His mane was still nicely combed, and a monocle still ornamented one eye. Behind him was Golden Trust, who was wearing a professional frock, which did little to detract from her obvious bed mane, and slightly skewed spectacles.

A third pony had come in as well; it was tall white unicorn mare, with a lavish pink mane. This elegant unicorn mare closely tailed Fancy, and groomed small flaws in his appearance. Chrysalis raised an eye at the unexpected guest, but didn’t care so long as she didn’t interrupt. This meeting was merely to update all parties on the plans for the integration of changelings. Fancy bowed his head and offered an apologetic hoof.

“I apologize for my appearance, but it was the best I could do given the short notice, and hour.”

The queen acknowledged the offered hoof with a slight raise of her eye lids.

“You don’t need to apologize for your appearance, rather, you would only need to apologize if you have been idle in my absence.”

“I assure you, it has been quite a flurry of activity in the last several days.”

“Very well, but I will hear what Golden Trust has to say first. I am eager to hear how we plan on my changelings feedings.”

A slight nod from Fancy indicated his respect for the queen’s wishes and all eyes in the small group turned to the Minister of the Treasury. Suddenly in the spotlight, Golden coughed, and lifted a hoof to straighten her skewed spectacles. She took a seat on one of the cushions and cleared her throat.

“In collaboration with your head drone Colony, I have finished a plan to work changeling feeding in with our own schedules.”

Chrysalis nodded and waited for Golden to continue.

“As you demonstrated, changelings can feed without disrupting ponies lives, in quite a sustainable way. The resources available compared to your changelings needs leaves a large margin. Colony informed me your swarm consists of ten thousand changelings or so, and there are around that number of ponies who live here in Canterlot. Each pony can comfortably feed five changelings, who would only need to feed once a week. So in essence, there is five times the food your changelings need available, give or take a few factors.”

After the long string of words the mare took one quick breath and hurried on to the point.

“My proposal is as such. Every pony will be required to feed at least one changeling, once a week. I have already planned and designated several structures here in Canterlot to serve as record offices. My secretaries and assistants are already preparing documents to identify every pony and changeling.”

Golden took a longer breath this time, and shifted, so as not to remain uncomfortably still.

“I also prepared a plan to incentivize extra feedings, should some ponies feel so inclined to give, and some changelings be in greater need than others. A small exchange of bits could be handed out and recorded. We already practice something similar with those that render service to the community, who traditionally received some compensation from our treasury. It would be a simple matter to redirect that budget.”

With a loud huff Golden finished her ‘proposal’. The entire thing had been uttered in two or so breaths, and the maroon mare’s face had darkened considerably as she tried to cover all the details. The queen had listened carefully, and ignored the mare’s slightly eccentric manner, then broke into a pleased grin.

“I am glad you have prepared this so carefully Ms. Trust. Of course one other detail to be aware of is the treatment of prisoners, who are completely at my discretion. My changelings will feed on them as much as they like.”

The maroon pony gulped, and worked to straighten her already straight spectacles. She spoke up through her nervous state.

“I understand your majesty; if that is the case, then there will be even less pressure on the free citizens of Canterlot.”

She tried to offer a weak smile, and Chrysalis reciprocated the gesture with a casual wave from her hoof.

“Very well Ms. Trust, go ahead and gather the resources you need to enact this plan. Fancy Pants here will ensure the rest of your government complies, lest I need to announce another general reminder that it is better to work with me, than to try and subvert me. You may go Ms. Trust.”

Golden nervously pulled at her frock, before she stood and turned to leave. Her trot gained confidence the closer she got to the exit. Once the minister of the royal treasury had left, Chrysalis turned to Fancy Pants and the white unicorn mare.

The pink maned mare still worked to straighten small kinks in Fancy’s mane and tail, while she intermittently brushed at her own mane with a hoof. A familiar scent wafted towards the queen, a scent which ponies could not detect, causing Chrysalis to eye the mare more curiously. As the queen continued to gaze at this un-named mare, she noticed the unicorn avoided eye contact. Fancy noticed the look the queen gave the mare next to him.

“Oh yes, forgive me for this as well. I hope you don’t mind she came with me. This is my wife, Fleur Dis Lee. She always insists that I look my best. I had a few scuffs to wrinkle out on my way here, and she kindly helps me with that.”

After another subtle sniff, the queen turned to Fancy and wore a mischievous smile.

“It’s not a problem at all. Now what do you have to report on account of the last several days?”

As the unicorn stallion started to prattle about the various frustrations of his work, the queen flashed her horn briefly. A simple message was sent in a mental wave across the entire swarm.


Chrysalis already knew there was more love available here than the other places she had explored before. Now that she had a better idea of her available resources, it was time for the swarm to grow. Grow and expand, until changelings numbered on equal grounds with the rest of Equestria.

The flash of magic had two different results on the unicorns in her immediate vicinity. Fancy Pants blinked in confusion at the sudden interruption, and Fleur Dis Lee shivered nervously. For the first time since she arrived, the pink maned unicorn looked into the eyes of the queen. Behind the light lavender irises lay a certain apprehension, even as they locked with the green eyes across from them. Fleur crossed her legs uncomfortably, and Fancy interrupted the stare contest.

“Excuse me, did I miss something?”

“No, please continue, I was just going through an exercise, pay it no mind.”

The eye contact between Chrysalis and Fleur broke apart, and Fancy carefully looked at both of them before he continued.

“Wellas I was saying, I sent appeals to every pony I know outside of Canterlot, but the only one to respond so far has been my friend, the Mayor of Manehatten.”

“And what did she have to say?”

“She would welcome new leadership with open hooves.”


The queen’s large predatory eyes narrowed with suspicion. The pony who oversaw the largest city in Equestria would welcome a foreign power with open hooves… She played enough games of deception to notice this offer seemed a little too sugar coated. The queen’s incredulous stare brought out a more thorough explanation.

“Well, yes, she would. Mayor More has had an unsightly scene of criminal activity plague her city over the last decade. Through various exploits within the legal system many of these criminals have been able to avoid the sentences they deserve. A new royal figurehead such as yourself, wouldn’t have a problem circumventing some of our laws to keep things more orderly. This is still a period of ‘conquest’ as I may put it, and some changes would in fact be welcomed.”

“Why didn’t Celestia simply bring down a harder hoof on some of these ‘alleged’ criminals?”

“She was honor bound to uphold the established order, lest she lose support of her advisors and officers of government. You on the other hoof hold no such obligation, and are free to disregard statutes as you see fit. Since you already proved you won’t let our laws get in your way.”

“Very well, I will send a few changelings there to represent me, and inspect the sincerity of her claim. Do not mistake my intention to rule for lawlessness, I will do what’s necessary to maintain stability.”

“Mayor More already awaits your response with eagerness your majesty.”

“Then send one or two of your assistants, and report back to me. I also expect to hear from your other associates soon. I can’t imagine all of them will be so… welcoming.”

On gut instinct Chrysalis still didn’t trust this Mayor More. Even if the mayor’s intentions were to welcome her, this pony expected the queen to come in and clean up a mess. The giant changeling couldn’t help but put a hoof up to her temple and slowly rub it in circles.

“I’m afraid that’s the most news I have for you at the moment, unless you’re interested in some of the more minor complaints that flood my office.”

“No! I mean no, you have given me plenty to think about.”

“Then am I dismissed your majesty?”

“Yes you may go.”

With that the two unicorns got up on their hooves and turned to leave. They almost made it to the door, when the queen cracked another mischievous smile and called out to the couple.

“Actually there was one other thing I wanted to ask…”

Both of the unicorns stopped their trot, Fancy turned his head and cocked an eyebrow curiously. Meanwhile Fleur bit her lower lip with great intensity, her eyes were frozen towards the exit. The stance of the white unicorn mare tensed, and she was ready to break into a gallop.

“What would that be your majesty?”

The refined accent of Fancy addressed the queen. Chrysalis sat there with a quiet smile for a few moments longer, and stared at the back of Fleur’s head. A bead of sweat started to trickle down the model mare’s brow.

“How long have you two been together?”

“Excuse me your majesty?”

“You and Fleur, how long have you been married?”

“Oh, I do believe our eleventh anniversary is coming up soon. Isn’t that right dear?”

“Hahaha, yes that’s right dear, ELEVEN YEARS!”

The lovely unicorn had adopted a painfully wide smile, beads of sweat flowed freely down the sides of her face. She attempted to clean up her pink mane, which seemed to get more frazzled by an invisible force as moments passed.

The queen chuckled with some mirth, mixed with some un-regal snorts. She brought a hoof over her mouth as her chuckles started to develop into full blown laughs. This made Fancy furrow his brow in confusion, he turned to whisper to Fleur quietly.

“Do you have any idea what is so funny? My mind may be playing tricks on me, but have you two encountered each other before?”

It seemed impossible that unicorn such as Fleur could sweat as much as she did that moment. Her fur had become soaked, and her mane flattened as if she had gone through a waterfall. There was puddle of disturbing size under her hooves, and it only grew as she stood there.


She could only stutter as anxiety seized up all the sensible parts of her mind, and her knees began to shake. The poor unicorn mare turned to the queen with a terrified plea in her eyes.

Chrysalis coughed violently to rid herself from the bad case of riotous laughs. She wiped away a mirth born tear and turned to the unicorns with a fang filled smile. She lowered her head to be on their level. Her eyes flashed a bright green, and a mental message was directed to one particularly nervous individual.

You can obey your duty to multiply, by following through with him. You may also leave now.’

With that opening Fleur didn’t waste another moment, she put a hoof on Fancy’s backside and started to forcefully shove him out of the gala ballroom.

“Fancy dear, did I ever tell you, I think it’s about time we have a foal!”

“Fleur? I thought… but your modeling career? We’re also right in front of the queen, shouldn’t we save this for a little later?”

The elegant and sweaty mare continued on as if her husband hadn’t spoke. She carried on even after they passed into the hallway.

“I’ve enjoyed years of modeling, we can’t wait forever if we want to start a proper family now.”

“Yes but-”

“We can discuss the rest at home dear!”

Be sure to discuss all of it…carefully.’

Was the last mental quip Chrysalis sent to the soaked and desperate unicorn. With a casual stride, the queen rose from her small pile of cushions and approached the grand central window of the ball room.

Changelings could breed with just about any species, given that they maintained their form the whole time. Offspring born this way would simply be the same species as the disguise. It was actually quite a popular tactic of the vanguard to start families. Children have a way of loyally loving their parents.

Light emanated from her horn as she cast the spell which helped the sun go above the horizon. Another day was officially born, and it had already been interesting. Before she could mull over and digest her thoughts a mental message entered her mind, the distinct tone of Colony rung through it.

Queen, you are needed here in the mountain; Vivisect has… you need to see it.’

The message trailed off, and Chrysalis’s mind started to jump to conclusions.

“What now?”


Earlier that hour…

Harsh hoof falls accompanied the irritable stride of the head sentinel. She was flanked by half a dozen other sentinels as they approached the temporary prisoner chamber. When they entered, it was mostly empty. Only a few of the cocoons remained, presumably the rest were moved to other prepared parts within Colony’s mountain complex.

Vivisect’s orange lined eyes scanned over the prisoners that remained and found her assigned target. The dark blue alicorn floated within a pale green cocoon. The color drained from it a few days previous had almost returned to normal. With a silent gesture the head sentinel signaled two of her group to move forward and begin the transfer.

They grabbed the cocoon, and started to fly through the air, the buzz of their wings hummed much deeper than most changelings. The sentinels were given a wide berth by the drones that roamed through the cavernous tunnels.

Colony had already shown Vivisect the particular spot where Luna’s prison would be, and she led her sentinels that carried the night princess in that direction. The trip lasted several minutes as the passageways weaved up, down, and sideways. It was a thoroughly disorienting trip for those who didn’t know their way.

At last they arrived outside the designated chamber. The entry was surrounded in a thick tarp of solid sticky slime, Vivisect activated the magical blade of her horn and cut it open. The head sentinel took a brief look inside to see the progress that had been made.

All of the walls of this special chamber were lined with the dull green of constructive resin. A small pile of sand had been placed for comfort/rest spot. Food and water were stocked, with a narrow slit was in the far wall that revealed this chamber to be near the mountain’s surface. The outside opening was surrounded by the same sticky slime that guarded the door.

Colony had picked a subtle location that would not be easily spotted by the residents of Canterlot, yet gave a good view of the city from its position on the mountain. This brought a slight nod of approval from the warrior changeling, feeling quite satisfied with the arrangement.

Now it was time for the last step, get the alicorn out her cocoon, disable all of her magic and seal her in the chamber.

The cocoon was cut open and the dark blue alicorn spilled out in a slosh of gooey liquid. Even as the Night Princess started to cough out the unpleasant substance from her lungs several of the large sentinels advanced.

Their horns glowed with a magical pulse before a dark green substance shot out of their mouths. The slime they used to render magic ineffective was it’s own special concoction. It was unlike the slime the drones used to build sticky traps or the slime which hardened into the resinous walls. The cocoons themselves, which were Chrysalis’s signature creation, that had their own design and purpose. While they could sedate ponies as well as store their emotional energies, it permitted some magical influence from dreams. The collected emotions were much more poignant if the ponies could experience vivid dreams.

This double edged kink in the otherwise well-designed and functional pods was why Vivisect had to do this job. This one particular pony had the knack to manipulate dreams apparently. At least it should be over momentarily.

A nasty splatter echoed several times as several gobbets of dark slime coated Luna’s large and regal horn. Feeling fairly safe, several sentinels moved to seize the wet princess who still coughed harshly.

Teal eyes shot open and glared around the small hallway. To the warrior changelings’ surprise she jumped to her hooves with sudden alertness. Their approach now turned cautious, they didn’t want to blunder into any more surprises.

More magical light emanated from several of the sentinels’ horns, and they started to hack in preparation to spit more slime, thereby rendering the alicorn immobile. Even though the alicorn shouldn’t have been so alert so quickly, they weren’t going to stop their job.

When several more gobbets of slime were launched in Luna’s direction she nimbly dodged most of them. A few spots on a leg were hit, but nothing that actually impaired movement. Several of the sentinels started to hiss angrily, frustrated that they hadn’t hit something more important.

Luna was surrounded and had her back to the wall, her wings were ever so slightly spread, ready to take off when she saw an opening. While the sentinels calculated their next move, and the Night Princess prepared her next step, Vivisect stalked around the outside.

The chamber that was to be Luna’s new prison connected to the tunnel system in a very limited way. There was really only one way out, back through the main complex. Vivisect passed the circle of sentinels to block off the exit, should things go that far.

“Why don’t you face me like real warriors you cowards!”

She tried to wield magic through her horn, but it fizzled and died. The dark slime stopped any spell before it started. A snarl crept over her muzzled and she growled indignantly at the changelings.

“Would you call it a warrior’s honor to have six against one pony with no magic!”

At that jeer Vivisect turned towards the princess, the rest of the sentinels simply snarled. Each of the large changelings activated their combat magic, sprouting their long claws and ethereal blades from their horns. The head sentinel answered the princess’s query with a methodical tone.

“You assume wrong if you assume we would fight fair…”

Vivisect hadn’t activated her own combat magic yet, but motioned for the rest of her sentinels to advance. It would have been a very simple situation if the queen were here. A simple telekinetic spell would have the alicorn pinned, and the rest would be easy. Sentinels however weren’t very strong with telekinetic magic, or portal magic, heck they weren’t even very good with disguises. Their specialty lay in the resistance and cancellation of magical influences, along with fighting through augmentation of their already impressive physiques. Simply put they were combat specialists, not magicians.

However, the queen had trusted Vivisect to get this done, so she would. That would not stop her from calling for more back up. You could never be too sure of a fight's outcome. She sent a mental message to one of the other sentinels.

Go fetch some more vanguards and drones. I want no chance of the princess’s escape

Some vanguards proficient in magical versatility, along with a volume of drones with slime magic would make this far more secure. Vivisect still didn’t know how proficient Luna was in combat, but she figured it would be dangerous to underestimate the potential of such an experienced individual.

The sentinel that was instructed left, and flew down the tunnel. Now there were five sentinels that advanced on Luna. Another barrage of slime was prepared, and spat. Nothing hit the princess this time, and more frustrated hisses erupted from the frightening group of changelings.

“Does your kind even practice aiming? Or are you too busy setting up a situation that you think is in your favor!”

The taunt of the night princess broke the nerve of one the sentinels and he lunged forward. Rather than just watch their comrade, the rest joined the jump forward, claws raised. The head sentinel shouted a message to the group mentally.

Maim her, but don’t kill her. The queen wants her alive…

Vivisect growled, and rolled her eyes. Why didn’t the queen just kill a few ponies? It would be so much simpler, confounded orders.

As several sets of claws aimed for tendons and joints, Luna flared her wings. In one smooth flap the princess jumped into air, and avoided the deadly weapons that closed on her. Two of the Sentinels managed to impale their claws into the wall, the rest simply missed.

The closest sentinel to the Night Princess was unfortunate to be the first to experience a wrathful strike. Both of her hind hooves struck one sentinel in the chest, which launched him backward, barreling into one of his comrades. Both of the sentinels sailed over into the opposite wall where they crumpled in a heap.

The sentinel that was struck put both of his front hooves to his chest and gasped for air. The other sentinel shoved her winded comrade off and struggled to get back onto her hooves.

Only one sentinel stood at the ready, and he nervously glanced between the two that had their claws stuck in the wall, and the other two which were disoriented on the opposite wall. He steeled his nerves, he would need to outmaneuver a foe this strong. Out maneuver… that’s just what the alicorn had done to them.

Faint an attack, I need her distracted.’

The mental voice of Vivisect reached the one ready sentinel. He acted immediately, and feigned a lunge at the princess. Luna dodged the feint in a similar way she had dodged the initial charge, with a flap of her wings and a jump into the air.

The feint still left the sentinel vulnerable, and he closed his eyes in preparation. The princess undoubtedly prepared a rebuttal. He was about to get bucked.


The obedient sentinel cracked open one eye. Either he had been hit so hard he couldn’t tell, or something else had happened. His faintly opened eye could see the outline of the alicorn. She was on the ground, and something limp hung on her side.

Vivisect had jumped forward the moment princess had dodged the other sentinel, and arrived from Luna’s blindside. As she had predicted, the blue alicorn jumped to avoid the feint attack, and spread her wings.

The head sentinel aimed a carefully placed blow, right at the base joint of Luna’s wing. A sickening snap announced the blow’s success, and Luna was dropped from the air. She let out a yelp as her right wing was painfully rendered useless.

A furious alicorn glared at Vivisect, who kept her expression cold and calculated.

“Thou curr! Rely on cheap tricks will you!”

Luna’s language slipped a little, and the old Canterlot accent mixed with her more modern methods of speech. The princess was now on edge, and done with a defensively strategy. She launched towards the sentinel who had made the feint attack.

This particular sentinel was still surprised he had not been bucked. Now he was bucked for real.

In a quick motion Luna jumped and readied both of her hind legs. She came down and kicked at both of the sentinel’s front legs. The changeling’s large strong limbs cracked under the fury of the alicorn’s might. With a loud and unpleasant slam, the sentinel’s face connected with the ground. The fallen changeling groaned and trembled. His front limbs now bent in ways they shouldn’t have.

With a crazy and wild look in her eyes, Luna turned towards the one who had injured her wing. One eye twitched and she bore her fearsome pony teeth… Vivisect looked back into those teal eyes with her orange ones. The cool in her expression never broke, she had fought many monsters over her life, and many other unsavory beings. She had managed to survive so far, and she didn’t plan to allow one weakened, magic-less, flight-less alicorn to get the best of her.

The Night Princess now wore a scary smile, madness apparently held a greater sway than her rationality.

“What was that about fair fights you vermin! This is as fair as you’re getting fiend. Come hither, or do you prefer me to go there and teach you how to duel. As it would be, my sister never cared for a good fight as much as I have. I was always better at sparring than her.”

The hard nerves Vivisect had spent her lifetime building felt slightly loosened.

“Too many words pony, try and escape already!”

Luna’s vicious snarl turned into gleeful crazy grin as she bounded forward. The head sentinel buzzed her wings in preparation to maneuver. The Night Princess charged and let loose a flurry of berserk blows.

The alicorn was almost as fast as Vivisect, and definitely stronger. The enraged and emotionally driven swings were slightly unfocused, giving the changeling a small amount of breathing room to dodge. If it came to a simple trade of blows Vivisect would quickly lose, so she had to bide as much time as she could, every motion had to be deliberate and calculated.

After she dodged one attack the head sentinel struck the princess in the face. It quickly developed into a nasty black eye, but this only drove Luna to fight harder, and faster.

Luna managed to clip Vivisect on the shoulder, which threw off the changeling’s entire stance. The moment of instability was all the alicorn needed to charge into the sentinel and knock her off her hooves. Now that Vivisect was on her back the princess followed up with several devastating blows alone the changeling’s ribs, chest, and neck.


Vivisect’s chitin was now broken in several places, with some green blood seeping from the cracks.

Before she was completely overwhelmed the sentinel bucked both of her hind hooves into Luna’s chest, and managed to knock the alicorn back. Where the princess stumbled and fell to her haunches.

Both of the equines panted from the exertion. The fight with the lesser sentinels, and the exertion it took to keep pace with Vivisect, had taxed Luna heavily. The lead changeling on the other hoof only sustained a few blows from the alicorn, but felt pulverized by each one.

In a desperate gambit to stay faithful to her orders, Vivisect ignited her horn and focused sharply. It was a similar technique the queen had used the night the bat pony attacked her.

Green energies wrapped around the sentinels pounded body. Wisps of emerald fire crossed wounds, sinews and muscle. They became functional and stabilized. It didn’t remove the sting and pain, but the sentinel could make her body obey her will. It burned through large amounts of her love reserves, but that was something she could gain back after this was done.

While Luna still rested in her sitting position, Vivisect got back on her hooves. This surprised the alicorn greatly, that changeling should have been crippled. The sentinel snarled with gritted fangs, things had gotten desperate and her cool exterior lost its composure.

“You’re going back to your cage, PONY!”

With an ear splitting screech Vivisect leapt at the night princess, who was still in the middle of recovery from their last bout.

The effect was to catch the alicorn with her guard down, and the head sentinel pounded away on Luna with every technique she knew. That regenerative spell burnt most of her energy, and she needed to disable the princess before she had nothing left.

That one cursed sentinel should be back by now!’

The changeling screamed in her mind, but what came out verbally was something along the lines of-


Hoof blow after hoof blow repeatedly struck joints and nerves. To Vivisect’s infinite ire, the alicorn would not fall! It was as if the pony was made of iron… no something else, because the sentinel would’ve broken an iron statue by now. Green fiery energies surrounded the sentinel’s hooves as she poured the last of her magical love reserves into the blows, to amplify their strength.

One blow connected with Luna’s jaw, and caused her head to whip back. The Night Princess still stood, and slowly brought her face forward. She rolled her neck around and caused a few relieved cracks.

Up and down Luna looked pretty terrible. Bruises littered her body all over the place, and her joints were swollen up along with several other pressure points, but she still stood. Instead, much to the shock of the changeling, the princess simply turned her head, before spitting out a tooth and giving her jaw a few good rotations. She then locked onto Vivisect with an iron clad stare, that made her confidence shatter and made her want to run.

“Are you done?”

The head sentinel just stared in disbelief.


Luna didn’t grace Vivisect with a verbal answer. Instead the alicorn reared up and struck a blow to the sentinel’s head. The strike dropped Vivisect instantly and she collapsed on the floor. The blue alicorn pursed her lips, before she spat out another tooth.

She gave the downed changeling one last look, “Huzzah.”

One or two staggered steps later, and Luna had barely made progress on her escape. In fact, once she neared the corner of the tunnel she found some changelings that waited for her.

Dozens of drones and vanguard were present, and one lone sentinel. Luna sighed in utter exhaustion, and was pinned in place with the magical grip of many vanguards; this was followed up by a shower of sticky slime from the drones.

The beaten princess was rendered immobile, and left with only the freedom to turn her neck around. She fished around in her mouth with her tongue, and pushed out another loose tooth.


Chrysalis had advanced into the mountain right after colony’s call. What could have gone wrong? It was simple assignment to take the weakened alicorn and place her in a new cage, without the ability to manipulate dreams. How could this be too much work for a few sentinels? Surely they could have rendered her helpless before she could make that much trouble.

The queen swung around the corners of the complex vehemently, she was ready to chastise Vivisect for the apparent incompetence of the whole situation. This was when Colony had intercepted the queen’s journey.

“My queen! I’m afraid there is ill news this way…”

“Quiet Colony, I’m sure Vivisect can tell me herself.”

“But Vivi-”

“Not another word.”

The giant changeling and the small changeling advanced in a direction that Colony indicated. It was only a few more corners before Chrysalis came upon a scene that was rather ghastly.

Several injured sentinels were crowded to a corner. Various drones had gone over to minister to the warriors injuries. Several drones surrounded one body that lay prone on the floor, and obscured the identity of said changeling.

The queen moved forward and shoved several of the drones out of the way. There was Vivisect, still on the ground with her mouth hung open, a little drool had pooled around her face, and the sentinel’s breaths were extremely shallow. The orange eyes of her head sentinel stared off into empty space and comprehended nothing.

“What happened!”

She turned about on Colony, and seethed with dangerous intent. The small changeling quivered under her leaders horrific glare.

“Apparently the Princess Luna was able to recover faster than expected when they took her out of her cocoon. Vivisect and several of the sentinels kept her contained while they waited for reinforcements.”

“I see the other sentinels are still conscious, what is wrong with Vivisect, is she just knocked out?”

Chrysalis’s tone grew with mixed emotions. Her best warrior lay there and drooled like an imbecile.

“I’m afraid that… She… uh, I inspected the injuries thoroughly myself.”


“She’s sustained a head injury that put her in a coma.”

“So she’ll wake up, and then I can call her an idiot!”

“That’s the other part… we can revive her, probably soon, but her mind will most likely be damaged.”

“How damaged?”

“We won’t know until she wakes up. My drones stopped the bleeding when they came to the scene, but even a short exposure to that kind of hemorrhage…”

The queen was silent, and Colony didn’t try to explain any further. The background noise of busy drones and vanguard echoed around them. Chrysalis continued to silently stare at the fallen Vivisect, who still had several drones tending to her, their horns glowed faintly as they worked to aid the natural healing process.

Chrysalis’s eyes became cold, and her tone was level.

“Where is Luna?”

Ch.19 "A not so Fancy Discussion"

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Chrysalis Wins

Ch.19 “A not so Fancy Discussion”

Stomp! Stomp! STOMP!

Giant hooves thundered their way down the tunnel, each one disheveled the earth as it was placed. A door of slime was blasted away with a violent explosion. Green sticky material was launched every which way as it was vaporized.

In the middle of the entry way stood the queen. Her cacophonous entrance was followed by a low level tone.

“You took something from me Luna…”

Across from the entryway of the petite and secluded cell was a dark blue equine, plastered to the wall in midst of semi-transparent muck. The princess’s condition was pretty abysmal, and she struggled to lift her head up to look Chrysalis in eye. When the two met gazes there was an invisible fire between them.

Luna’s head was the only thing able to move, the drones had otherwise thoroughly sealed her against the wall. Her night-time complexion was pot-marked with black bruises, as if she went a fifteen round hoof-boxing match with a mountain bull.

For a moment the queen’s hot anger was tempered, the sight of Luna with one eye basically swollen shut, several missing teeth, and various other painful looking bulges over her head, brought Chrysalis some satisfaction. At least Vivisect had left a mark before she was dropped.

The alicorn stared at Chrysalis with her good eye and snarled, which only put her missing teeth on better display. Luna winced at the effort, her muzzle felt cracked in some places, and her lips were swollen and puffy.

The next several steps from Chrysalis landed softly on the ground, as she carefully stalked towards her prisoner. Luna spat out another tooth.

“What, are you really upset over some broken body guards? Boo hoo. What you’ve taken from me doesn’t even compare.”


Chrysalis struck the princess across the muzzle. The hit shocked Luna with it’s force, and caused a yelp of pain, it was much harder than the magically enhanced blows Vivisect was able to deliver.


Several more vicious blows knocked Luna’s head back and forth, and when it stopped, Chrysalis’s face was very near her prisoner’s. Her massive double iris eyes glared at the teal ones, and dared them to make another defiant remark. The alicorn kept her gaze averted and tried to hold back some whimpers. Some of the bruises and cuts were reopened, and trickled over fresh scabs.

Satisfied that the princess was sufficiently cowed, Chrysalis turned around and walked to the pile of sand that was in the room. She sat down and scuffled with the loose material until she was comfortable. She wiped some of the blood her hooves had picked up, off on the floor.

“As I was saying Luna, you took something valuable from me. One ‘bodyguard’ as you put it, that has served me faithfully almost the entire time I’ve been queen. Now that you’ve taken her from me, what should I take from you?”

The corner of Chrysalis’s mouth twitched, and her eyes stared daggers. They roamed over the alicorn with a contemplative and surgical process. Luna still kept her eyes averted and didn’t try to provoke anything else from the queen. The Night Princess really could care less about any physical abuse, but if the threats carried over to other ponies…

“I could take your horn, and leave you without magic… I could take your wings and leave you without flight. Or… I could take your legs, and make you roll around like the miserable worm you are!”

The queen was too agitated to sit, and sprung up from the sand. She strode over to the pinned alicorn and put a giant hoof on the slime, right over where Luna’s chest should be. Chrysalis started to press her against the wall, the princess gasped as the breath was crushed out of her.

“The only thing I ask myself now is why I didn’t follow my sentinel’s advice, and end you earlier.”

The blue alicorn struggled against the organic binding of the slime, but she was far too exhausted to put up anymore fight, and only struggled in vain against the lethal pressure. Luna’s facial complexion turned a darker shade of blue.

Normally Chrysalis would enjoy something like this, it often took a lot of work to get to the point where she could just toy with her enemies. This time though, there was a sense of loss behind it all. What it had cost to bring this prisoner in line was high, and personal.

As Luna’s eyes started to roll back into her head, the queen removed her hoof from the alicorn’s chest. The sudden release of pressure caused a loud painful gasp from the princess, and air struggled to fill her crushed lungs again. She coughed hoarsely several times. Chrysalis, however didn’t lower her hoof all the way quite yet, and it hung half way, as if it might return.

A small sparkle of fear twinged in the alicorn’s good eye, and her fallen gaze briefly glanced up at the queen. Chrysalis held a disgusted expression, and raised a hoof up high.


Luna had closed her eyes, and scrunched what she could of her bloody and beaten face. The impact she prepared for never came, and when she opened her eyes the queen had embedded her hoof in the wall next to Luna’s head. Chrysalis shoved her face right up into the princess’s for a very close look into each other’s eyes.

“Feel fortunate I have my reasons for keeping you alive.”

Chrysalis hissed. The changeling pulled her head back a small distance and opened her maw wide. She began to inhale deeply, and drain the emotional energies out of the alicorn.

Luna already looked terrible, but now on top of being injured, she became severely exhausted on a deeper level. Her dark blue features started to pale, which made the contrast of her bruises stand out even more. The shimmering flow of magic in her mane died down, causing the starry lights to start to fade.

When the princess could no longer hold her head up Chrysalis stopped, and the air between them stabilized. The alicorn now wheezed for breath, and held an empty stare. The queen licked her lips, the taste was good. Barely bridled passion lay behind the alicorn, and it made for a sumptuous meal.

Chrysalis stepped back from the stupefied and drained Luna, and called a drone to enter the room. It did not take long for one of the tunnel workers to arrive. Once the smaller figure entered the room, the queen turned towards the entry way.

“You called queen?”

“Yes, I have a few instructions.”

“I am more than willing.”

“Gather a few other drones, and make sure a vanguard is stationed here. This prisoner is to be fed and given water. Force her if she refuses, also keep her drained. She proved dangerous even without her magic, I don’t want her to have energy for anything. Is that understood?”

“Yes queen.”

“Good, now come here.”

He approached as the queen had commanded. Chrysalis made her horn glow, and her eyes flashed, the two of them touched foreheads. A magical impression was given to the drone, powerful enough to brand the instructions into his mind. He would be unable to forget until the order was carried to completion.

“I’ll be back tomorrow to make sure things are arranged properly.”

“Y-y-y-y-y-yes, q-q-q-queen.”

The drone stuttered and his eyes twitched, they blinked rapidly and light flashed several times. The spasm shivered throughout the small changeling’s body, and his ears sizzled slightly. After a loud cough, the drone shook his head back and forth several times to straighten his vision. The drone’s eyes now had a green ring to their otherwise blue color. He stood overly straight and stomped a hoof in salute, all of his limbs became stiff after that.

“Understood, I will have everything arranged by tomorrow!”

Chrysalis raised a hoof to pat on the drones head a few times, and ruffled his short fin-mane.

“Don’t worry, it’ll wear off. But I won’t risk this being done sloppily.”

The drone bolted off in an adrenaline hyped dash. In a moment he was out of sight, and Chrysalis turned head about to look at the princess one last time. Luna’s head hung low, and she still wheezed, a bit off drool escaped from her open mouth.

Chrysalis walked over to the pathetic situation of an alicorn. One large hoof pressed up under the princess’s jaw and lifted her pale face up. Luna wasn’t capable of a focused gaze at the moment, but that didn’t deter the queen.

“If you had gone here quietly you would be freely moving within your little cage. I would be much less annoyed, and…”

A bit of drool got on Chrysalis’s hoof, and she let Luna’s head drop, with a disgusted grimace and she stepped back. The queen wiped her hoof off in the princess’s mane.

“There’s another pony I need to talk to.”

This pony was the reason Luna wasn’t dead at the moment, this pony was the reason she hadn’t mutilated the blue alicorn right away, this pony was why Chrysalis ground her fangs together right now…


It was beautiful on the sandy beaches of Las Pegasus. Celestia sat in a reclining chair, which was mounted on top of an enormous sand castle. This sand castle happened to be in the shape of a large multi story cake, complete with fancy icing stylized into it.

The white alicorn sipped a fruity concoction from a half-coconut cup. A gentle breeze of salty sea air blew by, waving through Celestia’s already wavy mane. She inhaled the smell of the ocean and eventually exhaled. The various pleasant sensations of this atmosphere were quite enjoyable.

It had been a long time since Celestia had actually taken a vacation, she chuckled slightly as she mulled over her thoughts. Too bad this vacation had only come because she was overthrown… and it wasn’t technically vacation either… No in fact she still constantly worried over her little ponies, there was just less she could do now.

A drip of water landed on her muzzle, and she flinched in surprise. That drop was followed by another, and another. The white alicorn looked up for the source of the disturbance.

“Hmm, I should have figured a little rain cloud may come on my sunny day.”

There indeed was a little rain cloud in the middle of an otherwise bright and clear day, only it had Chrysalis’s face poking out of it. The cloud was small, and the queen’s features had shrunken to its proportions, mostly. Her little hooves dangled out of the bottom, and drifted through the air. It honestly would have been adorable to look at, had the circumstances been different.

A strong breeze came by and blew the changeling cloud off course, which caused Chrysalis to spin in circles. She growled, higher pitched than normal, and started to doggy-paddle through the air back to the white alicorn.

“Is there not a way to knock on the door, so to speak?”

The Changeling Queen is not who Celestia wanted to see. As it was, she had actually been expecting Luna to return soon.

“Been plotting against me with your sister have you Celestia? I can assure you that was a poor move.”

The little raincloud barked, and the white alicorn furrowed her brow.

“What are you talking about?”

“Don’t feign ignorant with me, your sister thought she could intimidate me with nightmares.”

“Where is Luna now?”

“Incapable of giving any creature nightmares…”


“She’s not dead, though it was very difficult to decide against that.”


“Listen Celestia!”

The little raincloud blackened, and miniature lightning bolts started to jump out of the fluffy blob. One of these struck the white alicorn on the snoot. It didn’t do much more than a little static shock could, but it caught the princess’s attention.

Fluffy cloud Chrysalis doggy-paddled through the air to Celestia’s chair. The queen’s face contorted and her little hooves withdrew into the cloud, rather like a turtle. She didn’t enjoy what she was going to say next.

“Your advice with the Crystal Empire was… valuable.”

“Is that all? What have you done with my sister Chrysalis?”

“She has no permanent damage, I figured you would not be willing to talk again should I do something of that nature.”

“You assumed correctly.”

“Her little tantrum cost me the functionality of a long time associate. I’ve also come here with a condition if it wasn’t already clear. If I suspect either of you of trying to overthrow me again, I don’t care what knowledge you may have, it can disappear with you.”

“So you lost a friend did you? They must have done something unfortunate to provoke my sister.”

“Now is not the time to try my patience Celestia. Just don’t expect your sister to come by anymore.”

“How can I trust your claim of her well being then?”

The daylight in the dream started to get brighter, and the sun became a hot blur, which lost it’s shape within the overly bright sky. A gnarly scowl had crossed Celestia’s countenance. Fluffy Chrysalis brought up a shrunken hoof to shield her eyes, her tone was undeterred.

“I can arrange evidence later. Next time, when I feel you have something valuable to say, we can all meet in a little circle of joy…”

Chrysalis ended with a very sarcastic note.

Without any form of farewell the little cloud exploded with a POOF! And the queen was gone. The sunlight dimmed back down to it’s natural state, but the white alicorn hadn’t relaxed her posture. The scowl remained fixed on her usually regal face, and Celestia closed her eyes. A tear threatened to roll down her cheek, and she eventually gave up her tense stance. She collapsed onto her chair, and sighed.

The cheery atmosphere of the Las Pegasus beach couldn’t combat Celestia’s depressed mood. After a little while longer the mood soured even more, and frustration at everything started to boil over. So much for being an ancient wise being, ironically she could be just as stuck as a foal in a crib.

In a small fit she picked up her coconut drink and tossed it angrily. She didn’t look where it landed, but it apparently it made contact with something that resulted in a loud bop!


Was that a voice? The alicorn lifted up her head to look around, when she looked down on the beach she could easily find where the coconut cup had landed, and there! Something shifted in the sand. Her mind wasn’t playing tricks on her.

She spread her wings and jumped from the top of the cake sand castle in pursuit. She wasn’t able to distinguish whatever it was, but she could guess where it was, as the sand shifted close to where the cup landed. In eager fervor she dug around in the sand to find the source of this strange voice.

It was a futile effort, and she couldn’t find it anywhere. She turned half the beach inside out with her magic, and still didn’t find it. This drew out a frustrated sigh.

Who else could Dream Walk? And who would want to be in her dreams? And why did they hide?

Ch.20 "For the Love of-"

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Chrysalis Wins

Ch.20 “For the Love of-”

The queen went to the Castle Gardens, having made sure to send several sentinels to make sure it was unoccupied. As she strode around the lively plant décor she found a bench to sit down at, and relax by herself.

Too much had happened in a single morning, and now she didn’t feel like doing anything else for the rest of the day. After her discussion with Celestia, she made sure to feed heartily on the alicorn as well. She was better fed than she had been her whole life. Her body now radiated with model health for a changeling.

When she looked around at some of the other changelings, their physical signs already showed improvement. Many had been able to clean themselves up, and the abundant love energy in Canterlot left no changeling hungry.

Holes had gotten smaller in their legs, and chewed on wings had started to round out. Many of them were even starting to grow their manes back in, though it was only in the form of a fuzzy line next to their neck fins, still progress.

Morning slowly developed into mid-day, then late afternoon. It was nearly evening when Colony approached the queen on her garden bench. It had been hours, and Chrysalis hadn’t moved the whole time, the mood of earlier events kept her stationary.

“My queen, I have news to report, if you want to hear it.”

“Tell it to me Colony.”

Chrysalis never lifted her eyes from where she gazed off. There were some interesting statues in the garden, one in particular caught her attention. It was a tall beast of mixed and matched parts, something about it was familiar. Oh, yes, her vanguards had reported a day of strange occurrences a while ago. That must be the draconequus, who was blasted by the elements almost a year ago. He wore such a terrified expression on his face.

That was the weapon Celestia planned to use on her, made her wonder how would that have ended? The results seemed so random, and grave… Would it they have tossed her into the sun? the moon? Turn her into stone and let the birds roost on her for centuries?

Being trapped in a free dream cocoon started to seem soft by comparison

“My Queen… my queen… QUEEN!”

The small drone had moved over to the royal changeling and started to shove one of her hooves. Chrysalis shook her head and blinked away her distracted thoughts.

“What was it Colony? I’m listening now.”

“Very well, I just wanted to say Vivisect is awake now, and able to walk. I can bring her to you if you want to inspect her condition yourself.”

The queen clenched her jaw, time in the garden is what she used to forget about the morning events. Though she did in fact want to see her sentinel.

“Bring her here. Was there anything else you’ve been able to conclude about her condition?”

“It was as I’ve feared. She suffered some brain damage, though the tissue will repair with some additional care. New brains are blank, I’m not sure how much of her old-self she has retained.”

“Then bring her here and I will find out.”

“I will return shortly.”

The small drone bowed out and left, and Chrysalis went back to uninterrupted contemplation. Her eyes roamed back over to the statue. That one statue bothered her, maybe she would have it moved. Though it also gave her another thought, the elements could not be allowed to remain where they were. She would need to hide them somewhere else. It would be foolish to leave them in the same spot, should Celestia ever managed to escape, somehow...

With a flash of mental magic she called out for Shade. It took a little while for the vanguard to appear, and when he showed up he dripped with water, and was covered in soapy suds. The Changeling panted slightly as he looked up to his queen, he flew over as fast as he could.

“You need –huff- something, my queen –huff-.”

“Yes Shade, you have temporary leave from your punishment.”


“You know of the Elements of Harmony?”

“Yes my queen, but why?”

“I need them, I’m changing their location. ”

“Where were they again?”

“In Canterlot Tower, bring them to me. Once you've completed that you can go back to your punishment.”

“Of course, it will be done.”

With a nod Chrysalis dismissed him. It wasn’t more than a moment or two after Shade had left that two of her other councilors arrived. Colony buzzed through the air, and was followed by another changeling that walked slowly along the ground.

The head drone landed near the queen and made a respectful bow, the other changeling just stood there and stared. Vivisect was indeed able to stand and move, though the look in her eye was completely lost.


There was no response from the tall sentinel changeling, and she continued to stare off into the gardens.


Chrysalis got off her bench and walked over to the innocuous equine. When hoof falls approached the sentinel, it drew her eyes toward the figure. The queen held a grimace and frustration echoed in her words.

“I called your name.”

She tapped a hoof onto Vivisect’s chest, the tall changeling looked down to where she was touched, then back up at the queen.

“I have a name?”

The sentinel’s head tilted to the side, as if she heard a particularly complex enigma. Her voice, devoid of the confidence and strength it held, it was now simply hollow. This reaction caused as sharp inhalation on the queen’s part, this was bad…

“I suppose you wouldn’t remember me either.”

Chrysalis turned about and walked back towards her bench, there was a slight drag to her step. Vivisect’s eyes followed the giant changeling’s methodical movement, but there was not a flicker of memory there. The queen sat down on the bench again, and motioned for the sentinel to come closer.

The warrior just stood there, and looked at the motion Chrysalis’s hoof made, then back up to the queen. She didn’t comprehend the meaning.

“Come closer.”

The queen sighed. The verbal instruction was understood and Vivisect walked over to the bench, and stood there.

“Do you remember how to do any of your old magic?”

“I can do magic?”

“Yes, like this.”

As a royal changeling Chrysalis could practice magic otherwise unique to each changeling class. One fore-hoof became wrapped in green flames and the limb shifted its shape. In place of a hoof there were three long claws, and Chrysalis wriggled the digits.

Vivisect’s reaction was to flinch and take a step back, disgusted fascination crept over the sentinel’s features, like a moth staring at an open flame. The scaly changeling looked down at her own hooves and shuddered. This sunk Chrysalis to new levels of disappointment, her own head sentinel, was skittish of magic she was very proficient with? Well, that answered that question. The queen’s forelimb twisted under green fire once more and became a hoof again.

“Colony take Vivisect back to the other sentinels, she needs to… relearn a few things.”

“Yes my queen.”

The drone obedient hovered over to the damaged warrior and tapped her with a hoof. Vivisect looked over to her small escort and watched.

“Come on, we need to go this way.”

The two of them started to leave the garden, it was slow, as Vivisect didn’t want to fly anywhere yet. She wasn’t able to remember that either. The queen scowled, the damage was severe, she would undoubtedly have to find a new head for her sentinels, if Vivisect couldn’t remember anything.

The queen’s gaze became downcast, in this harsh world, one more familiar thing had been taken from her. Death had been common in the Badlands, and replacements happened all too often. Except for Vivisect.

Evisect had been the head of sentinels when Chrysalis was initially crowned queen, but he died within a year. A dragon had tried to pick them out of their den like ants, and Evisect proved to be an invaluable distraction.

After that Vivisect had taken the spot, and survived many situations she shouldn’t have. Chrysalis ground her fangs and cursed herself, she shouldn’t be attached to any of them, any changeling could be gone at a moment’s notice… or was that what she had been working to change?

A bright flash of red light interrupted the mull of her thoughts.

There, but a few strides away, stood a figure the queen did not expect, though in hindsight she should have. A tall grey unicorn, with red horn and black mane that flowed of it’s own accord, smiled at her with his fanged mouth.


Sombra’s smile didn’t falter at Chrysalis’s long winded accusation, and he daintily rubbed a hoof over his chest with gusto. The queen leapt from her bench and ignited her horn.

“Come for another round?”

“On the contrary my dear queen of the horse flies, I only came to help some ponies.”

“Spit it out what you mean.”

“Tsk tsk, those manners aren’t going to charm anyone, and isn’t that what you should be doing. You love love don’t you?”

Chrysalis diffused her horn stared at Sombra with a deadpan expression. Her eyelids dropped half way and a slight frown conveyed her bemused expression.

“Have you only come here for snide jokes?”

“Loving love is snide? Please, that should be a compliment….Though I’d be lying if making a few jokes at your expense wasn’t intended. Besides, since we last met I’ve had a lot of time to think. Though I must say, I still haven’t sorted out everything, but I have found a few workable parameters.”

Chrysalis ignited her horn again, if this king had only returned to waste her time then she was going to have none of it.

“Be patient for just a moment, I’ll leave, but I was just going to give you a nice little warning.”

“Warn me? Why would you care to help me in any form?”

“You see, I still have this wellspring of feelings to sort out. I know what I wanted to do, but you’ve taken the will from me to do it. I just can’t lift a hoof to hurt anypony now, atleast for the time being.”

“Cry more gaseous tears why don’t you.”

“I haven’t been able to do that either.”

A genuine frown etched itself over the Crystal King, and he looked sad. The next moment though his mood flipped and the frown became grin, there was even a hint of mischievousness to it.

“All you’ve really done is given me a different set of cards to play, my shiny changeling queen. If I can’t harm any pony, that certainly doesn’t stop me from helping anypony. In fact this fountain of feelings rewards me greatly as I extend the effort.”

“You have ten seconds until I don’t care what you have to say Sombra.”

“I do love the irony Chrysalis, for a being so dependent on love, you should be more approachable. Hehehe, but alas, my warning. Because I am here to help everypony, that includes you, I’ll point you towards those mountains.”

The giant grey unicorn lifted a hoof, and pointed directly at the prisoner complex. Chrysalis’s eyes went wide, and she looked back at the tall king, whose grin widened to eccentric levels.

“Some of your house guests may have taken leave. I really must thank you, I wouldn’t have done such a thing if kindness didn’t overflow from my heart. Isn’t irony, just a wonderful thing?”

With another bright red flash Sombra vanished, laughing uproariously as he did, and the queen’s eyes returned to the mountain. He did not just indicate what she thought he indicated, did he?

Hundreds of mental messages started to echo towards her. Changeling after changeling iterated a variant of the same message.

They’re gone, they’re all gone.

Ch.21 "One Hoof at a Time"

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Chrysalis Wins

Ch. 21 “One hoof at a time”

A green comet soared through the air, leaving a smoky emerald trail in it’s wake. The Queen of the changelings flew as fast as she could towards the mountain. Even as she approached, hundreds of changelings were already crawling all over its rocky surface, pouring out of the entrance of the complex.

Chrysalis’s magically empowered flight ceased, slowing to a more manageable speed when she came near. The chatter and buzz of hundreds of drones, vanguards, and sentinels was an indistinguishable cacophony. In a fit of frustration she lashed a mental wave across the agitated swarm before her.


The effect was immediate, with many of the changelings cringing at the force with which the queen shouted in their minds. The mountainside became eerily quiet, and the royal changeling hovered to the entrance of the recently dug mountain complex. The sea of dark grey chitin parted to make space for her to land.

Once her hooves touched the ground she turned to the nearest changeling and pointed a hoof. Her lime rimmed eyes were a source of stern stability for the otherwise agitated and nervous crowd.

“You, tell me what happened.”

The indicated sentinel gulped and stepped forward, bowing low as he answered.

“The prisoners my queen, they’re gone, all gone, ort least at the section I personally guarded. There was a flash of red light, and when I turned to inspect it the cocoon I was guarding, it was gone. I heard some kind of laughter as I searched in vain, and the others here have similar stories.”

Chrysalis heaved up and down, her composure threatened to fall apart. Sombra… Surely he wouldn’t, as addled as his brain might be, would not be so idiotic as to release Celestia and Luna. Those two would just fight him, even if he claimed he was there to help.

The Queen quickly rushed into the tunnels, she would need to see this for herself. Her wings buzzed at a furious pace, and she passed through the myriad of twists and turns of the tunnels. She would see if Celestia was there first, Luna was in a poor enough condition, so she wouldn’t be an immediate threat.

Close to the bottom of the complex, Chrysalis rounded the corner and entered the chamber that was supposed to contain the Solar Princess. Her fears were confirmed when she saw no cocoon in the earthy cavern.


Her voice shook the base of the mountain and echoed throughout the tunnels. That shady buffoon had taken them… Chrysalis slumped down onto her haunches, and stared blankly into the empty space. Her mind ran blank instead of going through the possible scenarios. Celestia on the loose would be terrible, the princess could plot some scheme to blindside her off the throne, all while in hidden.

Then an even more terrifying thought crossed her mind, “I beat and drained Luna to the point of near death and Celestia knows this….And she’s free now.” Having seen her anger first hand in the dream realm, an image of the Sun Alicorn pulsing with magic, with the searing sun mere feet away burned it’s way into her mind.

As her mind went numb, a drone buzzed in and landed next to her, who at a quick glance was shown to be Colony. She looked up to the queen, who seemed locked away in her own mind at the moment. So the head drone looked down into the empty chamber.

Something small was folded neatly in the center of the room, which Colony was quick to try and identify. The queen didn’t respond to the drone’s movement at all, so she took that as permission. When she was close enough, she picked up the small object with her magic.

“My Queen, there is some kind of note left behind.”

“What? Let me see!”

Chrysalis quickly jumped out of her murky mill of thoughts and grabbed the note from Colony’s magical grasp. It was a folded piece of parchment, a small line labeled who it was addressed to.

- To the “Queen of the Horse Flies”

The writing was very neat and stylized, the queen was actually impressed despite her frustration. The crystal king’s calligraphy wasn’t bad, in fact it was very good, but she was not fond of the title he gave her. She unfolded the parchment and started to scan through it’s contents.

My dear love spitter,

It appears you were keeping some ponies I actually know, when did your take over happen? Given our last little scuffle, I am surprised you were able to accomplish what you did, so you have my compliments. You need not worry about Celestia, I will keep her good and safe…

I know the danger she would pose to me as much as you. Though the rest of these sealed up ponies will probably have nice things to say about you. I can only imagine they would have nice things to say. Only nice things….Yes just because I’m full of love doesn’t mean I can’t be sarcastic, which I also love very much, so thanks for that.

Sincerely your dearest King,

The letter ignited in a burst of green flames and Chrysalis snarled as she tossed it to the side. Colony lifting an eyebrow as the queen growled.

“What is going on?”

“That Crystal King I handled a few days ago is going out of his way to prove I didn’t handle him well enough.”

“Crystal King?”

“He goes by Sombra, a nuisance of a unicorn.”

The drone blinked several times, unsure what to make of the new information. It was a slightly disturbing matter that a single unicorn could empty the complex in a single day and do so so effortlessly.

Another drone entered the chamber, interrupting the conversation between the queen and her Head Drone. It was that same drone Chrysalis had put that mind brand on.

“My Queen! I found a note in Princess Luna’s empty chambers!”

The drone jumped up and down, his eyes blinked rapidly and independently of each other. Another piece of parchment floated in his magical grip, and the queen quickly grabbed it.

She also removed the mind brand from the drone. It would be impossible for him to follow through the order she had placed. The drone would only go insane if she left it there. Once it was removed the spastic drone collapsed on the ground and panted, letting out a relieved sigh. The energy behind his eyes disappeared and his body was finally able to relax.

The next piece of parchment was unfolded and read.

My dear Chryssasiss,

My, my, my, poor little Night Princess, what did she do to deserve this? That is a tale I would so enjoy hearing. Also why did you not keep her in one of those goo cages? You made this task only slightly more difficult, though only slightly.

She is still in a wasted state, which I suppose will give me time to plan something appropriate. Did you plan on Celestia getting royally mad at you or do you secretly enjoy torturing yourself? The fact I am tending some other ponies wounds right now would make me royally mad, except that every time I want to feel mad I can’t. More thanks I owe to you…Again just loving sarcasm, isn’t it wonderful.

Your gleeful Overlord,

Chrysalis chuckled at the last part, before she again igniting the letter and tossing aside the ashes. At least she wasn’t the only equine feeling severely annoyed, and from the sounds of it, Sombra kept enough of his rational thought to not to let Celestia and Luna go free.

Though that was only a partial relief, he could still be either stupid or ignorant enough to let the other Element Bearers free. Family relations be cursed, it was a double edge blade that was hurtful as much as it was helpful. Families were often emotional feasts, but they were also abominably stubborn and irrationally dangerous at times.

Another changeling entered the chamber, it was a tall sentinel. He had a red rim to his blue eyes and looked at the queen with a dedicated interest. There was a piece of parchment in his mouth, and after he stepped over the prone drone, he spat the paper at the queen’s feet.

“A letter for the queen, the cheeky fellow apparently likes to leave a calling card.”

Chrysalis didn’t give the sentinel a second look as she picked up the next piece of parchment. How many of these snarky letters did Sombra have time to leave behind, honestly if circumstances were different she’d be impressed with how efficient he was? In between all of the transports he had to do. There were over a thousand ponies in this complex, and now they were all gone. She shook her head in exasperation started to read.

Dear Queen Horsefly,

What kind of prisoners are you keeping here? Another alicorn? What kind of trickery is this? Why does she have a crystal heart on her flanks? A CRYSTAL HEART! Is this some kind of joke?

Does she make love and you eat it? Are you some kind of opposite cousins? I actually need more information out of you on this one. So don’t burn this letter up like you did the others.

Chrysalis blinked twice as she read through the last line. Just as she went to read it again, she noticed more letters started to appear on the parchment.

Yes I actually want you to reply to me, write something down please.

The Changeling queen blinked, this was certainly an interesting magic, though she was bothered he somehow knew she burned the other letters. One of her hooves became wreathed in green magical energy, causing it to transform into its clawed variation. She put the tip of one of the claws in her mouth, and fiddled with it. With a twinkle of some magic, and a slow lick, she coated the tip of the claw in an inky substance. She started to scratch down a response onto the parchment.

That pink princess is Cadance and she has very dangerous potential. If you don’t want to worry about the alicorns then just give them back.

There was still a lot of room on the parchment, it was quite a long piece of paper, and the queen waited for a response. It came within moments, and more words appeared slightly lower than where she had written.

Warning you of my coming was as much help as I feel inclined to give you. Also, you want the alicorns, so no, I’m keeping them. Now, are there any other ponies with particularly concerning attributes I may have taken?

Chrysalis grit her teeth, she wanted them back! They were a powerful source of food, and she needed them in her control to insure things didn’t get out of hand. She didn’t want to trust Sombra with anything, especially something like alicorn imprisonment, even if he didn’t plan on releasing them, for now atleast.

She also didn’t feel inclined to help this troublesome king anymore than she would have to, only as long as her own benefit was kept in mind. She scratched down another reply

She has a fiancé, who is also dangerous with his magic. He is a white unicorn with blue mane and a sparkly shield cutie mark. He goes by Shining Armor and luckily he’s an idiot. Even if you were dumb enough to release him already.

There are also a few ponies that are part of the Elements of Harmony. Orange and pink earth pony mares, and a purple unicorn mare. They are keys to a weapon that has imprisoned gods, and are more dangerous than any of the alicorns, if they are allowed to act together.

The response Sombra gave after that was quick and short


Chrysalis face hoofed. After a drawn out sigh she thought about it some more. That was salvageable at least. Those ponies weren’t a true threat if they didn’t have access to the elements, which she had just tasked her head vanguard to grab for her. She could hide them, and then it would only be six ponies to handle, six ponies she had already captured once

She might as well let Sombra think he made a mistake. If the Crystal King recaptured them for her, then she had less to worry about. She folded the parchment back up and started to walk out of the chamber. The changelings that brought her the messages followed her out.

Before they made it that far, the red eyed sentinel voiced his matter with the queen.

“I have seen the condition of Vivisect my queen, you are need of a new head sentinel are you not?”

The queen rolled her eyes, she knew this was something she needed to acknowledge and work with. It wasn’t that this sentinel was apparently ambitious, but that Vivisect needed to be replaced at all. Inconvenience was the bane of a smooth rule.

“You know the process. Prove your worth if you desire to be the new head.”

“I do my queen, and I plan on seeing you more frequently.”

“What is your name, aspirant…”


A few minutes later they exited the now empty prisoner complex, and when Chrysalis set hoof on the surface of the mountain again, a large chunk of the swarm was still there. Nervous chatter and clicks ceased once the royal changeling was spotted. She surveyed the quiet body of dark chitin, and flashed her eyes with a mental command.

“News of this goes nowhere; I want a pair of sentinels to stand guard here anyway.”

If Sombra had just released most of those thousand ponies, news would get around regardless, but she wouldn’t help it spread any faster. A familiar voice mentally touched hers.

“I have them my queen.”

Shade buzzed through the air, and held something small beside him in his magic. It was a brown box decorated in fine gold styling. The head of the vanguard landed close to the queen and gently set the box down in front of her.

“Very good Shade, you may go back to your other duties.”

Chrysalis’s audible voice was used, and other vanguards within ear shot snickered at the last part. News of their divisional leader’s punishment had gotten around fairly quickly, and many found it amusing. As Shade left several vanguards picked up the gall to fly right after him.

“Hey Shade, scrub me down next, hahaha!”

The head vanguard just shook his head and sighed, it was going to be a long couple of days before he lived down that indignity

A large green portal was opened on the mountain side, and the queen stepped through the dimensional rift she just created.


A grand dark cavern was illuminated by a wreath of green fire. The regal changeling stepped out of the thin abyssal conjuration, and next to her was the small box that levitated in magic. Once her last leg was out, the portal faded away.

This was the throne cavern in the Badlands, and her large double iris eyes roamed the room for a familiar passage way. She approached the smaller tunnel and passed through, her hooves made noisy clops as she advanced.

A smaller chamber was intruded upon by the queen, a chamber she had been in not so long ago. Her eyes scanned the wall, and found an old form. The giant changeling smirked, and pulled a skeleton off the wall.

“You always wanted to play things defensively…”

As the skeleton floated forward, so did the box which contained the elements, in a smooth gesture the box slid up into the rib cage of the old cadaver. With a hack and some spit, the box was sealed up in it’s calcium container.

Chrysalis put the skeleton back onto the wall, and chuckled.

“So now, you can protect this Shellish and actually be of some worth for once.”

Another flash of green flames and ebony distortion heralded the living queen’s departure. With a few steps and a swish of her blue green tale, she vanished into the portal.

After Chrysalis was gone, there was a glint of light within the small room. A slight twinkle flashed amongst the old bones. Then darkness returned the place to pitch black.


When she exited the fiery magical doorway she stepped out into one of the castle courtyards. The sun was near the edge of the horizon, and Chrysalis flashed her eyes and activated her horn to cast a spell to finish the day.

Stars dotted the sky’s indigo hue, and were bright enough to cast shadows. The queen walked towards the castle, almost ready to retire. She pulled out the note she used to communicate with Sombra, to see if that facetious king had written anything else. There wasn’t only the last line, “oops”.

Even though it was evening Chrysalis didn’t feel like she wanted to retire quite yet, though she also didn’t want to deal with anything official either. Enough serious matters had gone askew for one day, it was time to take a walk.

The queen turned away from the castle proper, and walked towards the gates. As she walked she took on a fresh disguise, which caused her body to become wreathed in emerald light.

The new form the queen walked in was a very tall unicorn mare. She didn’t bother to shrink into something with a less conspicuous physique because it was convenient. The larger the difference in size between the changeling and their disguise, the more difficult it was to maintain. When she had taken the shorter form of Cadance, it had become quite uncomfortable after several days, and she was greatly relieved to be able to cast it aside.

This new unicorn mare had a dark brown coat, and a dirty blonde mane. She turned her head about to look at the mark-less flanks. She gave a critical stare, and mulled over how creative she felt.


The new mark was… a question mark. She grunted, at least she could think of a few ways to deflect unwanted queries. When she neared the gates two Sentinels jumped at her approach, surprised at this unfamiliar pony that approached from the castle side.

“Stop there pony!”

“How did you get over here?”

Chrysalis simply flashed her eyes green at them. Both of the sentinels instantly recognized the gesture and backed down. Even more than the simple flash, the presence they felt let them know who it was. Both of them lowered their stances into a bow, and remained silent.

The giant brown unicorn tapped the cobble stone with a hoof. The light clop brought both of the sentinels’ eyes up. The disguised queen wore a bored expression, her drooping eyelids conveyed a sense of impatience.

“Would the two tall changeling guards be so kind as to let one pony through?”

It wasn’t so much a question as a command, and the two thickly scaled changelings hopped to the gates and opened them. The massive metal bars slid on silent hinges, it was quite an impressive design to function so seamlessly,or perhaps was it magic?

Another moment passed before Chrysalis had exited into the city proper. It took a while to pass the ritzy mansions which housed the nobles, as each property stretched wide with spacious yards and gardens. A few prim and proper ponies dressed in fine wares trotted their way around, some were followed by attendants, and all wore snooty expressions.

The giant brown mare chuckled at how serious they took themselves, she could easily throw any of their lives upside down at a whim. Why should they bicker and be petty, when they couldn’t possibly win a contest of superiority with real power.

As she thought this a dragonfly buzzed past her head, and snatched a smaller fly out of the air. The larger insect landed on a nearby bush, while it kept the smaller bug in its grasp. Colorful mandibles bit down and started to chew hungrily. The disguised changeling’s sensitive ears perked forward, and she swore she could hear a few noises.

“Help me! Help m-”


Chrysalis blinked once, then laughed. “Of course… it doesn’t matter if you’re the most superior, so long as you’re better than something else.” A suave baritone voice approached her from the side.

“Excuse me, but I don’t believe I’ve seen you around before.”

Chrysalis turned her head, and instantly frowned when she saw who it was. Her current form easily looked down on the alabaster unicorn. The self assured noble was slightly taken aback by the rather sour expression shot his way. His own faint smile turned into a displeased purse of the lips.

“Believe me, I don’t simply go around greeting ponies, but I noticed you walked right out of the castle gates. Even nobles don’t venture into the castle willy nilly now, so I assume you have some level of importance. I haven’t seen changelings respectfully bow to a pony yet…”

The giant earth toned unicorn rolled her eyes, why did it have to be this pony that wanted to come talk to her? She mulled over her response, and tried to think of a way to make this a little more interesting. She glanced back at the mark on her leg, then returned her gaze to Blueblood.

“Wouldn’t you like to know?”

She smirked when Blueblood narrowed his eyes indignantly. The white stallion responded with no humor in his voice.

“Yes I would, I don’t recall ever seeing a pony taller than a saddle arabian, besides Aunt Celestia.”

“Oh, want to make fun of my size do you?”

She lifted one of her very large hooves to tap the white unicorn on the chest. She pressed hard enough that it made him take a step backwards. The austere noble looked down to his chest and grimaced, her hoof had left a dusty mark. As he brushed it off he looked back up into the tall mare’s eyes, her light brown eyes.

“Don’t deflect my question with pretended indignity. I would have no issue reporting a pony like you to the new changeling queen, and you don’t want that. I’ve seen what she’s willing to do to ponies up close.”

Chrysalis shot a hoof over her mouth to muffle an outburst of laughter. It was too delightfully ironic, though it also showed Bluebood knew his place in the food chain. The sudden quieted laughter made Blueblood cock an eyebrow at her. Was that threat not taken seriously? With a few loud coughs, the disguised queen decided it was time to practice some kind of back story.

“I am Enigma Maze, and you wouldn’t have heard of me. Though I’m on a private errand for the queen, so I suggest you keep any threats to yourself. I think she would take my word over yours.”

At that Blueblood huffed, puffed, and blew out an unintelligible garble of words. The disguised changeling took up a smug smile at the stallion’s flustered response. She waited as he turned to leave and took several steps away. He only made a small distance before he stopped and turned around.

“Then why didn’t I see you at the important ponies meeting. I thought the queen was just getting to know ponies…”

This caused a slight pause in Chrysalis’s smugness, but she recovered quickly.

“She didn’t meet every pony with useful talents there, and most ponies’ that went to that meeting weren’t useful either. Beg your pardon, but why haven’t I seen you around the castle? If you’re so important?”

A slick slimy emphasis made that “important” a most distasteful word to Blueblood’s offended ears. The stallion huffed, and puffed, and blew a raspberry before he walked away. The undignified manner with which Blueblood left made the giant brown unicorn smile widely.

She turned to continue her walk deeper into the city. Lights had come on all over the place, with street lamps keeping things very well lit. Eventually the mansions gave way to smaller housing, along with various shops.

When she entered an open square in the city block she heard music. The peaceful notes of a small band of classical instruments graced the ears of many ponies within the small area.

There was a central podium the musicians performed on, and it was slightly elevated. The individual members looked intensely focused on their craft. Many of the Canterlot ponies watched quietly and appreciatively, while others continued on with their evening business.

The giant brown mare saw a bench with an empty space and decided to take a seat. Once she rested comfortably on it, she resolved to listen to the rest of the piece the small band played. It was a pleasant enough atmosphere, one would almost think the city hadn’t been invaded just a week ago.

The disguised queen nodded with approval, the ponies appeared to enjoy themselves, and seemed to otherwise function as normal. Such at sight seemed like a warehouse of ripened food to her changeling eyes.

A few drones and sentinels buzzed over heard, and the sight didn’t cause any panic, maybe a few uncomfortable looks, but nothing disorderly. It made Chrysalis smile, changelings could roam free amongst ponies, and not worry about open hostility. Here at least, though she still had the rest of Equestria to subdue.

In a dramatic climb to the climax, the band finished their piece with passionate crescendo. One mare in particular played her cello with a particularly impressive flourish that caught they queen’s attention. She looked closer and noticed it was a grey earth pony, who wore a neat pink bowtie. Chrysalis mentally noted that she would like a performance from this band in her castle sometime. She looked at the other members and noted their appearance.

When they finished there was a moment of quiet then a polite stomping of hooves. The Canterlot method was to tap one fore hoof softly over the cobble stones, rather than the common applause, which simply involved the stomp of all four hooves freely.

Chrysalis got up from the bench and continued her stroll through the streets. The band had started another piece, but she was in the mood to move on.

A sweet smell in the air grabbed her attention after she had traveled a few more blocks. The aroma of fresh dough caked with sugar tickled her nose; she peered around for the source. A store titled “Donut Joe’s” was nearby, and was the undeniable source of the savory scents.

When she walked up to the door, she had to duck her head slightly; the long horn on her head would otherwise tap the frame. As she entered the shop a little bell tingle heralded her arrival. A few eyes glanced in her direction, and went wider as they noticed her peculiar size.

She ignored them as she walked closer to the bar. A cream colored stallion with light brown mane tended it, and was dressed in slightly dirty baking attire. He looked up at the giant new mare that approached his bar. The stallion spoke up in a gruff voice.

“Hi there, welcome to Donut Joe’s, is there something I can get you?”

The giant chocolate colored mare put a hoof to her chin thoughtfully, and scanned through the contents that lined the walls behind the bar. A rainbow of dazzling treats filled every glass container, and each one appealed to her as much as the last. Then she remembered something.

“I left my bits at home, but do you offer any samples I can taste for now?”

“Samples? Sure, I have a tray of prepared samples right over there.”

He pointed towards a tray that sat on a lower counter, so she nodded and walked over to it. She lowered her face to the tray, and sniffed the array of choices. A little card-sized sign said “Please limit yourself to three per visit.”

The samples themselves were little slices of different donut flavors. She picked up three that looked particularly delectable in her magic and levitated them to her mouth. As she chewed them over she rolled her tongue critically. They were fantastic, why wasn’t this pony one of the castle chefs? She would need to correct that.

There was a soft click as the door behind the counter opened, and a small purple dragon walked out, he held a tray of more sample size donut slices. When he reached the low counter which held the main tray of samples he started to replace the missing flavors. The dragon had taken no apparent notice of the giant mare, which stared at him with scrutinized eyes. She had stopped mid chew.

He paused in the midst of his little restocking job, as he didn’t need to turn around to feel the eyes that bored into the back of his head.

“Um, is there something you need miss, because Joe is right over there?”

The little purple dragon turned around, and had to crank his neck back to look up at the giant unicorn. She had narrowed eyes and a slight frown; this made the scaly little creatures nervous. It wasn’t the common, “oh a dragon, that’s interesting” kind of look. He ventured to speak.

“Do I know you?”


This was followed by painfully awkward silence, and the lavender dragon with greens spines found himself closer to the counter, he inched towards it slowly as the giant mare stared him down.

“Well, it was nice meeting you, see you around!”

His tail bumped into the counter door, which caused him to spin around and disappear behind it. Disguised Chrysalis resumed her chewing, and turned to leave the store. A fun little idea had popped into her head, and she would enact it in just a moment.

There were a few changelings off in a corner of the shop, as well as a few other ponies. The corner occupied by the chitinous creatures was a little noisy, and their chatter was pretty loud. A big box of donuts was scattered around in the midst of their table. Several drinks also decked the surface, one of them had been spilled and wasn’t cleaned up yet.

A few of the changelings in that group noticed the giant mare that walked towards the exit, several picked up mischievous grins. One of them, a vanguard, called out to her.

“Hey, long legs! Wanna join our table?”

Her casual stride stopped, and her head slowly turned to the table of lively changelings. They all looked at her with stupid grins. Her eyes narrowed and flashed a shade of emerald, this was accompanied with a sharp mental message.

“You want the queen to join your table?”

The small group had equally shocked, but different reactions. One had been eating a donut, and let it fall from his mouth as his jaw dropped. Another spit out his drink which he was in the middle of slurping. Yet another hiccupped, and with a blur of green magic turned into a giant black donut, with purple frosting and light blue sprinkles.

The one that had called her out simply gasped, and threw his head and front hooves down on the table in a make-shift bow.

“Forgive me! I-I didn’t know!”

Chrysalis sent out another annoyed mental message.

“Compose yourselves!”

Verbally she said,

“You are in Canterlot little changelings, it would be polite to learn some manners.”

The group of rambunctious equines straightened out their postures and appeared much more sober. Except for the one that turned into a donut, he stayed a donut.

Several of the other ponies in the shop gave curious glances, which included Joe and a little purple dragon, but they went back to their own business quickly. The giant mare appeared to be a pony one shouldn’t mess with, not if she could instill fear in a group of changelings with a look.

In another few steps she was outside, and continued her walk until she was in the alley between buildings. A ripple of magical green flames peeled over her form. The giant mare shrank down, until she was average size, her chocolate coat became lavender, her brown eyes became purple, and her mane and tail went from blonde to dark violet with a pink stripe. The question mark on her flank shifted into a star, surrounded by five smaller stars. The straight line of her expression morphed into a grin.

The form of Twilight Sparkle emerged from the alleyway, she picked up a brown cloak some pony had conveniently left in the alley, and used it to obscure her form.

A ring of the bell signaled her return to the donut shop, though none of the ponies in the store would be the wiser. She tried to stealthily sneak towards the counter the little dragon hid behind. When she neared the sample tray, she picked up three more samples, different flavors of course… “what? it said three flavors per visit.” She mentally argued with the sign, besides she was queen, rules were hers. Even in a donut shop.


A little dragon perked his green ears, but didn’t turn around.


He perked his ears and turned around, and he saw some pony who covered her face in a hood.

“Psst, come here.”

There was something familiar about that voice, he knew that voice, but it couldn’t be…


His shout of surprise and excitement was cut off as a purple hoof was shoved over his mouth. The hood had shuffled about enough for the little dragon to get a good look at her face. It definitely appeared to be who he thought it was. She nodded her head slightly towards the table of changelings. He pushed hoof away from his snout and bashfully kicked at the ground.

“Hehe, sorry, I’m just glad to see you. I thought you were captured.”

“I’ll explain in a bit, but first we need to get out of here.”

“Sure just a sec, I’ll tell Joe that I’m leaving.”

“No, we’ve got to go now Spike.”

The urgency in her voice made the little dragon nervous.


When fake Twilight turned to go, Spike shuffled out behind her. Donut Joe was in an enthusiastic discussion with some particularly flamboyant customer at the moment, and didn’t notice them make their exit.

Once they were outside, Spike climbed onto her back, and she started to gallop through the streets. She would occasionally be dodgy and weave through buildings when it would help her go faster. Soon they were by the noble mansions, and approached the castle gates.

Spike had gotten more and more nervous the closer they got to the castle.

“Twi! Where are we going? How did you escape in the first place? Why are we going towards the castle? That changeling queen is in there!”

“Don’t worry Spike, some other friends helped me and others escape. We have a place we’re hiding at under the castle, and we’re coming up with a plan.”

They approached the castle gates and two sentinels which stood guard. The little dragon tugged on her mane to try and get her to stop, fear took hold despite her words. Though as they approached Fake Twilight flashed her eyes and horn briefly, and the changeling sentinels moved to the side, and opened up the gates.

“What the…”

“I learned a spell that makes illusions to changelings, we’ll be able to make it past the guards.”

She casually said to the little dragon on her back. He scratched the top of his head with a claw, he supposed that made sense. That smug smile she wore was familiar, it was the look she had when she beat a particularly difficult question.

The gates closed behind them, and fake Twilight’s gallop slowed to a trot. There was a stretch of silence as they took their time to approach the castle proper. More changelings stood guard at the castle doors, but another flash of magic from the purple unicorn mare, and they were let through. It was still difficult for Spike to take this all in stride, and he cringed as they passed by the large aggressive looking sentinels.

Once the castle doors closed behind them, fake Twilight eased Spike off her back. She turned to look at him, and the small dragon held an agitated, but hopeful look up to her. She smiled at him, and started to chuckle. He chuckled too, but nervously and had no idea why he joined her in a moment that wasn’t really funny.

“What’s going on?”

He couldn’t help but ask, something felt terribly off.

“Oh, nothing you need to worry about.”

Twilight’s voice was a little too happy.

“No, I think I do need to worry about what’s going on. Why aren’t we moving anymore?”

“Because we don’t need to.”

The purple unicorn disappeared in a flash of green that stunned the little dragon, and when the bright light dimmed the queen of the changelings sat there.


Spike jumped away in horror and tried to scurry for the castle doors, Chrysalis laughed as she picked up the terrified creature in her magic. He still flailed in the air, as his little claws desperately reached out to grab onto something, anything!

The queen began a slow walk through the castle, tiny dragon held in tow. When Spike had finished his fearful fits, and resigned to float helplessly through the air, the royal changeling saw fit to speak again.

“I’m surprised you’ve stayed hidden for so long, and in plain sight. I suppose I didn’t stress the importance of finding you all that much. Only one baby dragon after all, and you seemed to enjoy your time there in the donut shop.”

The sad purple dragon didn’t say anything, he just kept silent as he floated along in the green aura. The queen listened for a moment more, and when there was no response she continued.

“You happen to know six very important ponies quite well though, and I would like some advice about them. Aside from the obvious ones, like where you think they would hide, if they somehow got away from me...”

“Fat chance.”

Spike crossed his arms and looked away.

“Is that so?”

Chrysalis stopped her walk and lifted a hoof to jab the scaly creature in his pudgy little belly. She did this repeatedly and the lavender dragon helplessly kicked about in the air.

“H-hey, stop that! It tickles!”

The queen kept doing it, and looked about lazily on the walls, she saw some ornate decoration that involved a lot of feathers, she plucked one with magic. This was used to replace her hoof, and the feather kept tickling his scaly belly.

“Please, stop! That tickles so much!”

With the dragon and feather in her magical grip she continued her walk through the halls. The walk and relentless tickling lasted several minutes. She sent out a mental message for Shade, her casual strides led her to the base of the solar tower.

At this point Spike heaved his breaths in and out in between weak laughs, tears poured out the corners of his eyes, and his words begged for mercy.

“Please… it hurts, I can’t laugh –heave- anymore!”

She kept going.

When her head vanguard showed up, covered in soapy suds and looking utterly exhausted, the queen stopped the torturous tickles. The small dragon clutched his sides and groaned, and Shade looked at the situation with a cocked eyebrow.

“You need something my queen?”

“Yes, take care of this creature, I will interrogate him later. If he misbehaves use this.”

Chrysalis had the feather halfway held out for Shade to grab, but green fire burst in between them, and disintegrated the torture device. Spike growled at them, while he clutched his sore and tender sides.


“Do you want a muzzle little beast?”


“Then be a good creature, and do what Shade tells you to. Shade, find another feather. Now be off.”

She passed over the dragon to her vanguard who in turn, grabbed him with his magic. When the two of them disappeared off into another hall, Chrysalis let out a loud yawn. It had been dark for some time and the weariness of the day finally got to her. Before she went back to the bedchamber she wanted to see one last thing.

She buzzed up to the Solar Tower’s balcony, and looked out over Equestria once more. The land was a beautiful thing in the night time. Faint starlight highlighted some of the details of the country side, and gave the distant clouds a silver lining.

When her eyes roamed down over to the nearest settlement, Ponyville if she recalled correctly, as curious sight graced her eyes.

What appeared to be a giant upside down fishbowl was over the town. Chrysalis blinked once, twice… and it was still there. What in the world?

A loud drawn out sigh exited her large maw of sharp teeth, she would deal with this tomorrow, there were only so many things she was willing to do in a day…

Ch.22 "Tricks up My Sleeve

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Chrysalis Wins

Ch.22 “Tricks up my Sleeve”

Morning came too soon. The sun teased the edge of the horizon with it’s predawn light, which let the queen know it was time to get up.

Buried in her usual cluster of pillows, Chrysalis made an irritated and grumbly scene as she rose from the bed. She kicked off a number of the plush pillows, and stretched out. He long wings buzzed, they were now round, as they had healed from their torn and gnawed appearance. Clean living space, and access to all the love she needed did a fine job of shaping her form.

She fluttered off the bed and through the castle, until she reached her usual spot at the Solar Tower. She cast a spell which she was now used to, and the blaze of the sun broke the horizon to begin another day.

Harlequin eyes roamed over the Equestrian landscape, and the same sight that bothered her last night was still there this morning. What appeared to be a large upside down fishbowl sat over the little town of Ponyville. The royal changeling cocked one of her eyebrows, she could have sworn she had a vanguard or two stationed there, and she wondered why no changeling had notified her yet.

She had vanguard stationed in nearly every city throughout Equestria, and other places beyond. Information was typically filtered through Shade first, as he was the head of that division of the swarm. Then important matters could be passed along to herself.

A hoof was brought to her temple, and she slowly rubbed it. Was Shade too busy to pay attention because of his punishment? There was a long annoyed exhale from her large lungs, and a mental message flashed out towards Shade.

“Any news I should be aware of this morning?”

The message didn’t have to go that far, and she could feel it reach the intended recipient. The response that came back was sluggish, and showed a poor level of alertness.

“Huh? hu… um… clean, all clean, but more clea… -SNORE-”

Her skull rattled slightly from the end of the response. Chrysalis could almost feel the snore from the vanguard, and it made her snout itch. The hoof that rubbed her temple went to her muzzle, and rubbed that instead. Sometimes sensations could be passed along with the mental messages, and this was something the queen did not care for at the moment.


The force she sent that message with should shock him to a better sense of alertness, in fact it was probably forceful enough that nearby changelings would have noticed it.

There was a loud shout of surprise somewhere in Canterlot. Though it was distant from the castle, and barely enough for Chrysalis to notice it, but notice it she did. The reaction brought a slight smile to the queen’s otherwise foggy morning expression, and she lowered her hoof from her muzzle back to the balcony floor.

“Yes! My queen, you have need of something? I’m sorry, but what was it you said earlier?”

Shade’s tone had shifted back to his alert and focused manner, though Chrysalis could tell he was under a great deal of stress to maintain wakefulness.

“You have permission to sleep Shade, though if you can’t clean every vanguard here within a week, I will give you an extension. I need my head vanguard to be alert, and able to maintain his station…”

“Forgive me, I should have asked.”

“Now, my earlier inquiry was if any vanguard had something of interest to report, particularly the vanguard stationed in Ponyville.”

There was quiet in the mental sphere of things for a moment, as Shade busily reached out to other vanguards for information. Even though Chrysalis could mentally communicate with the swarm, as a royal changeling, it was more efficient to use her divisional leaders, who could reach further with more clarity.

Chrysalis crossed her front hooves over the edge of the railing, as she leaned forward and gazed out over Equestria. She could see the distant and miraculous city of Cloudsdale, as it floated in it’s heavenly glory, with rainbows that poured off of it in falls. There were also ranges of green pastures and fields, many of which were tilled for the farms that fed Equestria. The Whitetail Woods and Everfree Forest spread out like a dark green sea of vegetation into the horizon.

The royal changeling inhaled a deep breath of the crisp mountain air. This certainly was a beautiful land to conquer. Naturally more lush than the dry Zebra Lands to the south, and definitely more peaceful than the rancorous nations on the eastern continents.

Of course the ponies wouldn’t make the job easy, settling any territory for open changeling habitation hadn’t been done before with any extended success, especially on this scale. The scope of the challenge in front of the queen was massive, and it only invigorated her.

She had accomplished a few things she already thought she couldn’t do. To defeat the immortal Princess Celestia… something that changelings of the past wouldn’t have thought possible, the princess was somepony leaders of other nations hadn’t dared to challenge. Her mull of thoughts stopped when Shade finally answered her with something sensible.

“Three of our vanguards are trapped in Ponyville my queen. There was quite a scene they witnessed.”

“Well, what has happened.”

“Apparently some crazy show unicorn has appeared in town. Her magic has proved much stronger than anypony can handle. Just the other day she threw out… Twilight Sparkle? Wait a moment queen, I need to confirm something.”

Twilight! So that’s where Sombra released them… But why so close? Surely he knows I can just capture them again. This matter was of slight befuddlement to Chrysalis, what did the Crystal King have planned? If he planned to discredit her to other ponies, then she could see an opportunity here. Perhaps she could save the town from this “crazy show pony” and earn their favor like she had the Crystal Empire.

Her fanged mouth cracked into a grin, no pony would prove as difficult to defeat as Celestia or Sombra. Whoever this “show pony” was would just be another road bump.

“My queen, all of the element bearers are in Ponyville. It was indeed Twilight Sparkle that was thrown out towards the Everfree Forest yesterday, the other element bearers are trapped inside that magical barrier.”

Chrysalis hummed over how to approach the situation. She could of course just show up with her army, and blast that shield apart. It appeared to be smaller and weaker than the shield Shining armor had conjured. This would likely terrify the ponies within Ponyville though, and she had a few options, she could try something more subtle.

“What do you want to do my queen?”

Shade’s request interrupted the plans that developed in her mind. She shook her head slightly so she could refocus.

“You Shade, will find a place to sleep. I will handle this, but send a few of your vanguards over to me first.”

“Right away my queen.”

With that Chrysalis jumped over the edge of the balcony and took flight over the city. She left a slight trail of green magic in the air, and her horn glowed. The double iris eyes on her face flashed green, and sent out a signal to nearby changelings.

Within moments the buzz of changeling wings approached the queen. Dozens of drones and sentinels climbed the sky in her direction. As the royal changeling waited, several vanguards eventually joined the group, and there were over a hundred of them that hovered in the misty morning fog.

Chrysalis looked over the small part of the swarm that had gathered there. A few rubbed their eyes and yawned, but most were alert, and waited for her next orders with a degree of anticipation. Another flash of magic addressed them mentally.

“Today, we take over Ponyville. All of you know to follow my orders strictly, I want to treat this matter with some delicacy. We will land near the Everfree Forest, and continue from there.

There was a general hiss of acknowledgement that went through the crowd, and the queen turned to leave. She was well fed at the moment, almost as good as when she first fought Sombra. All the changelings that now followed her were better fed than any group than any she had led before. She could feel the strength that permeated from them.

Holes had almost closed in their legs, and many had developed short manes along their neck fins. The sentinels’ manes varied from yellow, orange, and red colors, while the vanguard varied between purple and green. The drones had various shades of blue amongst their short sprouts of hair. Such were the effects of being in a city with more resources than they ever had access to.

The queen opened a fiery green portal directly above the gathering, and she indicated towards it with a hoof. A noisy buzz of wings approached the portal, and things got quieter as changelings disappeared into it’s abyssal center.

Chrysalis looked down towards the Everfree Forest, she already had a spot in mind that she wanted to exit at. It would be well out of the sight of any ponies that roamed in Ponyville, and would be more discrete than just flying over there.

Once the last changeling of the group entered the portal, she turned towards it herself, and entered. The fiery rift closed as she also disappeared.


A lone timber wolf pawed at the entrance of a rabbit den. It had just chased the small furry creature in there, and now clawed at the entrance with great frustration. The prey’s small size was the very reason the large dominant predator had lost its quarry.

When the timber wolf realized it wouldn’t get through the den anytime soon, it decided to sit there and wait patiently. The magical wooden creature could outlast the rabbit, and when it’s prey was desperate for food or water, the wolf would catch the rabbit then.

At least that was the predator’s plan until a burst of fiery green energy erupted in the middle of the forest. Nearby birds scattered and flew away. A myriad of rodents, and other critters ran in every direction, as they fled from the frightful flash.

The lone wolf also sprang up in surprise, but didn’t flee immediately, it instead growled at the interruption to its hunt. The anger the wolf displayed was quickly forgotten as dozens of changelings poured out from the portal.

As the swarm flew out and filled the immediate area, the wolf knew it didn’t want to be around anymore, numbers were clearly not in it’s favor. Even as the wooden predator turned to run a Sentinel crashed into it, which caused the wolf to promptly explode into hundreds of pieces.

The sentinel stood tall over the remains, and peered around the rest of the forest with his red-rimmed eyes. Once he was satisfied that the immediate area was clear, he signaled that it was so with a click of his tongue.

A confident smile crossed his muzzle, perhaps he could impress the queen on this particular venture, and secure the position of head sentinel for himself. Carve glanced back at the dimensional rift.

When the queen came through, the portal closed, and most of the changelings turned to face her, while the sentinels of the group attentively watched the forest for any signs of danger.

Chrysalis fluttered her wings and spoke to the group mentally. She looked towards Ponyville at the same time, and could see it faintly through the space in between the trees.

“Drones you will burrow underneath the town and wait to emerge at my signal, Sentinels you will follow them, and so will the vanguard. I will approach the town in disguise and discern the situation.”

Green fire circled about Chrysalis’s form, and she shifted into a giant chocolate colored unicorn with blonde mane. The guise of Enigma Maze stood amongst the hundred or so changelings. With a stomp of her hoof the orders were immediately followed.

The drones flashed green magic about their hooves, which prepared them to burrow rapidly through the earth. Dirt started to fly every direction as tunnels were quickly made. Sentinels and vanguard hopped in once the tunnels were deep enough.

The forest grove was now empty, except for Chrysalis. She walked out of the forest and towards the small town. The enormous magical barrier covered the town proper, but left most of the countryside free. With another smaller portal she covered the ground between the edge of the forest and the barrier outside of town in a moment.

Now directly outside of the barrier she looked up through its transparent surface. There were dark storm clouds that swirled ominously, and stayed contained within the magical barrier. She put a hoof down near the edge, and started to swipe away the dirt. In a few moments she created a small hole that went underneath the enormous fishbowl and lifted her hoof on the other side.

She pulled it back and laughed. The surface of the giant dome was reflective like glass, and she shook her head. What a sloppy method of containment… It would be fun to put this unicorn in her place. Even as she brought herself to an upright position she could sense her changelings as they burrowed underneath the town, this barrier would give them no resistance when it was time to emerge.

The disguised queen stood to her full height, and rolled her neck about to crack it a few times. She stretched out her legs, and then lazily tapped on the clear wall in front of her.

There was a ripple of transparent energy as her hoof tapped the surface, and the waves expanded until she could see them no more. Chrysalis hummed to herself, this was interesting. It appeared all one needed to do was tap the barrier to set off some kind of alarm.

Chrysalis blinked the hazel eyes of her disguise, and waited patiently for a reaction. If this barrier did have an alarm she should see who guarded this place shortly…

As it would be, the response came, but not quickly. By the time a wheel-less chariot ground it’s way towards the barrier, the queen already tapped one hoof impatiently. She raised an eyebrow at the sight that now greeted her on the other side of the barrier.

A blue unicorn mare sat on a finely sculpted chariot of wood, which had no wheels… It was dragged by two smaller unicorn colts, who suffered from great strain as they pulled the terribly inefficient contraption. A red magical aura lifted a whip and cracked it viciously over the heads of the two servant ponies, and the block of wood was dragged slightly faster.

The disguised changeling raised a hoof to her mouth, and snorted. It was quite an amusing sight, and she may have indulged in a good bout of laughter, but she had business to do here. In the battle between the irritation of being dragged down here, and amusement at the pitiable scene, irritation won.

She lowered her hoof, and stared at this blue unicorn with a contemptuous frown. Even though the malevolent blue unicorn sat on the elevated surface of a chariot, the disguise of Enigma Maze could still look down on her.

The purple eyes of the chariot master widened a little when she saw who it was that tapped on the barrier. This mysterious newcomer had a green question mark for a cutie mark… That was not nearly as surprising as her size though. The show unicorn had never seen a pony of that size before, except for Celestia, maybe...

With a glaze of red magic, the whip was set on a holster in the chariot and the sky colored unicorn jumped off the obnoxiously built contraption. Her purple eyes flared red and so did the dark amulet she wore about her neck, a mask of irritation decorated her face.

“You dare to set off The Great and Powerful Trixie’s alarm! Such actions are worthy of punishment. Tell Trixie your name trespasser.”

A loud snort came from the disguised changeling queen, the absurdity off this unicorn was almost too much. She referred to herself in third pony? Did she think she was royalty?

“You have attracted the attention of the crown… Trixie. What makes you think you can simply take ownership of this town?”

“The crown? You are not the princess! Trixie will do what pleases here, and making these ponies pay for their previous disrespect pleases her. Making you pay for your disturbance will please Trixie as well. You still haven’t told Trixie your name, you tall gangly pony. She will know so she can mock you properly, before Trixie turns you into something more unsightly than you already are.”

“Enigma Maze, I am a personal assistant to the queen, which you are foolishly disregarding. Now will you lift your barrier, or are you going to make me break it.”

“Break it? HA! Trixie also knows there is no queen in Equestria, she will enjoy your punishment most thoroughly.”

With that the gigantic fishbowl popped, and disappeared like soapy bubble. The chocolate colored unicorn ignited her horn in a wreath of green energies, and she stomped forward. Trixie’s eyes and horn flashed crimson and she stepped forward to meet the challenger halfway.

A hungry smirk danced on Trixie’s lips, while Enigma had a superior and condescending frown.

The two young unicorn colts attached to Trixie’s chariot looked at each other, then at the two bristled unicorn mares. The tall yellow gangly one spoke in a dorky voice, and raised both eyebrows in fear.

“This isn’t going to end pretty Snips.”

The short grey one commented with the voice of a dweeb, and his four knees shook nervously

“Snails we need to get out of here.”

Ch.23 "Duel.. or is it?"

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Chrysalis Wins

Ch.23 “Duel… or is it?”

A tall grey pony stallion inconspicuously strode along the streets of Ponyville. The oversized top hat, shades, and heavy black trench coat were prime signals of just how common he was. The fact he was head and shoulders taller than the ponies he strode next to didn’t catch any gazes, neither did the fangs that hung slightly out of his mouth draw any attention. Yes, this stallion was totally normal and no pony needed to pay him any mind.

“Hey auntie, what’s with that weirdo?”

The red eyes behind the large shades shot towards the direction of the little voice. A purple unicorn filly with blonde mane pointed at him, while she tugged on the wing of a grey pegasus, who also had a blonde mane. The pegasus mare turned to the little filly, and booped her snoot with a wing.

“Dinky that’s rude, we don’t call other ponies weirdo.”

After she scolded the young unicorn, the pegasus turned to the one dubbed “weirdo”. Even though she had a lazy eye, the pegasus could immediately tell something was off, all she saw was a black wall. Then she looked up, and gasped.


The black wall was a trench coat, attached to a much, much larger pony, who had fangs! Worse, he looked down her, well, she couldn’t really tell, not with those huge shades, but his snout was pointed at her.

“Is something the matter dear?”

A brown earth pony stallion with hourglass cutie mark trotted over to grey pegasus mare with curiosity in his eyes, he saw she looked up at something, and he followed her line of sight. His eyes went wide, and he took a step back.


The inconspicuousness didn’t work with this group apparently, and this brought a frown to the giant stallion’s fanged muzzle. His next move was to put on a charming smile and speak to the small group, who all stared at him with some kind of gross fascination.

“Don’t mind me, just passing by.”

His bass voice must have thrown them off as well, because it didn’t deflect the stares. The unicorn filly tugged on her auntie’s wing, and pointed towards the “disguised” stallion again, while she giggled.

“Hehehe, make him say something else auntie, I haven’t heard a pony talk that low before.”

The giant grey stallion backed off and walked in the opposite direction. He didn’t want to talk to other ponies, and his appearance still attracted their attention. He would normally growl angry curses at this point, but instead found himself simply muttering.

“How unfortunate…”

To his relief, the small group of ponies didn’t follow him as he retreated towards an alleyway, despite the whines of the little unicorn. He could still hear a few of their words before he rounded a corner.

“No Dinky, we don’t follow around weirdos.”


“Hey, what was that for?”

The earth pony stallion now rubbed the back of his head with a hoof. The mare with uneven eyes glared at him angrily.

“Hooves! I just got through telling her not to call other ponies weirdo.”

“There’s a time and place for certain words, and I think it applies here.”

“Not in front of Dinky, we need to talk later…”


“No, not if you want me to cook tonight.”

The argument died there, and the giant pony got to a place that was more obscured. Now that he was out of sight from the main streets he settled down into the alley he occupied. A red glow illuminated the inside of the ridiculous top hat, and the silhouette of a curved horn could be seen.

As the glow continued, red crystal started to sprout from the ground, breaking the earth slightly. The grey stallion made sweeping gestures with his hooves as the crystal grew, and the transparent stone widened into a thin broad surface.

When the crystal’s growth finished, it was half the height of the large disguised pony. He sat on his haunches and looked at it with some approval. It was a beautifully sculpted piece of transparent and geometric art. Now he would turn the art into a tool.

Red magic lit up his silly top hat again, and now, rather than growing the crystal above ground, it grew downward, and spread out like the roots of a tree. The stallion’s red eyes closed as he focused entirely on his little project.

The roots grew out as he guided them, he could feel the earth as if it were water, and the crystal growth acted as an extension of himself, as he swam through the solid material. Though his eyes were closed, he was acutely aware of most things attached to the ground.

The crystal roots divided in a hundred directions and poked up in a hundred different places. Tiny smidgens of crystal appeared along the ground, and were small enough that ponies near them wouldn’t notice anything, except maybe a little glint of light here and there. The little eyes of crystal were no larger than needle points.

Satisfied with a job completed, the stallion opened his eyes, and looked at the wide crystal pane right in front of him. With a small zap of red energy, the transparent surface came to life with a dance of colors.

Several images appeared over the crystal surface, and he looked at them with an analytical eye. The images were clear, as if he could see the location with his own eyes. There were three images on the crimson pane, and he raised a hoof to wipe it across the crystal surface. This caused the images to switch, and he could see a different part of Ponyville.

“What are you doing?”

A small, but arrogant voice came from the side of the alley. The giant stallion jumped in surprise, which caused his large obnoxious shades to go askew, and his top hat fell off. He turned to glare, no, glance with slight annoyance at the intruder. When he noticed it was little pink earth filly his face contorted.

Normally his instinct would have been to shout something like

-Scatter brat!-

But the misfortune of his emotionally altered state made it come out more like…

“Why little filly, did you lose your parents? Do you need help finding them?”

“I can see them right over there, but I also saw you sneaking away from the Hooves family. What do you have to hide, and why are you wearing such ridiculously conspicuous clothes?”

This caused the giant stallion to frown; he lifted his top hat off the ground with magic, then dusted it off with a hoof before he put it back on. He also took a moment to straighten the shades on his snout.

“A little filly should mind her own business, it’s rude to intrude on strangers…”

“It’s also a bad idea to go around looking as obvious as Groucho Pony. If you actually wanted to hide something.”

The little filly leveled her blue eyes, and flipped her purple-white mane slightly. Her little eyes gazed up at this giant with a challenging stare, a slight smirk etched the corners of her mouth.

“Tell me what you’re up to.”

At this point the grey stallion almost summoned the energy to growl, but the effort died and he instead took on a disconcertingly wide smile.

“I will politely ask you to leave.”

“If you don’t tell me I’ll scream, and then you’ll really have every pony on your case.”

His red eyes twitched while he kept that disconcerting smile, he would be furious, if he could be furious. It took a lot of energy to set up a crystal network; relocation would be a major inconvenience at the moment.

After a few deep breaths, and a tense eye contact that lasted for a short while, he found some words. The smile on his snout became less disconcerting and more mischievous.

“Alright little filly you win, would you like to know a secret.”

“It’s Diamond Tiara, and yes, spill the beans.”

“Then come and see.”

He patted the ground right next to himself with a hoof, and the little filly scooted over. She dusted the ground off, and circled it a few times before she found it satisfactory, and took a seat. They both faced the large crystal pane, which had the shifting images on it.

“What the hay is this?”

The filly lifted a little pink hoof up to the crystal surface, when she touched it one of the images shifted, and suddenly she could see the perspective of the main street. Where the Hooves family busily chatted away as they walked along.

She tapped it again and the image shifted, now she could spy inside of Sugarcube corner, where the Cakes chased around their two young foals. She tapped again and she saw Sweet Apple Acres.

Tap, and Carousel Boutique was in view.

Tap, the Ponyville Spa.

Tap, Town Hall

Tap ---

A large grey hoof pulled the small pink one away from the crystal surface. He looked down on her with a critical eye before he shook his head. He explained in level tone.

“It’s called Crystal Scrying. This pane is attached to crystal roots that have spread throughout this town. With them, I can see where roots have sprung up. The roots themselves are like fine hairs, so small you most likely wouldn’t notice them, even if you looked directly at them.”

“So you’re like, some kind of spy?”

“The subtle manner of my crystal roots, and how they infiltrate places certainly helps me spy on things I want to.”

“So why are you so bad at dressing up?”

“You know, you appear to have a talent for being a royal nuisance, is that what the little crown is for? Besides, the merchant I bought these from said they were very modern, and I liked the colors… I’ll have to visit him again.”

He poked the little filly in the chest, but she brushed it off, because he didn’t push all that forcefully. She glared up the stallion with another sassy stare.

“You got yourself into this buster, what were you trying to spy on?”

Suddenly there was an explosion in the distance, and wave of mixed green and red energy illuminated the sky. The stormy clouds that hovered over Ponyville were partially blown back, and a mild gust blew through the alley. It knocked off the stallion’s top hat, and Diamond Tiara’s tiara.

The little filly squeaked in fright and jumped over to grab on the giant grey pony’s hoof. When the gust finished, red magic grabbed the fallen accessories and placed them back on their respective owners heads.

“Something like that comes to mind.”

The giant pony lifted up a fore leg, and realized a little filly was attached to it. He gave a few shakes to try and get her off, but the little earth pony had a strong grip. He sighed and ignored it, that explosion of energy is what he wanted a closer look at. The large grey hoof, which had a pink filly clinging to it, reached over to the crystal pane to shift images again.

When he found the perspective he wanted, he put both fore hooves to the crystal pane and gestured in an expanding motion. This caused the image to occupy the entirety of the surface.

The giant stallion and little filly sat back and watched what played out on red stone pane. Diamond Tiara had calmed down enough to let go the grey pony’s enormous hoof, and watched what he watched.

There in the middle of the image was a giant brown unicorn mare, which had a dirty blonde mane. Her long horned burned with baleful green magic, opposite her was a shorter blue unicorn, who wore an amulet that glowed with red energies and illuminated her eyes.

“What’s going on?”

Fear had crept into the filly’s otherwise sassy demeanor. The giant grey pony laughed with his giant bass voice, and leaned his giant back against the alley wall. The wall groaned against the giant burden, and a giant hoof tipped the giant shades on his giant face downward, so he could get an unobstructed look at the giant show before him.

“A chess game my dear filly, I placed some pieces and now they are moving.”

He chuckled mirthfully and activated a bit more magic, which caused some yellow crystals to grow from the ground. When they were a ripe size, he plucked them with his red aura, and lifted several pieces to his mouth. His fangs crunched down on them noisily, which made Diamond cover her ears with her hooves.

The grey pony stopped the grind of his chewing and looked down at the little filly. Some of the yellow crystals hovered down in front of her little snout. She looked at them with confusion, and the bass voice addressed her amiably.

“Want some Crystal Corn?”

Ch.24 "The Great and Powerful" part 1

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Chrysalis Wins

Ch.24 “The Great and Powerful” part 1

“That was a warning… Give up now, and I promise I’ll go easy on you.”

A short distance outside of Ponyville, at the boundary where Trixie’s barrier had been, was a large crater. This crater still smoked with fresh scorch marks and simmered with green residue. The blue unicorn, who was not but a few yards away from it, had her mane blasted sideways in an unkempt and comical manner. She also was splattered with bits of earth, which dirtied her coat. Her face was obscured by the mess of her white and muddy mane.

Red light glowed from underneath the mess of her white mane, at the same time the amulet about her neck glowed as well. A small wave of red aura brushed away the dirt that messed up her fur and mane, and some effort went to make sure she straightened out the dirtied white locks. The result still left her rather scuffled in appearance.

“You wish to intimidate the Great and Powerful Trixie? Your punishment will be worse for this.”

With purple eyes that turned red, she glared at the taller unicorn. The sinister and confident smirk was no longer on her blue muzzle, replaced instead with a darker purse of the lips, and distinguished narrow eyes.

As fast as a quick draw, Trixie shot a beam of red energy directly at her tall brown opponent. It would have easily blasted a fully loaded cart far away, and the blue unicorn expected this to knock down the overly tall equine.

Even as the blast of crimson energy hurled forward a wall of green fire erupted through the air. As the two forces collided there was a great deal of smoke and sparkles of magical shards. This lit up the local area with a shower of red-green sprinkles that would have been perfect for a Hearth’s Warming Eve pageant.

When the smoke and bright lights settled, the wall of green flames had held it’s ground, and waved about merrily. The ground immediately around the giant equine was wind whipped, while the grass had been burnt off the surface, but nothing otherwise too dramatic…

Trixie saw her opponent was unphased by the attack, so she made an irritated ‘humph’ noise as she grunted indignantly. Enigma walked forward, a rather bored expression stretched over her wide mouth.

“Please, who would call you Great and Powerful besides yourself? Is that cheap trinket what makes you think you’re worth anything?”

This made the sky colored mare widen her eyes furiously, her pursed lips devolved into a snarl and she growled. Her hooves angrily stamped on the ground, and she appeared ready to charge. That reaction in turn brought a smile to Enigma’s face, as she continued to stalk towards her smaller prey.

“You think you’re clever don’t you, but Trixie hasn’t even shown you what she is really capable of. She will make you beg before this is over.”

As the white maned mare spoke several giant saw blades were conjured and floated in the air. Each of these giant pieces of metal was more than twice the height of the chocolate unicorn. One of them landed in between the two equines and buried itself deep in the ground. This stopped Enigma in the middle of her forward stalk, and she cocked an eyebrow. Did this little blue brat want things to get lethal?

The rest of the giant blades also impaled the ground, and ended up in a wide circle. The brown giant cast another wall of green flames around herself, and waited for the next inevitable attack. She sighed, and kept an eye on the amulet possessed unicorn.

Trixie’s red cast eyes gazed at the saw blades, and with a flash, they started to move up and down, and around. A neat circle was cut around Enigma, who looked at the activity with confusion, and when the blades finished their job they disappeared.

“Are you trying to garden? Dolt?”

Enigma still had her defensive wall of fire up, and Trixie wore an angry smile. Red magic flashed and a large shovel appeared, it speared the loose ground underneath the giant brown unicorn. One neat flip later, and the immediate area around the magically shielded unicorn was flipped upside down.

A mound of earth buried Enigma, and her wall of fire was smothered. Now that Trixie’s opponent had disappeared underneath a large upturned mound of earth she lifted a hoof to brush herself off. Some dirt still clung to her chest which the magic hadn’t removed. She spoke with a snarky snide tone.

“Oh, what was that? Trixie can’t hear you under all that dirt. Maybe if she hears your cries of defeat, Trixie can plant you somewhere else…”

Trixie tapped the ground with a hoof, as if she knocked at a door. Then she brought her head close to the ground, one ear perked up, and she waited to hear some kind of telltale moan. What she heard instead was some kind of rumble. This was not what she wanted to hear, and she frowned, the rumble got closer and louder.

“Give up already, Trixie commands you!”

The ground burst apart right next to the blue unicorn, and two giant hooves wreathed in green energy braced on the edges of the newly formed hole. The azure mare had shielded her face from the explosion of dirt with a hoof, but she lowered it quickly and looked down into this fresh tunnel. Two lurid green eyes glared up at her from the darkness.

This was when Trixie discovered how far Enigma’s freakishly long limbs could reach. One enormous hoof caught her over the side of her barrel, and dragged her down into the dark mysterious pit. A loud shriek of surprise came from the smaller unicorn, as the incident of the explosion of dirt, and her being grabbed, occurred all in one moment.

Two young unicorn colts stood off to the side, jaws hung loose in shock and awe. The taller yellowish one shook himself to his senses, and prodded the shorter grey one. As dorky as a panicked dorky voice could be, he addressed his shorter companion.

“We gotta go Snips, I don’t wanna be this close for the next explosion!”

“But it’s so… cool! I mean, I wanna see who comes out of that hole first!”

“But Snips!”

“C’mon Snails, just a little longer.”

“But Snips!”

The ground rumbled intensely, and the short, squat, grey unicorn felt his hooves bounce slightly away from the ground. A bead of sweat ran down the side of his head, but it was an awesome bead of sweat, as in the kind of sweat he felt when in possible mortal peril. He also had the excited tingle in his spine that said he was about to witness something spectacular if he stayed.

“Okay… maybe one or two steps back, but I still need to see this.”

The two of them popped off their chariot harnesses and walked away backwards, so they could keep an eye towards the tunnel. They only made it a few steps, before the spectacular thing happened.

With a screech and whistle that echoed throughout Ponyville and beyond, a bundle of rockets shot out of the tunnel. Behind the primary rockets was a trail of lesser fireworks that spun off in random directions and created a myriad of sparkly colors and lights.

Firecrackers, Fireworks, FireSsnakes, fire cakes, fire flowers, fire powers, fire flies, fire ties, fire beads, fire seeds, fire bands, fire sands, fire bears, fire mares and fiery fire fired out in an unending stream from the tunnel.

The overwhelming array of colors that flashed about nearly sent Snips into a seizure, as his eyes could barely process the sight of mythic proportions in front of him, and he drooled slightly. Snails blinked and missed it.

Though the screech of the primary rockets diverted both of their attention, both of the young unicorns snapped their necks towards it, and they could have sworn some other pony was strapped to the bundle of large fireworks. As they saw some legs flail off of the sides. It continued to sail off, directly over the top of Ponyville, and kept going upward.

A noisy cough came from the side, which diverted Snips and Snails attention away from the sky, back towards the tunnel, which had calmed down, and was no longer a source of optical amazement.

No, rather, an unsightly azure unicorn crawled out of the tunnel, and dragged herself forward with her two front hooves. She was splayed out on her belly as her two hind legs dragged limply behind her. Her coat and mane were a total muddy mess.

She also had a large black eye, or more accurately, a black half of her face that was bruised over. Enigma’s hoof was much larger than just Trixie’s eye. She spat out a tooth.

“Wretched, filthy, foul mongrel, Trixie has shown you!”

One of her hooves was raised and angrily trashed in the direction of the sky bound rockets and their strapped on victim. Despite her roughed up face, she made a sadistic smile.


Smiling hurt.

Both Snips and Snails rushed over to their fallen overlord, danger was apparently gone at the moment, and the sight of Trixie in such a state was rather pitiable.

“Trixie are you okay?”

“Back off numbskulls! Trixie is more than ok!"

The azure mare strained as she lifted herself to all four hooves. It took a moment to stabilize, but she managed. She saw the tooth on the ground and grabbed it with her magic. It was roughly shoved back up into her gums where it had snapped off. She growled at the pain, but continued to seal it back in there.

After that she conjured a large ice pack, and pressed it against her face and groaned. One eye looked up to the sky, the rockets should blow at any second now.

“Try to mug Trixie in a dark hole will you… Enjoy being part of the show, Enigma…”


A blinding flash of light crossed the air, and every pony in Ponyville shielded their eyes. This was followed by an enormous concussive wave of noise, which rattled every pony to their bones, and many hearts skipped a beat as it passed.

In a dazzling display beyond measure, light works danced over the sky in a way that would put auroras to shame. This caused the Great and Powerful Trixie to nod with approval. She thought back in retrospect, she should have come across this amulet earlier, her shows would have been without compare.

A half smile crossed over the uninjured side of her face. Too bad it took this big brown unicorn to bring it out of her. The amulet continued to glow, and burned her irises over with red malevolence.

The spark of dark ambitions started to crawl over her mind, the Great and Powerful Trixie deserved to be respected in more than just the little town of Ponyville… yes… She should be respected over all of Equestria. She started to cackle evilly.

“Trixie will beat any pony that challenges her, and all will fear her great and powerful name, muwahahahahaha!”


A few moments earlier -

Enigma struggled against the ropes that bound her to the cacophonous rockets. Every time she struggled the ropes only got tighter, like some kind of constrictive snake. They were strong as cords of iron, and worked against her impressive strength.

She roared in frustration, the trail of heat from the rocket’s tail singed the hair on her own tail, and was an unpleasant reminder she had little time to act before the whole bundle went off.

She thought about simply burning the ropes, but that might prematurely set off the rockets, and she would rather not deal with that. Then another idea popped into her head, a laughably simple one...

Green magic flashed and her form quickly shrank. Chrysalis resumed her normal form, but at one third of the size, and now the rope’s durability didn’t matter, she simply slipped out of the bindings. Immediately she plummeted down a good ways before her wings buzzed to life and kept her from a free fall all the way down. There was she still a great deal of turbulence, and her descent was far from graceful.

This was somewhat of an inconvenience. She wanted to keep that disguise to lull the inhabitants into some kind of workable trust. Maybe if they saw her disguise as the liberator of their town, she could work them into a favorable opinion of the queen. Also she could get a surprise jump on the Elements of Harmony, if they were still here. Now she would just have to appear as the stern queen again… She sighed.


Chrysalis hadn’t moved from where she had caught herself in the air, and was swept away in the explosion of the mega fireworks.


Shortly after the explosion in Ponyville, outside the Golden Oaks Library -

Applejack had stumbled backwards in surprise from the sudden shock wave of noise. Next to her and equally surprised were the rest of her friends. Once the wave had past and the fiery colors dimmed down, a shower of sparks hailed over most of Ponyville.

The little pieces of light bounced off this and that, and while they burned brightly, they contained little heat. Only one nearby home had it’s thatch roof catch on fire. It was kind of impressive, considering the volume of sparks that showered the town. Still, some pony shouted.

“My house!”

The orange earth pony blinked a few times after the sparks had stopped, and lowered a hoof she had used to shield her face. Her hat wasn’t present, and she hadn’t been able to replace it since she had gotten free. Everything had been crazy and disorienting the moment she was plopped back here, and she hadn’t been able to get her hooves under her, so to speak.

“Ya’ll right girls?”

She turned to the other four mares present. None of which looked particularly bothered by the sparks, and each of them gave their acknowledgement.


Pinkie still hadn’t gotten her muzzle back yet from Trixie’s earlier removal spell. Her eyes drooped and were heavy with tiredness. She had danced for Trixie’s entertainment for hours the other day, and she hadn’t been able to eat anything since then, evident by her stomach growling. Now that the pink mare thought about it, she hadn’t been able to eat anything since the invasion at Canterlot. Though she had been able to eat as much as she wanted in her dream stasis, dream food wasn’t real food.

“I’m fine darling.”

Rarity confirmed.

“I’m o-okay.”

Mumbled Fluttershy.

“The hay is going on? Why’s the barrier gone? What’s with the huge fireworks? I thought Trixie was making us her entertainment… Oh, and hey! And what about our plan to tell Twilight about that amulet?”

Rainbow Dash jumped into the air, did a few back flips, and then spread her front hooves wide in a gesture to encompass everything in front of her. Her cyan hooves indicated towards the remnants of the drifting smoke in the air, and the barrier free status of Ponyville.

“Do you think you can go spy out what’s going on Dash?”

Applejack walked up to her cyan friend and tapped her hind leg with a hoof.

“Ya, gimme a sec, I’ll be right back.”

In a dash, Rainbow was gone, she had grabbed a cloud so she could advance in cover. With that in progress AJ turned to the pink, yellow, and white mares.

“I don’t know about the rest of you, but I’m done bein’ a prisoner. Don’t care whether it’s changelings or some unicorn who’s lost her marbles. We might be able to make a break for it if Trixie’s sufficiently distracted.”

“I agree, but we’ll need to find Twilight too dear, she could be lost or pursued out there.”

“We’ll make a move when Dash comes back. Then we can look for Twi’.”

There were some soft sniffles over to the side, and Applejack looked for source. It was Fluttershy, who sat on her haunches with her head hung low, her mane obscured her face, and AJ thought she could see a tear drop or two. A slight sympathetic frown came across the orange mare’s face, and she moved over to sit down next to distressed friend.

“There, there Fluttershy, what’s the matter?”

The sniffles paused for a moment, the yellow pegasus raised a wing to part her mane enough to let one eye see through. Her voice quivered and conveyed just how upset she was.

“W-what’s not the matter Applejack? W-we don’t get five minutes back with you before Trixie shows up and banishes Twilight. Rainbow, Rarity and I got away from the changelings, not even two days ago. And, and, the poor princesses, and every pony is just plain terrified, and, and-“

“Sshhhh, it’ll be ok Shy, we just need to be calm right now, and be ready to move. I’m sure we can figure something out, but we need to get somewhere more secure first.”

The earth pony gave the pegasus a pat on the back, and ran a hoof over her shoulders in a friendly manner to sooth her. Rarity and Pinkie also moved to sit down next to Fluttershy, and they all joined in an embrace of consolation. Just as Fluttershy’s sniffles started to successfully die down, a loud impact interrupted the otherwise peaceful occasion.


A black smoke wreathed mass crashed at the entrance of the Golden Oaks Library, and cracked the ground with it’s forceful landing. Dirt blew up from the ground and wailed past the circle of friends, who crouched defensively against the surprise attack of noise and dust.

They all coughed a bit, and the dust settled rather quickly. Fluttershy curled up into a ball and shivered uncontrollably, and AJ jumped to her hooves, ready to inspect whatever had nearly hit them.

At the point of impact there was an infuriated growl and hiss, a slight shuffle of movement gave indication something alive was there. Each of the colorful mares started to back away from this mysterious new creature, which had survived a fall from the sky.

“Gahh! I’m going hang you with that amulet Trixie!”

Chrysalis arose from the midst of the little crater, and her tall form loomed out of the shallow surface. Her blue green mane and tail were singed all about, and blackened at the tips, and she had lost her crown somewhere in the tumble. The rest of her chitinous hide hissed as slight embers were shaken off her flame licked body.

Her eyes had reddened around her green irises, and her muzzle was pulled up in a fearsome snarl, sharp fangs fully exposed. Her posture was that of a predator on the hunt, with her head slightly lowered, and legs curled and ready to pounce.

It didn’t take long for her to notice the ponies that trembled next to her, and who stared with wide terrified eyes.


Four of the ponies connected to the Elements of Harmony were right there in front of her. None of them had budged yet, and appeared to wait for a sign. Chrysalis hadn’t immediately jumped on them, and seemed rather surprised they were right there.

“Grr, I’ll deal with all of you later, I need more eyes.”

With a flash of white magic from her eyes and horn, the queen blared out a mental message to the changelings that waited under the surface of Ponyville.

“It’s time to show up!”

Dozens of locations across Ponyville were disturbed by sudden eruptions of the earth. The process occurred the same in many locations. First a drone would break through, and expand the exit with their ability to dig rapidly, then behind the drone would follow a sentinel and vanguard.

The appearance of a hundred changelings all over Ponyville was another source off panic in of itself. Many of the citizens fearfully backed away, and those that tried to fight were quickly subdued by the sentinel and vanguard cohorts.

One set of changelings appeared particularly close to the queen’s location. As had been with every other set, there was a drone, vanguard, and sentinel. The Sentinel of this group had notably red rimmed eyes, and wore a smug smile on his fanged muzzle. Carve approached Chrysalis and noticed the four ponies she stared at.

“My queen, your orders?”

Her large double iris eyes briefly looked away from the element ponies to the sentinel who addressed her, but her gaze ventured back to the ponies before she answered him.

“Keep these ponies secured, they are high priority prisoners. Otherwise, we are not imprisoning this town, nor are we free range feeding.”

“This sentinel will make it happen my queen.”

Carve’s arrogant tone made Chrysalis cock an eyebrow at him. She was rather used to Vivisect’s dutiful, professional tone and manners. This new approach threw her off slightly, and she grunted with disapproval.

“Vanguards, spread out and keep a careful eye. I don’t want that horrid unicorn to simply vanish from here, I want to personally deal with her. Otherwise the rest of the sentinels and drones come with me.”

She barked her order at the three changelings in front of her, and they in turn relayed the messages to the other local members of the swarm. When that was complete the queen buzzed her wings, and readied to take off. The hot headed sentinel spoke up again, and laid the pandering talk on even more zealously.

“I’ll have them put in new cocoons right away my Queen”.

He turned towards the nearby drone with a pompous air, and shoved the smaller changeling, then indicated towards the other four pony mares. The drone hissed angrily for being shoved, and irritably started to work the magic and slime to form new cocoons.

A loud stomp stopped the actions even as they went forward. Chrysalis’s loud voice carried through the air.

“No, I don’t want them wrapped up yet. After I deal with the rogue unicorn I want to question them personally, just keep them here, and use a careful eye.”

Carve deflated a little that his initiative was interrupted, but he turned quickly on the ponies and leveled his red rimmed eyes at them. He started to circle them like some ferocious guard dog.

“None of you are going to move from this spot.”

Chrysalis rolled her eyes at the overly ambitious changeling, his pride would get in the way of his job, and she could easily see it. She mentally sent a message to a few other nearby sentinels, so they would gather at this spot, she didn’t trust Carve to handle this all by himself.

Hopefully there were other sentinels that would be a better candidate to be the new head. It had been a while since she had done a rigorous review of that division’s members. Vivisect had typically kept the sentinels in top shape as a group… Vivisect… Every time she thought back to her damaged councilor she ground her teeth in frustration.

“Come here, and go about my previous orders.”

The queen pointed at the drone and vanguard and reminded them of what she wanted. The vanguard buzzed off towards the boundary of Ponyville, and formed part of a massive circle with the other vanguards. No pony would escape without being spotted by the numerous sets of eyes.

The local drone otherwise buzzed into the air, to follow wherever the queen would go. A loud buzz signaled that Chrysalis was ready to fly again, and take to the air she did. A mix of over fifty drones and sentinels approached her as she soared over Ponyville, and towards the direction she had last scuffled with Trixie.

Bringing all the assistance along was overkill, but she wanted to be prepared in case something else caught her off guard. Even though the power the azure unicorn mare had displayed was impressive, Chrysalis picked up the feeling that she wasn’t even as strong as Celestia. At the moment, Chrysalis was still much stronger than when she had initially defeated the Solar Princess.

The scuffle up until this point was a mild test, as a changeling never fought as well when they were in disguise. It was a distraction to both maintain a guise and cast other spells, or fight properly. Now she would pummel her opponent into submission with focused precision. Maybe she could do a few extra pummels for good measure…

Ch.25 "The Great and Powerful" part 2

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Chrysalis Wins

Ch.24 “The Great and Powerful” part 2

In a humble alleyway –

Sombra worked to fix his top hat, as he had to recover from the initial gust the giant firework display had brought. The whiplash of air caused all loose articles of clothing to be blown about, which had caused his curved horn to poke a large hole in his hat.

After he pulled the hat off and frowned at the damage it had taken, he put it back on with a slight pout. The small pink filly was still clutching onto his leg, and he ignored it the same as last time. His crimson eyes had gone back to the crystal scrying pane to figure out what happened exactly.

He had watched the fight progress to the point where Trixie had been pulled underground. When the tunnel burst with too much light to comfortably witness he almost canceled the magic in the scry crystal. Fortunately it dimmed before that became necessary.

Trixie had crawled out of the hole with no Enigma in sight. Sombra narrowed his eyes and patiently waited for some other sign. His hooves quickly swiped the crystal surface so he could observe different locations. Every which way there was no sign of the disguised changeling queen.

“Come on Queen Horsefly, I need you to do more than that…”

“Queen Horsefly? Didn’t Trixie call that tall pony Enigma? Where’d she go?”

Diamond Tiara had gained enough courage to peak away from her secured position on Sombra’s foreleg. Sombra just booped her snoot with a hoof to quiet her, his focus was intent on the scry crystal, and he didn’t want to miss anything important.



A small metal object whizzed through the air at high velocity, and collided with Sombra’s head. It made another nasty large hole in his tasteless top hat, and gave a good thump on his skull. He was going to shout something along the lines of…

-Demons from Tartarus will impale your flanks with a thousand rusty pitchforks!-

But it came out more like…

“My unfortunate head, it was impolite of whoever it was to throw that.”

He looked around for the offending item, and realized something weighty was in his top hat that wasn’t there before. He removed the hat, and shook it like a can to empty it, to which , a small crown fell out.

“Hey, a little tiara!”

Diamond Tiara reached out for it, but Sombra grabbed it first.

“It hit my head, I will exact gentle chastisement on it first!”

He tapped the object softly in petty revenge, then hoofed it to the filly, who eagerly grabbed for it. The stallion was about to ignore it after that, but something was familiar about that small object, and he turned to look at it more closely.

It was a dull dark metal, and had four points tipped with small blue orbs. A little crown, that was last seen on the head of…


His large crimson eyes were drawn to the sky and the smoky remains of the firework display. Then his gaze went down to the crown, and back up to the sky. He started to laugh heartily, so that’s where she went.

“To fry a bug, why didn’t I try that earlier…”

“Huh, why would you want to fry bugs?”

Little Diamond Tiara, no longer clasped to Sombra’s fore-leg, her front hooves were now preoccupied with the small crown she held. She didn’t bother to look up as she asked the question. Her blue eyes were fascinated as she inspected the details of the simple, yet unusual object. It was quite heavy for it’s size.

“It was one particular bug really. A bug that wore that crown you’re holding.”

The small filly stopped in the middle of her fiddle with the metal object, her eyes were drawn level, as she slowly turned to look up at the giant grey stallion. Her tone was skeptical.

“A bug wore this?”

“A very large bug, she was around my size. But now I think she is cooked… Maybe, if we’re lucky a leg or two will drop by, it would go well with the crystal corn.”

The dark stallion flashed the fangs in his mouth and smiled at the thought, he even licked his lips a little. Diamond’s mouth hung open slightly and one eye began to twitch. She looked down to the crown in her hooves, before she noticed how she trembled as she held the object. The little crown was dropped with a soft thud, and the filly thought very seriously about leaving this mysterious spy stallion to his mysterious spying.

Sombra noticed the filly’s rather shocked expression. He chuckled and gave her a pat on the back, which caused her to squeak loudly and jump.

“What… have you never heard the phrase ‘to feast on your enemies’?”

“No, ew!”

“Well, that’s fine, you are young, you probably don’t do anything more than drink the tears of other fillies and colts unfortunate enough to cross your path. When you mature some, come talk to me again.”

Diamond Tiara kept her mouth slightly ajar, but narrowed her eyes and shook her head critically. Meanwhile, a giant grey hoof went over to the scry crystal and began to shift the images once more. A little more crystal corn found it’s way to Sombra’s fanged mouth, and he crunched it absent mindedly.

“I suppose there are some other places I should check on. Too bad, I really expected more out of Chryssi-chryss. I just had to make some difficult technicality when I made that amulet, didn’t I…”

“Wait you’re the reason that crazy unicorn took over town!”

The pink filly jumped to her hooves and pointed an accusatory hoof at her giant companion. Sombra’s response was nonchalant.

“Of course, I have a little condition that keeps me from simply taking it. So I’m using other ponies to do the job. Besides, why do something when you can get other ponies to do it for you?”

“Huh, I actually agree with that last part.”

“But in any case, the amulet can’t be removed by any pony except the wearer.”

“And why do you want it back? Are you going to go all crazy too… well, crazier that you already seem to be.”

Sombra just turned to Diamond with a wide smile, which unnerved the little filly greatly.

“I just want to be back to the way I was, and I want back what is mine. Miss tall, shiny, bug mare took a number of things from me, and though I doubt she’s actually gone, if she’s out of commission I’ll have to modify my plans.”

“Wait, are you talking about that invasion that happened in Canterlot more than a week ago?”

“She only took over that recently huh?”

“Ya, there was supposed to be this big wedding, but she crashed it. Now she says she’s queen in place of Celestia, at least that’s what the news said.”

“Interesting, but she and I crossed paths at my empire, and that’s what I want back first. Once I’m back to normal, I’ll return the favor, and squat my flank on her throne for a little while.”

Red magic gripped the little crown that Diamond had dropped on the ground, it was lifted up in front of his snout and he looked at it with a reserved smile. Then he lifted his top hat and deposited the little crown inside of it.

His eyes shifted to the scry crystal again, and with a wave of a hoof, the vision altered. Now it was in front of Golden Oaks Library. There were a few of the ponies he had placed there earlier, and… there, there was Chrysalis. She stood tall over the ponies who were terrified at her appearance.

A small tingle went down Sombra’s spine, he enjoyed fear in others, and a hint of jealousy crept into his demeanor. That changeling was free to inspire fear if she so wished, while he had to deal with a destabilized mess of emotions that made him second guess his every action. It killed his willpower often, and he couldn’t even be properly frustrated about it…

“Wait… You’re royalty? Then why are you skulking around in gaudy clothes?”

Sombra face-hoofed in mild annoyance that he wished was more than mild, but he couldn’t muster up anything more than mild. He wanted to shout loudly, but he sighed and spoke softly

“Yes filly, I am a king, but I’m hiding because I’ve had many things taken from me.”

A slight flash came from the scry crystal and Sombra saw the changeling queen cast some kind of spell. The effect was immediate, and slight tremors could be felt from several directions. Outside of the alley the ground burst apart and several changelings popped out.

A scream of fright was interrupted as Sombra shoved a hoof over Diamond’s mouth. His bloody red eyes were now focused on the edge of the alley way, where several changelings walked by, and the two ponies managed to sit there unnoticed.

After they had passed Sombra lowered his hoof, and Diamond whispered loudly.

“There’s more of them here?”

An edge of panic was in the filly’s voice, and Sombra continued to stare at the edge of the alley, and ignored the filly’s inquiry. Another voice echoed nearby the alley.

“Diamond? Diamond! Where are you?”


The little pinky filly shouted before Sombra could do anything to help her be quiet. The giant stallion flinched that attention was suddenly brought to his little obscured alleyway. In a moment another pony mare peaked around at the edge of alley.

This mare was pink pelted and had a white-purple striped mane. Her eyes were moderate shade of violet with bright highlights, and her cutie mark was a baseball with a screw next to it.

“Diamond! Why did you-”

Her violet eyes caught sight of the stallion her daughter sat next to, and they widened considerably. Before the mare could say anything to escalate the situation, Sombra put hoof behind Diamond and shoved her towards her mother. His tone was dismissive.

“Please take her, she’s been putting her snout into business that isn’t hers.”


“Diamond! I’m sorry… Sir? I’ll take her right away.”

“But mom! He’s doing interesting spy stuff.”

“Not our business Diamond, now come here, now!”

The pink mare spoke with an authoritative voice, and the filly begrudgingly dragged her hooves out of the alley way. Once the filly was gone, Sombra readjusted his position to get comfortable, he no longer leaned against the wall, but leaned forward towards the scry crystal.


A loud cough interrupted his focus, and he noticed the adult pony hadn’t left the edge of the alley way yet. He rolled his eyes and sighed.

“What were you doing with my daughter in some obscure alley?”

“Minding my own business, she stalked me.”

“And you didn’t bring her out to look for her parents?”

“I’m a busy pony what can I say… I’m not going to let intrusive ponies get in the way of my work.”

Sombra stood up in the middle of his sentence and took a few long steps toward the pink mare. His imposing height loomed over the protective parent, and he looked down into her purple irises with his red rimmed ones. To his surprise, the mare wasn’t remotely intimidated by his display of stature. Instead the pink mare leveled him with a hard glare of her own, and her voice carried a sharp edge to it.

“For your sake, I hope your business isn’t too intrusive… My friends wouldn’t take kindly to that.”

For a brief moment the mare’s purple eyes flashed green for a moment, and Sombra did a double take.

Then suddenly diamond’s mother went blank in her gaze, as if something interrupted her focus. A moment later she shook her head, and snapped her attention in another direction. This left Sombra alone, as the mare bolted away from the alley. She scooped up her daughter and put her on her back as she started to gallop away.

Sombra could catch a few words as the mother and daughter left.

“I’m going to leave you with daddy Diamond, then I have to go somewhere else, it’s an emergency. I don’t want you to leave daddy for any reason.”


“I don’t have time to explain.”

After that the words were too distant to make out clearly. Sombra looked after them one time with a suspicious glare, but then turned back to his scry crystal. At least he was now left alone, the fact changelings were currently running around the surface at the moment might make for a good distraction to other potentially snoopy ponies.

When his eyes roamed over to the image that showed Golden Oaks Library he noticed that something was missing. There were several burly changelings that stood around the element mares, but there was no Chrysalis. He hummed in curiosity, where had she gone while he looked away?

The answer came in the form of a loud buzz. When his gaze turned skyward and he saw a small swarm of changelings buzz directly overhead, and move rapidly across Ponyville. In the lead was the queen.

This brought a smile to his fanged muzzle, and he tapped the scry crystal. So he could watch Trixie once more, she still had an ice pack glued to half of her face and the two unicorn colts continued to bow out of respect and fear close by.

He crossed his front hooves over one another, before he placed his chin on top of that, and watched in observant silence.


The thunderous buzz of changeling wings hummed over to the outskirts of Ponyville. To where an azure unicorn mare and two colts stood. As they approached Trixie removed the ice pack to get a better look, and the two foolhardy colts quivered more than they already were.

“What is this… More creatures in need of Trixie’s punishment.”

Her eyes roamed over the group that number over fifty and rapidly approached. The violet eyes that were tainted red spotted a particularly tall figure, and this is who her eyes lingered on.”

“Enigma? No… what?”

The other insectile creatures started to land on the ground a good distance away from her, while the largest one of them all remained in the air, and her horn glowed with ethereal green energy. Trixie was able to recognize the feeling of that aura, and she cocked an eyebrow.

“Trixie can see why you wore a disguise Enigma, you're even more hideous in your own skin. Trixie is surprised you survived the fire works, and she will now prop-”

Her loud voice was interrupted by a blast of emerald light and beam of powerful magic. On instinct Trixie raised a shield defensively. Even though she had no particular knack for that type of magic, the amulet she wore more than made up for any clumsiness she had. The shield was a corrupted glow of purple, as red and blue aura’s mixed and swirled.

Chrysalis growled in frustration as Trixie’s barrier held it’s ground. The power of contained within the amulet was truly impressive. To allow such a lowly unicorn to contend with her on such a level.

In a state of deep vexation Chrysalis amplified her energy even more, the green magic thickened, and the changeling queen had to brace herself against the reckless exertion. All four of her hooves dug deep into the ground as she tried to overwhelm the amulet empowered shield. Intuitively the queen could feel the situation becoming ever more dangerous. As she continued to hold up the flow of power, she could feel her reserves of energy deplete much faster than she wanted.

In response to changeling’s increase in force was an increase in the strength of the shield. Trixie focused all the power of her defensive magic directly opposed to the queen. This caused the shield to no longer cover her from all angles, but she could then brace against what Chrysalis threw at her with moderate effort. Despite the bruise over her face, Trixie cracked a mad smile that was wider than ever. Truly, the amulet made her unstoppable! Sadly she was too focused to actually shout that out loud.

For all the effort of trying to force her down, by herself, Chrysalis realized she couldn’t keep this up, and her frustration grew exponentially. She made a rage filled call across the swarms mental link.

“Don’t just stand there! Help me! Vanguard too, abandon your watch!”

The queen’s call screeched at all the other nearby changelings, and obediently, if fearfully, complied. Sentinels, drones, and vanguard swarmed over towards Trixie’s location. The gave a wide berth to avoid their queen’s line of fire, but didn’t wait to start peppering the unicorn’s more vulnerable sides. A mixed hail of energy bolts and balls

With her shield unprepared to take attacks from other angles, Trixie was caught off guard, the barrage of changeling projectiles quickly through her focus off, so she tried to wrap the shield around to block the other changelings more effectively. The multi tasking proved to undermine the strength of the shield at a particular point of pressure. The queen capitalized on the critical distraction, and pushed out a final burst of energy to compromise the unicorn’s defense.

The shield finally buckled, and broke with the sound of shattering glass. The backlash of the failed spell sent Trixie rolling back in a brutal tumble, while the changeling queen fell back on her rump, and cut off the expensive expulsion of energy.

With the contact between the two broken, the rest of the changelings pounced on the enemy of their queen, and the self-aggrandized unicorn was buried under a pile of blackened limbs and buzzing wings.

Despite the exhaustive amount of power Chrysalis had used up, she forced herself back up onto her forces, and charged forward in a rather slow sprint. The queen’s reverberant voice roared at the swarm of bodies in front of her.


Her subjects quickly parted like water as they cowered away from her wrathful presence. The path was left clear, and at the end of it was the target. Trixie’s was completely pinned to the ground under a heap of slime. Only her neck and muzzle were relatively free, several bruises could be seen developing, from all the cheap shots delivered during the mobbing.

Chrysalis let out a bestial growl as she looked down on her mauled and pinned rival. Then her gaze fixated on the ornament around Trixie’s neck. That thing was why she was almost embarrassed by this run-of-the-mill pony. Hatred burned so deeply from the queen that the air around her horn began to heat up in waves, and an inner fire burned brightly from within her eyes. This amulet couldn’t be allowed in the hooves of such worthless individuals. Something that could rival her powers like this would be hers or no one's.

“You don’t deserve an artifact like this you miserable wretch.”

Her horn ignited as she seized the amulet in her magic. The green aura wrapped around the metal trinket, but failed to make it budge. Surprised by the lack of response, Chrysalis tried again, only to further feed her disappointment. Her aura did nothing to remove it from the unicron.

The queen didn’t hesitate to escalate things further. She stomped over to the trapped pony and tried to physically yank the artifact off with her hoof, but the it didn’t shift, rather Trixie as a whole was yanked about. The slime that kept the pony trapped stretched almost a leg’s length as Chrysalis tried to force the amulet off. Her leg gave out first and Trixie was whiplashed back to the ground, where she let out a cry of pain. All the abuse had broken her front, and the proud unicorn cried in earnest.

“You cheated Enigma! You and your cronies!”

Unfortunately the pony’s mouth hadn’t been covered, even if most everything else had. Chrysalis didn’t have any composure herself, and screamed at the top of her very voluminous lungs.


In her fit the queen pulled the unicorn up by her horn, much to the pony’s audible discomfort. The slime melted away from Trixie’s eyes, so Chrysalis could stare right into them. When she had full line of sight, her eyes glowed venomously. She would figure out whatever inane trick this was, and tear it out of the pony, even if it mutilated her mind. Chrysalis couldn’t accept this power being in any hooves, except her own.

When she had attacked Shining Armor’s mind before, she had been subtle, she acted to not be noticed. This time she held no restraints and dug vicious and recklessly in as she could. Only to find additional barriers in her way.

For one, it felt extremely odd. Trixie’s egotistical mind had it’s own distinct signature, but it was surrounded by the influence of an obviously foreign source. Chrysalis knew which part of the mind she needed to gain complete control of, but the channels were blocked off. If the ponies mind was a treasure… then it was on the other side of a deep moat, one the queen struggled to figure how to cross at the moment.

Another growl of frustration rippled out of the changeling, not only did this obstinate amulet prove to be physically challenge, but possessed a fearsome mental protection as well. Who had made this? It didn’t matter, when Chrysalis found out she would beat them to mulch.

She played around with the barrier for several minutes, trying to probe for any weakness she could find, but the moat remained unflinching, despite her attempts to out maneuver it. The mental gymnastics added a whole new level of exhaustion to the process. Even the tenacity that the queen gained from her seething hatred began to quiver.

“What are you trying to do to Trixie!”

Chrysalis blinked, the pony’s voice yelled out at her in the mental spectrum. The queen responded quickly and contemptuously.

“I’m going to turn your mind inside out, and get everything I want!”

“Y-you’re in Trixie’s mind! H-how dare you! Get out! Get out or I’ll make you get out!”

To both her astonishment and glee the barrier that protected Trixie’s mind began to falter. At first the moat seemed resistant, but it gave way to its owner’s desires. It appeared that Trixie would unwittingly leave the subconscious defenses the amulet gave her, and try to wrestle out Chrysalis’s influence herself…

For the first time since her encounter with the eccentric show pony, she actually laughed. She called out in Trixie’s mind as she mocked.

“Then come and get me you pathetic whelp! Make me leave!”

The queen awaited eagerly like a trapdoor spider, hungry for the prey that thought it could force her away. The bait was hardly needed, since Trixie was all too eager to get back at her challenger, and unknowingly crossed the barriers that kept her safe. Mind control was one of the queen’s favorite spells, and a well practiced one at that.

“You will leave Trixie’s mind now! Then you’ll all leave ponyville! It is Trixie’s!”

Chrysalis belted out a heinous laugh, then did her quick and deadly work. The moat had filled, and the channels were open. It was token resistance at this point. The physical might of the amulet may have blocked her, and the mental defenses of the amulet would have kept her out, but the pony’s own ego and ignorance gave her the tools to finish this.

After Trixie opened up her mind, it was seized it in a strangle hold, and one dominating thought took over. The pony’s will power evaporated in moments, and her mind quickly became an echo chamber that said one thing.

“Release the amulet…”

At first she tried to defend herself, but in this realm she was ineffectual as a blind and deaf mouse navigating the Badlands. Physically her body trembled, but after a minute or it relaxed, and the thoughts that echoed endlessly in her mind manifested in her repeating them outloud.

“Release the amulet…”

Trixie repeated several times, and became more monotone with each reiteration, her will no longer her own. The commander of the ancient artifact was effectively hijacked, it’s current bearer exercised no will of her own.

The next moment there was a click, and the alicorn engraved necklace fell away, and bounced on the raw earth. As soon as the task was done Chrysalis leaned back and away from the pony that vexed her so. Trixie made no cry of pain as she snapped back down to the ground, she only continued to apathetically mutter “Release the amulet, Release the amulet.

Tears rolled down Chrysalis’s cheeks, so glad was she that this was done. She began a hollow laugh. Her everything hurt. However, she now had a prize to claim. With the amulet free, the queen grabbed it in her green aura, and lifted it close.

Before she could grab it with a hoof, a crimson aura clashed with her green one, and the alicorn amulet froze where it was in the air.

“That is mine, thank you.”

The queen gasped at the sudden interruption, and she looked up to see the fanged smile of a over sized grey stallion.


Ch.26 "The Great and Powerful" part 3

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Chrysalis Wins

Ch.26 “The Great and Powerful” part 3


A little trash can icon appeared in the air, and some unseen force caused it’s lid to pop off. Once the cap was removed, the small metal can tipped sideways,spilling its contents all over the ground. One pink pony muzzle fell out, and quickly flew towards a target like a speeding missile.

Smack! … GASP!

The disembodied muzzle collided with it’s owner, and once reconnected, it held fast. Pinky Pie’s first reaction was to take a deep resonant breath. Both of her hooves immediately shot to her face to make sure her muzzle was indeed back. After a few sniffs, and other faculty testing motions, she was satisfied. An explosive grin stretched over her recently recovered mouth.

“IT’S BACK!, it’s back, it’s back! I feel it coming on… Time for a pa-”

“Quiet pony!”

The large figure of Carve still circled the four pony mares. Other sentinels stood close by, but they were less aggressive in their postures, and many even looked off somewhere else. The pretty green explosion in the background had grabbed their collective attention, but Carve eyed his subjects mercilessly.

“I was gonna say pastry.”

Pinky whispered to her friends, she reached a hoof into her mane, and pulled a cupcake from somewhere. She gobbled down the blue-green creamy treat as subtly as she could, which meant not really all that subtle. The pink mare couldn’t help but give a very satisfied and relieved sigh. Crumbs and frosting were appreciatively smothered over her returned muzzle.

“Oh it’s been too long. Dream cupcakes don’t hit your tummy the same way…”

“I said quiet!”

Carve all but roared to the huddled ponies when he heard one of them whisper.

“Oh bug off Carve, what are they going to do?”

Another sentinel piped up, the gruff voice had a female distinction to it, and Carve turned his zealous attention on this new voice. The other sentinel shared some similar characteristics with the rest of her kind, thick chitin, tall proud neck fin, large stature, but her distinguishing mark came in the form of yellow rimmed eyes, and the short sprout of golden hair about her neck fin. She was also slightly shorter than Carve.

“Don’t tell me how to follow the queen’s orders Gnarla, I’ll be the new head soon, and I’ll expect you to follow my orders without question.”

“Ha! If I could eat your arrogance I’d be fed for centuries. Last time I checked, you weren’t the top contender in the spar arena…”

Both of the large sentinels bristled and hissed loudly. The slightly frightening tone of the two argumentative changelings garnered the attention of those nearby. The rest of the sentinels turned away from the flash of lights in the distance to the local action. A few mutters escaped black changeling lips as the tension between Carve and Gnarla grew in their stares.

The four element mares also watched slightly nervous. They were uncomfortably close to two very large, very contentious changelings.

“The spar arena doesn’t matter now, not without Vivisect in the picture. She went a little stupid in the head didn’t she… All the talent in her blood is now wasted, and unfortunately her sibling didn’t get a share of that…”

There was a slight gasp amongst the sentinels that watched, and a violent twitch broke into one of Gnarla’s golden eyes, and her fanged muzzle curled into a snarl, but there was obvious hesitation in her movement, as if something still intimidated her. Her hoof falls stuttered a bit, despite her anger and obvious offense to the remark.

One white unicorn mare watched some of the interactive cues between the two changelings. She brushed her curly mane a little with her hoof as she put two and two together. Her mind rolled over the potential consequences a little, and a small mischievous smile curled over her muzzle. She suddenly cried out in a loud shrill voice.

“For shame! That is intolerably rude! To insults one’s family like that. Especially when they’re indisposed! The gall!”

Carve’s red rimmed eyes shot towards the purple maned pony and a snarl erupted over his own muzzle.

“I said…”

The large sentinel stomped towards the little group of mares and lifted his head high, and he took in a deep breath as he prepared to roar right in their faces.

“Come on Carve, if you’re going to insult my blood then prove it. I’ll crack your sorry chitin right here, future head.”

Venomous sarcasm dripped from Gnarla’s final words, as she seethed towards the red rimmed sentinel. The roar that Carve had prepared to blast at the element ponies died in his chest as he rolled his eyes. He turned back towards his rival and cracked his neck.

“You’re not worth my time Gnarla, I have the queen’s orders to see followed. However, if you still have the spine to challenge me, I look forward to shattering your resolve along with your pitiful hide.”

This incited a loud growl out of the golden eyed sentinel and she took an aggressive step forward, but still hesitated to do more. The tension was so thick it was like a dam ready to break.

Applejack had also watched the whole thing progress, and Rarity’s boldness inspired her to add a few words as well.

“I dunno if it’s so much about following orders. Ya insult her family and hide behind “orders”? Sounds like a cowardly excuse to me…”

Green magic flared around Carve’s front hooves and they shifted to claws, he raised one of the weaponized limbs to point at the group of mares.

“Speak again and I will cut out your wretched tongues!”

“What, can’t take being called a coward! By a pony no less! You pathetic grub!”

Gnarla had activated her own magic and brandished her newly shifted claws. The murmurs among the group of observant sentinels got louder and a slight chant started in the form of clicks and hisses. Carve dropped the claws he pointed at the element mares and turned to face Gnarla and the rest of the group.

His muzzle twitched and kept his fangs exposed, his red rimmed eyes narrowed. The large changeling pointed his aggressive stance towards his gold trimmed rival. The hesitation in Gnarla’s steps had disappeared, her wings buzzed and she flew forward.

“Spar with me, or are you too afraid!”

Carve buzzed his own wings and rose slowly into the air.

“If you want me to cut you down then go ahead.”

A hungry glint crossed his predatory crimson eyes and he raised his claws ready to strike. Before the two changelings dove at each other, one pink party pony added to the bustle with her own shout. Her own chant closely mimicked the timing of the hisses and clicks from the other watching sentinels.

“Fight, fight, fight!”

She whipped out a blue canon that rode on purple wheels from who knows where. It blasted out a very large volume of confetti and streamers. This served as a major distraction for Carve and he turned to scream at the pony for her interruption, but he was hit by a blindsided tackle from Gnarla.

“Oh, my…”

Fluttershy whispered in fright, and she covered her eyes with her hooves.

The two changelings barreled through the air until they collided with the ground in a messy tumble. The group of sentinels that watched parted in order to give the two fighters adequate room, and the crowd’s hisses and clicks intensified into a loud jeer.

The fight was obscured from mares’ view, as the rest of the sentinels started to form a closed circle. A few vicious cracks echoed from the center of brawl, followed by yelps and several angry snarls.

Applejack couldn’t particularly tell which way the fight was going, as she couldn’t see past the crowd of changelings, and she didn’t particularly care how it ended. This was a golden opportunity, and she whispered hurriedly to the rest of her friends.

“C’mon let’s go while they’re distracted.”

None of the sentinels even noticed the four mares that sneakily trotted away; their attention was wholly consumed by the conflict in front of them, and they continued their excited hisses and clicks.

After a short while the fight was over, one sentinel emerged victorious, while the other twitched in a painful mess of limbs, and gasped for breath.

“You’re not going to be fit to fight with drones when I’m done with you! Insult my sister again, and I’ll eat you!”

Gnarla stood over Carve’s prone form, and she delivered a brutal kick to his snout, which created a loud sickening crunch. He immediately curled up into a defensive ball to shield his face, and groaned in an agony.

The golden trimmed sentinel wasn’t scratch free, there were several cracks in her chitin, but her opponent had been sloppy about hitting anything vital or crippling. She was about to deliver more punishment when another sentinel intervened.

“Enough Gnarla, you’ve proven your better.”

This other sentinel held out a hoof to block anymore blows she might deliver,]d, thus Gnarla settled to simply spit on her opponent, and kick some dirt in his face for good measure

Now that the main attraction was over many of the sentinels turned about to look for their stations, one of them quickly noticed something was wrong.

“Hey, where’d the ponies go?”


Green and red aura’s tugged on the alicorn amulet in a mighty tussle. Changeling Queen and Crystal King wrestled their magical grips over the small object, Chrysalis was the much more desperate of the two, as she’d already depleted much of her energy. She wasn’t prepared for the sudden appearance of the possessive stallion.

“Let go! It belongs to me!”

In a particularly focused yank, Sombra lifted his head backward and crimson magic flared in a small inferno over his head. The top hat he wore blew hopelessly far into the distance, and the heavy trench coat became ripped and torn. Chrysalis’s weakened hold was broken in an instant, and she could do nothing but gasp in surprise. The king’s red eye beamed with exuberance, and he shouted in victory. His timing couldn’t be better.


Two large hooves were out stretched and ready to receive the corrupted neck ornament. A vision of the future flashed before Sombra’s eyes.

A future where the sky was darkened by mystical forces, with flames of archaic and unearthly power illuminating the landscape. He would stand above all, as the king of Equestria. All would be his slaves to do according to his will and pleasure.

The world seemed to slow down, as the amulet was less than a hoof’s length away. A slow lick of the lips decorated Sombra’s hungry countenance, and for a moment his eyes almost burned with their old fervor.


Large grey hooves reached out and clasped onto nothing but air. Sombra’s jaw dropped in stunned surprise. What happened?

There was a light rainbow tint to the air, and his head turned to follow the trail that was left behind. Already a ways in the distance was a familiar looking cyan pegasus, colored with rainbow mane and tail. In her hooves was the…

“Wha-, Come back!”

His voice suddenly adopted a tone of panic as his greatest hope flew away with the pegasus. Fortunately for Sombra, he was still able to keep enough of his wits about him that he noticed a deadly blast of green energy that barreled towards him.

The location where the Crystal King stood exploded with concussive force, and large chunks of earth were hurled every which way. The exhausted changeling queen slowly sauntered over the wreckage. She was rather proud that she’d managed enough energy for a cheap shot like that. While she made her way her eyes roamed to the sky for a few moments.

She too noticed the pegasus that swooped by and stole the amulet, but the pony had flown too far away too fast for the changeling to simply grab her with magic. The rainbow streak had disappeared beyond reach. Chrysalis turned her attention to the ground she just destroyed. It was a deep smoky crater two ponies wide.

“Hmm, no left overs?”

“Oh there is plenty left over, in fact it’s all left over…”

The royal changeling turned about on the spot, Sombra was right behind her and he had a rather glum face. For the moment, Chrysalis couldn’t decide if she was more angry or impressed.

“Now I must confess this puts me in a sticky spot.”

Sombra waved a hoof up at the sky, then gestured towards the queen.

“It does indeed.”

Chrysalis’s eyes flashed white and she sent a mental command to the nearby drones and sentinels.

“Help me pin him down.”

Fifty or so changelings moved to obey that order. The sounds of hacks and coughs could be heard as magical restraints were prepped. Sombra just cocked an eyebrow, and when the queen’s swarm of soldiers came forward he stomped one hoof to the ground.

Even as a bunch of sticky goo was launched at the tall grey stallion, his form turned to red crystal and dissolved into the earth. Crystal veins stretched through the ground until he reappeared at another location. He was now a slight distance further from the queen.

Most of the changelings were surprised and looked to the queen in confusion. Should they continue to pursue such a dodgy opponent? He just melted through the ground!

“I, um…”

Sombra ignored the swarm of changelings that buzzed about, and pawed at the ground with a hoof, as if he had something difficult to say. Some sentinels leapt at him, and he melded into a different location again. Some drones tried to grab him with telekinetic magic, but he easily brushed them off.

Lot’s of slime was aimed and shot at him, but he was able to deftly avoid it. Chrysalis barked another mental command at her frustrated changelings.

“Back off, and get out of the way.”

Her horn flared to life with radiant energies, and she reached out with her last bits of strength to seize Sombra in magic. Since she was still a little more formidable than her minions, he changed tactics. A conjured dome of ruby colored crystal shielded the stallion where he stood, and to the queen’s frustration it proved resistant to magic. So instead she strode up to the dome, and started to lazily beat on it with her hooves. The effort was futile and the dark king rolled his eyes as he spoke through the dome with a muffled voice.

“Would you just give it a rest already. We both know this back and forth is pointless.”.”

“Why should I want to listen to anything you have to say?”

She kept hitting Sombra’s crystal dome, though her current pace would probably take 1000 years to do anything. The stallion ignored the eccentricity as he tried to find a more sensible resolution.

“Well, we could continue our little escapade… I would get away, you would try to chase… and you would fail. Then I would keep being a thorn in your side, and you in mine.”

“This does nothing to dissuade me from pursuing your destruction…”

“Aw, but I think there is a new way we could approach this, you could help me get something I want, and I could give you something you want.”

“A bargain? Do you take me for a fool?”

“Yes, as a matter of fact I do. However, that’s beside the point. I think it would be convenient for both of us to strike a deal at the moment. Unless you’d rather continue and prove my view of you is justified.”?”

Chrysalis pursed her lips, and made a particular harsh smack on the dome in petty defense to her sensibilities. She thought about simply trying to wait him out here, until she could recover some. However, there was something about his confident manner that disconcerted her though. What could he have that she would want… oh, but of course.

“You’d be willing to return the princesses to me?”

“On certain conditions.”

“Which are?”

“Help me get the Alicorn Amulet.”

At this Chrysalis simply snorted, and she looked back up to the sky where the rainbow pegasus had disappeared. When she looked back over to Sombra her snort turned into a chuckle, and she addressed him with incredulity.

“You need my help to chase down one lone pegasus?”

“Did you see how fast she was?”

“No, really…”

“Well, see, when you disrupted my shadow magic, I’m sort of… grounded. And if that pegasus decides to stay in the air…”


“Grr, please, are you interested or not?”

The heave in Chrysalis’s barrel stopped as she calmed herself, and she raised a hoof to thoughtfully caress her chin. Sombra in turn sat down, and tilted his head expectantly.

One the one hoof, if she had the princesses back, she would have the impressive well spring of emotional resource that only immortals could provide, and on the other she would help this obstinate king get something he wanted, something he valued above ownership of the princesses.

Then again he didn’t seem happy to have to care for Luna in his letter, maybe this was simply getting rid of a burden he didn’t want to hold onto. She couldn’t know for sure.

Meanwhile Sombra impatiently tapped one hoof, and looked up at the sky. The sun had moved from it’s morning position to high noon.

“I’d rather not spend all day sitting here Chryssie-Chryss”

“How can I trust you to hoof over the princesses to me, should I help secure your amulet?”

With another tap on the ground, and the glow of some crimson magic, a long thin shard of crystal formed amongst the earth, then Sombra opened a small hole in his protective dome to throw this new crystal to the queen.

“Touch it with telekinetic magic, and it will point to the location I have the princesses stored.”

“Oh, you’re just telling me where they are now?”

She grabbed the small red crystal with magic, and in response the crystal glowed with an eerie pulse, and the narrow end pointed off in a specific direction, back towards Canterlot. She cocked an eyebrow suspiciously at the Crystal King.

“You wanted evidence that I can give them to you, and I will, but I have my own precautions. If you try to take them early I have it arranged so that I can relocate them at a moment’s notice. And believe me when I say, don’t try, I will know if you try, and our deal will be off.”

This brought a contemplative hum from the queen’s chest.

“So while I have the skies scoured, what are you going to do? You're going to sit on your flanks and wait for me to play fetch?”

“I’m not going to tell you all of my agenda! I want one thing that you can assist me with, and I in turn will give you your prize. That is all, we are not allies.”

Sombra’s expression turned somewhat malicious and his smirk turned sinister,

“Of course, if you choose to not accept my deal, I could always explore a third option. Namely letting the princesses loose and leave you to deal with them.”

That effectively not only set Chrysalis’s own blood cold, but also that of all the changelings present. Much as she hated to admit it, Chrysalis knew she got lucky with beating Celestia, it was one on one and she had been powered up. However, if Luna or Cadence had lent their power, she would have lost, and taking all three of them on, that’d be suicide.

“Are you insane, if you do that, they’ll come after you as well.”

Sombra however, merely chuckled,

“That may be true however, given I’ll be the one responsible for giving them liberty, and the means to free their ponies from your abrasive and demeaning hooves.. Well, and with the change of heart you gave me, I may very well be able turn a new leaf in their eyes, or at the very least present you as the bigger threat. After all, if you’re going to make things difficult, and make me lose, why should I let you win?”

The queen’s eyes narrowed, her mind conjuring an image of three very powerful, and angry Alicorns staring her down. . It would appear that accepting this deal with this King of Shadows was her only option as he currently held the better hand? Her horn finally dissipated the magical build up she held onto during their conversation. Many thoughts mulled over in her mind. Perhaps she could play this game, and find a new angle to dupe this troublesome king. He already proved frustratingly difficult to catch and at the moment she didn’t have any more hands to play,

“Very well Sombra, I’ll help you retrieve the Alicorn Amulet.”

“Excellent, royal company awaits your success.”

A wide smirk crossed over the stallion’s fanged muzzle, as well as the queen’s. Even as they nodded their heads respectfully to one another their minds boiled with other thoughts.

Chrysalis closed her eyes and messaged mentally to the nearby changelings.

“We are not going to give him that amulet

Sombra quietly muttered to himself within the silence of the dome.

“She’s not going to get the princesses

Another changeling tickled at the queen’s mind, it was not one she was familiar with on a personal level, but she could tell it was from the sentinels near the Golden Oaks library.

“Um, queen, the element ponies are gone.”


She shouted the word out loud, even to her own surprise, and Sombra perked up his eyes in response.

“Something the matter?”

“Those ponies you released here… The Element Bearers they escaped.”

Some sentinel was about to have his neck wrung out… Chrysalis clenched her jaws even as she thought about it. Sombra seemed rather unimpressed and continued.

“I don’t see why common mares are a prob-”

“They’re friends with that pegasus who stole you amulet!”

“I fail to see how that’s my problem. You capture them and then return them to my custody.”

“They will be mine, I want them as part of our deal. Now you have something to do on the ground.”

“Don’t talk as if you can give me an assignment, and don’t presume you can simply alter our arrangement at your leisure.”

“I thought this was mutual interest…”

“It better be, I have no problem acting on my own threats if needed.”

Chrysalis buzzed her wings, and Sombra lowered his crystal dome, before he dissolved in a mineralized fashion to the ground. The changelings hovered in the air as a group and prepared to move.


A scorched blue unicorn lay stiffly on the ground and groaned painfully. She was barely conscious by any definition, but her glazed over eyes saw the changelings as they departed. She attempted to say something angrily at them, she only managed to mumbled.

“Tee.. Grreyyt, and Peerrwurrful Terxy…guhhhh….”

She lost it, and no changeling paid her any mind. No pony was nearby to pay her any mind either.

Ch.27 "Neighbors"

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Chrysalis Wins

Ch.27 “Neighbors”

The flight across Ponyville was done in silence. Shadows of changelings in the sky passed by the thatch roofed homes, and any resident who noticed them quickly scurried out of sight. The queen sighed, as she mulled over the current predicament.

Four Elements of Harmony had escaped her sentinels. Sombra was still an obnoxious presence, and she still needed to forward her plans of expansion into the rest of Equestria.

She took a deep breath, she knew she was in for a challenge when she decided to do the Canterlot invasion. Stability was dependent on her, so she would need to remain composed for all of this, for the swarm. This was why she did all of this in the first place, the betterment of the swarm. She would have to be strong enough to do what was necessary, even if it was unpleasant.

The journey ended quickly, and Chrysalis brought her attention to the present as she landed in front of the Golden Oaks Library. The fifty or so changelings that followed her landed close behind, and relaxed their stances. Apparently the major task in Ponyville had been accomplished for the moment, and now the queen was going to deal with more private business.

Chrysalis’s eyes flashed and she called out to the vanguard that surrounded Ponyville.

“Leave your posts, and gather here at the library.”

She could feel a sigh of relief as the vanguard flew towards the tree house library. Now that the small division of the swarm would be regrouped shortly, she turned her attention to the sentinels she had assigned to guard the element mares.

Her emerald eyes roamed the dozen or so changelings she had left there. Even though her gaze was placid and didn’t betray any fury, the sentinels all cowered as she looked over them.

Soft whimpers came from behind them, and this caused her to cock an eyebrow. Chrysalis strode towards the sound, and the nervous group of guardians parted to let her advance. Curled up on the ground in a defensive ball was Carve. His red tuft of a mane next to his fin made it obvious.

“What is this…”

A giant hoof was pointed at the pathetic prone changeling, and her large emerald eyes shot back to the group of assigned sentinels. They all hesitated to answer, and the silence that followed was painful to bear.

The first answer came in a pain filled growl-groan weird noise.


On the ground, Carve had uncurled slightly and revealed part of his face. The guttural heave had come from him, and it was apparent why he couldn’t talk straight. His muzzle was broken badly, leaving it bent and crooked, on top of the numerous cracks in his jawline. The chitin around one of his red rimmed eyes was effectively shattered, and the green fluid oozed amongst the splinters.

This was aside from the general damage over the rest of his body, which included a wrinkled wing and a disjointed fore-leg that hung limply.

Chrysalis lost her call demeanor, and she roared at the little group. One giant hoof was pointed threateningly at the closest changeling.


The sentinel she pointed at nervously shook in his chitin, he quickly dove into a bow and hurriedly spit out words.

“Carve and Gnarla fought, the rest of us watched and the ponies got away!”

Before Chrysalis could bother to speak again, another gold trimmed sentinel stepped forward and addressed the queen. She bowed before the royal changeling and answered unapologetically.

“Carve challenged my worth, so I showed him otherwise.”

Chrysalis looked towards the yellowed tufted mane, and took a deep breath. She glanced over the small group, then back to Carve, and finally returned her attention to Gnarla. The queen’s eyes turned cold, and her long legs carried her slowly to the bowed sentinel.

“And what exactly did proving your worth to Carve result in…”

This caused an obvious flinch from Gnarla, but the sentinel felt bold enough to continue with an answer.

“Him being proved wrong.”

“Sorry, I don’t think you gave me a full answer…”

“And the es-”

“Stop there, I don’t want to hear anymore.”

Chrysalis turned away from the small group of sentinels as she interrupted Gnarla’s answer. This caused a surprised cough out of the gold trimmed sentinel, and she remained quiet afterwards. Once the queen had put some distance between herself and the group she turned her head sideways.

“Your banished, all of you that were assigned to guard the element bearers.”

This caused a collective shudder from the changelings that stood nearby. Though the drones and vanguards were nervous, they were glad the attention was not directed at them. The sentinels that were not part of the library guards shifted nervously, as they heard the fate announced for their fellows. Those that the statement was directed towards stuttered in shock, as if they didn’t believe what was just said.


Several of the sentinels in the guardian group stammered and gasped. This couldn’t be…

“None of you will be allowed to feed in Equestria, you are no longer part of my swarm.”

“But my queen! He insulted Vivisect, he… he…”

Chrysalis clenched her jaw and her horn ignited in a threatening glow, as she heard Gnarla’s voice attempt to address her again. Each of the sentinels now trembled in terror at the displeased sight of the queen.

“I don’t care what he said! Your actions clearly show your priorities are not for the swarm, but your own pride! If you’re so concerned about yourselves then take it elsewhere.”

“But, queen.”


The giant changeling enraptured her form in emerald energies and stomped the ground. A shockwave of energy blew the small group of sentinels off their hooves, and they tumbled backwards.

“Leave Equestria, and don’t return, or I’ll make you surrender all the love stored in your bodies for more competent changelings!”

The beleaguered group of sentinels quickly scurried off, none of them looking back, there was too much fire in Chrysalis’s eyes for any of them to bear it. Even the fallen form of Carve tried to scurry away, but he fell over several times on his three legs. He tried to buzz his wings futility, but the crinkled one prevented him from flying. One of the other banished sentinels had the mercy to assist him, as they retreated slowly together.

Chrysalis finished with an aggressive snort, she turned back to the rest of the changelings that watched her. The glint of fear shivered through all of them at the sight of her displeasure. With pursed lips she addressed the rest of the changelings still there.

“Should the element bearers fall in our custody again, I won’t tolerate failure in their guardianship. Every changeling is expected to fulfill their station first, not fight about one they don’t have… Am I understood?”

The answer came in the form of a resounding mental

“Yes My Queen!”

With that completed Chrysalis turned her eyes back towards Canterlot. With a deep sigh, she ignited her horn once more to conjure a portal right outside of the library. The green and black abyss was wide enough for several changelings to pass through at once, and they began to file in.

One large hoof slowly rubbed over the right temple of Chrysalis’s head, she had a slight headache that pestered her wellbeing. She kept her eyes open and moved by the changelings as they trotted forward. Most of them kept their eyes forward, but occasionally one would throw her a nervous glance. She kept her hoof to her temple in a slow rub, and didn’t bother to hide her sharp frown.

She could feel her heart sink slightly. Being harsh and stern as queen was nothing new to her, she learned the necessity very quickly after she took the crown from Shellish’s corpse. This wasn’t as fun as dealing punishment to enemies and opponents was. In the harsh life she carved out it, smothering her opponents was one of the few things she really took pleasure in, so enjoy it she did.

These were her changelings though, she looked after them, she saw their needs met, and she dealt out punishment when they were necessary, lest the swarm become unruly or lazy. She thought back on the words Shade had shared a while ago. That should she could be “Admired, respected, and even in time, loved as a ruler” or something along those lines. Perhaps that was a fantasy she shouldn’t hope for.

She chuckled in melancholy tone, which caused a few confused and fearful glances from the last few changelings who entered the portal.

How could she be any of those things… when she often had to be so cruel to keep order. Especially when even her own changelings looked at her with fear, even after all she had done for them over the years.

“Um, my queen?”

The voice of a vanguard caused her to brush away the doubtful thoughts that lingered in her mind. She looked at two of them that stood there.


“We were wanted to know if you desired us to resume our stations in Ponyville?”

“Oh, yes, keep an eye on things. Both of you did a fine job at informing Shade for me, I am pleased with your work. Help the town calm down from today’s incident, if you would.”

Chrysalis’s calmer tone seemed to relax the two vanguards, who stood at attention. Both of them nodded respectfully before they walked around to the back of the Library. Once they were both obscured, there was a brief flash of green, and two ponies walked around the other side of the library.

One of the vanguards had turned into a cream colored earth mare, who sported a mane that was divided blue-pink down the middle and had large soft curls. Her eyes were teal and she had three candies for cutie mark.

The other vanguard had changed into a yellow pelted earth mare that had a long curly orange mane and tail. She had green eyes and the mark of three carrots adorned on both of her flanks.

The queen watched the two of them make their respective ways back into Ponyville, and once they were gone she faced towards the open portal. She made slow deliberate steps towards the dark swirly abyss. Her tail swished back and forth unenthusiastically, and her head wasn’t held as proud as it usually was. When she finally crossed through it the dimensional rift shrunk down into oblivion.


Back in Canterlot

The group of changelings had exited near the Solar Tower, where once they were through they started to divide and fly back to their previous occupations. As if the morning’s activities had just been another item on the menu for the day.

When Chrysalis flew down to the balcony of the Observation Tower, she could already see the other changelings in the distance, many of which already disappeared into the cityscape. She let out another stress induced sigh. Her mind rummaged through the number of different things she wanted to approach next.

Dropping out cold into a bed sounded like a good idea, but there were still more pressing concerns. She walked down the spiral staircase of the tower, and trotted somewhat aimlessly along the castle halls, somewhere between a zombified stupor and contemplation.

Eventually her wandering hooves brought her to the Gala Ballroom. The place she had started to organize so many of the events here, and planned to do a great many more. To her surprise there was another changeling already in the room. They were the only two to occupy this space, and when Chrysalis loud hoof steps heralded her entry, the other changeling turned about to face her.

It was Colony, and the short drone looked up with some expectancy.

“I’ve searched all over the castle and decided to wait here. I figured you had other important business you were attending to. That flash of light over Ponyville left me a little dazed, I didn’t quite expect that.”

Tired and with no desire for pleasantries, the queen bluntly asked for the point,

“You have business for me Colony?”

“Yes I do, Fancy Pants has inquired for you, and since you were preoccupied, he came to me. The matter he wants to address has nothing to do with my specialty, so I told him to wait until I found you.”

“So what is this business? Where is Fancy waiting?”

“Apparently some delegates from Saddle Arabia planned on meeting with Celestia today. As you know that will not happen, so Fancy Pants is entertaining them with a garden party until you should arrive. It’s taking place at his house; he left you a calling card to guide you there.”

Chrysalis did everything she could to suppress a groan of frustration as Colony levitated a small slip of paper towards the queen, who in turn grabbed it with her magic. This wasn’t an errand with a quick answer.

Her harlequin eyes looked over the small business card, which featured a picture of Fancy and some contact information. She flipped it around, and on the back was scribbled a personal message.

The arrow is a compass to my home, I hope to see you there soon.

There indeed was a small arrow, it was red and when she shifted the card, the arrow adjusted to point in an enchanted direction. Chrysalis looked back over to her Councilor.

“Thank you Colony, you may go about the business you had planned for today.”

“My queen, I will resume my work with Golden Trust.”

The little drone bowed respectfully before she turned and left. Chrysalis stood there awhile longer, silently debating with herself. A slightly mischievous grin crawled over her fanged mouth.

How long could she get Fancy to “entertain” these delegates? Long enough to get them to go away perhaps? She took another deep breath and sighed, the queen noticed she had been doing that alot lately, and it annoyed her.

Chrysalis turned to leave the Gala Ballroom, and shook her head as she went. This was something she shouldn’t shirk off, these Saddle Arabians were officially her neighbors now, and if they expected to meet with someone as important as Celestia, then they would expect to meet with her. She snorted, and tried to recall what she could of the desert dwelling horses.

They weren’t a very social bunch, none of the vanguard she stationed there in the past had been very excited about the prospects of food sources. Scholars and archivists were aplenty, and there were even many exotic cultural delicacies, but availability of positive emotional wellsprings? Less common... That was only of the reasons that fueled why Equestria was her first choice for invasion.

She exited the castle, walking the grounds while she kept an eye on the direction the arrow card pointed. She imagined Fancy’s house shouldn’t be too far away, he lived near the rest of the nobles didn’t he? Anyway, the sooner she could get this done, the sooner she could go rest.


Thankfully, It was not too long before the queen found her way near a decently sized property. The grounds were spacious, and was the place of habitation for a healthy green lawn. Several stylishly cut bushes decorated the property along with a vast arrangement of flower beds. The whole spectrum of colors appeared to be present, along with a plethora of mesmerizing patterns.

From what Chrysalis could see, this impressive arrangement of gardening was only the front of the property. The back appeared to have even more diversity, with a few tall trees teased at the possibilities of what lay beyond.

The actual house was surprisingly humble, compared to the more gaudy noble mansions further up the street. It was only a single story, and not nearly as wide as many of the neighbors, but it was as neatly kept as well as any other.

This brought a small smile to one corner of Chrysalis’s mouth, she felt assured she had made a good choice for who she picked as her liaison. Changelings held a long tradition of valuing efficiency, born out of necessity more than anything else, but generally had it ingrained in their minds nonetheless.

Not that Chrysalis didn’t like to indulge every once in awhile, these comforts were infinitely better than the hospitality of the Badlands, but she didn’t like the prissy attitudes that were so often associated with such frivolity.

Fancy’s home showed he had taste, but was not overly extravagant, compared to the waste of space that were most of these “noble” mansions. Her heavy steps approached the door and she lifted one hoof to knock.

Before she landed a hoof the tall door way was opened. On the threshold stood Fleur Dis Lee, who’s eyes widened a bit in surprise at who was at the door. Though she was not overly surprised, and there was a certain amount of expectancy in her light violet eyes.

“Welcome queen, Fancy and the rest of the company are in the back.”

For a moment Chrysalis simply stood there, and blinked her eyes slowly. When Fleur started to tilt her head in confusion, the queen shook herself to put her exhaustion at bay, and forced out some words.

“Lead the way please.”

“Of course!”

Fleur brushed through her mane quickly before she turned about with an elegant swish of her tail. Chrysalis had to point her head downward slightly to fit through the door, lest her long horn impale the door frame.

Once inside the house the queen was lead past a neatly done living room. The aesthetics were an interesting mesh of Fleur’s and Fancy’s tastes. What with things like an intricately detailed grandfather clock as a grand centerpiece on one side of the room, and on the other a wide range of photo albums on display. Most of which featured Fleur in her various shoots.

The furniture was antique, and showed a collector’s eye, much of the woodwork was just as impressive on the chair legs as it was on the body of the grandfather clock. As neat as the details were, it was more of the smell in the home that distracted Chrysalis’s attention.

Fleur’s heavy perfume was the first odor to notice, it was quite rosy. There was also the smell of old wood from many of the antiquated items along with their staining agents in the home. The smell of something from the kitchen also caught her attention, something particularly savory was being prepared.

The queen wrinkled her snout in response to the sumptuous smells, then spoke with passing interest about another subject.

“Did you have your discussion with Fancy yet?”

Fleur stopped in her tracks. She didn’t turn around to face the queen, but fidgeted slightly with one of her front hooves.

“Yes, yes I did…”

“How was it?”

Fleur’s mind hovered around the event.


Fancy’s and Fleur’s house the other day

In a rapid fervor, Fleur had hurried Fancy and herself back to their home as quickly as they could. She barely cooled off on the way over, and was still soaked with a fair amount of sweat. She panted heavily from the pace both of them ran out of the castle, across the grounds, and past the noble mansions.

She almost collapsed when they finally reached their doorstep. Fancy himself was not in any better condition, as he wasn’t any more athletic than she was. He managed to heave out some words though.

“Fleur, -huff- you have me concerned.”

“Let’s –pant- just go inside first.”

Fleur used her pink magical aura to open the door, and the couple stumbled in. After they moved into the living room they took a seat on the primary couch, a nice antique couch, covered smooth leather and supported by very comfortable cushioning.

Both them just relaxed there for a small amount of time, while they waited to recover from their sprint over Canterlot. Eventually they had both slowed their breath, with Fleur casting a spell to dry off her sweat, before becoming silent.

Even though her body externally showed calm, her mind was ablaze. How should she approach this?


“Yes dear?”

Fancy had spoken first, and this made her even more nervous. She never really planned to talk to Fancy about what she was, but the queen just had to make things… happen.

“Are you a changeling?”


Fleur’s heart stopped in her chest, and her entire body went frigid. The remnants of sweat on her coat went cold and she shivered. Fancy took a deep breath when he saw her reaction, her bright lavender eyes were terror struck. He reached out with his hoof to try and reassure her, and when he made contact with her shoulder she jumped slightly, but didn’t retreat. Now she was confused.

“I… I…”

“It’s alright, you can tell me. I’ve never seen you as nervous around any pony as you were around the queen. Not even Celestia made you this panicky. The attention she gave you was also, strange.”

“I, well, you were always so perceptive dear. Pretty ironic I’m a terrible liar isn’t it…”

“Oh I would say you’re not bad, I didn’t have an inkling until today. In hindsight a number of things make sense now. Notwithstanding, I do have a few questions.”


“First, can I see you face?”

It was one thing to admit it outloud, but to actually make the change? She felt a new level of uncertainty. It was a pity she almost started to relax about the whole thing. This was a part of her she never exposed to another pony before, but of all ponies, Fancy deserved it the most.

With a resigned sigh Fleur activated some green magic as curtains in the windows were closed, and emerald energies rushed over her body.

There on the couch next Fancy Pants was a tall vanguard changeling. There were no holes in her legs, and in contrast to almost all of the changelings in the city, she had a full length mane, which was stylized just like her unicorn form. Her light lavender irises were now light lavender rims to the entirety of her eyes. The color of her mane and tail were a matching tone of purple, and were very well kept.

Fancy blinked at the shift, he had seen a few other changelings do it, but this one was quite personal. He looked over the vanguard changeling that sat across from him on the couch. To his surprise it was almost as if Fleur had only adopted a changeling costume, there were still many things which were familiar about her in appearance. Apparently the pony form she chose, reflected many of her natural qualities anyway. This brought a smirk across his mustached mouth.

She noticed the slight smile and she nervously returned one of her own, only now her smile had some fangs in it. The unicorn stallion continued with another question.

“Now I would like to know, is there another Fleur or Fleurs running around?”

“No, I created Fleur Dis Lee twelve years ago. You can check all the records, there never was a foal by that name. Just migrant old me, though where I migrated from wasn’t exactly Prance.”

“Hmm, I suppose the next question is the most simple and complex. How does all of… this… work? I must say my knowledge of changelings is quite vague.”

Fancy lifted one hoof to make circular motions between Fleur and himself, and ended with an open hoof in Fleur’s direction.

“Um, where to start?”

“How about twelve years ago.”

“Alright, so when Fleur was born, so to speak. That was my first time trying to infiltrate pony society. The other times I stopped here were for observational purposes, like all other vanguard in training. By the time I was ready, I knew how I wanted to go about entering the pony world.”

“As a super model? Not that I’m complaining about your choice, but-”

“Looks first, behavior second! I already said I was a terrible liar, so I figured that would be a better way to grab attention. Admiration, desire, and appreciation for beauty were emotions I could harvest in vast quantities for the swarm. Let alone, I love the spotlight, hehe.”

“Then how about us? How do we work? Are your feelings genuine, do you have feelings, do you actually love me?”

“Of course I have feelings! I’m still that same pony who fell in love with you eleven years ago.”

She tapped Fancy on the snout with a hoof. Fancy wrinkled his nose, and chuckled slightly before he continued. That was one less thing to be concerned about.

“Then why do changelings have to feed off of pony emotions? Can you not feed off each other?”

“No we can’t. Changeling emotions are inedible for other changelings. We could technically drain it from each other, but it would be like living off of dirt and rocks, it’s just indigestible and without nutrition.”

“So there is your dependence on ponies.”

“Any other species really, griffons, minotaurs, even bunny rabbits. But ponies have been the best.”

Fancy lifted a hoof and thoughtfully twirled his moustache. He looked over his changeling wife again as he mulled over more thoughts. The idea toaster in his mind popped.

“Did you have another name you went by as a changeling?”

This brought a slight purse to Fleur’s lips and she snorted.

“Yes, but I don’t like it.”


“Changelings are given names based on what they do or have done. Though the one they donned on me doesn’t reflect the way I want it too.”

“And what was that?”



“Yes, because I’m good at shifting forms.”

“That requires talent?”

“Yes, especially when assuming an original disguise. It can be quite complicated.”

“How so?”

“Any changeling can copy the form of another pony, or similar creature. Even simple minded drones and sentinels can accomplish that. However,assuming a disguise no changeling has taken before, that’s like becoming a sculptor. It takes imagination, inspiration, and spatial intelligence. Every little detail can be managed, and it is trickier beneath the skin. Taking the time to shape bone and muscle precisely isn’t a comfortable process either.”

Fleur activated green magic over her body again, and she regained the form of her unicorn self. Fancy’s gaze locked into her lavender irises, and he sighed. Fleur was herself, but not. She continued to speak, her voice sounded as if it hadn’t changed in either form. Yet another detail that surprised him.

“I have spent more time in this form than my changeling self. I would prefer to stay this way, if you don’t mind.”

“Please, stay how you prefer.”

The white unicorn brushed through her pink mane a bit, and stretched out. She scooted closer her husband, and leaned against him. Fancy accepted her advance and relaxed further into couch; he put a hoof around her shoulders and pulled her close. She looked up into his blue eyes with her lavender ones.


“Yes dear?”

“Does this change things between us?”

“Do you think it does?”

“I hope not…”

“Ha! Well, it explains who the mysterious in-laws were after all these years. It was quite a hello. It even seems I’m under the same employer as you now. Huh, should I call Chrysalis my mother in-law, I mean, how does that work?”

“No, the queen isn’t my mother, my parents were a drone and a vanguard, but they passed away a while ago.”

Fancy lifted one hoof to brush it along her cheek, and run it slowly down her neck.

“I’m sorry to hear that…”

“There’s no need to be, they lived longer than most changelings have.”

“Hmm, all of this has been quite a lot to take in, I would love to indulge more into this, but I will rest my case for now and ponder about what we’ve discussed. Though, there is one more thing I would like to say before we go our ways for the day.”

“Yes, Fancy?”

“I still love you Fleur.”

Fleur’s eye’s sparkled with happiness, and she leaned in close to her husband’s face. Fancy leaned his head forward, and brushed his snout past hers. He brought his mouth close to her ear, so he could whisper.

“Even if you take little bites of my soul.”

He nipped at her ear.

“By Celestia! What a way to spoil the moment.”

She pushed him back and crossed her front hooves, she leaned back and made a loud humph noise. Fancy chuckled a little.

“Well it’s true isn’t it?”

Fleur rolled her eyes, and blew away a string of hair that got in her face.

“It grows back…”


Back to the present.

Fleur put a hoof up to her lips and smiled upon reflection. She stood still short of the kitchen, and Chrysalis waited patiently. The queen’s eyes still roamed over the décor when Fleur finally responded.

“It went well.”

“Good, now lead on, I believe there are some Saddle Arabians I need to talk to.”

“Of course.”

The elegant white unicorn led her guest past the recreational room, and out to the backyard. They exited through sliding glass doors onto a marble tiled patio. At a glance, all the foliage in the back was just as impressively maintained as it was in the front. The addition of a few willow trees added a serene feel to it all, what with their comfortable drapery of leaves.

There were many tables and chairs set up, and many ponies occupied them. The chatter amongst the guests was lively until the changeling queen’s presence entered the backyard. Then things went deadly silent, almost all eyes immediately shot towards her, and the stench of fear spread quickly. She peered around with weariness, and held her mouth tightly. She didn’t have the energy to keep up a performance, not after the fiasco at ponyville. Thankfully all the nobility continued to remain quiet, hopefully the fear would keep them to themselves, all she wanted was to be in an out of this endeavor, and back to heavenly cushions in the palace.

“Now now, I said the queen may grace us this evening, so don’t act all surprised! I have a table arranged for you over here my queen.”

Fancy’s address to the crowd snapped Chrysalis’s attention back to business, and she silently cursed herself for not asserting herself more. All the fatigue had made her slack off, and the last thing she wanted to come across as was lazy.

Already seated there were two tall equines, Saddle Arabian horses. One of them was brown stallion with a bright blonde mane, the other was a pink mare with subdued shades of blue-violet in her mane. Both of them were dressed in fancy regalia that signified their delegate status.

Chrysalis hurriedly strode over to the table and took a seat, eager to get this done, she turned to the two delegates and made a special gesture. With a hoof she tapped each of her eyes once, then her snout, and finally she held an open hoof out to the heavens, and back down to the two delegates.

The brown stallion blinked in surprise and smiled warmly at the gesture, while the mare was more reserved, and even let suspicion dance openly on her face. Fancy Pants watched the interaction with interest.

“Is there an element of greeting my guests I’ve missed?”

“Oh no Fancy, you’ve treated us well, I’m just surprised your new queen knows of our formal greeting.”

The tall blonde stallion answered, his voice was smooth and clear, but accented. Chrysalis spoke with an indifferent tone.

“The greeting is something I picked up when I visited your country before, it was not too difficult to remember.”

“Really, then have we by chance met before?”

The Pink mare in turn spoke, her suspicion had only deepened, and blue eyes lingered on Chrysalis, in an attempt to read her intent.

“No, last time I was there I had no reason to speak to delegates. Now that I rule over more than a swarm of changelings, I have a reason. I am queen Chrysalis, if you have not already been told.”

“We are pleased to make your acquaintance then, queen Chrysalis, I am Crescent Iris, and this is Delta Shores.”

Crescent returned the gesture that the queen had given them earlier. Delta was more hesitant, but she followed her companion’s example.

Ch.28 "References"

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Chrysalis Wins

Ch.28 “References”

“Now what was it you wanted to talk about?”

Chrysalis bluntly addressed the Saddle Arabians, she could feel her focus slipping every moment and losing her cool in front of delegates isn’t how she wanted to end her day. A day that had overall been so disappointing and vexing. Crescent was the first to answer her.

“Originally we came here to follow up on a commission for an astronomical dais, which was to be built in Canterlot. That was our plan for the meeting we scheduled with Celestia, but…”

“What Crescent Iris wants to address is a more glaring issue. For the past week the moon hasn’t left the sky on our side of the world.”

Delta Shores cut into Crescent’s line of conversation. The pink mare had a rather stern and accusatory glare. Chrysalis failed to suppress an unintelligible curse, which caused the eyebrows of the horses to raise. The changeling grimaced, she’d failed to keep a dignified manner already. She breathed in deeply, and let out a frustrated sigh.

“I’ll handle it tonight. It was just a little later on my check list.”

“It gave us cause for concern, we presumed it was that chaotic spirit again. As his last appearance disturbed the heavens, but we have since heard otherwise. We’ve recently heard many things...”

Chrysalis frowned at the judging glare from Delta, and all the implications of her last line. There was no energy left in her chitinous frame to play poker, not when every fiber of her exhausted body cried out for rest. So she ineloquently blustered against the presumptions thrown her way.

“While I don’t care for any particular details you may have heard, know this, I plan for things to continue normally for the ponies. I will extend that to their neighbors as well. The ponies’ loving lifestyle is why I am here, and did what I have done. In a way, you could say I’m even more motivated to ensure my subjects are happy than Celestia ever was.”

This brought a slight sigh of relief from Crescent at least, apparently he had held onto his breath during the pretentious exchange. The queen took enough notice of this, that she decided to redirect her attention to the easier looking target. She didn’t have the effort left in her to address anymore difficult questions, so her last words went pointedly towards the more amiable target.

“If you spread news around the international rumor mill, then share this. I, the new Queen of Equestria, plan keeping things the same. Nothing really special to it. Now, any last questions? Not to make you feel rushed, but the both of you reminded me of other things I need to attend to.”

“We wanted to know where… I suppose now if, you planned on having next Equestria Games?”

The question was rather light hearted compared to all other things considered today, and in her near delirious state, Chrysalis actually chuckled at the inquiry.

“I don’t see why not. Is that it?”

She preemptively stood up, just as much to test her stability, as much as to communicate she was ready to leave. Both the delegates read the gesture clearly, and the more affable Crescent politely bowed his head.

“We thank you for your time.”

The queen made the saddle arabian gesture of departure, and issued her last words as she turned about to leave.

“If you have any further questions, just ask Fancy. I’ll get that moon moved tonight.”

Chrysalis turned her gaze on the tall unicorn stallion who sat at the table. A few schemes bubbled in her mind, but before she would develop them any further there was a very special source she wanted to reference, one she needed to go to her mountain complex for.

“Fancy Pants?”

Fancy straightened his monocle with his magic before he answered.

“Yes My Queen?”

“I’d like to schedule another meeting with you later. Make some time later this week, I’ll be occupied for the next few days.”

“I will make accommodations, though that description sounds rather… um.”

“Ambiguous… yes, the details are unclear for now, and I’ll clarify them later. Also for that meeting in a few days, call back any pony ambassadors we may have, I want them informed of the new situation.”

“I’ll see what I can manage. Some of them were in the middle of important negotiations if I recall correctly, and would find it difficult to be here within a few days.”

“They may find the terms of their negotiations have changed. Tell them it’s their highest priority to make it back here, if they want to be ambassadors for me…”

“I’ll send letters right away then.”

Satisfied that she accomplished what she wanted to, she turned to go, and her wings twitched in readiness.


Her wings buzzed and lifted her straight out of the garden, and she soared over the house. Soon the noble mansions passed underneath her, and she was over in the castle grounds. Sentinels dutifully patrolled their posts below, some noticed their queen fly over them and they chattered their chitin in respectful acknowledgement.

Hundreds of drones also buzzed about Canterlot, as they all enjoyed the sun’s afternoon light. Chrysalis noticed them and hummed thoughtfully to herself. No doubt the drones got more cultural exposure here than they ever had before. Unless holes dug and monsters dodged counted as cultural exposure…

Her mind wandered back to her discussion with the Saddle Arabians. There was no doubt it had been sloppy on her part. She blinked her eyes too slowly too many times. She put a hoof to her head as an awful headache developed rapidly there. More inconvenient symptoms for dealing with the litany of fiascos her recent life had become. She didn’t even growl, she didn’t have the will to fight with all the points of annoyance.

The cursed moon was something that required more immediate attention, besides the need to set up a hunting party for the escaped element bearers, and the need to come up with a plan to smother the Shadow King more permanently.

She pulled out the crystal Sombra had given her earlier, and held it aloft in her green aura. The touch of magic caused the special mineral to vibrate and flash. It soon locked into a specific direction, and Chrysalis’s lurid eyes followed it.

It pointed straight down beneath the castle grounds, straight towards a direction she had sent a purple little unicorn and pink alicorn not so long ago. She cocked an eyebrow and frowned. Of course a Crystal King would be in the more crystallized part of the region. She mentally berated herself for not thinking of it earlier, then again she had many things that vied for her attention.

A dark portal wreathed in green flames erupted in the air and Chrysalis flew through it.


The Crystal Caves beneath Canterlot.

Emerald flames reflected off the mirror like walls of the long tunnel, and illuminated a large area with their eerie glow. Out of the midst of the green flames the changeling queen emerged, and with a casual flick of her horn the fire died.

She looked over the area, and recognized it as the same place she had dropped Twilight at, and imprisoned Cadance. The hoof prints of the two ponies were still left on the disturbed dust of the cave floor.

Chrysalis stepped over a shattered wall, and brushed a hoof through some of the fragments on the ground. As she ran a hoof along the fragments, she refreshed some recent memories.

“Too bad little Twilight was willing to let you talk. It would have been much far more convenient to have her finish you off thinking you were me… ”

Chrysalis blew at the strand of mane that often fell between her eyes, and scratched at the floor in a disappointed manner. That was definitely a poor judgement call on her point, and she knew she was lucky things played out the way they did, when they could have gone so very wrong, so very easily. She could have ended up imprisoned by Celestia, or worse, eaten by her own swarm for being a bad queen. Just like Shellish. An involuntary shudder escaped her lips, and shiver ran down her spine.

She hadn’t noticed her breaths had evolved into pants as she ran over her troubling thoughts, and snapped out of it when she heard it echo off the walls. She sat down and slapped herself in the face a few times, she couldn’t afford to blunder through all her problems. Or let her doubts show to her enemies. She was queen, and with that came the expectations. She focused on breathing slower.

When she calmed herself she looked back at her guide crystal, which pointed down the opposite way of the shattered wall. She sighed, and hoped this venture wouldn’t take much longer. She just needed to see if Sombra was good on his word for giving her the location of the princesses.

To her pleasant surprise it wasn’t that far at all, around the next corner really. The crystal of the caves had suddenly taken a crimson sheen to it, and a fresh chamber appeared to be neatly carved out of the wall.

There were a few neatly shaped steps that led up to the entrance, which had a large organic arch. Once she set her hoof on the last step and walked under the arch a flash of red magic burst within the chamber.

“I wondered how long it would be before I saw you here, at least you made it on the same day.”

Sombra bared his unnatural fangs in a flashy smile, and Chrysalis wrinkled her snout in annoyance.

“And what, oh so productive activities have you been up to?”

“There’s no reason to be snide Queen Horsefly. There will be plenty of time for that once I have my amulet back. Until then you can enjoy this pleasant nature you saw fit to endow me with…”

Sombra attempted a motion to gag himself, but he couldn’t find the will to, and extended a hoof in a wide welcome gesture instead, complimented by an eerie smile. Chrysalis ignored the gesture and continued her stride forward, the direction crystal was still held aloft in her magic.

“I came here to see the princesses.”

“Right this way then, which would you like to see first? Personally I would recommend Luna, she has been so very vocal, especially about you.”

“I’m not surprised… but I would like to see Celestia first.”

“Very well, I’ve kept her in that slimy green bag of yours. I’m not sure if it has an expiration date or not, but that would be interesting to know. Not that I need too, but all the same.”

“Just take me to her.”

Sombra snorted at Chrysalis’s impatience and trotted down a crimson hallway. They soon came upon another archway that opened to another chamber. Within the chamber was the prize the changeling queen sought, and she moved to get a closer look. One quick tap on the floor, and the arch way was blocked by a transparent sheet of crystal. Sombra stood a small distance away with a neutral expression.

“You see her, she’s there. Now do you need any more evidence?”

“Yes, I would like to dream walk with her.”

“Hmm, hmm, hmm, now it was in my line of thinking that you shouldn’t get full access to the merchandise until our deal is complete.”

“Well, how can I know that this isn’t some illusion that you’ve conjured up.”

“Really Queen Chameleon? I thought that was your specialty…”

Chrysalis gave the teasing King a dirty look, and sneered back at him.

“Don’t toy with me Sombra, I will only ask for this once, and then I won’t bother to check until the amulet is in your hooves.”

“Don’t push your luck either Miss Whimsy. With one tap I could make this opportunity disappear, and things could go in a much less pleasant direction.”

Chrysalis rolled her eyes and sighed, Sombra raised both eyebrows, dropped his eyelids halfway, and pursed his lips.

“Don’t be too sour, you can dream walk just this once if it means so much to you. After that I’ll hold you to your word not to come back until I see my amulet. I’ll know if you keep your word.”

Sombra flashed a little red magic and the transparent barrier to Celestia’s crystal chamber vanished. Chrysalis looked at the Crystal King once before she turned to enter. Sombra’s voice called out to her one more time before she reached the cocoon.

“Oh, and be nice please, I don’t want to mop up two injured alicorns. Speaking of which, I think it’s about time for another chat with Luna. The invitation to come and talk with her is still open once you’re done with Celestia.”

“You can keep the Night Princess all to yourself Sombra…”

“Very well, enjoy your session with the green lovesac.”

“Guuh, just go.”

“Hahaha, alright, goodbye.”

It was not too soon before the grey stallion vanished from her sight. Once she was sure he left, she turned to the pod that contained the solar princess. The queen’s horn ignited and she brought it close to the cocoon, and her eyes closed.


Out in a high lonely mountain range it rained. The slopes were covered in lively green foliage, but it all seemed dim under the oppressive wall of grey. The constant patter of rain and gusts of winds also kept the atmosphere from being truly relaxing.

Celestia sat alone on top a boulder, her pelt and mane were completely drenched, and she looked out into the bleary grayness. Water streamed and dripped off her tall elegant form, and her violet eyes closed. She simply let herself feel the exposure of the elements.

“Feeling spritely I see…”

The calm and passive expression on the white alicorn’s countenance suddenly went tense. Her brow furrowed and the straight line of her mouth drooped into a frown. That was a voice she didn’t look forward to hearing again. Celestia kept her eyes closed while she replied.

“What is it Chrysalis.”

The changeling queen had been short with her in the past, and the alicorn felt inclined to return the courtesy on this occasion.

“The moon, how do I move it.”

This broke Celestia’s focus slightly, and she opened her magenta eyes. It didn’t take her long to see a small changeling shaped pebble at her feet. The little figure was stone colored, but retained the green eyes of the natural Chrysalis.

“You don’t want to try and figure it out by yourself again? It might be entertaining, like the last occasion you tried to blunder through the heavens.”

Celestia scooped up the little stone changeling with a hoof and raised her to eye level. The small stone avatar growled at it’s undignified predicament.

“The Saddle Arabian’s complained that I left it in their sky for too long.”

The white alicorn cocked an eyebrow and stifled a smirk.

“And how long is too long?”

“Since I’ve taken over.”

“How long has it been, it’s hard to keep track of anything in here.”

“Little over a week. Now the spell if you wouldn’t mind.”

“One more thing, you don’t have Crescent and Delta strung up like me do you?”

The small stone queen smiled at that before she answered.

“No, I left the horses free, as I will any equine that doesn’t oppose me. Love is tastier from free beings. Now, the spell Celestia.”

Celestia relaxed just a little. Of course there was no way to verify Chrysalis’s claim from here, and the alicorn unfortunately didn’t see herself being released anytime soon. She would just have to trust that the changeling didn’t have a reason to lie this time.

“Here it is.”

The white alicorn ignited her horn with a golden aura and crossed horns with the little figure. The knowledge required to move the night sphere properly was transferred. After that was complete Celestia sullenly spoke to the little stone changeling.

“Just take good care of my little ponies…”

“They’re MY little ponies now, just do yourself a favor, and come up with something less drab in this dream. There’s no need for you to worry, pony love and happiness is crucial to me.”

Celestia narrowed her eyes at the little queen in her hoof… The arrogance of this little sprite needed some trimming. She tilted her hoof slightly, and the slickness of the rain combined the smoothness of her hoof caused the little pebble changeling to start slipping.



Tiny, stone Chrysalis tried to buzz her wings as she attempted to fly, but she was made stone thus fell like a rock.


The little changeling’s squeaky intonation rose and fell as she bounced down the side of the mountain, colliding and ricocheting off a number of rocks in a terrible limbo. Eventually she stopped when she fell into a shallow patch of mud with a plop. She groaned as she held her head between her hooves to try and combat the dizziness. Suddenly a large shadow passed over her and she heard the alicorn’s voice.

“Then why the hostile takeover? If you needed love so badly why not ask? We ponies might be more willing to share than you would think.”

With a terrible little grimace, Chrysalis wiped the mud away from her eyes, and coughed out a few globs of grainy earth. She looked up to great alicorn, and the expression she saw bothered her. It was pity. The changeling couldn’t hold the gaze and she looked down, and resentment boiled within her.

The tone Celestia addressed her with, while literally talking down to her, made her stony lips droop. The fact Celestia actually tried to sound helpful made her feel stupid. Here was the true ruler of the kingdom, just so willingly offering help… Chrysalis couldn’t believe this to be a genuine offer. It went against everything she’d done to survive. Shellish had always been so scared of being revealed. So much so she had died for it. It must have been the ponies fault.

Despite the utter lack of dignity in her current position, Chrysalis managed a bitter chuckle.

“You know it’s funny, your little Twilight asked something similar when I gave her a tour of the Badlands. I’ll say the same thing here. I will not grovel to my food for mercy, what I did simply put everything in it’s proper place.”

Years of experience helped Celestia easily see between the changeling’s words. Creatures secure in their position didn’t need to state the obvious. Things must be more troubling than Chrysalis would ever let on. All the alicorn saw was a little equine that had nopony to confide in.

With the flexibility of the dream realm, Celestia shrank down to Chrysalis’s size, and sat next to her in the mud puddle. She stretched out a wing and rested the tip on the changeling’s shoulder. Chrysalis jumped slightly at the contact, but remained frozen in place. The alicorn reached out with sincerity.

“Asking for help is not a weakness Chrysalis. That belief will be a detriment when you finally encounter something that is too much for you. As we all eventually do.”

Unfortunately the alicorn’s attempt at finding some connection sparked the changeling’s defensiveness. Chrysalis conjured up the courage to look Celestia in the eye again, and she brushed away the extended wing.

“Is t-that All? If I wanted advice I will go to my sources, a source much older and experienced than you.”

The white alicorn raised an eyebrow curiously at that. For all of Chrysalis’s bravado, her tone still contained more than a few cracks in her wall of confidence. What source did the queen talk about anyway?

“How old are you Chrysalis?”

“Don’t judge me by your pony standards, changelings mature much faster than you slow ponies. Also royals don’t age like the rest of the common changelings.”


“How do feel to be bested by an equine only fifty years of age?”

Chrysalis’s tone picked up a particularly snide edge, which was somewhat defeated by her lowly and filthy state. To the queen’s surprise Celestia just chuckled.

“I do admit that is rather funny. After standing up to an ancient spirit of Chaos, a demonic magic thieving centaur, a Shadow King, and even my own sister, among the other things I have faced over the millennia, I did not see this coming. If anything it only confirms that youth shouldn’t be underestimated. Of course, that is something you should keep in mind as well.”

The changeling queen didn’t have a response for that, so she shook her head and flashed her magic in readiness for departure. The Solar Princess took a step back, and simply observed.

“Work on that humility, you may have beaten me, but if you try to carry the world on your shoulders alone, you won’t last.”

The tiny changeling snarled as the pony’s words cut deep, and she growled when she noticed she had the shivers. How could she be so easily emotionally destabilized by princess? It downright bothered her to the core. This felt worse than being physically beaten, and she couldn’t find the words to retort, she got all choked up as she tried.

Celestia sighed as she saw the changeling get all bottled up like an emotionally overwhelmed child. The alicorn’s expression saddened, as she thought on the situation as a whole.

For a creature that profited off of proximity to love, this was a terrible waste of potential. That such power could be wrapped around a ball of insecurities. One that needed to conquer the world to prove something to herself. Perhaps she could redirect it?

“Chrysalis, all you need to do is ask.”

Celestia extended an open hoof to the changeling, a gesture that was not lost to Chrysalis. As they held eye contact, her stony lips trembled something fierce, and for a moment she entertained the idea.

Could Celestia just forgive her? Could she actually work towards something better for everypony and changeling, with the help of an alicorn no less. Could it be that simple? Could she finally be free of all these exhaustive charades, all the posturing, all the stoicism, all the damn anxiety and looking over her shoulder, then Sombra could finally be handled as well...

Chrysalis flinched when she noticed her own hoof involuntarily began to stretch out to the one offered by Celestia. The queen smacked her own hoof down, for weaseling its way towards such alluring ideas, there was no way that path was available to her. It must be a trick.

“I can’t.”

And with a flash, Chrysalis departed. Celestia let out a frustrated sigh, and the rain came to a stop.

“Such foolishness.”


Back in the crystal caves under Canterlot.

Chrysalis pulled her head away from the cocoon, and she noticed that the alicorn contained inside had her hoof pressed against the inner surface, as if still reaching out to her. The queen backed up too quickly and fell flat on her rump.

“T-there’s no way you could mean it! I-I’ll go learn from from my own! I can trust the well! It has no reason to lie!”

Something wet started to bothered her on her cheek, and when she put a hoof up to her face, she was horrified to discover it was tears. The giant changeling scampered to leave the red crystal chamber, and once she was outside the arch she looked down both sides of the hallway. One would lead to Sombra and Luna… The other way led to the exit, she didn’t hesitate to take the exit.

When she stepped off the last crimson steps of Sombra’s little staircase she opened another portal. One that would take her to the mountain complex behind the castle. She quickly sprinted into it and disappeared.


-The mountain complex

The queen exited her portal and sealed it shut, she was in a private chamber high in the complex. Changeling sentinels stood guard outside, to make sure none would disturb the important contents.

Exhausted and distraught eyes roamed over the relatively small chamber and immediately spotted what they searched for, a large clear orb that contained sapphire blue liquid. With her emerald magic aura, Chrysalis started to sculpt a deep set well in center of the chamber.

She dug this new pit a deep way into the ground, and once she was satisfied with the volume she started to cough slime into it. Soon the earthen pit was coated with a layer of liquid resistant resin.

Chrysalis then turned her attention back to the large clear orb, which she levitated over to the newly resin coated depths. She poked a hole in the bottom of the transparent sphere and let the blue liquid drain out of it. It was quite a dull hue, and it took several moments to get all of it out.

Once the orb was empty she cast it casually to the side, and stared down in the well she had created, and her eyes pierced the crystal blue substance pooled within it. Green magic touched it and brought the thing to life. Fiery energy now sparked in the core of the well and some of it sprang up like a living creature.

Soon the changeling queen was surrounded in the bright shining substance. It encapsulated her in a small world of it’s own. Now that the well of memories was active, Chrysalis brought her front hooves together and tapped them excitedly. She needed this distraction, and she was too emotionally disturbed to try and sleep at the moment. She she plowed into contents of the well.

“Where to start…”

The well of memories had been something Shellish had used extensively to teach her when she was young. It contained literal thousands of years of experience from royal changelings past.

Sadly she didn’t go through as much of it as she would have liked. When Shellish received the hammer of the swarm’s wrath, and Chrysalis took over, there wasn’t much time for it. Some new concern that required her full attention almost popped up daily. Between handle that Quarray Eel, and manage those dangerously low food rations, she didn’t have the time.

The thought she should organize a hunting party for the element mares came to her mind again. She would set Shade on that task, along with his best vanguard, but Shade was likely asleep still, and she could afford to wait until tomorrow to address that. Besides if one of those mares was foolish enough to put on the amulet they’d probably cause a scene, and make themselves all the easier to find…

With that rationalized away, Chrysalis put her full attention back to the swirl of contents all around her. Her eyes flashed white and she began to sift through the well of memories.

Ch.29 "King Avalanche" part 1

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Chrysalis Wins

Ch.29 “King Avalanche”

Deep into the well Chrysalis’s mind dived, and her eyes glowed reflectively with the visions before her. She thought she might as well go to the beginning, and see what changeling started this unique heirloom of their history. Such a changeling must have valuable insights, no? Besides, Shellish never showed her anything that far back, she was always concerned with more contemporary lessons.

Eventually Chrysalis felt a break in the well, she had reached the earliest memories, and she held the well still for a moment. The queen of modern day took a deep breath as she paused for a moment. She cleared her mind of background distractions as she prepared to immerse herself in the experience. Hopefully this first recorded monarch would have something valuable to share. Chrysalis let out the breath she held onto, and activated the well’s first memories.


“Hello there, changelings of the future. I am Queen Crafty.”

The first sound to grace Chrysalis’s perked ears was a thickly accented voice, one she couldn’t quite place. A tall figure looked right back at her from the transparency of the well. It was another royal changeling, who was easily head and neck taller than she was, and Chrysalis had to tilt her head up to look her in the eye.

This Queen Crafty possessed the trademark two-toned eyes of royal changelings, hers were rings of silvery grey and blue. She also wore a long olive green mane, and sported some interesting patterns on her spotted chitin. Her horn was long and straight, with a small hook in the top.

The location was outdoors, in the midst of some ruined city. Charcoaled fragments of logs and broken stones lay among of partially standing structures. The exact place where Chrysalis stood was some kind of altar.

“It’s my hope that this well I’ve created will be source of wisdom for the changelings who come after my time. To be a Well of Memories so to speak, and a place of remembrance of for the great deeds that have been done by our kind.”

Crafty continued her little introduction, as Chrysalis continued to observe the surroundings. In the distance a few sentinels could be seen as they roamed over the broken city scape, as well as the other changeling types. They all kept their distance from queen Crafty though, and Chrysalis cocked an eyebrow at that. Suddenly Crafty shouted in a direction away from the altar space.

“Avall! I want you to come over here!”

“What is it?”

A deep resonant voice answered the queen’s call from the other side of a torn structure. Chrysalis just noticed the smoke that steadily rose from that particular building, and she shuddered when she heard that voice, it was piercing and carried like an earthquake. The queen of the past continued her request.

“I want you to come and speak for the records in my well, there is much that future generations can learn from you.”

“Future generations can learn their own damn lessons!”



“If you want a pleasant evening, you’ll get your giant arse over here!”

There wasn’t so much a reply as a loud grumble after that. A deafening thump came from the smoky building, and a gust of wind radiated out from it. The smoke was blown away, as an enormous shape rose out of the non-existent roof.

The drum of giant insectile wings shook the air as the fearsome figure thundered forward. It was only a small distance from the smoky structure to the altar where the queen stood, and the giant covered it in a moment. He dropped from his lazy hover with a crash, and the stones under his hooves cracked.

Chrysalis blinked, and tried to comprehend the creature in front of her, and that it was indeed a changeling. This specimen was more than twice Chrysalis’s height, and his features added to the overall intimidating appearance. His long fangs hung proudly out of his mouth, while his mane was large, wild, and unkempt, like that of a lion. It was colored a faded shade of white, contrasting sharply with the dark grey tone of his hide. The thick chitin over his form was gnarled and pot marked with scratches. She soon looked up into his fierce gaze, finding his fiery red orange eyes burning with irritation.

A loud crunch interrupted Chrysalis’s roaming eyes and she looked again to see what he was doing. There was a rack of fatty ribs in his mouth, and he slowly took his time to munch them down, bone and all. The queen’s jaw dropped, those ribs looked about the size of full beef racks... He finished soon and spoke with that monstrously deep voice again.

“What do you want me to say? I don’t even know how your well thing works.”

“I’ll show you then.”

Queen Crafty flashed her eyes towards Chrysalis’s position, and a small portion of liquid-like substance floated out into the air between the two historic changelings. With another tingle of magic the substance spread out wide into a flat broad surface. Crafty’s green aura worked the substance over, and soon there was an image on it.

“Hello there, changelings of the future. I am Queen Crafty.”

It was an echo, both in imagery and voice of what the queen had just said earlier. The enormous male changeling looked unimpressed.

“You made a little message blob…”

“Yes, it records messages, but I can also put memories directly into it as well. It’s a very special concentration of magic. If you simply reach out your aura, and focus on a memory, it can copy it.”

As she explained, Crafty scrunched her muzzle as she focused her attention more directly on the floating liquid surface.

It swirled, flashed, shifted, and soon another scene appeared. A small shimmer of magic connected between Crafty’s horn and the well. Chrysalis snorted at the older queen’s actions, and found it amusing that she got to watch the well of memories being used, while she used the same well millennia later. The ball of liquid was much smaller back then. With that thought aside, she titled her head to watch what the two other royals watched.


In the midst of a secluded forest-

“Hmm, I want you…”

The enormous lion maned changeling circled around the figure of Crafty, and there was a predatory glint in his eyes. Her response was to stare back with fiery glare, and posture defensively against his prowl.

“Can I say no?”

He chuckled a deep chuckle that likely killed most of the local insects and rodents, the force of the low decibels was enough to break small sticks and stones. It certainly made Chrysalis’s heart pause as she watched and listened. Once the enormous royal finished his bout of mirth he stopped his circular trot, and raised his head high. His stature felt like that of a mountain, and his voice matched the imposing nature of his form.

“Why say no? There is no royal stronger than I, nor one that has provided so well for their swarm. You should be kissing my hooves, and begging to be mine.”

“There is more to a changeling than strength alone.”

The female royal jumped from her defensive posture and punched the mountainous changeling right in the eye.


He took one stomp of a step backward, and raised his foreleg to shield his face, though Crafty didn’t strike another blow, instead she went back to her defensive posture a few steps away. Another deep chuckle came from the lion maned equine.

He lowered the limb, and revealed one slightly puffy eye. A broad sharp smile spread over his massive mouth, and he stepped forward completely undeterred. The smaller royal backed away as he advanced.

“You are correct, my crafty royal, for you will be mine. Give me your name…”

“I have not acquired one yet.”

“What? How can a sightly royal with such poise not have a name?”

“Save the flattery, I know what you’re here for.”

“Do you?”

With a bound faster than seemed possible for a creature his size, the giant royal leapt forward and pinned Crafty to the ground. She let out a frightened squeal and tried to fire off some magic at him, but he avoided it with a surreal nimbleness.

He laid down his massive girth on her back, and put one giant hoof over her head, and pushed it to the ground. Her horn was no longer able to even point in his direction.

A low growl escaped past his dark lips and long fangs, it was a sound more of reminiscent of a dragon than an equine. His massive head lowered down close to the royal who was pinned helplessly under him, and he took a few deep sniffs.

“I want you, and that should be flattery enough. I take what I wish, and I put down any who stand in my way.”

Keen just looked up at him with a defiant eye, she couldn’t speak, because her jaw was pressed against the ground, but she snorted angrily. Her giant captor looked into her resilient expression with a smug grin.

“I will call you Crafty, for I enjoy the boldness of your insight.”

Much too Crafty’s surprise the weight on her back was lifted, and the enormous hoof was removed from her head. She quickly scurried back as she brought herself to her hooves. In a moment her horn was ignited and prepared to blast, but she saw her aggressor had already turned his back and walked away.

She shook her head and did a double take; all she managed for a short while were some deep breaths and pants. A fair bit of air had been squeezed out of her lungs when he sat on top of her, and she needed to recover.

By the time she felt relatively comfortable again she noticed the mountainous changeling had already made a good distance between them. Her expression fell into deep confusion, what was he walking away for?

Her wings buzzed and she flew forward in pursuit, easily catching up to the enormous royal, who didn’t so much as look at her anymore. She found herself flustered by the sudden lack of aggressive attention.


“Why what?”

He didn’t slow his stride as he answered her. She continued to hover alongside him, frustrated by the change to nonchalance.

“Weren’t you going to force yourself on me, and my swarm?”

“Ha! I could couldn’t I.”

“Then why aren’t you?”

“Why are you following me Crafty?”

He stopped his forward stride, and she held her position in the air. His large fiery eyes turned to look into her cool ones. The question caused the smaller royal to fumble in her attempt to form a response. She couldn’t come up with an answer quickly, so she remained quiet.

The enormous royal dropped his eyelids half way, and he turned his gaze towards the horizon. His reverberant voice carried his words until they echoed in the bones of those who heard.

“It is one thing to take what I want from simple minded fools. It is another matter when I find some changeling with actual spirit. Your presence is something I want following me around of it’s own accord. Not dragged around by my hoof every step of the way.”

Keen lowered herself to the ground from the air, and ceased the flutter of her wings. She looked up with at him with a thoughtful focus, and remained quiet to allow him to continue. With a slow turn of his giant head, he looked away from sunset to the observant Crafty. The smug grin was gone, and replaced with a more somber and tame smile.

“You might be surprised by the number of other royals that have groveled before me. My councilors don’t dare question any action I take. It has been that way for too long, and it’s refreshing to see some honesty, and from one that isn’t a mortal enemy.”

He took a step towards her, and she didn’t back away. His approach wasn’t as predatory as it was before, and she didn’t feel as threatened.

“Since I received wind of your innovative nature I was curious. Now that I tasted of your company, my desire for it has increased. I would have you and your swarm join me willingly.”

“And what would be my place in your swarm. There are several other royals in it already.”

“As long as you don’t wallow pathetically to me, I would have you by my side.”

“You want me as a glorified jester?”

He walked by her slowly, and gently brushed the side of his body against hers. His fiery eyes roamed over her, and she blushed slightly. He continued in candid tone.

“Oh, more than a jester. I must confess it’s also difficult to find a female company sturdy enough to handle me.”

“I can imagine…”

At her response, he laughed and sent another rumble through the forested region


In the city ruins, where Chrysalis watched the original memory.

Crafty changed the shimmer of magic that connected her with the small well of memories, and caused the swirl of liquid to go back to it’s place on the altar stones, a place which Chrysalis couldn’t observe. The queen of the past turned to the exceptionally giant royal next to her with a raised eyebrow.

“Interested in sharing a little more?”

“That was a nice time wasn’t it? Back when I thought I needed some changeling to question me.”


“Alright, yes, it does seem interesting, but what would future generations want to know from me? All I’ve done is crack a few heads, and kept my swarm’s appetite satiated. Something any royal should be willing to do.”

“Start with how you came to lead the swarm.”

“You want me to share that story? It was simple enough, I kicked a coward off the throne.”

“Show us, I would like to see it from your eyes. You have related that tale so often with words, now we have a means to experience more.”

“Very well, now, all you said I had to do was touch it with my aura and think of the memory?”

“Yes, it’s quite simple.”

A green aura glowed around the giant’s saber shaped horn, and the small stream of liquid was levitated back into the air, and held close to the enormous royals face. Soon all Chrysalis could see was his countenance.

“Were you talking to the future generation earlier Keen?”

“Yes I was Avall, why don’t you share a word.”

“Hmm, I suppose I’ll, no, they’ll get enough of an introduction with the memory. Just know me as king Avalanche, whoever you are.”

He closed his bright eyes and a shimmer of magic connected his bladed horn and the well of memories.

Ch.30 "King Avalanche" part 2

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Chrysalis Wins

Ch.30 “King Avalanche” part 2

As King Avalanche worked his magic over the well, the scene around Chrysalis blurred and changed from the grey tones of the ruined city to something more… red. Eventually the obscure details solidified, and she could identify the volcanic nature of the surroundings.

They were in the midst of some large, ash choked chamber, which was illuminated by the hellish hues of molten rock. Many changelings fluttered and trotted throughout the chamber. All of them sported some kind of ghastly injury, whether it was deep claw marks all over their chitin, and/or any combination of missing legs, wings, eyes, tails, and horns. Most of them had manes, but they were either burnt or charred unevenly. Regardless of the injury however, angry grimaces were the most common expression among them.

A short distance away Chrysalis could see the primary figures the memory was concerned with. A younger Avalanche, covered in fewer pot-marks and gashes, stood close to another group of royal changelings.

“Ah yes, that cursed pit of misery, this magic recalls the details perfectly. My compliments Crafty…”

The familiar deep voice rattled the inside of magical observation sphere. Like the other times Chrysalis had used the well, she noticed the royal who shared their past was next to her, and also observed the memory as a viewer companion.

Older Avalanche looked onto the scene of his youth with distaste. It was written all over his massive muzzle. Chrysalis looked at the light shimmer that separated them, and saw she was close enough to reach out and touch him.

She put out a hoof and brushed it along the transparent barrier, which caused a ripple and distortion to the scene around her. Her hoof was lowered, and she waited for the vision to clear up.

When it settled again she let out a long sigh. She hadn’t been able to touch another royal since Shellish was around, and even then, Chrysalis had been resentful toward her mentor. It hit her how alone she had been over the past thirty years, royally speaking anyway. She had no changeling to rely on but herself. A slight shudder passed through her, and one of her wings twitched uncomfortably.

Her eyes roamed back over to the past king, who sat silent and observant next to her, separated by the barrier of time. Before the memory could progress any further, she raised a hoof to the well and flashed her eyes with white magic, halting the event.

A moment later her gaze dropped to the floor, and she slowly traced a hoof in circles over the ground. Her ears were lowered, and her tail remained still. In her little space there were no ashes, just the moist earth of the mountain complex outside of Canterlot. Here in modern day, she was the only royal. The only one the swarm could depend on for complete unity. The only one who directed the changeling future as a whole.

As helpful as her councilors Shade, Colony, and Vivisect had been, it was always a queen to servant relationship. She had managed to greatly improved the desolate circumstances her rule had begun. Things were better now for her changelings than they ever had been in many respects. Though the position was still precarious, and could be drastically shifted if she made enough mistakes.

She thought over the interaction she had just seen earlier between Avalanche and Crafty. It took her a while to digest the events in her mind. Did she want some changeling who would honestly challenge her ideas? Before she made up her mind, she raised a hoof, flashed her eyes, and allowed the historic scene to continue.


The younger Avalanche stomped about angrily on the other side of the cavern. His lion-like mane was a great deal shorter, and appeared to be singed in many places.

“I won’t stand for this anymore! We haven’t been able to get enough love to even heal our injured. Why are we holed up in these dragon infested tunnels when we should be out claiming what is ours!”

“Because we are too weak to go about claiming tribes and villages, you sodden idiot.”

A gangly royal barked with a scratchy voice. This older husk of a changeling sat upon a rudimentary throne of obsidian stone. A threatening glare from his red-orange eyes was directed towards the younger Avalanche. The crude figure lifted a badly chipped hoof and pointed at the massive royal across the chamber.

“If you suggest an attack again I will cut you off from the swarm!”

A brief flash of crimson light from enthroned royal’s eyes caused several sentinels to hover close by. Each of the changeling guards that had horns, ignited them with green magic.

The other royals that sat near the throne looked between the two contentious figures, and wore a myriad of interested yet cautious expressions. None of them spoke, as if restrained by the suspense before them. Avalanche resumed his angry shout.

“I won’t suggest it anymore. A fool like you would be content with all of us being slowly devoured, whether it’s by dragons or our own hunger!”

“Silence! You are the worst thing I ever created. I should have crushed you under my hoof for being the cause of my mate’s death… Sentinels, take him out. Take him in pieces if you have to.”

Many of the nearby royals gasped at their leader’s horrid statement. They muttered disgruntledly amongst themselves, but none of them spoke out. The sentinels the enthroned royal called advanced on the younger Avalanche. All of their sharp, bladed horns were a glow with magic, ready to burn, cut, and pierce through chitin.

Young Avalanche snarled, and paid no mind to the sentinels who stalked closer, his giant fangs were bared, and his eyes burned with hatred.

“Then you should have smothered me, High King Ardor…”

The enthroned changeling’s name was spat out as if it was the vilest thing to ever leave Avalanche’s mouth. One giant stomp forward caused many of the sentinels to pause. Another giant stomp forward caused several horns to fizzle out as the will to fight died. The third step forward from the massive royal caused nearest sentinels to back away. A crimson glow emanated from Avalanche’s eyes and the changeling guard cowered away from it. None of them could muster the determination to follow through King Ardor’s command.

A deadly smile crawled over the young Avalanche’s fanged muzzle, and his wrathful gaze turned to the royal. In turn Ardor stood up from his throne, furious that his order wasn’t being followed.

“Cut him DOWN, NOW!”

Ardor eye’s flashed a brilliant red and his bladed horn ignited in a swirl green magic. The Sentinels simply trembled between the crossfire of instinctual dominance, thus no progress was made. In a rage the high king jumped off his throne fired a blast of energy at his progeny.

It hit Avalanche directly in the chest, and caused a ruckus of an explosion,stirring up the ash in the cavern. For several moments the entire place was obscured in a thick blanket of black. There was nothing but the sound of several changelings, all coughing out the ashes they inhaled.

An earsplitting roar broke the darkness of the cavern, and the ashes were blown away by the force of it. As a wind whipped through the hot chamber it was obvious that Avalanche still stood tall. His wings beat with a deep hum and forced away the rest of the particles in the air. Blood hued light still radiated from his fiery eyes, and he continued his forward stride.

A large part of the chitin that covered his chest had shattered, causing green blood to seep from the exposed wound. Parts of his large wild mane sizzled with burning embers, his wings frayed on the edges. With a grunt the massive royal lit his horn.

Green fire raced around Avalanches horn and down the rest of his body. The blood ceased to flow from the wound, but his chitin remained sizzled and broken. Avalanche roared at the high king.

“The only weakness in the swarm is you!”

Ardor snapped his jaws and readied another blast from his horn, but didn’t anticipate the speed of his challenger. The flames of magical energy still licked over Avalanche’s form, helping propel him at unexpected speed. With another flash of magic, hooves were replaced with much sharper appendages.

Before Ardor’s blast could be fired a massive set of claws swiped at his horn, cutting it clean off. The cranial appendage soared through the air, landing in a nearby pool of magma, where it fizzled away.

The High King didn’t even realize what had happened yet, and thought his opponent had simply missed. When he willed his magic to fire again he was disappointed by its unresponsiveness. Avalanche stood close by with a devilish grin.

Something wet began to trickle down Ardor’s head into his eye, causing him to he blink to try and clear it away. It was only when he attempted to wipe it off did s he notice something missing. As soon as the realization his him, agony followed.


He fell down and fidgeted, his eyes rolled about wildly in their sockets as he was thrown into a magically disrupted seizure. An enormous set of claws pinned down the High King where he lay, and Avalanche loomed over him. He was much larger than Ardor, much larger than any changeling for that matter, prompting every other creature in the chamber to back away in fear.

As the giant royal lowered his head close to his defeated progenitor, he opened his jaws wide to inhale deeply. All the love that kept Ardor alive was drained out of him, causing the High King to pale as his bodily functions failed.

When there was nothing left to take Avalanche grabbed him about the neck, and tossed him into the nearby pool of magma, where the High King sunk and burned away like his horn the moment before.

His temper still raging, the young Avalanche thundered up to the obsidian throne. His claws changed back to hooves and he began to angrily thrash at the black stone the High King once sat upon. It shattered into hundreds of pieces under the relentless assault of the massive royal. He wrathfully kicked the pieces towards the magma pool in an effort to get rid of any trace that it was ever there.

Eventually the fire went out of his eyes, his frustration finally satisfied. He turned to the rest of the changelings present in the chamber. A barely contained levelness held his red-orange eyes in check.

“A king’s glory shouldn’t be place he rests his flanks sits on, but in the state of his swarm. I am the High King now. Do any of you wish to dispute it?”


Came a unified chorus from the intimidated group of observant royals. The sentinel guards in the room also hissed loudly, even as they lowered their heads in respect.

“Then we move, today!”

One loud stomp of his hoof caused the rest of the changelings in the chamber to spring to action, and soon the volcanic area bustled with movement.


“Ha, I was sloppy about that wasn’t I… taking the hit and all, what a bull headed numbskull I was.”

Within the well of memories the older king Avalanche looked down to his chest, slowly rubbing the spot he’d been struck prior.. There was a particularly large pot mark in his chitin on the right side. Chrysalis turned to him with an amused expression.

“But you asserted your place for the swarm, I agree with what you did. Weak willed royals are the bane of their swarms.”

She spoke as if Avalanche could hear her, though it took a few moments of no acknowledgement to help her realize the situation again. Her posture deflated slightly, prompting her to return k to her observation. The older Avalanche continued to voice his thoughts.

“In case you weren’t able to pick up on it, whoever you are, that festering pustule I threw into the fire was my seed father. He blamed me for the death of my mother, Queen Siren, which was nothing new. His behavior went back as far as I could remember. It was only a slight shock to the others he did it so openly on that occasion.”

Avalanche scratched his chin as he mulled over other things to say.

“I have no memory of my mother, though one of the royals explained to me that the rampant starvation and carrying me to term was too much. It doesn’t really matter though, I prefer to ponder on circumstances that I can control…”

Despite his words however, there was no hiding the sense of wistfulness in his tone.

“Speaking of which, it was his terrible sense of judgment that led us to scrounging around in that forsaken volcano. ‘Dragons deter the ponies’ he would say. As it turned out, dragons didn’t really care for the presence of changelings either, surprise, surprise. The only reason the swarm survived as long as it did was because of my efforts. Sadly, it was probably because of my submissions to Ardor in spite of my strength that allowed him to be bold enough to settle there in the first place. Personally, I think he was hoping I would die while defending the vanguard on their collection trips. As you saw, he was disappointed.”

Another deep grumble emanated from Avalanche’s chest, rattling Chrysalis’s bones as she listened. The queen of modern day lifted a hoof to pause the scene again, she taking several deep breaths once it stopped. The rumble through her body left her feeling rather alive, and she had to calm herself in order to focus properly again.

She also wondered whether she felt the heat of the volcanic chamber, or if the well was playing some kind of strange trick.. Eventually she calmed enough, and her hoof was raised once more to let the scene resume.

Avalanche thoughtfully tapped a massive hoof on the ground a few times, as the glow around his horn initiated a scene change.

“I greatly enjoyed what happened over the next several weeks. As it was high time the High King was replaced. I just happened to be the one to complete that unfortunate necessity. Ardor so grievously underestimated our potential as changelings. Oh, and ponies, yes, ponies. I’ll show you next how I dealt with our equine cousins…”

The imagery projected by the Well of Memories changed from the dark ember flames of the volcanic chamber to a grass covered field. The night sky appeared in its brilliant glory, surrounding Chrysalis and her memory companion. The stars of the past all shifted slowly of their own accord, and nothing in the heavens was set in a still frame. The moon also moved, in a lethargic and somewhat irregular pattern.

In the distance Chrysalis could see a rural village, a few evening torches were lit, but it was otherwise a quiet scene. A pair of ponies wearily patrolled the area, and settled down near the outskirts of a thatched building.

There was a rustle nearby, and that’s when Chrysalis noticed they were in the midst of very tall grass. Grass that was tall enough to obscure even sentinels, but short enough for Chrysalis and the enormous royal next to her to easily look over it. A nostalgic grin spread over the king’s lips as he reminisced.

“This was the first stone in my avalanche.”

Ch.31 "King Avalanche" part 3

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Chrysalis Wins

Ch. 31 “King Avalanche” part 3

“Hey, what’s a little tyke like you roamin’ around at this hour for?”

An orange coated village guard noticed a blue foal waddle into the village. The small pony stumbled around, as if it wasn’t comfortable using its stubby legs.

Another guard walked over to the young pony, before lightly seizing him. A quick glance by the two earth pony guards, allowed them to see the young one was a pegasus, who promptly scoffed at the discovery.

“Sodden Earth, I think this little one fell off a cloud. Irresponsible pegasus gits, dumpin’ their foals on us.”

“What should we do with him?”

“Hmm, guess we could give em’ to the courier tomorrow. Pegasus foals really aren’t our problem. Got enough mouths to feed as is, let alone dem snobbish unicorns.”

“Right, though what about tonight. You planning on holding him till dawn ,?”

“Nah, that’ll be you job.”


The blue foal was shoved roughly into the orange guards hooves, who groaned in annoyance, reluctantly pulling the small pony over.

“Alright little one, no loud noises, this was supposed to be another uneventful evening.”

The guard became unsettled when the foal looked up at him, with a devious and predatory stare.

“But what about my friends?”


The guard was surprised that the foal spoke, he almost seemed too young for that. Though, what really disturbed the guard was when the little foals eye’s flashed green, and a small gust of wind blew back the hairs on his face.

The foal was gone and a wall of black had replaced it. In utter confusion the orange pelted guard shook his head a few times to make sure his vision was clear. When the black mass moved it was already too late to distinguish where it was.

A gigantic hoof connected with the unfortunate guard's head, knocking him clean off his hooves. The earth pony lay on the ground, out cold. His fellow guard started to shout, before he was also clobbered by a hoof that was wide as a tree trunk.

The massive royal changeling looked over the two downed earth ponies, then lowered his mouth close to them and began to inhale deeply. Both of the guards lost their color, and fidgeted in an agitated state. They weren’t dead, but in the midst of atrocious nightmares.

The royal flashed his red-oranges eyes towards the tall grass. Between the tall blades of foliage emerged an assortment of ragged changelings. Sentinels, drones, and vanguard, all them came out in a mixed horde.

“I’ll awaken them, herd the stragglers towards the traps…”

Avalanche spoke as quietly as his booming voice could manage, and waited for his small swarm to get into position. Soon there were changelings settled near the entrances of each of the thatched homes, with the changelings out numbering the ponies by a fair margin. Surrounding them would not be difficult.

Once the king was satisfied with the position of his subjects he reared back on his hind legs, before inhaling a particularly hearty breath. Then with a crash of thunder, his front hooves collided with the earth in front of him as he let out a roar that shook the homes throughout the village.

The reaction was almost immediate, several startled ponies opened their doors to investigate the source of the disturbance. As soon as they set hoof into the street, several changelings pounced out of their hiding places, angrily hissing with their fangs barred .

Surprise, shock and fear broke across the small populace, prompting them to flee the horrid creatures in unorganized chaos. Those that tried to re-enter their homes were blocked by three or four changelings a piece, while the few found the determination to try and force their way back in.

As the ponies that ran in chaotic fear, there was a method to their attackers’ movements. The changelings pursued and herded them away from the rural structures to a trap they had prepared earlier.

When the terrified ponies made it several strides outside of the village they found their hooves caught in a sticky substance, and rendered immobile. Before they realized the trap laid before them, the changelings had successfully corralled dozens of them into a wide patch of it.

The ring of slime completely surrounded the entirety of the small village, and caught securely the hooves of any earth pony that stepped onto it. When the group of changelings finished chasing their prey into the trap, they went back to the village to help capture the rest.

The young and elderly were pulled forcefully out of their homes, dragged to the slime that surrounded the town. Terrified cries and screams from the ponies accompanied the atmosphere of hisses and growls from the changelings.

As the last few ponies were grouped and captured, a three legged sentinel approached King Avalanche. This sentinel also had a gouged eye, burnt orange mane, and only one wing. He spoke to the royal with a guttural voice.

“It appears as easy as promised, High King.”

“Then feast Scraps.”


Scraps hobbled towards the place where ponies were held captive, his guttural voice addressing the other members of the swarm, informing them it was time to eat.

Avalanche sat contentedly on the sidelines, observing his swarm reap their reward. There was about one pony per three changelings, with each of them scrambling like hogs to a trough to suck up what love they could.

Soon the once colorful array of ponies were but faded hues of their former selves, falling limply into the slimy prison. . Yet despite the debilitated state of their captives, some of the changelings still tried to drain more in a futile effort.

With a flash of white in his eyes, Avalanche bellowed out to the members of his swarm.

“Enough, this village has given us what it can. It is time to move to the next.”

A quiet swish cut through the air, followed shortly by a clang. With slight surprise Avalanche looked down to his hooves, catching site of a spear bouncing off of the ground. The metal tip was bent.

It must have just hit him, yet he didn’t feel it, his thick chitin skin proving impregnable to such a feeble weapon.

He looked up to search for the one who attacked him, finding one of the previously unconscious guards back on his hooves. . He stared at the royal changeling with a defiant grimace, despite the not even being the height of Avalanche’s knees.

“It’s gonna take more than one hit to bring me down!”

Avalanche, deciding to oblige his challenge, unleashed another strike to his helmeted head. The blow left a substantial dent, with the guard not getting back up. With a dismissive sniff Avalanche turned back to the swarm.

“Are you still hungry my changelings!”

There was a chorus of agreeable hisses in reply. Avalanche smiled broadly, dragon territory could rot for all he cared, he was on a new path, one that would be a glorious triumph for the swarm.

“Then we rest for the night. Trap any visitors that come to this village in the morning. Tomorrow, we hunt again.”

Avalanche turned to pick up the two fallen guards next to him with his magic,, quickly tossing them with the rest of the emotionally decimated ponies. He hummed contentedly as he did so, feeling his boldness growing with his appetite. This little heartwarming village was a good taste of what they could have, and he was eager for more.


“Oh Trottersville, how delicious you were, especially after so many years of meager regurgitated vanguard rations.”

“And you just left them there? Like that? But what about…”

Chrysalis looked up to the older Avalanche who sat next to her, cocking an eyebrow at him. The older king seemed lost in his amusement, even as the modern queen looked back to the memory that was presented.

She had to remind herself she would only get the answers that he chose to leave behind. Perhaps the consequences would be revealed shortly, thus it was best to avoid voicing questions that may or may not be answered. A series of new scenes flickered in rapid succession in front of the two royal changelings, with Avalanche musing onward.

“After Trottersville came Stotterton, then Eartham, Tailwind, and others. All earth pony towns. Given my swarms limited energy and various injuries, they were the best targets to start with. We struck at night, when they slept, using the element of surprise as much as we could. With each hunt we became more successful, moving faster than word was able to spread. Within a few short weeks we had gathered enough love to fully restore our bodies after so long .”

Indeed, as the montages of activities blurred past Chrysalis she noticed the burnt and scratched up changelings heal from their wounds. Wings grew back, as did lost limbs, eyes, and patches of gouged chitin were all recovered.

“Soon we discovered strength beyond mere basic functionality, and the prey we could hunt expanded. The pegasi in the sky were available to us, and I set about to take the love that roamed through the clouds.”

A small cloud town came to Chrysalis’s view, with her vision soon filled with the sight of changelings in pursuit of the airborne ponies. Dark forms pursued their colorful counterparts, darting around patches of cumulus in almost a hostile game of tag.

“Pegasi may have the hearts of warriors, but they don’t fly very well without their feathers… The recently acquired boost to our magical energy gave us the edge needed to capture such nimble prey.”

As Chrysalis watched, she saw the small flighty groups of pegasi being caught in the grasp of green changeling auras. They methodically plucked the ponies’ feathers and tossed them onto clouds, leaving them stranded. The now flightless pegasi were easy pickings for the changelings, who upon thoroughly draining their captives would push the clouds down close to the ground.

“Ah yes, needed to make sure the pegasi didn’t accidentally kill themselves afterwards. Can’t drain them later if they’re dead after, hehehe.” And the swarm grew, tripling in numbers within a year. Eventually we were running circles around the pony villages, on the ground or the air. I was careful to keep them sufficiently drained and weak, so that none of them would recover enough to pose a real threat, but allowed them enough energy to go about their basic functions.

Anyway, unicorns were a particularly tricky crowd to get a hoof around. Their use of magic was diverse, though more problematic was the castles they resided in. While not as numerous as earth ponies or pegasi, their castles were concentrated centers for their populaces and very defensible.

Unfortunately word of the raids had made it to unicorn ears, prompting them to construct frustratingly challenging magical barriers.. As much as I hate to find a wall I can’t break, I had to respect their gift for defense.”

A new landscape came into view. There was a castle on a hill, surrounded by a light pink magical shield. The younger Avalanche, along with his numerous horde of changelings, all stood in a nearby forest, staring at the defended city. Many of the changelings were licking their lips eagerly, eyes almost manic with hunger.. Chrysalis began to wonder what they planned to do, when the older king Avalanche continued his commentary.

“Instead of trying to smash it apart, we simply denied them one necessity, food. It would only be a matter of time before denial would make the unicorns too weak to cast magic. For starving unicorns don’t cast magical very well, much like starving changelings. Though, what made the effort so easy was the unicorns dependence on earth ponies, who were now at my mercy. The routine raids on the earth ponies made it difficult for them to farm. I would try to let them have enough energy to live, but a few food shortages may have been my fault. Oh, and, and, HAHAHAHAHAHA!”

Avalanche’s laughter boomed inside the well of memories, forcing Chrysalis to put her hooves over her ears to block out the deafening noise. Too bad there wasn’t any kind of volume control for the well.

“Probably what made this so easy, was how quick the tribes were to blame each other for their problems. Their hatred for each other was so thick, it left a bitter after taste with the positive emotions we ate. Their disunity was quite pathetic, though it was what made my swarms rise possible. Can you imagine if they had something like us royals to unite them? Not the petty unicorn royalty, but something to get their tribes to actually work together, like a earthacornisus, er something. Ha! My ghost will shake if that day ever comes…”

Chrysalis paused it right there and scoffed at the ancient king.

“Oh ho ho, so you didn’t have any alicorns in your time huh? You had it easy, guh, If only I could show you how much you jinxed the future for us all…”

She rubbed her forehead slowly before mustering the will to keep listening. With a casual wave and flash of magic, Chrysalis let Avalanche resume his talks.

“When the earth ponies wanted unicorn help, the unicorns denied them. Their numbers were already small, thus spreading outside of their castles would put them at risk for my raids. A risk they’re pompous little arses simply wouldn’t take. So that brings us back to that castle we see here. It turned out differently than I expected… and, well, I’ve made smarter decisions…”

In the distance the magical pink barrier started to fizzle, and fade. As soon as weakness was detected the swarm of changelings started to buzz their wings, heading towards the stone walls with great vigor.

The older Avalanche sped up the scene a bit, before the barrier was finally down. Younger Avalanche led swarm in the air and settled down upon the walls of the castle, so he could watch as his swarm went headlong into the city.

The unicorns within appeared extremely emaciated given the lack of food, but to changeling eyes they were still full of emotion. Ripe with snobbish pride. They greedily descended on the pony population with mouths wide open and eager.

A sudden gale whipped over the city, and a giant shadow passed by, sending many changelings spiraling out of control through the air. None of that however, was as horrifying as the colossal gout of flame that brushed over the top of the city. Many changelings fell in burnt cinders.

For the first time since Chrysalis had seen him, fear was stricken across the younger Avalanche’s red-orange eyes. His gaze bolted skyward, as his gut instinct confirmed his fear.

A pale form loomed over the city, whose breadth clouded many of the structures with its shadow. Wings that created monstrous gales beat down over the castle, and knocked down any loose particles.

Ponies were blown off their hooves, changelings blown out of the air, and the enormous pearlescent beast laughed. A laugh that made Avalanche’s voice pale in comparison. One moment later the titanic creature landed down amongst the city, casually crushing buildings in its wanton carelessness. Words of insidious nature and tone came from his long, fang filled maw.

“I missed my cricket snacks, why ever did you leave? It matters not, but I must thank you for opening the gem box of this city. I’ve had my eye on it for some time.”

With earth shattering steps the great white dragon strode forward, leaving a path of carnage behind his advance. His destination was clear, the epicenter of the city, where the unicorns kept their vast treasury of gems and other valuables. It snapped at the air whenever it came close to a fleeing changeling, sometimes even successfully snatching one.

Young Avalanche was still on the wall, at a loss of what to do. When he was in dragon territory the goal had always been to simply evade and avoid. Now one of the beasts, a larger one at that , was here to pillage HIS territory. Eventually fear turned to anger and possessiveness. He jumped from his place on the wall and flew towards the scaled monster. During the flight he changed his hooves to claws.


That got the dragon to stop his stride, turning to the source that called his name. Archway narrowed his cold, grey eyes to focus on the giant changeling that approached him. The sight brought a grin across his wide maw, salivating through the rows of serrated teeth that promised death to all. .

“A cricket that’s more than a mouthful, that’s a surprise. And this one even knows my name, how flattering.”

“These ponies are mine, you infernal lizard!”

In response Archway swished his tail, with force powerful enough to completely level several of the buildings behind him. Terrified screams erupted from the ponies who hadn’t fully vacated the premise, with some were silenced under the shower of stone and timber that trailed the dragon’s tail.

“Are they?”

Avalanche didn’t reply with words, rather his red-orange eyes flashed a brilliant white as a mental command was bellowed out to his scattered swarm.

“To me changelings! We shall gouge his eyes, cut the leather of his wings, and burrow into his ears. Make this beast suffer for everything we have endured. Dragons no longer decide our fate!”

The mental shout was unmistakably clear, and the terrified changelings felt compelled to obey his order. Much of the furious indignation that emanated from Avalanche circulated in his fellow swarm members, who felt their fear being replaced by royally inspired anger.

Avalanche ignited his horn, wreathing his body with magical energy. He had much more fuel to burn that he ever had before, possessed with the determination to apply it.

Like a bolt of lightning, the giant royal dashed up to the titanic reptilian and slashed at an exposed grey eye. He only made it just past the beast when an agonized roar broke Avalanche’s focus, slowing him down.

The pause slowed him enough to be caught by one of the dragon’s flailing wings, throwing him into a downward spiral,straight into a street vendor’s stand. Many kinds of basketry and other weaved goods exploded in all directions from the impact of the collision.

The giant equine groaned in dishevelment, struggling to rise from the ruined crater of market goods. An angry shopkeeper burst out of the building the vendor was attached to.

“What in Tartarus is going on!”

It was an unusually tall lean unicorn mare, who had a white coat, and long pink mane and tail. There was no mark on her flank, but the voice and face made it unmistakable who she was. Chrysalis gawked at the scene, her jaw fell when a shorter blue unicorn followed out behind her sister, leaving no room for doubt.

“A dragon is what’s going on.”

Avalanche rose out of the ruined vendor,shaking off the wooden articles piled all over his frame. The two unicorns were surprised when the shattered store wares had apparently come alive, in the form of a changeling larger than any pony had seen no less. Neither of the sisters spoke, but backed away slightly.

“I’m going to carve his other eye right out!”

The king grumbled angrily, his forelegs in their claw morphed state, preparing for flight. The earth trembled under the pressure of a vehement stomp, with the equines barely able to keep their hooves under them. The two unicorn sisters looked out into the city, their pupils shrinking to pinpricks when they realized what the cataclysmic disturbance had come about.

The taller white unicorn turned to the enormous changeling, then the dragon, and back to the changeling. Confused, she took a tentative step out of the house.

“You’re not going to fight it… Are you?”

The furious titanic monster in the distance rounded about, and searched with lethal intent. He had one of his eyes closed tightly shut, distractedly batting away at changelings that tried to go for his vulnerable areas.

To the horror of the two unicorn mares and the displeasure of the royal changeling, a colossal grey eye looked down their street, zeroing in on his target. Miniature earthquakes heralded the dragon’s angry advance.

“Would you prefer me not to? Get to safety ponies, I’ll come for you later.”

Avalanche deftly seized the two unicorn mares between his forelegs, and with dexterity that belied his size, dropped them safely outside the city walls. Barely a moment before the dragon’s claws annihilated the home the two sisters had just been.


Chrysalis stopped the scene right there and turned to her viewer companion t. She seethed breaths between her fangs, futilely trying to form some words to convey her growing anger.

“Do you even… GAH!”

She wanted to shout curses, but her mind whirled in a confused mess as she tried to comprehend the scene that took place. Her hooves stomped along ground in a little tantrum.

“This brings up so MANY questions!”

Before the queen could fully start to rant about the possible ways that scenario could have played out, another voice interrupted her.

“MY QUEEN, MY QUEEN! There you are!”

It was Colony, voicing great deal of concern, almost to the edge of panic. Chrysalis groaned in frustration, even as she used her magic to put the well of memories back to it’s place of rest. She slowed her breaths and tried to recompose herself.

“What is it Colony?”

“The sun should have been lowered two hours ago, and I was worried something had happened.”

“Oh, is that all? Very well I’ll see to it, I have other things that need to be addressed anyway.”

The queen and her drone left the chamber of the mountain complex, allowing Chrysalis to set her eyes to the sky. She could resume her trip to the past tomorrow, but she would need to talk to Shade. They still needed to hunt down the element mares and Sombra’s infernal amulet.

With her two tone eyes faced towards the heavens, she prepared to cast the necessary spells. The sun was successfully lowered, and now came the time to try out the new spell Celestia had shown her earlier. The Changeling Queen was still a little apprehensive, as she wondered what new sensations the moon might introduce.

Chrysalis growled in anger, wishing she hadn’t been so quick to promise Sombra she wouldn’t show up to the cave again. She had some questions she really wanted to ask the white alicorn. With irritated reluctance, she initiated the magic to raise the moon.

Ch.32 "Shady Business"

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Chrysalis Wins

Ch.32 “Shady Business”

In some fancy smancy spa in Canterlot…

Shade never bothered to learn the location’s name. All he knew when he received the order to wash over seven hundred vanguard was that he would need a bath, soap, and lot’s of brushes and sponges. A spa has those right?

The spa ponies were gracious enough, once they got over their fear and disgust, and saw fit to designate one quarantined room as the changeling disinfectant chamber. Or so it came to be called after some obnoxious vanguard blabbed about the Badland parasites.

The changelings that came to be serviced by Shade had to walk through a plastic wrapped hallway as a result, not unjustified, but it led to many face hooves and exasperated sighs. Unfortunately Badlands parasites weren’t the only thing his vanguards saw fit to discuss, while they were scrubbed.

Much to Shade’s disappointment, a number of vanguards seemed to have lost all pretense of social etiquette after their successful invasion, and were openly rude to a number of ponies. Something they never would have done before when trying to earn love.

“And, and, you should have seen the stallion’s FACE! HA! Priceless, the mare I replaced must’ve been infected with a bad case of pitty the poor welp, because putting up with all that needy nonsense was horrible. Going back and telling him how things are was delicious. I mean, his love was good enough to live on, but now, I could just tell him he’s unneeded, and I gratefully dumped the sucker like the ball and chain he was. There are such better options now, Ha!”

A particularly mirthful vanguard splashed about the water of the shallow communal bath, while she related the tale of her recent escapade. A number of the other vanguards in the bath chuckled and hissed in joviality. Shade shook his head and rolled his eyes, as he grabbed a sponge with a hoof.

“Would you pass the soap Spike?”

A bucket of soapy water was kicked over towards Shade. It teetered and threatened to spill over as it slid over the slick floor that surrounded the bath area, but it remained upright with most of it’s contents contained. The little purple dragon sat on a short stool, with arm’s crossed defensively, and a face that expressed the displeasure of a thousand rotten birthdays all experienced within the last twenty four hours... or something like that.

Shade’s purple eyes traced up from the bucket to the place where the young dragon sat and huffed. A soft, sad frown graced over his muzzle, and added to the overall dreary look of his weary face. The pliable skin under his eyes had gotten baggy, and even though the sleep he received earlier that day did him some good, and he needed more.

“Thank you.”

He spoke in as kind a tone as he could manage. The little purple creature had been a mess since Chrysalis handed him over. Between the initial tears of fear, tantrums spurts of flame, and the angry gnashes and slashes. This quiet pouty resentful attitude had been the most manageable yet, though that was of little comfort. Shade felt he could comprehend bits of the young dragon’s plight. What with all the misplaced chaos that the invasion had caused, and the majorly overhauled lifestyle some ponies now had to deal with.

When the vanguard who boasted about her earlier venture was about to continue her tale, Shade attacked her with a sponge. He managed to close her jaw shut with an uppercut of suds and pliable dead sea creature. The interruption of her exploits did little to interrupt the group’s overall mood, and another vanguard quickly piped up, and little stride was lost in the conversation between the others.

“You think putting a needy stallion in his place was good! You don’t even know the half of it! How about me crackin’ the truth on two mares and a griffon! I even brought them all in one room, so I could show em’ the three different disguises I used on em’. It was three pretty wildly entertaining reactions. One of em’ just snorted all unsurprised like, and just said ‘knew you were cheatin’ on me anyway’, hehehe, then the other mare just broke down all over the place. She’d been so desperate for some kind of relationship, wanted help raisin’ her two foals see, and when I stumbled on her and made it so easy, she just clambered all over me. When I pulled the rug it was like watching fine china shatter into a thousand pieces, just beautiful.”

“And what about the griffon?”

Another vanguard chided in. All of the other vanguards were now enraptured by this bloke’s particular tale of betrayal.

“Oh her? She didn’t say anything…”


“Ye, she just tried to kill me instead.”

“That’s not funny, that’s dangerous!”

“Eh, I thought it was funny, she didn’t have any talons in the first place HAHAHA! Just another desperate case that was easy to pick up. HAHAHA!”

The revelation of the griffon’s condition brought out a number of riotous laughs from the group. Many hooves splashed up and down in the shallow waters and some of it sailed rudely into Shade’s face. He had narrowed his eyes and clenched his jaws. A rather appalled snarl had started to cross over his muzzle.

Spike meanwhile had turned himself towards the wall, and put his head between his knees. The young dragon sniffled quietly, and went unnoticed by the changelings in the bath. None of the other vanguards took notice of the sour reaction two particular individuals had, and another one of them continued in the merry making.

“Ha, well now, I know the queen set the precedent of usurping relations, what with princess Cadenza and all that, and both of you shared fine examples of how our majesty’s triumphant invasion has allowed us to do what we please, instead of what we were obligated to do. But I think I have both of you beaten by a good deal…”

“Haha, really, I’m surprised, this oughta be good.”

“Ya, I guess my tale was on a smaller scale… What did you do?

“C’mon, how could you do worse?”

“I bet you’re just bluffing, no way you can one up Shod’s story.”

“Oh hoho, I’m not bluffing, but settle in, this is going to be a multi-layered meal of delicious debauchery.”


Every changeling in the room froze, and they took a moment to comprehend who had just shouted. All of their purplish and green hued eyes turned over towards the changeling who stood tall in the midst of them.

Shade was on all four of his hooves, and he glared at each of the other vanguards in the bath. He’s eyes were alight with bright lavender light, and his gaze caused each of the other changelings to shudder and cower before him. The oppressive mental power of the head vanguard was able to quash any utterances they may have come up with, and all of them were forced to give him their utmost attention. With a commanding voice he seethed out his words like fire.

“Should I bag all of you in cocoons and suck you for all you’re worth, just to cast you aside like fodder? That would be morbidly entertaining no?”

A deathly silence followed Shade’s words. Even the other rooms of the spa were quiet, and Shade knew the other rooms had occupants. His tone lowered in volume, but kept it’s lethal edge.

“I don’t know where to begin with how severely disappointed I am in each of you. All of you sit here and laugh about what would have been high crimes to the swarm, naught but a week ago. Did the spirit of your training manage to stick in your heads at all?”

“The training means nothing now…”

One of the vanguard manage to cough out a few words, much to the irate Shade’s displeasure. The head vanguard stared down the one who spoke, and amplified the mental pressure he could exercise over them. One by one, each of the present vanguards collapsed into the shallow water and clutched their skulls with their hooves and whimpered.

“On the contrary, your training matters more now than ever! For you dared to expose your true selves to those who trusted you, those who depended on you, and who in turn provided something precious and valuable. Yet you pathetic mongrels decided to squander it under something as weak as the pretense of entertainment!”

“But the queen…”

The defiant one remained defiant, and had not yet succumbed to Shade’s mental bearings.

“Do you think the queen would be pleased with what you have done? Do you really think she would be overjoyed at the misery you decided to cause, and love you chose to ruin? Do you think she’s done everything out of a simple vindictive nature? I’ll remind you in case you have forgotten.”

The defiant one finally dropped from his hooves and shivered violently. Shade in turn mentally berated them with the most disturbing imagery of the Badlands he could conjure. All the faces of the emaciated, the slain, and the decimated were pressed forward in the minds of each vanguard, and they cringed. This was accompanied with all the volatile emotions those deceased changelings suffered, which in turn emotionally ravaged the vanguards that cowered under their leader.

“It’s vanguards like yourselves that drove the swarm to utter desperate weakness, meanwhile all you can think about is your petty grievances against those you took love from.”

The small purple dragon had long since turned around to watch the whole endeavor, rather surprised and shocked with how his ‘handler’ had metaphorically flipped the table. Shade paused only briefly as he leered at each of the vanguards, all of whom wriggled in terrible distress.

“The queen took what action was necessary, and she does not plan for her vanguards to go about and destroying the resources we have at our hooves, whether they’re old or new. I’m stripping all of you of infiltrator status, you will no longer serve the queen as respected and talented changelings. If any of you want to do something besides dig with drones for the rest of your lives, you’ll meet me tomorrow night at the orchestral halls to restart your training. Now, all of you get out! It’s not possible to scrub all of your filth clean with soap…”

The mental hold Shade held over them was released, and the chastised vanguards didn’t wait to scurry out of the of bath house. At the lead of the retreat was the defiant one.

With a tired sigh Shade sat down the middle of bath, and allowed his head to droop lowly on his neck. His ears tucked back, and his wings hung loosely. Eventually he was able to muster the will to call in the next set of vanguards for their turn to get scrubbed.

It took a while, even after Shade released the mental call to the line. Half a dozen hesitant new vanguards trotted cautiously into the wash room, and stood at the edge of the bath. He lifted his head to look at the next set, and they seemed shaken, as they undoubtedly heard a good deal of what was said, and certainly felt the mental pressure even as they waited outside the room.

“I don’t want to hear anything from any of you. There will be no talking for this session, I’ll get you cleaned and you’ll leave, is that understood?”

Each of the new vanguards nodded in clear comprehension, and stood silent as they awaited further instruction. Shade turned to the small purple dragon who still sat on the short stool. He barely noted how the young reptilian’s eyes were wide and apprehensive.

“If you would be so kind Spike, would you grab a full set of new brushes and the tick-killer balms.”

Without a word the young dragon scooted off of his seat and went to fetch the materials from a nearby drawer. He was easily in Shade’s sight for the whole process. That tick killer-balm had been particularly effective in the removal of the Badland parasites, and Shade had been using it liberally. With a short turnoff his head, Shade faced the silent and watchful vanguard at the edge of the bath.

“Well, get in and get yourselves wet, I’m not doing everything for you.”

The six others quickly entered the frothy warm water, and got themselves rinsed. Spike approached Shade with a number of brushes and a tall bottle.

“Here you go.”

There was a notable lack of bitter resentfulness this time. It was replaced with a quiet respect.

“Thank you, you can sit at your stool again if you wish.”

Spike decided he would do so, and clambered back onto the short piece of furniture, and idly kicked his short legs back and forth. With materials in hoof, Shade went about cleaning the wet and silent vanguards in the bath.

Most of the changelings in Canterlot already looked notably better after a week. Access to all the love they needed did wonders for their health. The holes in legs had started to fill in, and manes had started to grow back in, but there were still plenty of deep divets, and patches of scraggly chitin. Many of those that did have hair grow back in had it grow in patchy, as parasites still worked to eat away at what they could. This time however, the changelings’ ability to heal out paced the damage the parasites were able to inflict. With a good cleaning, each of the changelings should be in wholesome shape within another week.

As he ran a brush riddled with cleansing oils over another changeling’s pot-marked chitin he idly thought about the state of the rest of the swarm. The drones and sentinels would need to be cleaned too, and he wondered if the queen had already tasked Colony and Vivisect with that. He smirked lightly, they wouldn’t have to do it personally like him, and he supposed his ‘punishment’ just got something necessary done anyway.

Thinking of Vivisect, he wanted to go have a chat with her, that moment up in the Crystal Empire was too good an opportunity to tease the head sentinel about. Her and all of her serious professionalism, it was something of a mask she always wore, even when she didn’t speak with the queen.

Yes, he mused to himself in his mind, he would have to pull out all the love drunk Manehattan bar jokes after their next councillorship meeting, whenever the queen saw fit to organize another one. So far it seemed, she had just been content to let Shade do clean up since Badlands fieldtrip. Well, besides the apparent fiasco that happened in Ponyville just recently, but back to Vivisect, he would need to come up with some fitting new nick name like… seductress of the crystal tyrant…

He couldn’t help but snort to himself, and imagine her all flustered and angry. This caused a few cautious glances from the vanguard in the bath, and they looked at each other and wondered if their leader had gone daft. He was obviously exhausted, and just shouted a whole lot. Now he chuckled at apparently nothing.

“Are you alright?”

It was Spike that inquired into Shade’s curious condition. The head vanguard shook his head to reorient his attention, and turned to the dragon on the stool. He continued to scrub another changeling while he replied to purple reptilian’s question.

“Oh, I’ll make do, orders are orders, and I can’t afford to disappoint the queen, not after I already disappointed her once.”

“I suppose I can understand that.”

“What were you up to before the whole invasion anyway? The queen seemed to recognize you for some reason, and I find that strange. Stranger than a dragon raised among ponies, which I’m sure you get questioned about all the time, but who were you associated with that grabbed her attention?”

“Well, uh, Twilight Sparkle is basically my sister. She’s the one who hatched me and I’ve been around her ever since.”

“That would make sense… So where did the queen find you before she brought you to the castle?”

“Donut Joe’s.”

“Ha, really?”

“You changelings are crawling everywhere, and I didn’t really feel safe taking the train out of here, I don’t know where to go anyway, you basically imprisoned every pony else I know…”

“I’m sorry to hear that.”


“No really, I am. All the circumstances that led to the invasion in the first place were quite unfortunate.”

“Did you absolutely have to? Did you have to come in here and take over?”

“Look, Spike, I’m not going to pretend I agree with my queen’s every decision.”

“But you didn’t stop her, I’ve heard enough from several changelings all day. Most of you were hidden here anyway, but sneakily sucking away love wasn’t enough huh?”

“I will respect my queen, would you do any less if Celestia herself told you to do something?”

“Celestia would never tell me to beat up and imprison other ponies, or be needlessly cruel…”

“You know what, you’re right Spike, Celestia wouldn’t do that. All I will say is that desperation can make the most civil of ponies depreciate into unseemly behavior. And, Spike, my queen was quite desperate for some kind of relief from our lives in the Badlands.”

“Then why didn’t she just ask for help, I’m sure Celestia would have done something…”

Shade just sighed at the young dragons question, one that seemed to be common to any pony, or dragon in this case, that had some of the situation explained to them.

“Ultimately it wasn’t my decision to make. When your swarm or family I guess, decides to go ahead with something, even if you don’t agree, you try to help them through it, and make sure they don’t hurt themselves too badly. You don’t pick your family after all.”

Something of a cord seemed to be struck with the young dragon, and his fiery demeanor softened, if only slightly.

“Why would help some pony that last group of jerks, I don’t think I’ve ever met any pony as rotten as them. Even you freaked out at them.”

“Please don’t judge all changelings by them, I will admit I was a bit surprised how atrociously those vanguards conducted themselves. I don’t train them to be like that.”

“Then how are they supposed act?”

“…like ponies.”


“Spike, our lives revolve around gathering love, for our sake we better be good at getting it. If we can’t get ponies to love us, whether by some face we borrowed or affection we actually earned, then we die. It’s that simple. We changelings need to be careful in maintaining and cultivating those emotions which are so necessary for us. We must act like the ponies that are deserving of love, or the health of the swarm suffers.”

“So why did those jerks crush those ponies’ lives?”

“Because some changelings are short-sighted, just like some ponies are. They foolishly believe they won’t have to earn pony affection anymore. What they fail to understand is just because we can feed more freely now, it doesn’t mean we can disrespect the source. Or we run the risk of poisoning the emotions in the land, and driving everything useful out through careless abuse.”

“Does Chrysalis understand that?”

“Yes she does, but that doesn’t mean every pony can roam free under her either, threats are still threats.”

“Is that what I am?”

“You know some ponies that are very dangerous Spike.”

“I suppose, I don’t usually think of it that way, It’s usually just Twilight and my friends, and the princesses… They’ve always done everything just to protect us; they wouldn’t mean harm to any pony that didn’t deserve it.”

“I’m afraid my queen has made it to their naughty list, so you see the dilemma? She decided we needed the love of Equestria faster than what could be politely explained and asked for, and that put us at odds. She couldn’t risk the princesses and elements being in charge while we took what we needed. Maybe I can show you what the Badlands were like one day, and help you understand why the swarm clamored to get out of there, then again, I hope you never see the Badlands. I don’t want to go back there…”

“That Badlands were that bad huh?”

“It was constant cycle of changeling lives being brutally cut short, yes it was that bad.”


“But as chaotic and messy as this invasion has turned out, I have hope that things will turn for the better overall. For one thing, this is the most civil conversation I’ve ever had with a dragon.”

“Tssh, it’s probably the only real conversation you’ve had with a dragon, the other one I’ve talked to tried to kill me...”


“It was nothing, just some oversized brute I stumbled upon in the Everfree forest, glad I lost him, it was a good thing Twilight came…”

“You sound like you have seen quite a few sights for a tyke your size.”

“What’s that supposed to mean?”

“I’m impressed that’s all. Stumbling upon an older dragon in the Everfree, and coming out alive is something many changelings haven’t done.”

“Well, is there something else we can talk about? Every topic so far has just been so serious, and I’m tired.”

The little dragon gave a loud drawn out yawn. It was Infectious, and Shade found himself in the midst of a grand old yawn as well. That set a trend which caused the rest of the vanguards in the bath to also yawn. With a satisfying smack of his lips, Shade blinked his eyes a few times as well.

“Sure, we can talk about whatever you like, I think I’ll call it quits after this group.”

During the conversation, Shade had scrubbed down four of the six other changelings that occupied the bath, so he was almost done.

“So do you changelings eat anything besides love? I mean, I guess I saw lot’s of you guys in the donut shop, how does that work? Can changelings get fat?”

“oh ha-ha, funny guy aren’t you… well you see-“

Shade was interrupted as the doors to the bathing room burst open, and there, filling the door frame was a disgruntled changeling queen. She shivered violently, chattered her teeth, and one of her eyes twitched quite severely. It was a rather frightening state to see the queen in, and her ghastly scowl did little to make her approachable by way of conversation.

Her giant double iris eyes roamed over to the steamy pool of liquid in the middle of the room, and she started to move her legs. There were audible cracks every time she moved, as if something was being snapped, and bits of ice would spring off of her joints. Her mane and tail were frozen still, and didn’t sway at all as she moved.

The rest of the changelings, and dragon, remained deathly quiet as they watched Chrysalis make an awkward, stiff legged walk over to the edge of the bath. Part way there, her icy hooves made contact with the slick edge of the bath tiles, and she uncontrollably slipped forward.

None of the changelings knew how to react when they saw their queen face plant into the shallow warm water, and they simply remained still as they watched her thaw out slowly. Her rump was high in the air, and was kept high by the frozen tripod of her stiff neck and front legs. The only one that dared chuckle was the little dragon, and he did so discretely.

The process of the queen’s freedom was rather reminiscent of a dry noodle being cooked in hot water. Slowly the parts of her body that were immersed in the bath water would loosen, and allow more of her to sink into it’s shallow depths, until nothing but her horn and wings poked about the surface.

Then to the suspenseful vanguards’ nervous anticipation, their queen slowly raised her head until just her nostrils peaked above the surface of the water, an aggressive snort caused the water around her snout to ripple. A brief glint twinkled in her green irises as a mental message reached every changeling in the room.

News of this doesn’t leave the room

Most of the vanguards just gulped, and nodded slowly. So the thawed out Chrysalis stood up from the shallow water, and shook her body like a dog. Chitin was easy to dry off, but her mane and tail required the attention of towels, which she grabbed in magic and proceeded to rub herself down.

Shade had motioned to do the action himself, but a threatening glare from the queen stopped him dead in his tracks. Once Chrysalis was satisfactorily dry, she turned to her head vanguard and spoke with decent composure.

“I have a new task for you Shade.”

“Of course my queen, you have only to say it.”

“The element mares have escaped, I need them recaptured. Prioritize this over any of the rebels we were pursuing. One in particular, the rainbow pegasus, I forget her name, she has a powerful amulet that needs to be retrieved. Your work here will be postponed until further notice, you are to divert full attention to this matter.”

Off to the side where Chrysalis wasn’t paying attention Spike did a private fist pump, and mouthed YES! Shade immediately responded to his queen’s request.

“I’ll be right on it my queen, and um, what of the dragon you put in my custody?”

“Oh, where is he?”

“Right here.”

Spike quickly hid his enthusiasm for the news he just heard, and put on a rather convincing glum face as he waved a claw to indicate his location. Too bad poker faces don’t really work on changelings… Chrysalis frowned at the little dragon, which she could smell wreaked of jubilance.

“Hmm, don’t be too excited purple pest, your friends will be back under my hoof shortly.”

She turned back to Shade.

“I’ll put him with Vivisect, as Colony is still busy, and even with her damaged faculties I think she’ll be able to manage this.”

“Damaged faculties my queen? Did something happen to her?”

“Why yes, there was a scuffle when one of the alicorns was being relocated. She isn’t the Vivisect we remember anymore. Go, deliver the pest to her and you can see for yourself, she’s staying in a room close to the guard barracks. I am going to retire for the night… Report when you’ve accomplished something useful.”

“Then I will leave right away.”

Without further inhibition the head vanguard went about to follow his new orders. The vanguards currently in the bath got out and started to dry themselves. Shade grabbed Spike in his green magical aura, and left the bath house. He sent out a mental message to the rest of the vanguards who waited in line to get clean.

The wash is canceled for now, and won’t begin again until I have accomplished a separate mission. I’ll send news when I return.

The number of vanguards that were still in line was quite substantial, and this caused number of frustrated hisses and growls, as they figured all the time they had spent in line was wasted. The large group of upset changelings caused Spike to be a little nervous as he floated past them. A quick flash of mental intimidation broke up the crowd though, and they went there ways for the night.


At the barracks next to the royal castle

It was an easy matter to ask the attendant Sentinels where he could locate Vivisect, and he made it to the specified door quickly. He raised a hoof to knock, but stopped with hesitation.

This wasn’t the same Vivisect he knew anymore

An edge of fear and nervousness crept down his spine, and he chocked slightly. Briefly he considered just opening the door, throwing the dragon in, and closing it behind him without explanation, but he couldn’t bring himself to do that either.

“What are you waiting for?”

Spike stood there and helpfully tapped his foot in impatience. Shade still found himself seized up. Vivisect was the only other changeling besides the queen he knew that was over twenty, a rather unheard of thing, for sentinels especially. Despite her heavy mask of professionalism, there had been a deep sense of camaraderie there, simply for having survived so much together over the years... Shade knew twelve different head sentinels in the first two years he had been a councilor to Chrysalis, then Vivisect had taken the spot, but once she got it she stuck to it for decades. He couldn’t even recall how many head drones there had been, Colony had only taken her place last year.


Spike insisted, and Shade was eventually able to push himself out of his myriad of reservations. He tapped a hoof to the door, and waited.

“Yes, who’s there?”

It was definitely Vivisect’s scratchy voice, but the tone was radically different. It held none of the gruffness he was use to, or any of the curtness. Shade found himself with held breath, as he hesitated to raise his own voice. Spike took the initation since his changeling escort apparently had issues at the moment.

“Your queen decided you’re going to be my new foalsitter…”


The door opened and a tall armored sentinel peered out with her bright orange eyes. She recognized one of the visitors as a changeling, and narrowed her eyes at the smaller creature which stood to the side.

“What is that?”

She pointed a large hoof at the short purple reptile, while she looked pointedly at the other changeling. Again, Spike beat Shade to the punch.

“This dragon is named Spike.”

The sentinel looked down to the body where the kiddish voice emanated from, and blinked her large orange eyes in confusion. So she just decided to ignore that and turned to the other changeling. Before she said anything she simply studied his face for a little bit, and recognized some of the emotions going on there.

“Did you know me before?”

“Huh, ya, we knew each other.”

“Why don’t you come in, and you can bring the… dragon?”

She had an eye brow cocked like she never heard the concept of dragon before, but she opened the door wide and offered them space to walk in. Spike obliged right away, and he yawned all the while. Shade let out a long sigh before he obliged Vivisect’s offer.

He trotted in after the large sentinel and she led them to a large wide couch. Shade noted the living quarters, and everything seemed fit for a commanding officer… Perhaps these were the quarters the belated captain Shining Armor had stayed.

A moment later Vivisect held out a hoof to offer Shade a spot on the couch, and he took the offered seat. The sentinel just looked at the little dragon with a suspicious eye before she tossed a few pillows at him.

“Is there anything I can get you, water perhaps? There’s all kinds of food that was left here as well.”

“I would appreciate a glass of water.”

“Just a moment.”

While Shade sat there he felt rather numb, and didn’t feel he could really process the situation just yet. Vivisect kindly offering him a drink? He couldn’t even grasp it. She was back shortly and levitated a clear glass over to him. He in turn grabbed it with his magic and started to take slow sips. He kept his eyes level and studied her meanwhile.

Everything was different down to the way she carried herself. No longer was there the same level of alertness, ears always perked in search of potential threats, body tense and ready to move, and eyes calculating and aware. No, she wasn’t like that at all anymore. She was far more relaxed and subdued, if only in a constantly perplexed and slightly nervous state.

“So how did we know each other?”

It was apparent this was a routine Vivisect had repeated many times recently, as she made herself comfortable, and settled down on the couch opposite of Shade. His brain lagged slightly, this calm nonchalance from the head sentinel was entirely disconcerting.

“We’ve know each other for over twenty years. More than twice as long as most changelings live. We’re both part of the queen’s council.”

“So are you Shade then?”

“Y-you know?”

“I’ve already met Colony and the queen. Colony said there was one other councilor.”

“Oh, ya that’s right. So do you know what happened, exactly?”

Vivisect crossed her hooves and sighed, she looked quite exhausted as well. The hour of the day was relatively late, and Shade found that he couldn’t really blame her for showing some weariness. Honestly he was surprised she hadn’t just growled and refused them entry, but that’s what the old Vivisect would have done…

“From what I was told I took a hit to the head by some… alicorn? Anyway, even though I’ve recovered physically, apparently my memories were lost with the healing process. Since then I can’t remember anyone I’ve met, or even what I’ve done with my life. And… I don’t really like what I’ve been hearing.”

“What do you mean?”

“The other changelings say, well, say I was some kind of great warrior, and they keep showing me how they can change their hooves into claws and keep asking me to do the same. But it, just, it bothers me. I don’t want to fight anything.”

Shade sat there in silence, if he thought he was shocked before, he found that he hit a new level of disbelief, and his jaw hung there stupidly. The expression on the head vanguard made Vivisect feel very uncomfortable, and she subtly put one of her hooves underneath Shade’s mouth, and helped his jaw to close.

Afterward she put her head down on the couch and covered her eyes with her hooves and made a depressed moan. Her wings tittered with the release of air.

“I don’t know what’s going on, I just don’t know. I’m surrounded by these expectations I don’t want to be a part of, but none of them will leave me be. Every other changeling that’s comes here comes expecting something more than just… me. I don’t know who I was, I don’t know who I am, I don’t know who’s a friend or enemy, I, I, I…”

At this point Vivisect’s voice cracked and she started to devolve into unintelligible blubbering. She withdrew further into her side of the couch, and lifted her thickly armored forelegs to shield her head. Shade’s jaw hung loose again, this was something he thought he would never see. It certainly was something he wouldn’t have seen if Vivisect was her old self.

Meanwhile Spike tapped his fingers together uncomfortably as he sat on one of the pillows the sentinel had given him earlier. He initially attempted to nap when Shade and Vivisect started their conversation, but the emotions that were now blurted into the room left that a little difficult to accomplish. Spike turned over and tried to use one of the other pillows to muffle out the situation. He had nothing to say.

Something clicked in Shade’s head, and he started to mentally kick himself in the flank. It hadn’t been that long since he had the opportunity to reach out and comfort some pony. So He reached over to the large sentinel and gently put a hoof on her shoulder. She shuddered at the touch, but didn’t recoil, so Shade started to rub back and forth slowly over the smooth patch of chitin he found, in an attempt to be soothing.

“There you go, just let it out. I’m not here to judge you. There’s no need to be afraid.”

That really opened up the water works, and Vivisect started to heave and sob uncontrollably. Shade just kept moving his hoof back and forth slowly, and he ran it up and down her neck as well as over her shoulders.

“I’m so sorry Vivi…”

It took a while before the large sentinel was able to calm herself down. She sniffled loudly, and wiped at her snout and eyes in an attempt to clean herself up a little. She was still too choked up to talk at the moment, and settled with staying still. Slowly but surely her ragged breaths started to slow down, and the intensity of her sniffles relaxed. Her eyes were still puffy around the edges, and some red had mixed in with the natural sprite orange.

Shade bit his lower lip, and struggled to hold back some of his own emotions. He could feel his throat tighten, but he needed to be here for her at the moment. She’s the one who had her world taken from her.

When her breathing returned to something normal he relinquished his hoof from her shoulders, and set it back down on his side of the couch. For a few moments there was no noise but their steady breaths.

Then to add to Shade list of surprises that day, he found himself tightly embraced by the large sentinel. She had sprung on him suddenly, and he didn’t have time to react. His legs were pinned to his sides and the breath was squeezed out of him. Vivisect buried her snout into his short stubbly mane and neck fin. He flinched at the wetness he felt, but she continued on oblivious to his squirmishness.

“T-thank you S-Shade.”

Despite the crush of her hug, the smaller vanguard managed to wheeze out a few words.

“Least I could do, for my friend.”

Vivisect loosened her hold a little, and allowed Shade to breathe easier, but she didn’t let him go yet. She still kept her snout nuzzled over the back of his neck. Even though he started to feel very awkward about his position, he just let it happen.

Thankfully the sentinel saw fit to lift her head away and loosen her hold even more. To Shade’s slight aggravation she still didn’t let go quite yet, as if she was afraid to release him. She looked into his purple eyes with her orange ones.

“Um, please drop by any time you feel like it. I think the other changelings don’t know what to do with me yet. So I’ll just be around… It’s nice to have some changeling that will listen for once.”

“Hey, after surviving past all kinds of monsters, plagues, and parasites. I’m sure this is something you’ll be able to move on from. You’re made of sterner stuff than you know Vivi.”

“You two gonna kiss already, JEEZ!”

Both of the changelings jumped when Spike shouted at them from his spot on the floor. Vivisect immediately dropped her hold over Shade, and withdrew her hooves to herself. The vanguard also rubbed his foreleg with a hoof and looked the other way. They noticed the little purple dragon who glared at them with his green eyes while he laid on his side, one ear on the floor, the other covered by a pillow.

“I suppose I should get going, the queen wouldn’t want me to delay my mission. I’ll make sure to drop by again when I can.”

He offered a weak smile to the large sentinel before he turned to the small reptile.

“And you behave yourself Spike, If Vivisect tells me you’ve been good I’ll see if can plunder the castle’s gem vault for you.”

“W-wha, really?”

Spike’s mouth already started to water at the idea. He had seen that vault once when he was young. That beautiful, forbidden vault of forbidden delicacies. Oh, how Spike now entertained some forbidden desires.

“Yes, but only if you don’t give her any trouble. Oh and Vivi, be careful, he can breathe fire.”


“Ya, just have a bucket of water handy, unless you know any extinguishing spells, which I don’t think they teach sentinels…”


“Alright, I guess this is where I say till’ next time.”

The vanguard hopped off the couch and made his way towards the door. Vivisect stepped off the couch as well and called out to Shade before he was gone.



“Why do you call me Vivi?”

“Oh, that.”

“Y-yes, do you do that because… we were more than friends before?”

“Hahaha! No, honestly I do it because that’s something I wouldn’t have gotten away with before. Let’s just say I’m still wrapping my head around how ‘nice and polite’ you are now.”

“Was I that bad before?”

“Mmm, ya, about as approachable as a statue. An angry spiky statue.”

“O-oh, that would explain some things…”

“Don’t worry about it though, in a way, you can look at this as a fresh start. You may not remember who you were, but that doesn’t have to determine who you are from now on.”

“Well, again, thank you Shade.”

“Get some rest, you look tired.”

“I should say the same for you.”

“Ha, that’s too bad, cause I have too much to do. See you later.”

With that Shade left through the front door and took a few steps away from the barracks. He was distracted by a forceful yawn that made it’s way up and out of his jaws. When that rude muscle contraction completed it’s course, Shade ignited his horn and began to summon up the magic to craft a portal.

A green wreath of flames slowly wrapped around an invisible circle to form a whirly dark abyss.

“Let’s start with Ponyville and see what I can find there…”

His hoof was placed into the dimensional rift and carried the rest of his body along, and soon he was gone from Canterlot.


In the Royal bedroom

Chrysalis rolled around uncomfortably in her bed. Though her body was tired, her mind raced with unanswered questions.

“How can Celestia and Luna pretend they didn’t know about changelings! How could my stupid ancestors be the reason why they’re around! WHY!”

She considered just going back up to the well and searching for the answers, but she was tired, and she might miss some subtly important details.

Apparently Avalanche was completely clueless how important those two unicorns he saved would become. Also being saved from a city mashing dragon is something the two alicorns could just… forget? Chrysalis didn’t care how old they were, the well of memories recorded that experience well enough to make it scarring.

With another frustrated growl she twisted over in her bed, and carelessly flung several pillows across the room. Cursed Sombra and that dumb jovial attitude she had smitten him with. It only came across as condescending now, since he would hold on to the few things he could threaten her with. There would be no way to convince him to let her talk with Celestia again. She knew she wouldn’t give him any second chances.

An awful thought struck her, and she groaned dejectedly at the idea. There was one princess Sombra might let her talk to, if only to get a kick out of it…

Her green magical aura illuminated the dark bedroom as she opened the drawer of a large, decorative nightstand next to her bed. Out of the open drawer flew a piece of parchment that had several older notes scribbled on it.

Next she pulled over a quill in her magic and scribbled a short note onto the magical paper.

Is your offer to meet with Luna still open?

To her surprise a response came almost immediately. The writing was very jagged and messy, as if the writer couldn’t hold his implement straight.


Ch.33 "Purples"

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Chrysalis Wins

Ch.33 “Purples”

In Ponyville, Carrot Top’s Basement---

A burst of distortion magic cut the air of a moderately sized basement. Out of said disturbance trotted the head of Chrysalis’s vanguard, Shade. He observed the scarcely furnished room, as only a few cushions were placed for seats. It was otherwise a large cool store room with hundreds of carrots, and a few other garden vegetables stacked along numerous shelves.

The changeling’s eye lids drooped rather low, and he struggled to keep them up and alert. At least it didn’t take too much effort to portal here, it was relatively easy for him to zero in on his vanguards, regardless of how far away they were, one of the perks of being the “head”. It also made it easy for him to monitor his scouts even in distant countries. The furthest at the moment was the Mino Mountains, but he hadn’t had reason to personally venture there for some years.

He shook his head of distracted thoughts and sent a mental message to the owner of the residence he was in, and to the other vanguard stationed nearby. He felt them acknowledge his call, and the mental retort was a brief emotional recognition.

A moment later Shade heard the clop of hooves patter down some stairs, and soon a grumpy earth pony mare reached the basement. She blinked her tired green eyes slowly as she stared at Shade. Her orange mane and tail, as well as her yellow coat were rather scuffled from being in bed, and she made indiscernible grumbles as she sulked over to one of the cushions.

“What needs attention at this hour?”

“The queen told me of the events that took place here recently, and how it they demand attention. I’m not going to put her order on hold. Now, Reaper, I would like some details about the last day or two.”

“Well, shouldn’t we wait for Sweet Fang to get here?”

“I suppose, but Sweet Fang? I thought it was Splotchy that occupied the alias of Bon Bon.”

“Some changelings are reputable enough to deserve secondary names… It’s been a while since you’ve been here, hasn’t it Shade?”

“Ponyville doesn’t sound like it’s exciting in the right kind of ways.”

“What, frequent freakish events not to your liking?”

“Hardly… But I won’t judge, love is love where you can get it, though I prefer somewhat stable situations. To your credit I’m surprised you’ve lasted as long as you have here.”

“It’s only the Bon Bon alias that changes out changelings all the time. Between the vanguards in Cloudsdale, Canterlot, and I, before the invasion, we bet Sweet Fang wouldn’t last more than two months. That’s the average any changeling has that’s taken that guise.”

“What a cynical view. How’d she pick up the name Sweet Fang anyway?”

“When she acts like the candy store she runs is more for her than foals…”

Carrot Top, or Reaper’s pony disguise, waved her hoof in a whimsy manner while she rolled her eyes. Shade just grunted, too tired to even chuckle. The head vanguard’s lack of enthusiasm made Reaper’s sour face intensify.

Both of them were interrupted from further conversation as a loud clatter emanated from the stairs.

“Ooo, Ow! Ouch!”

A pony tumbled head over hooves down the stairs, and finished with a painful crash. The cream colored earth pony was a disheveled mess amongst her blue-pink mane and tail. A confident and singular hoof was raised from the victim of the stairs.

“I’m ok, just give a moment.”

She panted heavily several times before she picked herself up and dusted off. Both Carrot and Shade watched wearily as Bon Bon waddled over to an unoccupied cushion and plopped herself down.

“So, -huff- what’s the mission?”

“Did you run here?”

“Why yes I did –huff- head vanguard!”

“Did you wake any pony up?”

“Eh, my roommate is a heavy –huff- sleeper.”

“Alright, I suppose we can get down to business then.”

“Yes Shade, I would like to know why we’re huddled in my basement in the middle of the night…”

“Please don’t be irritable with me Reaper, I want this over with as soon as you do.”

“Fine, to business then.”

“To business!”

Shade and Carrot cringed from the loud way Bon Bon shouted her agreement. So what followed was a quick rehash of what occurred over the last few days. The element mares made their appearances in two different sets. One day Rainbow, Fluttershy, and Rarity had snuck into town, Carrot had barely noticed them. Then a short while later a very disoriented Twilight, Pinkie, and Applejack were plopped into the main square with a flash of red magic.

Carrot angrily recounted how she had tried to report the incident many times, but Shade himself had been “inattentive”. In any case, the pony Trixie showed up, and proved herself a real terror to the town. She first tossed Twilight over to the edge of the Everfree before she put up the magic barrier, and kept every pony stuck in.

Thankfully the queen arrived the next day and cleaned things up, but in the process the element mares were lost. Rainbow Dash had flown off with the amulet that was the source of the problem, and four of the element mares had discretely snuck away. None of them had been seen around Ponyville since. Carrot was the one that answered most of the questions posed by Shade.

“So even Twilight never showed back up in town? Even to try and find her friends?”

“Nope, the librarian hasn’t made her way back here, unless she went for the open road, there’s only one place she would be staying right now.”

“And where’s that?”

“With a zebra, Zecora, she lives in the Everfree and would offer a helping hoof to Twilight.”

“Do we have any evidence that she went that way?”

“Oh, Oh!”

“Yes Sweet Fang?”

“Hey! It’s Splotchy.”

“Yes Splotchy…”

“I saw Twilight on the edge of the Everfree, she was walking alongside Zecora earlier today, after all the hustle happened.”

“Did they head anywhere in particular?”

“They were going to Sweet Apple Acres, but then I saw them a little later after that, and they went back to the Everfree, just Zecora and Twilight again. Didn’t see any of the others go back with them. I don’t know what they were looking for at the farm, but I don’t think they found it.”

“So do you think they would still be at Zecora’s place?”

“Quite possibly, I saw them just earlier today.”

“Then we’ll look there first. I would like both of you to come with me for now.”

Shade’s request caused an excited squeal from Bon Bon and she knocked her front hooves together enthusiastically. An exasperated sigh came from Carrot Top and she drooped her head, ears, and shoulders. The head vanguard looked about both changelings’ opposite reactions neutrally. Bon Bon bubbled over first.

“So I’m finally going to be an action spy, instead of just a nosy one!”

“Possibly, but I would prefer minimal activity Splotchy.”


“And if we don’t find anything useful at the Zebra’s hut?”

“Then I won’t need any further help from you Reaper. Both of you can go back to your stations if we don’t find anything.”

“Good, I would prefer not to be nodding off at business hours.”

“Don’t be a stink Reaper. It’s not like our jobs gives up the opportunity to get much excitement.”

Carrot turned to Bon Bon with an incredulous snarl.

“Is that why you stuff yourself with candy all the time? Besides, this crazy town produces enough mayhem without our businesses requiring us to have more of it!”

“Hey! Maybe you wouldn’t be such a stiff if you actually had an active business. Perhaps you’ll have a chance now, since Applejack is a fugitive…”

“Calm down you two, let’s just go.”

Shade cut them off, but the two disguised changelings exchanged heated gazes before they both turned to their leader, and waited for further instruction. He sighed before he continued.

“You can both drop your disguises. It probably wouldn’t help to be seen alongside me, and I want you both ready for a scuffle, in case one happens.”

Carrot twitched her ears nervously.

“W-we don’t plan on actually getting in a scuffle with Twilight Sparkle do we? I mean I saw her toss out an ursa minor with my own eyes!”

Bon Bon bounced excitedly when she heard the word “scuffle” from Shade, but the hesitation that came from Carrot caused her enthusiasm to pause, and her lips slowly formed an “O”. Shade noted their unease, and was calm as he worked to assuage their sudden nervousness.

“Don’t worry, I won’t put either of you in her line of fire, though I would like your assistance in taking some precautions. If she is with that Zebra, I don’t want her to simply escape. I’ll take the lead, and I’ll give you additional instructions. Easy as getting love from a baby.”

They both reacted well to that offer, and there were no further qualms about going forward. A green glow came from Shade’s horn as he readied another portal. Both Carrot and Bon Bon dropped their disguises and assumed their natural forms, that of Reaper and Splotchy.

Reaper was a tall and slender vanguard, and had an impressively long celery-green mane and hair on her tail. It was impressive for a vanguard that made regular trips to the Badlands at least. Shade wrinkled his snout, and remembered she had actually been one of the first changelings he had given a scrub to. It was good to she recovered quickly.

On the other side was Splotchy, who was unusually plump for a chitinous equine. Changelings could build up a fatty layer if they ate lots of physical food, though it was a rare to see. What was funny was the pony disguise didn’t gain any weight, but stayed normal, while the changeling still took the consequences for excessive eating. Also the spots she sported were a little different. They were more like the large irregular splotches a cow would have.

When the portal was ready all three changelings took casual steps into it.


At the Edge of the Everfree Forest---

Shade, Reaper, and Splotchy emerged close to the tree line, and when they had comfortably oriented their facing the head vanguard turned to his two associates.

“Would one of you like to lead the way?”

Splotchy volunteered by going forward and leading the walk. For the most part all stayed quiet after that. Shade made it clear they would do it mentally from now on, since their approach needed to be quiet and stealthy.

Shortly before they arrived at the Zebra’s hut, Reaper felt inclined to ask for more directions.

How do you want to approach this exactly?

They all stopped when they saw the faint glow coming from the hut carved out of a dank tree. Shade looked at their destination appreciatively before he replied.

Do either of you visit Zecora somewhat regularly?

Oh, oh, I’ve stopped by her place lots! She’s found a really interesting sap in this forest, I use it all the time in one of my syrups.

Hmm, so here’s the plan, both of you stay outside the hut and form an anti-teleportation field around the house. I’ll take the Bon Bon disguise and do the approach. Whatever happens, don’t drop that field.

Got it.

Understood head vanguard!

With that the two lesser vanguard positioned themselves nearby the tree, and ignited their horns to cast the field. It was late into the night, and the faint green sheen would be almost unnoticeable.

A slow ring of magic wrapped around Shade’s form as he changed from grey and chitinous to creamy and furred. His purple ringed eyes changed to blue, and gained large defined pupils. What remained the same between his guise and his original form was an exhausted expression. Bags still hung heavy under his eyes, somewhat worse now with highly elastic pony skin.

He approached the door and gave it a knock. It was a constant battle to keep his eye lids open, and he only just held on. Thankfully he didn’t have to wait long before the door was answered.

“Oh, hello Bon Bon, why are you out so late? Soon it will be dawn dawn.”

The friendly zebra was the one at the door, and Shade snorted softly, dawn dawn? Really? Last time he checked zebras didn’t speak in such silly phrases, then again this was a zebra that lived in a dangerous forest next to a pony town. She was probably just an eccentric.

As he looked beyond Zecora and into the hut, Shade could see Twilight at a table, where she wrote notes and scanned over pieces of parchment, apparently very absorbed in what she was doing. The disguised Shade spent a little too long in his blank stare of observation, and the Zebra cocked her eye brow in concern.

“Are you alright? Perhaps you should come in and settle for the night.”

“I’m fine, I’m fine, but how are you doing Zecora, Twilight?”

The way his voice came out made both of Zecora’s eye brows shoot up. The purple unicorn who sat at the table stopped dead in her notes, ears flicked towards the unusual voice, and soon she turned to face the new visitor.

The surprised expressions from the zebra and unicorn made him raise his own eye brows in question.

“What? Oh…”

He just realized he spoke in his natural voice, his natural male changeling voice. Something that didn’t really fit the cream colored mare he was cloaked as. Curse his exhaustion, and the slip it caused! In an immediate effort to try and cover himself he started to cough violently.

“-COUGH-cough-. Excuse me, -cough- but do you have –cough- some medicine?”

“It’s ok Bon Bon, it seems like every other time we speak you have a new song song.”

“Actually Zecora, I don’t think you should let him in…”


Twilight was up from the table now and started to march towards the door, horn ignited. It would appear that Shade’s immediate fear was correct, and she recognized his voice from that little trip to the Badlands. In a defensively play he dropped to the ground and raised his hooves in surrender.

“Alright alright, you got me Twilight, no need to get angry.”

He gave the biggest grin his exhausted disguise could, but that did little to dissuade the agitated unicorn. She grabbed him in her purple aura and slammed him against the floor, and he grunted in discomfort. The disguise of Bon Bon was released and the natural form of Shade lay there on the ground. Twilight pushed him out of the hut, and followed till she was outside as well. Shade strained out more words.

“Please I just want to talk.”

“How many others did you bring with you?”

Twilight adopted the aggressive tone of an interrogator and pressed down hard on Shade with her magic, which pressed the breath out of him. In frustration, he gritted his teeth, and looked up into her violent eyes with his own. In reflexive reaction to his pressured predicament his horn ignited.

A bright flash of green magic and a high pitched screech left Twilight momentarily dazed. Her vision blurred and she saw large twinkling stars everywhere, even her ability to hear was blocked out by an obnoxious ring. The disorientation wore off quickly, and when she looked for the changeling she had pinned, he was no longer there.

“I said I wanted to talk.”

The voice came from behind and she whirled about to face it. Even as she did so, the head vanguard already prepared a blob of magic neutralizing slime, and slapped it onto her horn. The librarian unicorn was not as nimble, or deft as the veteran vanguard, and she didn’t manage to dodge. So the smack of goo successfully hit it’s target.

The dark green stuff drooled down a bit, and got mixed in with her mane and scalp. She scrunched her muzzle in disgust. It felt like some pony had just sneezed an over sized snot wallop on her head, except it was some changeling.


She put a hoof up to her head to try and wipe it off, but that only resulted in her hoof being stuck to her head. In vain she struggled to separate the two, and managed to stretch the slime a little, but it whip-lashed against the tension, which resulted in the painful collision of Twilight’s hoof to her skull.


“Hehe, it’s stuck there, I suggest you calm down now.”

The purple unicorn stopped what she was doing to glare up at the head vanguard, who chuckled at her hopeless struggle. A snarl crept over her snout, and she jumped at him, and with her free front hoof, punched him in the mouth.

Ultimately Twilight tumbled and fell after the stunt, three legs were not good for balance after all, but the result caused her to smirk. Shade reeled backward, and lifted a hoof over his mouth. He emitted a muffled groan of pain.

“Gaw! Twilight, gee, Applejack wasn’t so hard to talk with!”

“There’s nothing to do but talk when you’re under Chrysalis’s sadistic hooves!”

“She’s only… a little sadistic. Ow!”

A loud crack echoed over the top of Shade’s head and he dropped to the ground. Twilight blinked in surprise, until she recognized that Zecora stood nearby, a stick of bamboo held carefully between her hooves. When the zebra saw the changeling was sufficiently stunned, she offered a hoof to help Twilight up.

“It does appear that we should get out of here.”

“I’m afraid you’re right Zecora, I couldn’t plan where to go fast enough...”






A large round body sailed down out of a tree, to the surprise of every pony, zebra, and changeling. It landed on Zecora, and promptly flattened her. Twilight jumped back surprised. An exasperated growl came from another nearby tree, and Shade, who was on the ground, looked up while he cradled a welt on his head.

“Got the zebra head vanguard!”

Splotchy sat triumphantly on top of the squashed zebra, who struggled against the wide girth on top of her. A shocked Twilight backed up, as a debate erupted in her expression. Should she try to run, or help her pinned friend? Well, that wasn’t really much of a question for an element mare.

She prepared to make a jump strike at the overly plump changeling, but was caught by a green magical aura, even as she jumped. Another changeling strode casually from her hidden position, a pleasant grin on her features. Her celery colored eyes reflected eerily in the dark of the night.

“I know you told us to stay on the side Shade, but there goes Sweet Fang anyway, and honestly it looks like you needed the help. Have you slacked on your spar sessions lately?”

“Just overly exhausted, now let’s get ready to go.”

“Alright, should I carry Twilight along with us?”

Shade put a hoof under his chin and turned studiously towards the unicorn, who looked rather defeated now.

“Why were you three too much for us? My friends and I fought dozens of you up in Canterlot…”


Splotchy raised an eye brow curiously, it only took one fat vanguard to body slam a zebra out of the picture. Shade answered the apparent enigma.

“You must have fought drones then, they weren’t meant for fighting at all. I bet they even tried to fight you with your form, no?”

“Wha- well, yes…”

“Uh, huh, changelings don’t fight nearly as well when they’re in pony disguises. Let alone drones. Now I have a question for you Twilight, would you like to walk with us? Or be carried the whole way?”

The purple unicorn turned away with pursed lips, and grumbled to herself.

I’ll walk.

“What was that?”

I’ll walk!

Shade blinked once at her volume, before he approached and separated her hoof from her head with a slice of magic. Twilight flexed the joints of that leg immediately afterward, happy that it was free. Shade nodded towards Reaper, who put the unicorn back on the ground.

“What do you want to do with Zecora head vanguard?”

Splotchy inquired, the zebra she sat on had turned blue in the face. Shade noticed the striped equine’s perilous predicament and shoved the heavy changeling off.

“Get off first of all, we’re not here to kill any pony.”

A loud gasp erupted out of Zecora and color slowly came back to her face, she clasped her head between her hooves and moaned. Her eyes rolled slowly around in their sockets, and she appeared to be in a total daze.

“Oh my head, am I dead?”

“No, let’s just get you back in your home, and you can stay there.”

Shade grabbed the zebra with his aura, and levitated the near asphyxiated Zecora into her house, and onto her bed. He closed the door behind her, and turned back towards the path they had come on.

“Let’s go then.”

“Can we just portal back?”

Reaper already worked the magic to make one appear, and the air started to distort with emerald radiance. Shade raised a hoof to stop her.

“No, not if Twilight is to have her magic restrained. Slime doesn’t go through the portals very well.”

“That’s inconvenient…”

“Well, there’s a new project for you Reaper.”


“Now come on Twilight, we got a bit of a walk.”

The head vanguard turned to leave, and so did his two fellows. With a resigned sigh, the purple unicorn followed them with a very sulky trot. She hung her head low, folded her ears back, and had no swish in her tail. Her hooves dragged unenthusiastically over the dirt.

It wasn’t very long into the walk back to Ponyville before Shade turned over to her. Reaper and Splotchy were a small ways ahead of them, and the only noise was the ambient creepiness of the Everfree, and a weak buzz.

The sad face on Twilight made it apparent she wasn’t up for simply talking about business, and Shade couldn’t help but feel a little sorry for her. He’d spent far too long being empathetic to ponies, then again, he had spent most of his life as one.

“If it would help you feel any better, your other friends are still free. I can confirm that we don’t have them.”

That did seem to perk up her up a little, and her ears rose up again.

“Really? Does that mean you don’t know where they are either?”

“At the moment, your friend Rainbow Dash took to the skies, and we have no idea where the rest of them are.”

“They aren’t at Sweet Apple Acres, none of the apple family was. Everything was just abandoned over there, I would have thought one of them should have been there.”

“They’re smart if they won’t stay in the same place, especially after the fiasco that happened here. The queen’s attention has been brought here, and she would be happy to have any information that would lead to getting the six of you back.”

“What did happen? I only saw the ridiculous fireworks… Did Trixie fight some pony else?”

Their walk had gone outside of the Everfree forest at this point, and they made their way into the fields outside of Ponyville. There was a low ambient buzz in the background, which was low enough none of them paid much attention to it.

“Yep, the queen herself was down here. It was a short affair apparently, and the amulet that unicorn had is now in Rainbow Dash’s hooves. She snatched it when King sombra and the queen fought over it.”

“King Sombra? You changelings have a king too? And he fights with your queen?”

“No, we don’t have a king, at the moment. King Sombra was ruler of the Crystal Empire.”

“Crystal Empire?”

“It was all new to me last week too, it’s a place in the far north. Apparently it was hidden away for the last thousand years. It does something like reflect love over Equestria as long as the ponies there have it. Right now they look to my queen as a savior.”

“What! There are ponies that look at Chrysalis as a savior? Did she show them her natural face?”

“Her changeling form is what they know her by.”

“How did she convince them she’s good for any pony, did she mind control them all?”

“No, she saved them from Sombra.”

Twilight kept quiet for a while longer, as if her brain simply did not compute. She opened her mouth as if to say something, but stopped herself before any words actually came out. This action was repeated several times as the unicorn tried to formulate which question was most relevant.

Her string of thoughts was interrupted when she tripped over something. It was soft and squishy, and caused her to tumble over into the dirt. The object she tripped on groaned in pain.

“ooooo, teh gwee nnn prrwer…”

It was an incoherent and weak mumble, and the dark form on the ground struggled to move. The darkness of night made it almost impossible to decipher to Twilight. The changeling next to her had much better night vision. After Shade looked analytically at the blackened figure he was able to distinguish it as a pony, a very charcoaled one.

“Oh my.”

He carefully picked up the burnt pony in his magic, and dusted her off. The natural color of her coat was hidden by the singed marks all over everywhere. Whatever style she had kept her mane and tail was hopelessly destroyed, and much shorter than what it was before. At least she still had some hair for a mane and tail.

“T-that must be Trixie! I didn’t think she survived that blast.”

Reaper held a rather disturbed expression, and pointed a nervous hoof at the mare held in Shade’s magic.


Twilight looked at the pony in the changeling’s aura with new eyes, and she grimaced. Meanwhile the ambient buzz in the background had grown steadily louder and louder. This caught the attention of Splotchy, who looked back towards the forest. It was subtle, but she noticed hundreds of reflective eyes as they darted between the trees.

“Hey uh, Reaper, head vanguard.”

None of them gave her attention as they were still focused on the miserable condition of the pony held by Shade. The background buzz evolved into a rumble, and the reflective eyes had left the forest.


The pudgy changeling shouted, and got every changeling and pony to look at her. She pointed at the army of reflective eyes that approached them. The buzz drowned out whatever could be said now anyway.

All of them opened their eyes wide as they noticed what advanced on their position. Changelings, hundreds upon hundreds of changelings. Some of them flew, many of them stampeded on their hooves. Something was off about them though. This swarm was cut into even thirds of sentinels, drones, and vanguards.

When Shade looked closely he actually recognized one of the vanguards.


Each vanguard he looked at was “Splicer”. This only served to confuse him greatly. All the drones and sentinels looked identical to each other too. Something was very off indeed.

“What the?”


The massive swarm was almost upon them and it didn’t slow down. Reaper shoved them all forward and they fled from the stampede of chitin and insect wings.

Ch.34 "Blues"

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Chrysalis Wins

Ch.34 “Blues”

Morning time, Canterlot---

Chrysalis decided to take it a little easier this morning. Last night’s frigid experience was something she didn’t want to repeat. So rather than tend to the celestial bodies by herself, she recruited a hundred changelings to do it with her. It seemed to do the trick, she felt perfectly temperate as the moon fell and the sun rose.

When the daily duty was complete she promptly dismissed the plethora of assistants with a lazy, mental buzz. She mused at the idea that she should get the ponies to do the job again. Noble unicorns weren’t responsible for moving the sun and moon since shortly after Equestria’s founding.

Her eye twitched and the line of thought died, this was a gesture she shouldn’t be so eager to surrender. She was still new to the nation’s throne and had many impressions left to make. She shook her head and slowly strode down the halls of the castle.

There was another talk to prepare for, one she had mixed feelings about. Simultaneously, she very much wanted some answers out of Luna, while feeling repulsed at the idea of having to engage her in conversation. Worse, she might not even get the information, considering the insufferable Sombra may be just as likely to change his mind. Her walk slowed eventually to a stop. She needed something to change her mood before she even tried. Her hoof tapped the marble floor a few times before it struck her.

Just to show how much she appreciated Luna, Chrysalis took a trip to the royal kitchens. As soon as she entered the attendant staff stopped what they were doing, and gave her the fearful respect that her imposing stature commanded. They were silent,all bowing their heads in fearful reverence. The Queen eyed the smaller ponies critically for several moments, causing to squirm when nothing was said. After waiting a little longer it was clear to Chrysalis that all of them were too afraid to even inquire about her possible request . She clicked her tongue and spoke over the group.

“Is there a chef here who knows Princess Luna’s personal tastes?”

Many of the different attendants and chefs blinked in confusion, before their eyes slowly started to turn towards one pony. This particular chef started to quake harder and his knees hobbled, a shiny bead of sweat dripped down his neck, marking him as the most nervous pony in the room.

Since none of them spoke and the indications were obvious, Chrysalis went ahead and took the initiative. She raised a long leg and pointed a hoof at the agitated chef.



“Yes, you, the unicorn with the green coat and blue eyes.”

“Y-yes, your majesty?”

“Come here and speak with me. There rest of you, go back to what you were doing.”

The kitchen quietly resumed it’s busy bustle again. Pots and pans were shifted over stoves, soups bubbled, greasy foods popped and sizzled, dough was mashed and beaten and all other kinds of kitchenly things went on.

It seemed louder than when she had first entered, she supposed the ponies worked earnestly distract to themselves while she stood there pensively. As the busy activity ploughed on the green pelted chef shambled over to the Queen and lowered himself in a reaffirming bow. Chrysalis never told him to get up, so he addressed her initial request while keeping his submissive posture.

“I have experience catering to the former princess’s taste your majesty. What would you require of me?”

“I want you to make her favorite meal, desserts, and any drink she’s fond of. Place it all in a basket and have it ready to go as soon as you can.”

“I’ll prepare it right away. I, um, is it too presumptuous of me to ask why?”

“It is, prepare it, and I will be back within the hour.”

With a dismissive swish of her tail she rounded, leaving the kitchen. The dumbfounded chef came to his senses when he heard the doors patter back and forth. He went about the business of preparing such a meal.

“Only an hour? By Tartarus! Grease Hoof!”


“Kick up the dark marble stove ASAP, I’m going to need demon fire for this order.”

“Right away boss!”

Grease Hoof, a dark brown earth pony had been in the middle of a large buttery project. Thus, his hooves were covered in… grease. So when he tried to dash off and follow the order his green pelted superior had given him, he slipped.

The slip was rather catastrophic, as the stallion slid across the floor,corralled underneath several other chefs and attendants, and swept them off their hooves. Food, knives, spatulas, burning hot meals, and some large wedding cake were all flung all over the place. It was a mess, a complete and total mess.

The entire work place became a myriad of angry shouts and yelps. As delicate projects were ruined, many of the staff sustained bruises, burns, and cuts. One poor mare ran around with her mane on fire.

“Put me out! Put me out!”

Another mare grabbed the panicky pony and dunked her head into the ruined wedding cake, smothering the flames with a hiss. Even though she was no longer on fire, she was content to keep her head buried in the frosting out of embarrassment. The room was now filled with the scent of burnt hair and food.

The green pelted pony twitched his eyes in barely contained wrath. He was about to shout at his assistant for the chaos, but a magic alarm blinked in the corner of the ceiling. Every pony looked up to it, and that’s when the newly installed sprinklers went off.

As the water cascaded down over the kitchen the chef pony’s anger diffused. He was now full of despair, and his rump dropped down to the floor, his ears falling in a sulk.

“It’s going to be my head in that basket…”


Waking up from a short lazy nap Chrysalis stretched out as she made her way back to the kitchens. When she approached the two way doors she noticed it was quiet. As if the place was deserted. She pushed the double doors open with her magic and to her surprise, there was only one pony in the large room.

Only the green pelted chef from earlier remained. Otherwise the kitchen was stripped bare, and didn’t have anything going on. The changeling queen did a double take, and wondered how long she’d been napping. She had checked the time before she came down here, which only made the situation seem more off.

“I have what you requested your majesty!”

The green unicorn levitated a basket over to her, which she cautiously grabbed with her magic. Chrysalis brought it close and lifted the cover cloth, revealing a few boxes and neatly wrapped objects, some of which radiated heat, along with a fairly large bottle of some archaic drink.

“Thank you…”

“Spry Days, your majesty.”

“Yes. Also where did all the other ponies go?”

“Oh them, they uh….well, things got a little stressful and I’m letting them take a quick break.”

“Very well, you may resume your plans for the rest of the day then.”

“Thank you your majesty, I will be around should you need anything else.”

Chrysalis gave one last suspicious look to the unicorn chef before she left with her possessions. When she was in the hall she created a portal and stepped through with meal basket in tow. The silent ripple of distortion magic disappeared and she was gone.

Spry Days turned about and not a moment later every cupboard and drawer in the kitchen exploded. Ponies, wrecked food, dish utensils and instruments shot across the kitchen space. Once the rapid movement ceased there was a loud accompaniment of displeased groans. The hidden mess had returned, but this time Spry wasn’t so nervous.

“Come on chefs, we’ve had our first success with the new royalty. Get up and back to actual work.”


Was the general consensus of the beleaguered kitchen staff.


Crystal Caves, deep below Canterlot---

Now that she was so close Chrysalis felt reluctant, seriously reconsidering whether the potential information was worth it. She already had the basket, and she wanted to use it. It might be worth it just to get a few more jeers in. Should she even be thinking that way though? Jeers or answers, such a tough dilemma. There was also whether would Sombra insist on staying for the conversation? It would likely not be as private as the affair with Celestia. So she would need to mind what she said too.


She grumbled, before she made the transition from the dark grey crystals of the Canterlot cavern into the crimson geometry that was Sombra’s temporary abode. When her hoof made contact with the red steps, a barely noticeable ring accompanied the touch. She waited for a moment, expecting Sombra to pop up with some annoying witticism. He didn’t, so she tapped her hoof a few more times, but there was no more ring. Perhaps he knew she was there, but was preoccupied with something else?

The Changeling Queen went ahead and walked further into the hallway until she came across the chamber that housed Celestia, still in her cocoon. The chamber was sealed by a thin transparent barrier and Chrysalis looked at it critically. It only held her interest for a moment before she remembered she didn’t really want to be down here.

As she peered ahead she recognized the hall Sombra had pointed down earlier to indicate Luna’s housing, so she meandered that way. Before she moved in front of the next chamber she heard voices. Curious as to who Sombra would be talking to, she kept her forward, walk at a stealthy creep, stopping when she arrived near the arch way.

“So what was the time on the moon like exactly? Was it like the mind numbing existence I had in ice?”

“Actually it passed in what felt like an instant, I don’t remember the time spent there at all. It was a bit of a surprise when my sister told me where I had been. My time as Nightmare Moon wasn’t altogether lucid, I just remember the poisonous feelings and flashes of this or that.”

“Bah! You’re fortunate… If only I had been able to sleep. Besides my recovery from insanity, it was disorienting enough to find out it had been over a thousand years.”

“You can say that again. I’ve been back for almost two years now, but there are still so many new curiosities, but so few familiar things.”

“Hahaha! Ancient mortal enemies being one of the few familiar things I take it? Your turn princess.”

The was a soft clink and Chrysalis blinked her eyes in confusion. She decided to risk a peep around the corner. What she saw caused her to frown and roll her eyes.

Luna and Sombra sat at a large checkered table, the Princess had just scooted a playing piece forward with her hoof. Chrysalis could practically smell the smirk that Sombra was hiding from her. The Crystal King then took his turn and moved his piece close to Luna’s. The blue alicorn cocked an eyebrow.

“Trying another dirty trick, you old shadow?”

“Must you always be so blunt Princess?”

“And you always so indirect…”

“Well, make your next move and you can find out.”

The dark stallion leaned back comfortably and activated his red magic to grab something Chrysalis couldn’t see. A wide smirk now openly worn on his chiseled snout. At the same time two crystal wine glasses formed out of the minerals on the floor. Meanwhile, Luna just stared at the table in concentration, trying to see if she missed something. Sombra talked while she thought.

“Though, there are many things that are strange and unfamiliar in this age, I do get to appreciate some of my foresight, such as taking my empire with me.”


Luna was curious and her ears perked, but her eyes were still fixed on the table pieces. The two glasses were broken free from the floor, and a crystal bottle levitated into Chrysalis’s line of vision. Sombra filled the two glasses with a dark blue liquid then he studied the princess’s face as she lifted a hoof.

She bit her lower lip, then decided to pull her forward piece back. Sombra in turn raised an eyebrow in surprise, the smirk turning into a friendly smile.

“You resisted the bait? I’m impressed.”

“Well, it was obviously a trap.”

Luna huffed with self assurance, and she crossed her front hooves over her chest and tilted her snout upward. One of the wine glasses levitated close to Sombra’s face and he swirled it gently.

“Anyway, as I was saying, I was able to keep a few nice things from days past.”

The glass was pressed to his grey lips and he took a slow sip. Luna’s eyes narrowed critically and she sniffed at the glass placed before her. The pupils in her eyes dilated slightly.

“Is that… heart nectar?”

“It is indeed.”

“How did you come by this? I thought it was all destroyed ages ago?”

“A shadow can creep into the most obscure of places. The last owner managed to keep it hidden well from every pony else.”

The Night Princess just gaped at it for a little while, much to the Crystal King’s amusement. He took another sip while she licked her dry lips slowly.

“My sister should have this, it has been much longer in her conscious memory since she had the opportunity.”

“Oh come off it Luna, indulge a bit, it’s not like you’ll find me in this mood when we’re done here. Besides, I’ve got massive stores of it. It was the most important thing to keep hidden, even the Crystal Heart came second.”

“Hmm, I suppose putting you in this mood is one good thing the dread queen has done. I don’t ever remember our court meetings being so amiable.”

“Ha! Like court meetings were ever a social event. Please, I’m sure you despise nobles and ambassadorial relations as much as I do. They’re just needy little tyrants under a bigger one.”

“That is not entirely fair. There’s only one prince these days that reminds me of the old nobles.”

“Really? Since when did the nobles go soft?”

A rather unpleasant look of surprise came over his face, and he took another draft of the heart nectar. Luna snorted in barely contained mirth.

“Oh? Going soft hehehe, you should be talking. For you it took what… a kiss? AHAHA!”

Sombra spat out his drink, rapidly turning purple in the face.

“I hardly consider that fair. Lets see you have all the lovey dovey emotions of dozens ponies vomited down your throat and gauge your reaction! Besides, how did you even know that?”

“Let’s just say some changelings who saw that event have interesting dreams. I didn’t spend too long in their heads, but it was long enough to get a clear picture of what happened.”

Chrysalis leaned away from the archway, her own face burned red. She was going to need to purge some memories from her swarm… Before she grumbled anything audible Sombra cleared his throat and spoke loudly.

“Well, if you do want to go into detail, the femme fatale is right outside, though we’d love to have her join us if it gets juicy.”

The Queen’s eyes snapped open wide. So apparently that little alarm did let Sombra know she was there, but he chose to ignore it until now. She gritted her teeth and rounded the archway that led to the chamber.

The Queen wore a mask of disapproval as she strode into the room, basket of treats beside her. Luna instantly turned sour and looked away, a heavy sigh escaping her lips. Now that she was closer, Chrysalis noticed some mysterious, red crystal growths upon Luna’s horn. With a slight sneer in the Night Princess’s direction, Chrysalis pointed an accusatory hoof.

“I only came here for a few brief questions. Do you have to be here Sombra?”

“Why of course, I want to observe this friendly exchange.”

Luna gave a dirty look to the dark stallion and crossed her legs before her chest.

“You haven’t dropped your indirect methods at all you snake. You planned to use that fiend to antagonize me didn’t you!”

“Hey, the only term is that she is going to ask a few questions. I’ll make sure things don’t get out of hoof, or everypony gets separated. Now play nice, and you can still have your heart nectar. Just pretend I’m not here.”

“I don’t want your nectar anymore!”

The blue alicorn pushed away the wine glass in front of her with an angry snort. Sombra just smiled knowingly. He turned to Chrysalis with an expectant look, nodding his head in Luna’s direction. The changeling turned her hardened gaze to Luna.

“I want to know why you and your sister have lied to me.”


“You lied about your knowledge of changelings. You clearly knew we existed before I revealed my kind. Or has it been so long your pitiful memory has grown faulty?”

“I have no idea what you are talking about.”


Chrysalis’s horn ignited, projecting a small portion of her memory in the air, revealing King Avalanche saving two unicorn mares from the devastation of a dragon’s claws. The image paused right where Avalanche dodged the dragon, pulling the two sisters safely over the city walls.

“That! Explain to me how you forgot that!”

A look of pure confusion crossed over Luna’s face for several moments. She stared at the image of Avalanche with a sense of loss.

“I remember the dragon clearly, that beast’s name was Archway. I have no memory of that other creature though.”

Luna pointed a hoof at the image of the giant royal. The alicorn turned to queen with an entirely suspicious look.

“What game are you trying to play Chrysalis…you’ve already taken everything else, now you’re trying to take my sanity?”

“I am playing no game. You and your sister are alive because of King Avalanche! Now, why are you acting like you don’t remember!”

“Because I don’t. I don’t know how you captured that memory so well, but it’s obvious you tampered with it.”


Chrysalis’s fangs were bared and her wings tittered in her irate mood. She marched forward, baring down on Luna with her greater stature. A red flash stunned both changeling and alicorn. Both of them shook their heads, turning an angry eye at the stallion across from them.

“Hey, I said keep to things civil. I didn’t let you come here to see if your voice can shatter glass.”

Luna spoke next, while Chrysalis just gawked at Sombra with incredulity.

“A Well?”

The Queen’s predatory eyes snapped back to the Princess. She had let an important detail slip. Sombra also leaned forward, a new interest kindled in his blood red eyes.

“Yes, lady dragonfly, what is this Well?”

“Nothing, I’ve found I have nothing to learn here. If Luna wishes to play ignorant then I will take my leave.”

Chrysalis turned to go.


The image Chrysalis projected hadn’t quite dissolved yet and Luna stared at it harder. As if she could draw something out of it. The royal changeling narrowed her eyes and tilted her head in anticipation.

“There is something to it…but when I try to remember, it feels blurred, as if… as if it is blocked…”

A new realization started to dawn over the alicorn’s face and she went dead quiet. The rising implication disturbed her greatly. The Queen digested Luna’s reaction, and remained quiet herself. Sombra shrugged and added his own thoughts.

“What, seems simple enough. That overgrown grasshopper wiped their minds after he got what he wanted.”

Chrysalis instantly had her doubts. Mind control and manipulation was a delicate process and quite frankly, that didn’t seem like Avalanche’s specialty. More intriguing was the fact that the memory of the event remained, but it was altered to forget a key individual? It would have been much easier to just wipe the memory altogether. To keep it almost identical, leaving the affected individual without suspicion? That took talent, more than she wanted to admit. Perhaps there was a much larger context to this whole matter she needed to explore.

Who had mind alteration powerful and precise enough to leave two immortal alicorns without suspicion for centuries?

“I need to go.”

Chrysalis turned to leave, but was stopped one more time.

“Wait, what do you have in the basket?”

It was Luna that halted her departure again. That question brought a slow smile to the Queen’s face. She slowly removed the cover cloth from the basket with an indifferent attitude, then picked one of the warm boxes to open.

From the warm box she lifted a chocolate loaf, which peeled apart in pre-made slices. There were large chunks of tender chocolate chips and syrupy caramel throughout the pastry in several long curvaceous veins. Chrysalis buzzed her wings slightly so the powerful smell wafted around the room.

The grumpy face Luna put on made the whole trip worth it to the changeling. The alicorn had quickly recognized what it was the Queen held in her magic, and it made her burn with envy. Chrysalis took a slow sensuous bite, humming as she did so.

“Mmm, I must say… my new chefs are quite talented.”

Luna turned away from the changeling and wore a lethal scowl. Her eyes spotted the wine glass she had pushed away earlier. She greedily grabbed it, taking a big swig of the heart nectar. Sombra snorted into his own wine glass and Luna shot him a wide eyed glare, in it was a silent challenge “I DARE YOU TO SAY SOMETHING.” The Crystal King just laughed and raised his hooves in an innocent shrug.

“Come again any time Teaser Queen. But only if you come to visit this fine Princess, AHAHA!”

Sombra received a glass of heart nectar to the face…

Ch.35 "King Avalanche" part 4

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Chrysalis Wins

Ch. 35 “King Avalanche” part 4

The mountain complex, just outside of Canterlot---

Agitated was a good word to describe the current state of the queen, as she rushed back towards the earthy confines. Some entity had manipulated things, and manipulated them extensively. Only a short while earlier Chrysalis thought she was the only royal to make an open and successful attack on pony kind. That this might not be the case made her shiver with uncertainty.

King Avalanche used some stealth, but he didn’t infiltrate like modern changelings. He and his swarm had been seen, by hundreds, if not thousands of ponies…

Sloppy, terribly sloppy.

She mentally chided the deceased king.

Yet none of this made it to any pony history books? He must have failed miserably and been forgotten. At least that was what she had assumed in the beginning…

Every other country Chrysalis had been to, every country her vanguards had scouted, all of them lacked knowledge of changelings. It was rare that her kind was even mentioned in myth, very rare indeed.

This was something she had personally reveled in, and despised. Reveled because it was proof of the cunning and manipulation of her species, and despised, because the only source of history she could turn to about changelings came from the well of memories. There were no other examples to be found. She would need to sift the well, and see if the answer to this disturbing debacle could be found there.

Soon she approached the chamber that housed the well. Sentinels stood there attentive as ever, and when she walked up to them she tossed the basket of food she had absentmindedly carried at them. They flinched in surprise, but one of them managed to catch it and keep the contents from spilling everywhere.

“You two can share it, just see that I’m not disturbed.”

“Of course my queen!”

Both Sentinels straightened themselves until she had passed, then they both turned to look at the contents of the basket. Something tingled their noses in a pleasant way, and they licked their lips.

Chrysalis sat down at the edge of the well, and took a moment to look over her own craftsmanship. It wasn’t as elegant as the altar constructed in the badlands. Shellish had been responsible for the creation of that. Her old mentor always had a fascination for designs. The pit before her now was a crude and practical sculpt, just a bowl that contained a substance.

The queen shook her head to remove distracting thoughts. She didn’t want to miss any other potentially crucial details that were left in the peripherals of the well’s memories. Pale light emanated around her ocular orbs as she manipulated the magical liquid before her. The swirl of the crystal-like substance enveloped her and immersed her in experiences from the distant past.


“Come here roach!”

The titan of flesh, scales, and fangs lunged at the flighty Avalanche. After a narrow dodge from Archway’s ominous jaws the changeling king backed away, and flew higher into the air. The dragon huffed and growled in annoyance.

“Fine, if you won’t stay still...”

A great breeze ripped through the air as massive volumes were inhaled into the beast’s expansive chest. A malevolent smile spread past saber rows of teeth, and the dragon aimed his head not towards Avalanche, but the rest of the city and the scattered bits of the changeling swarm.

The inferno that followed dealt nerve wrenching carnage. Anything that was close by the initial blast was blown away by the force of it. Buildings, stone, wood, and any creature unfortunate enough to be close when it occurred, all of that was incinerated and left a deep gouge in the cityscape. The rest of the flames continued forward, and didn’t knock down structures, but set alight everything for hundreds of body lengths.

The devastation appeared like a massive laceration, which hemorrhaged fire over the body of the pony population, as well as the changeling swarm. A thunderous and gutty laugh boomed across the panic struck city.

“Be as nimble as you want roach, this city is still mine!”

In disdainful glee the dragon simply ignored avalanche, and stomped forward through the path of ruin he had just made. His eyes set on the capitol halls, and treasury’s location.

In a desperate effort Avalanche called out to the remnants of the swarm. He tried to get them to come back, but their terror overrode his command. All save one.

“Yes high king!”

It was Scraps, the old sentinel who Avalanche counseled with before. Rage still burned in the giant royal’s eyes. Though his swarm was disheartened he was not, and the king turned to the faithful sentinel.

“I need a distraction, keep Archway still as long as you can.”

“Yes my king.”

After that Avalanche ascended into the sky as fast as his large wings could carry him. The loyal sentinel darted towards the dragon, and approached him from behind. The colossal scaled monster heard the buzz of changeling wings and lazily swatted at it with his claws.

Scraps managed to dodge the sharp protrusions that were twice the size of his entire body, but the turbulence created by the dragon’s passing limb threw him off balance. Fortunately there was enough time for him to recover before Archway tried to swat at him again.

The sentinel’s heart beat hard within his chest, he was utterly terrified, but his nerves were practiced. He had helped Avalanche protect the vanguards on runs before. He was in even better condition now; he had regrown his wings, eye, and leg because of their recent success. If his king asked, he would do, no matter the risk to his life.

When he saw his opportunity, Scraps dived at the dragon’s eye, horn first and emblazed with magic. The impact was a success and the dragon roared in pain. An immediate problem after the hit was that the dragon blinked, and the titan’s closed eyelids were strong enough to hold him fast. In a panic Scraps tried to pull out, but his head was stuck.

To the loyal sentinel’s slow horror, he watched as the dragon raised the back of his paw to his face. The changeling’s desperate struggle was futile against the iron grip of the eyelids, and the moment before it happened, Scraps closed his eyes, and resigned himself to his fate.

The changeling warrior became a green and black smear across Archway’s irate face. The angry dragon flicked his paw around to get rid of the sticky goop. The colossus had stayed still as a result of the distraction, and he was about to walk forward again, thoroughly annoyed about the punishment his eye received today, but a high pitched screech caused his ears to perk. It came from high above, but he didn’t have the time to look see what it was before something bright hurt his eyes, and he didn’t comprehend what happened next.

A green comet tore through the atmosphere with blistering speed, and the air around it was broken by the enormous friction. A trail of green energy traced around a dark form, and it was completely obscured by the distortive waves that surrounded it.

The comet sailed straight towards Archway, who had remained still long enough to be in it’s path. The alabaster beast barely shifted as he went from one distraction to another, and was caught completely off his guard. The resultant impact of the comet into dragon caused the foundations of the city to quake.

The ground rippled and cracks appeared in the foundations of dozens of distant buildings. The shockwave that followed up was strong enough to clear the air with strong gales, and blow out the flames that consumed the city.

It was not easy to tip the inertia that kept the titan where he was, but the momentum from the emerald comet overcame the colossal resistance before it. The core of the furious ball of energy buried itself deep into the dragon’s side, and there was a thunderous crunch, like the groan of some great tree being felled. Followed by a loud pop, that was more of a boom, since it was muffled by the layer of meat that surrounded it.

Shortly after the impact the blinding light burned itself out, and the form of Avalanche backed away from the crater he had created in the monster’s ribcage. The giant changeling fell down backward, utterly exhausted from the effort of what he had just done. He landed hard into a nearby building.

Mean while the dragon was still on his feet. The shock of what had just happened hadn’t traveled the distance up his inordinately long neck to his disoriented brain. When he tried to take his next breath that’s when he choked.

Albane’s eyes shot open wide in panic, he felt something he had never felt before. The terrifying titan now had terror in his own eyes as his head tilted towards his side. A deep gargled struggle developed in his throat as he tried to pull air into his collapsed lungs. Smoke plumed from his open jaws and nostrils, but the effort was entirely futile.

A terrible shake rumbled over all of the dragon’s limbs and he started to flail as he collapsed to the ground, unable to roar, unable to cry out in agony, unable to voice the terror of his failing consciousness. All the digits of his feet and paws spread out in desperation, as if he could grab onto to something, anything, that would save him from his mortal condition.

Eventually the dragon’s struggle ceased, his vital functions failed, and he flipped onto his back. His paws were clenched in a death grip towards his collapsed ribcage. Even as his form finally fell still, his eyes were left wide open.

Silence followed for a long while afterward. The fire that plagued the city had been reduced to mere embers, and sudden quite unnerved the occupants that remained. The first to investigate the change of activity were the remnants of the changeling swarm.

Their nervous and cautious approach was slowly relieved as they came closer. Some disbelieved what they saw. The dragon was dead, the unnatural shape of his chest and motionless state of his being made that obvious. After that one of them quickly spotted the king. The many of them buzzed over excitedly, still in a state of disbelief of what their eyes beheld.

“There he is, the high king!”

“He… He killed the dragon!”

The cry rang out, and caught up quickly with the rest of the swarm. Ponies began to overhear the clarion calls as well, and many of the castle’s unicorns poked their nervous heads out curiously. The changelings were obviously distracted by something, and no longer fled in terror.

News quickly spread throughout the small city, and the details of what happened made it to the ears of the local duke, Duke Polish Platinum. An entourage of moderately maintained unicorn guards was assembled, and they made their way towards the gathering of changelings.

Avalanche was barely lucid as he fumbled over the rubble around him. Drones, vanguards, and sentinels gathered around to support the high king of their swarm. Many readily donated large portions of their love reserves towards him with loud exhales of the wavy energy. Out of need, he accepted, and with the tending of several drones, the large cracks all over his chitin were in partial repair. His blood was busily wiped up, cleaned, and magically cauterized.

It was in this state which the head unicorn of the city approached the head of the changelings.

Duke Polish Platinum held a face as sour as rotten grapes over his twisted grey muzzle. His coat was white, and his mane was blonde, he wore a fancy purple cape, and a small silver circlet decorated his head.

The dozen guards on either side of him were heavily armored in bright steel, all them were unicorns as well, and they held aloft dozens of bladed weapons in their magic, all of them were pointed at the group of changelings they approached. The duke called out to the ragged swarm in an austere voice.

“Be gone vagabonds, your filthy subterfuge has brought irreparable devastation!”

A loud deep laugh caused the duke and his escorts to stop mid trot. With shift and loud thud Avalanche brought himself to his hooves, claws since morphed away, and looked down over the group of unicorns. His tall form was great enough to cast them all in his shadow.

“Pardon me, but I just stopped the rest of this city from burning to the ground. You don’t have to be grateful, but it would be a nice start.”

“Grateful? That flambasted creature would never have crossed our walls if it wasn’t for you!”

“How was I supposed to know he was waiting to pounce?”

“Because dragons love our gems you frag chumming idiot! And now you left us too weak to defend ourselves properly!”

Avalanche just growled and stomped at the ground, which caused every other equine to bounce on their hooves. All the guards around the duke readied their weapons and pointed them at the enormous royal. This in turn caused all the changelings behind the king to bristle in agitation, and they ignited their horns and hissed. Their wings buzzed in anticipation of a fight. One wrong move, and the situation was ready to erupt into a skirmish.


The sudden shrill voice caught everyone’s attention, and both unicorn guards, and changelings risked a glance. A tall unicorn mare approached from another side of the city rumble. Her long pink mane was scuffled and dirty, and long with large patches of her white coat.

“Have you not had your fill of death?”

The white mare pointed a hoof towards the great smoldering scar in the middle of the city. Amongst the ruined structures and sizzled remains were the bodies of both ponies and changelings. Some were more or less charred than others, and the stink was repugnant. A shudder went through both groups, but the duke’s countenance remained hard.

“Don’t interfere Tia, all the death that’s happened is his fault!”

The duke pointed a sword at the royal changeling, and gritted his teeth. Avalanches red-orange rings flickered towards Polish Platinum, before his gaze returned to the white mare.

“I don’t want my swarm to suffer anymore than it has to. The dragon did grievous harm to the both of us.”

Avalanche’s posture relaxed a little and he folded his wings back. The gesture signaled for the rest of the changelings to stand down as well, and their magic charged horns fizzled down. In turn the unicorn guard lowered their weapons, slightly. The duke still had his sword pointed at the king, who spoke at the pony with relative calm.

“Perhaps I could offer help in the reparations of your city. I am aware of where the belated Archway kept his lair.”

This perked the interest of many of the guards, and even Polish did a double take. The legends of what elder dragons kept in their lairs were a tickle to the imagination. Many cities had been plundered over the centuries, and the dragons that took the wealth guarded it jealously in their remote volcanic lands. No pony dared ventured there, unless they had a death wish. None recovered what had been taken.

“You lie you changeling git.”


The roar of the king, though nowhere near the volume of the dragon was still impressive and blew down the aggression of the duke a notch, and he lowered his sword.

“I’ll return with what we can carry. Other dragons will probably move fast to loot it, once they hear Archway no longer guards it. Though I will ask for something in exchange.”


“Let my swarm feed.”

“Your damn hunger is what drove us into this mess!”

“Me being fed is what saved your arse!”

And both parties flared up in temper again. Changeling magic cackled, and unicorn weapons brandished. This time it seemed negotiations had tired themselves out, and blood ran hot. The anger and indignation of the head pony and changeling infected their underlings quickly. A cool toned voice broke the air before any equine leapt at the other.

“I will help feed the changelings.”

This drew everyone’s attention to the side once more. Next to the tall white unicorn mare, a slightly shorter dark blue one walked forward. She quickly continued lest she lose the strained attention she had gained. She pointed a hoof at the giant royal changeling.

“He may have weakened us, and caused our shield to fall, but I do not believe he means us malice. He saved me and my sister before the beast could crush us. Every creature has needs, and I will help them, so no equine has be driven to senseless desperation.”

“But Lulu…”

“You have always meant us well, Duke Platinum, but all of us are hurting. What good will it do to fight over scraps?”

Avalanche flinched when he heard Lulu mention ‘scraps’. He had felt it, the moment the loyal sentinel’s life was snuffed out. He had felt it when each member of his swarm had been burnt or crushed. Not their physical pains, but the mental flashes of terror, and despair. It weighed heavily on him.

“This pony is right. Too many corpses litter the ground, and it was never my intent. Would you still be interested to strike a bargain, duke?”

Polish Platinum turned his hard blue eyes towards the giant royal, a frown still etched into his graying muzzle. He looked at the two sisters, then back at the changeling. Hate and reason battle in the white stallion’s mind for a little while, and both sides stood tensely among the rubble.

“I will hear you.”

The duke finally decided. There was a very audible sigh from both parties, now that they had determined they weren’t in immediate danger.


The scene froze, and Chrysalis heard the voice of an older Avalanche boom from behind her.

“That was the start of an interesting turn about. My swarm and I collected the dragon’s horde and brought it back to that city. Mountains of gems, gold, and all that. We were essentially able to ‘buy’ pony love as a result. The surrounding towns and villages of earth ponies and pegasi were rather bitter at the unicorns, since a deal and bargain was struck, but not with them. I just continued to drain them as needed. Hehehe, but hey, Archway wasn’t the only sodden dragon that made himself a problem, and a few others followed, as they tried to prey on those I left exposed and vulnerable. I protected the pony villages and cloud towns too. Many of pegasi who had their feathers plucked by my earlier excursions needed the help. Also, dragon doesn’t taste half bad either.”

The older Avalanche licked his lips lightly, and pulled over another spare rib from the building Crafty had called him out of. He crunched it down and continued.

“Besides fighting a few dragons, I managed to merge my swarm with a few others. I needed the numbers, and territory. Sometimes the transition was smooth, other times it was not. Most royals were terrified of me after they heard of what I had done, and they submitted easily. So it went until I met Crafty, anyway.”

Avalanche pulled another rib over with his magic, and chewed it slowly enough so that he could talk.

“Archway’s death is what gave me my name sake. I was titled Avalanche, or at least that’s what I was called by my swarm. I’ve come up a number of techniques that I’ve taught my changelings over the years… How to change hooves to claws, how to enhance speed and strength with love reserves, even how to briefly accelerate personal healing, but apparently my most memorable lesson was what you just witnessed back there. That empowered dive bomb. Now if any who listens to this are royals themselves, you can teach that dive bomb to any of your changelings, but sentinels and other royals use it the most effectively.”

Chrysalis paused Avalanche in his words. She raised an accusatory hoof while she let out an exclamation.

“Aha! So you’re the one who came up with those things! I always wondered, Shellish never showed me back this far… It seemed like every royal just, knew.”

She unpaused the scene so the older Avalanche could continue, but another accented voice interrupted.



“You’ve been at it for hours.”


“I’m tired, and I need my royal comforter.”

“You’re the one who wanted to get me on this thing…”

“Now I want you off of it.”

“Grr, make up your mind Crafty. I like to keep going once I’m started.”

Started, was four hours and a sunset ago. You can use it again tomorrow.”

“Mmm, you need to persuade me first…”


“I’m quite invested in telling tales at the moment. What are you going to offer to help me change my mind. Hehehe.”

The vision around Chrysalis swirled this way and that, and she no longer beheld the younger Avalanche who faced the town of unicorns, with a titanic dragon corpse nearby by. Now she saw the older Avalanche, who sported a stupid grin, while Crafty gave him a deadpan glare. The past queen rolled her eyes and turned tail. She started to walk away without a word. As the distance between them increased the king’s grin dropped. He looked between the well, and over to his queen, and back to the well, then back to his queen. He bit his lower lip in turmoil. A uncharacteristic whimper strained from his closed mouth.

“Mmm, GAH! Fine! One last word from me. If you have to choose between recording a memory, or making one… make one.”

With that the king’s horn flashed and the vision went blank. Chrysalis snorted, then progressed to a chuckle, which eventually grew to laugh, that evolved into riotous heaves.

“Oh, my sides!”

Her hooves clutched to either side of her as she rolled on the ground and laughed her head off. He hind legs kicked weakly in an effort to work the giggles out.

Not but a moment ago, she saw this mammoth of a changeling take down a dragon. With a dive bomb much greater than what she had dropped on Sombra. Who intimidated every equine around him with his stature and voice. Now she saw him whine like a dog… and be pudding in the hooves of his queen…


Oh such control was admirable, and it wasn’t even mind control… Once she was done giving her over-worked diaphragm some time to recover, she weakly raised a hoof to progress the bank of memories. It was some time before the next memory popped up.

There was a way to tell how far apart memories were, and it surprised Chrysalis that it was several years later before the well was used again.


The scene before her was clearly daytime, and in the midst of a spacious glade. Tall grass filled large portions of the healthy meadow, and lazy trees slowly ruffled about in a lazy breeze. It smelled of spring time and the flowers were in bloom. Bees buzzed, birds sang, yadda yadda.

Chrysalis looked about for why the well showed her this. Soon she spotted why.

Avalanche and Crafty were there, and lay leisurely in the grass, but many smaller figures were around them as well. She quickly recognized it as a brood of royal changelings. Most of them lay down lazily and were in the midst of some very relaxed naps, a bit of drool here and there. There were over six of the young ones. One in particular was very active.

The queen looked closely at this one broodling, and noticed a few peculiar traits. It was a little female, who had many pale grey spots. Her horn in particular stood out, as it was very oddly shaped, a cork screw. Aside from that her tail was strange, and acted more like a fox’s than a pony’s.

Chrysalis’s brows raised slowly while her eyelids stayed level, and she turned to look between Keen and Avalanche, who appeared to be completely content.

“Who’s broodling is that… I don’t see the resemblance in either of you.”

The blissful barrier of time kept Chrysalis’s skeptical comment from ever reaching the ancient royals’ ears. She sighed and waited, and watched. Was anything useful going to come up? The little fox-like broodling played around a bit, and Chrysalis saw her jump off of Crafty's back, then proceed to use Avalanche’s fore-leg like a slide. She was giggly and bubbly and just a sweet precious little bundle of joy for the two parents that watched her proudly. Chrysalis sighed.

Just when she was about to raise her hoof and skip the scene, the whole thing shifted, and it was just Crafty who faced the well. It was difficult to tell what setting the ancient queen had moved to, but her face was clear.

“I know it’s been a while, me and Aval have been, busy. I just wanted to record something for my own time’s sake. I know I said I would use this mostly for you future royals, but there are some things I would like to look back on as well. This well was designed to grow, as memories were added, so there isn’t really a shortage of space. In fact, I’ll encourage you other royals to put private memories in here if you wish. It’s not like there’s really anything to be embarrassed about after you’re dead anyways. If anything, it’ll just show you we’re equines, like any other.”

The scene dissolved and Chrysalis was left there to wonder. She lifted a hoof to pause the well’s activity so she wouldn’t be interrupted in the midst of her contemplation. She rested her chin on top of her hooves and just thought.

It had never really occurred to her to put a memory in the well just because she wanted to. Shellish had always encouraged her to be efficient, and use the well like any other scarce resource. Chrysalis now wondered why her former mentor had cultivated that attitude towards the well. After another moment she supposed it was just another general attitude within the changeling swarm. The well could be a distraction, when there were more important things to deal with in the present.

For now, she was content with the way things were. Colony managed the attitudes and feedings of changelings and ponies within Canterlot. Shade was off retrieving the elements and amulet. Vivisect… oh Vivisect… She still felt muddled about what to do there.

So she simply turned back to the well, and activated magic from her horn. She was going to make a personal addition at the moment. The topic in mind was inspired by the little scene Crafty had decided to share.


Over in the high mountains of Prance, some forty years ago or so, at dusk

Chrysalis saw herself, her younger adolescent self. The youthful Chrysalis sat on top of a fairly large rock, and next to her on the ground was Shellish. Both of them looked out over the wide valley below them. The sun had just set, and the ambient purple-blue glow of twilight kept some details of the land visible. Fire light, and magic light kept the fairly large town below illuminated. The activity was still fairly high, and many were in the midst of their commute home for the day.

Young Chrysalis turned towards the older royal, and her turquoise mane blew slightly as she shifted.

“So why am I different from my parents. Why am I like you rather than them?”

Shellish kept her gaze out towards the valley as she replied.

“Because, little royal, it happens sometimes when different types of common changelings interbreed.”

“Huh? why? How does that work?”

“Well, over the millennia the formula has been pretty clear. A drone and a drone mated together makes drones, vanguard and vaunguard make vanguards, and a sentinel with a sentinel makes more sentinels.”

“Then two royals would make more royals… But my parents are a drone and a sentinel…”

“Yes, I see the confusion. So it works like this when there is a cross. Whatever the pair is, drone / vanguard / sentinel, the offspring will be the same type as the mother. On rare occasion, very rare, like once out of thousands of pairings, such a cross can produce a royal changeling. It’s suspected to be some sort of survival mechanism, should all of the current royals be wiped out. There is still a way for our kind to come back and keep order in the swarm, although it is certainly easier to maintain a royal population with royal pairings.”

“But what about a royal paired with a common changeling?”

“Aw, caught something I missed, you are a smart one little royal, you’ll do the swarm good when it’s your turn to rule.”

Shellish raised a hoof to playfully rub it through young Chrysalis’s mane. The youthful royal shook her head in half-hearted annoyance, and blew a strand of hair out her eye. Ever since she was old enough to talk, she had been put under Shellish’s care.

Any broodling that came from a mixed pair would be raised according to their type, by other changelings of their type. So that meant only one of the parents would get to see their broodling regularly. In Chrysalis’s case, that meant neither of them, though she did stay with them until she was old enough to be taught.

“So are you going to answer my question?”

“Oh yes, well, if a royal breeds with a common changeling, the results are rather random. There’s an equal chance that it would be any of the common types, if the royal is female, otherwise a male royal plus, whichever of the other three, will just make that, whichever of the other three.”

“So there’s no chance to produce another royal?”

“A very low one, in fact, I can’t remember the last occasion I’ve heard of it happening. It’s considered rather undignified for a royal to pair with a common changeling, and there are so few of us to try in any case. Why the sudden questions little royal?”

“No reason…”

“Are you afraid of being alone?”

Shellish let the question hang in the air, and her gaze shifted from the stars and dancing city lights to the smaller royal. The young Chrysalis dropped her gaze and rubbed her hooves together uncomfortably.

She gasped slightly when she felt a fore-leg wrap around her neck. Shellish had joined her on the rock, and pulled her into a gentle hug. The adolescent royal contemplated whether she wanted to resist or not, but eventually gave in, and nuzzled into to older queen’s orange-purple mane. There was a tangy scent to her mane, and it was comfortable to brush against.

To her surprise, she heard heavy sigh, and felt Shellish’s whole frame deflate somewhat, and something wet trickled onto her head. Young Chrysalis looked up to her mentor, and saw a few tears run from the corners of her eyes. The youthful royal’s brow furrowed, and her muzzle scrunched in confusion.

“What’s wrong?”

“Oh, nothing. You just got me thinking, I had several things I worried about by the time I led the swarm by myself. After the war between swarms not so long ago, all the other royals disappeared. I was worried that I was the only one left, and it was like that for many years.”

“But I’m here.”

“But you’re here.”

A melancholy smile crossed over Shellish’s snout, and she hugged the young Chrysalis a little tighter, almost defensively.

“As long as my shell holds, I’ll keep you and the swarm safe.”

For emphasis Shellish tapped the large flexible piece of carapace on her back. While they sat there, Chrysalis’s eyes wandered back down to the prench town. Her concerns were temporarily assuaged under Shellish’s wings.


Present Chrysalis cut the memory off there. The well presented things more vividly that her mind could recall on simple reflection. A few tears rolled down her cheeks, and she put the well of memories away. For a long while she just sat there, and gazed into nothing. Eventually her knees felt weak, and she curled into a ball on the ground.

The next moments dragged on in painful slowness, and she hiccupped. Eventually she buried her face among her fore-legs as if she could hide from the world. Most of the problems that troubled her were forgotten about, as a few deeper and longer held concerns were brought to the fore front of her mind. They stayed there, as if the ephemeral concepts were the only thing she could see in the physical world.

She hiccupped again.

The small spasm felt like the final crack in the dam of her bottled emotions. Her composure fell apart and she wept and wailed openly. Her breaths were cut into ragged heaves and her throat felt painfully choked up. The raw pressure in her chest was agonizing to bare and her cries were intermixed with mournful moans.

The queen of the changelings had become a royal mess, all by her lonesome in a secluded chamber in the mountains. She continued to sob relentlessly, and it bothered her to no end. Why had that memory hit her so hard, why? Why did she have to so alone? Even after the thirty years she had ruled, no other royal had been born.

It wasn’t like she hadn’t tried. She encouraged mixed relations within the swarm, and she had even participated by having a few broods of her own. Yes, she had stooped to that ‘undignified’ level and mated with a few common changelings. None of the broods she had resulted in any royals, and the broodlings were moved and raised by their respective classes like any other changelings would be.

In a sense, she had always looked at the entirety of her swarm as her “children”. But she had since become discouraged with the idea, and dropped it a while ago. The refresher from well was a poignant reminder, and opened some old wounds. The well made it seem like yesterday, even though it had been over thirty years since she last saw another living royal.

Eventually her cries and sobs got weaker, and her eyes ran out of tears. Her throat was sore and ragged, and she shivered violently. She didn’t move from the ground, and slowly she unfurled from the ball she had curled herself into.

Her gaze was dead and forlorn, and the slit pupils focused on nothing particular. Now that she was too tired for any forceful expressions of sadness she laid there, and drifted off to sleep. Her mane was dirtied by the earthy floor, as well as most of her chitinous skin, and one of her wings was quite soiled from the position she held.

No kind of composure for a queen at all…

Ch.36 "Numerical Issues"

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Chrysalis Wins

Ch.36 “Numerical Issues”

In Ponyville, just before dawn-

Shade, Splotchy, Reaper, burned up Trixie, and Twilight were all in a mad dash towards Ponyville. Not far behind them was a horde of relentless changelings that surged forward under some manic motivation.

All of them panted heavily as they were a good distance outside of Ponyville, and had to exert themselves greatly to stay ahead of the swarm of identical soldiers. Vanguard are not great runners compared to drones and sentinels, neither are unicorns inherently athletic as either pegasi or earth ponies. Especially fat ones.

Splotchy quickly fell behind the others, since her weight was a large detriment to her speed. Shade noticed this and tried to encourage her to keep up.

“Come one –pant- if we can get to a building –pant- right there!”

The nearest building was a few hundred yards away, perhaps they could get behind it and survive the wave there. The heavy vanguard tried her hardest, and her strained puffy face conveyed how spent she already was, but the stampede behind them was almost on top of them.

“Keep –pant- going! –pant- don’t slow –pant- for me…”

She even tried to buzz her wings to hurry forward, but she had difficulty doing that. The air wouldn’t be a safe escape either at the moment, as many of the oncoming changelings were in the air too. Neither option really availed too much, as Splotchy tripped over a stone, and tumbled to a stop on the road.

Before Shade could even try to drag her along with his dwindled magic reserve she was swallowed up in the horde behind them. It had only taken mere moments for her to disappear into the dark swam of hooves and wings, and now she was undoubtedly being trampled over and over.

His eyes were drawn wide in shock, but all of them needed to keep going forward if they were to avoid the same fate. Shade hadn’t been so exhausted, so drained, and so despaired all in one moment for quite a long time. It was rather brutal combination he would prefer not to put himself under.

Reaper faired the best out of all of them, her more slender build lent itself better to speed, and she was many body lengths ahead of Twilight and Shade. She was the first to make it to a sturdy structure, some ponies’ house, and dive behind it. Right after she secured her own position, she poked her head back out around the wall.

The stampede was right on top of Shade’s and Twilight’s tails. Green magic flashed bright as Reaper pulled in the head vanguard and unicorn with her magic, and gave them the necessary boost to make it to the shelter, just in time.

Not a moment after her fellows got behind the wall, the place was surrounded, pelted, and passed by hundreds of changelings in a crazed rush. All of them sat there and panted for several moments as the stampede continued to pass.

“Where’s Sweet Fang?”

Reaper managed to spit out the first question.

“She… She fell.”

Shade didn’t look at her in the eye as he replied, mere words felt like they took all energy that was left in him. He dropped Trixie down in the alley, no longer able to sustain his telekinetic grip on her.

That fastest wave of changelings passed by, largely sentinels, and a few of the speediest drones, then most of the drones and some faster vanguard. Shade looked up from the ground towards to horde that flowed around them, like a river around a rock. Each vanguard he saw was Splicer, a vanguard he had seen in Canterlot not too long ago, a member of the swarm. Just what were hundreds of him doing here?

The head vanguard strained himself to and do something about this madness. An authoritative glare shown around his eyes, and he shot out a mental command.


All of the vanguards in the swarm immediately dropped their hooves to the ground and stopped. This caused quite a commotion, and dozens of changelings suddenly found themselves tripped up. A full third of the stampede had halted, and tripped up almost another third.

“Shade! For the love of the royals, you’re here!”

One “Splicer” eagerly jumped over several bodies in a desperate effort to make his way towards the alley. He rather carelessly stomped on faces, legs, backs, bellies, whatever was exposed, and caused a number of indignant barks of complaint. This “Splicer” stopped when he was close enough to talk.

“Thank you for stopping that mess, well part of it anyway, all of them are so uncontrollably wild.”

“Splicer? What in Tartarus is going on?”

Shade thought he popped a blood vessel in his eye, the stress and effort it took to simply stay awake at this point nearly broke him, but this issue was desperate enough to call his attention anyway. Before “Splicer” could go on and try to explain any of what happened several other Splicers all jumped up and approached the head vanguard. Soon a whole chorus of them joined in.

“I am Splicer!”

“I’m Splicer!

“No I am Splicer!”

“He’s not Splicer, I am!”

“Splicer is me!”

“I’m Splicer!”

“I’m Slicer!”

“I’m Spicer!”

“I am Spartacus!”

Hundreds of vanguard approached Shade, and they all shouted, mostly, the same thing. Shade wore a gape of a frown, he didn’t know how to go about this, this total chaos. His head drooped, and his haunches slunk to the ground, his ears fell, and his strained eye lids strained.

A curious thing happened next. The “Splicer” that initially approached Shade had rage written all over his face, apparently his frustration had capped too, and he decided to let it out, violently. “Splicer’s” horn charged and cackled, and then a bolt of green energy shot out and struck another Splicer in the barrel.

“Splicer” had only intended for the shot of magical energy to knock out his closest competitor, but reaction was quite different than intended.

The hit Splicer started to inflate uncontrollably, his eyes bugged out and body expanded into a large round balloon, every other Splicer there looked at the at the process in deadly silence. Eventually the balloonified changeling reached a critical point, and popped. The closest Splicers raised their hooves to shield their faces, as they expected a shower of goop and guts, but it never came.

The rest of the Splicers that sat a little further away watched the balloon changeling pop, and after a shower of little sparkles, the body dissolved into a watery mist. The changelings below may not have been hit by goop and guts, but a they were pelted by small water droplets.

Every Splicer copy slowly looked down from the spectacle, and their uniform lavender eyes all stared at the “Splicer” who started it. The original “Splicer” looked quite shocked at the reaction as well. A smile slowly crept over his face after that however, and he eyed the horde of copies before him. Now that the field was quiet with tension, “Splicer” addressed the head vanguard once more.

“Help me get rid of them! They’re a bunch of disobedient copies of me, I shouldn’t have read the plaque next to that pool…”

“Pool? Plaque? What?”

“Just help me blast em!”

This assertive, and apparently knowledgeable “Splicer” held some answers. Shade could question it later, after this mess was done. He tried to summon what magic he had left, but his horn only managed to cackle and fizzle ineffectively, he turned to the other vanguard in the alley behind him.

“Reaper, Splicer will need your help, all these copy changelings are apparently susceptible to magic.”

“What, just blast them?”

“Yes, I need you to help because I can’t.”

“-sigh- It’s never a simple night when you show up…”

Reaper walked past Shade and ignited her horn, both she and “Splicer” turned on the wide eyed horde of identical vanguard, and they let loose.

It only took another dozen or two spectacular changeling balloon pops for the horde of copies to realize their continued existence was in peril. As soon as this realization hit them, there was mass panic, and the hundreds of Splicers that remained started to scatter every which way.

“I’m not Splicer!”


“He’s Splicer, not me!”


“No, I can’t be Splicer!”


“Splicer’s over there!”


“I said I’m Slicer!”


“I said I’m Spicer!”


“I am Spartacus!”


Dozens were popped, but there were still dozens more. The excessive use of magic brought a heavy toll on both Reaper and “Splicer” and their horns steamed from the amount of energy they channeled. It was apparent that both vanguards would run out of energy before the clones could all be popped. Even Shade in his poor coherency could observe that.

Twilight peeked around the alley, and watched the scene with a sort of morbid fascination. She yelped in surprise when she felt a hoof touch her shoulder, and noticed that the hoof was connected to Shade, he looked at her in the eyes, while he bit his lower lip.

“They’re not going to be able to get rid of them all. We haven’t even started on the drones and sentinels… Twilight?”


“I need your help.”


“This place is your home, will you help defend it?”

“Ofcourse, but I can’t with this.”

She lifted a hoof to indicate the slime that covered her horn. Shade nodded, he knew at this point if he removed the slime that disabled her magic, there would be nothing he could do to prevent her escape after that. He was too exhausted to fight, or to cast most spells. Yet she, a magical prodigy, would be the best help for the situation at the moment.

“One moment, I’ll get it off. Come closer.”


Twilight scooted a little closer, and Shade started to smack his lips. The purple unicorn eyed him warily.

“Can’t you just magic it off?”

“I don’t have any magic left to use, I’ll have to remove it naturally.”


“Just tilt you head down.”


“How many ponies do you want trampled before we continue?”

“Ug, just do it.”

Twilight closed her eyes shut and tilted her head down, so that her horn was right under Shade’s muzzle, and he went to work right away. He nibbled at the semi-hard slime that coated the unicorn’s magical appendage, and soon he had large chunks of it torn off.

Meanwhile the unicorn scrunched her face uncomfortably, and tried not to think about it, how a changeling now chewed away at her horn, with his large sharp changeling fangs. She grimaced, and closed her eyes even tighter.

Now that most of the thick stuff was gone, Shade switched techniques and lathered up his purple tongue with a good amount of saliva. The rapid licks cleaned off all the crevices of Twilight’s horn caused her to shudder. His spit did it’s job, and dissolved the rest of the dark green slime, the unicorn’s magic tool was now free.

Before Shade withdrew his head, and left Twilight to her own volitions, the last smidgen of his magic twinkled in his eyes briefly, and he coughed up a small clear dap of resin on his tongue. He applied the tiny clear dollop to the base of her horn, and then pulled himself away. He slumped backward against the alley wall, and sighed in utter exhaustion.

“There, you’re free.”

Twilight opened one eye and blinked several times, her muzzle was still severely scrunched in disgust, and slowly she raised a hoof to tap at her own horn. She felt that the lumpy texture was gone, and the surface was only slightly wet now.

She let out a sigh herself, and experimentally ignited her horn, and sure enough, her purple glow lit up the alleyway. Shade coughed out one more line.

“There, now go blast some changelings…”

That got her to smile, and she started to walk out of the alley, and she made her way closer towards the center of Ponyville, where the drones and sentinels had surged. When Shade saw her tail disappear around the corner he fell over, and his eyes started to drift into nothingness.

Before he could completely tune out the world and everything in it, he felt his body being lifted. A green aura of magic surrounded him, and he was dropped onto someling’s back. He heard Reapers voice address him.

“Where did Twilight go?”

Reaper heaved, apparently she was over exerted as well, but she had enough left in her to move him around. Shade’s legs flopped about as he rested on her back, he was limp as a rag doll, and she struggled to stay steady as she strode towards her home.

“I let her go.”

“You what?”

“It’s fine though.”

“What do you mean it’s fine? I saw what the queen did! I saw what happened because the other element mares escaped!”

“Yes, but the others didn’t have a tracer on them, did they…”

“A tracer? Oh! Oh, oh, oh. Well, yes, that would work.”

In the distance both Shade a Reaper could hear the high pitched twang of magical bolts being fired, followed by loud pops and showers of water droplets. Apparently Twilight was on top of it.

Reaper struggled with the last steps towards her door, her slender frame wasn’t built to hold up Shade’s weight very well, but she managed to get inside before both of them fell over. She panted heavily, and he wheezed uncomfortably. She was the first to get back on her hooves, and she lazily started to shove Shade along the floor, she no longer possessed the will or energy to pick him up magically or physically.

If he was going to fall asleep, he would do it in her basement. She got him to the edge of the stairs, and took the time to set up her position. She bucked, and Shade grunted as he slid down the steps, and stopped at the bottom in a heap. He could barely groan in displeasure.

Unfortunately Reaper had lost her balance when she kicked, and she fell down the stairs too. One somersault and a few bruises later, she was splayed out on the bottom of the stairs, on top of the head vanguard. He had grunted on impact, but otherwise hadn’t moved.

She was too exhausted to bother as well, and the both of them fell asleep at the bottom of the stairs, just as the sun peeked above the horizon.

Ch.37 "Reflections"

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Chrysalis Wins

Ch.37 “Reflections”

Ponyville, evening –

A sudden knock on the door startled two changelings that had fallen asleep at the foot of the stairs. Reaper’s bright green eyes shot wide open, and the jolt of consciousness caused her to kick out. Her wings buzzed in a rapid panic and she was a mess of fluttered limbs.

Shade’s wake-up call came in the form of a hoof to his gut. With a loud grunt he shifted his posture defensively, and curled into a confused ball. His eyes were still closed, and he groaned about his sleep being over. He was still exhausted, but in a better state than he had been last night.

Reaper had quickly changed into Carrot Top, and ran up the stairs to answer the door.

“I’ll be there in a moment!”

She tried to straighten her thoroughly disheveled mane. Too bad changing forms didn’t fix up hair styles, or clean you up, or heal injuries, or…

Carrot opened the door, and was surprised when two bodies were immediately pushed inside. One was large, and the other was burnt. In the door way stood an inconspicuous grey unicorn stallion. He had a white mane and brown eyes. The strange pony tilted his head to the side.

“I hear this establishment has fine carrots.”

Carrot just looked at the bodies on the floor and put a hoof over her mouth, as her eyes widened again. The charcoaled unicorn mare looked about the same, miserable, but slightly more conscious.

Next to her was Splotchy, and she still breathed, but the plump changeling showed all the evidence of being thoroughly trampled. Cracked chitin, bruises all over the softer parts, wings bent in multiple ways, eyes swollen shut.

“Not to be in any particular rush mam, but may I come in?”

The shocked Carrot shook her head to try and rid herself of the ghastly sight before her, and her emerald eyes roamed back up to the pony at her door.


In response he flashed his eyes a distinct hue of green. After that he didn’t wait for her to acknowledge anything else, and invited himself into her home. As soon as the door was closed, he used his magic to lower the curtains, and the stallion became wreathed in the light of change.

A tall vanguard surveyed the room, his eyes and stubbly mane were a very light shade of lilac. The not clone “Splicer” addressed Carrot in a brisk tone.

“I assume you wanted something from this… mare.”


Splicer looked over the charcoaled mare on the floor, and cocked an eye brow when he thought he heard something. He ignored that, and pointed a hoof at the trampled one.

“And I was able to recover Sweet Fang, defied her odds by surviving eh? Though I think we should move them somewhere more private don’t you?”

“Yes, ofcourse. Follow me.”

Carrot turned around and moved towards the stairs, her tail gave a nervous twitch as she rounded on her hooves. Splicer picked up the two victims of unfortunate circumstance in his magic, and followed after the yellow-orange pony.

After Splicer had taken a few steps down the stair case he was suddenly pulled to a stop. A noisy thunk behind him signaled something was off. In a grumble he turned about to see the problem. Apparently an extra girthy changeling and an extra crispy pony didn’t fit through the door frame at the same time.

He tried to rearrange them with his magic, and pull them through single file, but he had unintentionally jammed them in quite badly. In frustration he gritted his teeth and decided to pull extra hard. Eventually he was met with success, but the stress and force caused the snugly locked pony and changeling to spring out of the door frame with surprising speed.

Splotchy, Trixie, Splicer, and Carrot were all caught in a tumble before any of them made it down stairs. Then the mash up of four all corralled into a wide eyed, barely oriented Shade.

It took some time for the ball of cacophonous complaints to split apart, and there was more than one exclamation of pain as they slowly untangled. When the two limp bodies were placed to the side, and the three wakeful ones had oriented themselves, some order was called in the basement loaded with carrots. Shade started the course of conversation, and eyed the changeling with lilac sclera with a critical air.

“So Splicer, the Splicer, would you care to explain to us what happened earlier?”

“Ofcourse head vanguard!”

“Then go on. You mentioned something about a pool and plaque being associated with last night’s madness.”

“Yes, that was exactly the source of the problem. See, the drone that burrowed the tunnel has a problem with orientation apparently.”

Shade raised an eye brow, and Splicer blinked a few times in confusion. He realized he may have started in the wrong place, and he fumbled with his mouth a bit before he started to retrace his line of thought.

“When Ponyville was surrounded by that large magical barrier, and the queen went to investigate, I was pulled along to assist with the mission. She wanted to approach the mission with some discretion, and ordered all of us to enter the town by tunnel. We were grouped into drone, sentinel, vanguard sets.”

“And what a bunch of lovely dangerous pits you left behind for every pony to fall in…”

Carrot grumbled on the side, Shade gave her a look, before he turned back to Splicer and gestured for him to continue with a lazy wave of his hoof.

“Anyway, the drone, Cull and I followed must have had his senses screwed in wrong. For by the time we heard the call to emerge, we came up nowhere near town. Rather we followed the drone into a dank cave with some large pool in it. After Cull sufficiently berated the drone, I started to investigate the cave for an exit, as I no longer trusted our drone to lead us anywhere.”

“What qualified as sufficient berating?”

Carrot wore a curious smirk. Splicer answered with a curt and level manner.

“Cull saw fit to fill and empty the drone’s lungs with water several times…”

Shade just shook his head, and pursed his lips. He ventured a question amidst Splicer’s explanation.

“So I suppose this pool was the source of all the mayhem, and you mentioned a plaque?”

“Yes, while Cull continued to vent his frustrations I came across a curious stone tablet. It had quite preposterous things written on it and… One curious thing led to another.”

“What? Reading the tablet caused a plethora of copies to appear?”

“Reading a specific poem aloud caused one to appear. Then the copies started to help themselves in making other copies. I only got one or two of them to listen to me before it spiraled out of control. I regret my curiosity in that aspect.”

“Can you take me to this cave?”

“Yes head vanguard…”

A nervous twitch hit Splicer in the left eye, Shade noticed and gave his best tone of reassurance.

“I have no intention of making copies Splicer, though this artifact you stumbled on has already shown it has great potential for disruption. I wish to investigate it, and see if it should be destroyed. Perhaps the queen may have use for it, but I wish to see it for myself first.”

“Then I will take you there.”

“Hey! What about these two?”

Carrot indicated towards to the two limp, but alive figures that lay in her basement. Splicer shrugged his shoulders with indifference, and Shade gave them both a long thoughtful look.

“Would you be able to take care of them Reaper?”

“Wo-wo-wo, I’m no drone.”

“Can you find one then?”

The yellow pony sighed in irritation, and her messy mane complimented her upset and scrunched muzzle. Shade put a hoof to her shoulder and gave her and apologetic look, she responded to his soft gaze with a glare.

“Fine, though I’m just going to dump her at the hospital. Then she can be shipped to Canterlot for the trouble she caused. I’ll look after Sweet Fang…”

Carrot initially pointed at the charcoaled mare in the corner, who wheezed with an uncomfortable and dry scratched throat. Shade removed his hoof from Carrot, and released some air he had held on to in a relived manner.

“Then I thank you for all your help Reaper, I’ll be sure to inform the queen about the damage to the town, I’m sure there are several ponies displeased about last night’s rampage.”

“Ha, I can’t remember how many times this town has been wrecked by this or that, Ponyville citizens are quite a resilient bunch. I appreciate the offer, and an official word would be nice.”

“Then we’ll meet again sometime later, or the queen will send word.”

“Bye then.”

Shade and Splicer moved up the stair case, and left Carrot with the two injured equines. Once they exited the house they both beat their wings, and headed towards the Everfree forest.


Ponyville alley-

A cricket chirped, and there was a noisy rustle in one of the alley ways. A garbage can lid lifted open a crack, and bright lilac eyes peered out of the small crevice. The coast was clear, and the lid was flipped off where it clattered to the ground.

A changeling identical to Splicer, yet not Splicer, jumped out of his hidden location, and proceeded to brush off the sticky debris that clung to him. Once he was satisfied that the garbage on his hide was removed, he looked up to the velvety evening sky. The sun had just gone below the horizon, and splashed it’s beautiful myriad of colors over half of the sky. The other side of the heavenly campus began to reveal stars.

Alone he walked forward, and stopped when his hoof splashed in a puddle. The sensation caused dread to tingle up his spine, and his body froze. Slowly, he head tilted downward, despite the paralysis the rest of his body felt.

The puddle was large enough that this changeling could see his own reflection, and he stared into it for a long while, eventually he started to tremble. A single tear traced it’s way down his cheek, and followed the line of his jaw, once it reached the apex of his chin it stretched, and slowly, mournfully, fell down.

That one salty drip of liquid eventually fell down, and mixed the puddle. The ripple it caused distorted the changeling’s reflection beyond recognition, and he let out a pained gasp.

“My brothers…”

He felt his throat seize up, and he couldn’t utter anymore words. His whole mind was muddled with the puddle he stared into, and the ruined reflection that he couldn’t remove his stare from.

“What was that?”

A guttural voice echoed down the alley, and shook the vanguard changeling from his personal emotional reverie, when he looked up he was greeted by the ominous glare of a sentinel. This sentinel had solid orange eyes and stubbly mane, and his fin had a recognizable hook in it.

“I see one of you old molts managed to hide, well, I’ll give you a short-lived congradulations.”


“That’s right, it’s impressive you’re actually coherent enough to sort some of Splicer’s memories. That must be part of why you were smart enough to hide. Too bad your smarts finally ran out.”

“I know I am not Splicer.”

“Well, that won’t save you, but good deduction.”

The sentinel ignited his sharpened horn, and produced a long saber blade of ethereal energy. Cull’s wings were a twitter, and he stalked forward, ready to pounce. A sure grin crossed over the sentinel’s muzzle, and the ghostly blade cackled with small arcs of power.

For a few moments the clone was despondent, and simply stared at his own reflection in the puddle again. Before Cull lunged, the vanguard changeling hardened his face as he looked up into hungry orange orbs.


Cull charged, horn lowered and ready to impale, but instead of his expected collision, his bladed horn pierced a tin trash can lid. He dug his hooves into the ground in order to stop his forward momentum. When the sentinel paused, he felt the trash can lid get pressed around the rest of his head, until it wrapped all the way around, and Cull found himself blinded. He growled in a mighty rage.

Meanwhile a dark silhouette streaked across the sky towards the sunset, and when Cull finally freed himself, the vanguard changeling was nowhere to be found.


A shallow distance into the Everfree-

It was a short trip to the pool, and Splicer’s agitation seemed to grow exponentially the closer they got. Shade tried to press a calming influence on his fellow mentally, which helped slightly. The calm that the head vanguard exuded influenced the feeling of the lesser vanguard near him.

Eventually they came across a rather wide tunnel in a patch of the forest. All the edges were messy and covered with fresh earth, it appeared as though the hole had suffered from rapid expansion recently. This was where Splicer led him down.

There were hoof marks everywhere along the entire tunnel, as if dozens of drones had burrowed through it all at once, which is essentially what happened. The tunnel ended in a large beat up cave. The natural fauna had been trampled, and the grass had turned into an earthy clumpy sodden mess. Shade’s muzzle scrunched in distaste.

“The plaque is over here.”

Splicer trotted over towards a fairly large boulder, and picked up a fair sized slab of stone. He placed it gently infront of Shade with his magic. Then his eyes roamed over to the main feature of the cave, the pool. Something was quite different about it though.

“T-the pool! It’s almost gone!”

The lesser vanguard ran over the edge of the water feature, and looked down into the bowl. The pool, which had previous been filled up to the edge, and was now low, much lower than it had been originally. In fact it was quite easy to see the bottom from here. Splicer doubted that the pool was deeper than his knees now, and he blinked his lilac eyes several times in surprise.

Shade just grunted in acknowledgement as he started to read over the plaque.


Behold stranger, you have found the remnant of Archaic Brackleback’s greatest work, which is the Mirror Pool. This is not Archaic that addresses you, for misfortune has befallen my mysterious mentor. I am Whispy Winds, and have both warning and wisdom for those who wish to tap into the potential of this project of my belated friend.

The brilliance of this magic is available to all, and the advice applies equally to all. I will expound upon the nature of the pool, and what it produces, to the best of my knowledge, onto the subject itself.

The magic of the pool can only be activated upon the oral recitation of these rhymes.

Where the brambles are thickest,
There you will find
A pond beyond the most twisted of vines
And into her own reflection she stared,
Yearning for one whose reflection she shared,
And solemnly sweared
not to be scared
At the prospect of being doubly mared!

It matters not whether the activator is actually a mare, it’s just the wording Archaic used when she bound the spell. Stallion, mare, colt, filly, foal, all can use this pool, even those not of pony nature, or inherent with magic. They must be able to speak however.

The result of this recitation will conceive and create a doppelganger that will emerge from the pool. The use for application comes down to the nature of the summoner. I am not here to tell you how to use this, as I am likely long gone by the time you read this, whoever you are. But don’t copy anything stupid… Or the heavens have mercy.

That being said, I’ll give my observations on the exact nature of these duplicates.

Those spawned from the pool come out the same age and appearance as the original.

They are healthy, and do not come with any diseases or curses that the original is currently afflicted by, at least initially…

They have memories of the original imprinted in their minds, though often imperfectly, it is rare indeed for one of these duplicates to be able to recall things clearly as the original.

They have a profound and lethal allergy to high concentrations of magic. Saturating a duplicate with magic will cause them to burst, and revert to the watery constitution of the pool that created them.

They apparently age normally from whatever age they were produced.

They can have personality variation, though the base is similar, and heavily influenced by the original.

They will require sustenance in the same manner as the original.

They can wield magic, if the original can, but they suffer limitations because of their allergy. One of Archaic’s duplicates caused herself to burst when she tried to cast a high energy spell. If they attempt to cast lesser spells they typically experience mild to painful swelling and / or nausea.

These were among the more important observations I’ve made of the duplicates. There may be other qualities that I have not yet had time to observe.

Continue on the back-


Shade flipped the stone tablet over, and found the writing continue on the back. He gave a curious look over to Splicer, and cocked an eyebrow. The other vanguard was absorbed in his study of the pool.

“Did you know there was a back to the plaque? Splicer?”

“There’s a back?”


The head vanguard swayed his skull from side to side in disapproval, and continued to read.


Should the duplicates become a problem that needs to be removed, there is a salvageable method to go about it. A simple banishment spell.

If the proper banishment spell is not used, and the duplicates are destroyed by other methods, then the Mirror Pool will diminish, and the mass of the duplicate is forever gone from the magical waters.

This is the banishment spell, and it is mentally rehearsed before it is cast. Be sure that these words are the only words in your mind as it is cast, otherwise the banishment may result in a miscast, and you may very well banish yourself.

These are the words…

Pop you aggravating horse puckey… pop

The duplicate will then burst from magical overload, the same as their allergic reaction, but this time their essence will be returned to the Mirror Pool, and the pool will not diminish.

It is also important to note, that duplicates banished in this method still retain their entity within the pool, and should the original wish, for whatever reason, to summon back a specific duplicate, they can do so. Only if the duplicate was properly banished however.

An important warning to keep in mind… This banishment spell can be used on the original… None duplicate ponies, or any creature really, can be banished to the pool. They will dissolve into the magical waters and remained trapped.

Unfortunately I do not possess the knowledge of how to pull an original out of the Mirror Pool. If that were to occur, only a duplicate can pull the original out. If there are no duplicates left, and the original is in the pool, then they will remain trapped in the pool with no way out.

In parting, I ask those who come across this pool, please don’t destroy it. For I, Whispy Winds am still searching for a way to pull originals out. This is the misfortune that has befallen my mentor. For within that very pool, the essence of Archaic Brackleback still swirls. She had no duplicates left when she was hit with the banishment spell.

So be warned reader, whoever you are, use the pool carefully. For even if I am gone and passed away, I believe those trapped within the pool do not suffer the effects of time. And maybe some other pony wiser than me will have this figured out.

So long… Whispy Winds.


Shade dropped the plaque, and slowly turned towards the pool. A slight fidget of horror crossed his face. The drained pool now meant something else to him. He didn’t even know where to start with the implications of this, and he fell back on his rump. The vanguard’s gaze wandered off into the distance in minimal comprehension.

Eventually his mind went to default mode, and his eyes flashed a brilliant purple as her relayed a mental message.

My queen?


Chrysalis stirred from her place on the ground, and she felt overly lethargic. The hair around her face was dried and matted, and dirt was caked around her form. She sighed and groaned as she righted herself. She had felt the message, and it felt like someling had tossed a small pebble at her aching fore-head.

What is it Shade?

I have found something, something important.

One of the mares I sent you after?

Perhaps more important than that.


It would be best if you inspected it yourself, I am unsure I am fit to judge this situation appropriately.

I am unfit to come at the moment, I’ll inspect it later.

With respect my queen, this could be quite disastrous if ignored.

Chrysalis blew a strand of hair out of her eye, and she frowned deeply. With great effort she righted herself and stood upon her hooves. Her right wing felt numb from being slept on, and she buzzed it to get some flow and feeling back it in.

I’ll be there within the hour.

I’ll remain until you come, then I will go back to the hunt.

The queen shook herself ragged, and flung off as much loose dirt as she could. She mentally check listed her next few steps. Go take a bath… then portal to where ever Shade is.


An hour later-

Chrysalis stood in the dank trodden cave with a bemused expression. She was cleaned up and bore no evidence of her recent emotional escapade. Shade was alone in the chamber now, and stood next to a shallow pool, and held a small stone slab in his magic. The queen’s reverberant voice echoed particularly effectively in the earthy chamber.

“What is so important it requires my presence Shade?”

He bowed respectfully when he heard her voice.

“This pool, it’s capabilities are wildly unpredictable, and potentially very dangerous.”


“To put it simply, it can make copies of any creature that can recite a simple rhyme.”


“A short while earlier a set of changelings who got themselves lost ended up here. They found the rhyme on this plaque and three changelings became over three hundred…”


“After the rhyme is recited a duplicate of the speaker will come out of the pool. If enough duplicates are called out they become wild.”

“So why have me here, the wild duplicates were handled already I assume.”

“They were, but it’s not so much common changelings I’m afraid of coming across this pool. If Sombra were to discover this…”

Shade shivered at what he had just implied, and his wings couldn’t stay still. Chrysalis’s slit pupils dilated sharply.

“You’ve said enough, I will think upon this. You may resume your previous task.”

Before Shade moved to leave he set the small plaque infront of his queen. His head hung low and he spoke his peace.

“Before you come to a decision I would suggest you read this plaque. It contains all the details you need to know.”

The stone tablet was set down infront of her hooves, and the head vanguard turned to leave. The royal changeling let him go, and read through the contents of the slab.


Some hours later-

Chrysalis had set the tablet to the side, as she had finished going through it some time ago, now she was at the edge of the pool, and looked down into her own reflection.

Her mind raced in several directions, and she had simply spent most of her time feeling… torn. Between Shades advice, and what she had read, she couldn’t decide whether she wanted to simply annihilate the thing and be done with it, or feed her curiosity.

Harlequin eyes stared back up at her from the pool, and locked with hers. The gaze didn’t break, and she leaned her head closer, and so did the reflection.


Ch.38 "Crone"

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Chrysalis Wins

Ch.38 “Crone”

Time immemorial seemed to pass as Chrysalis gazed into the shallow water. Her wings twitched in nervous fidget and her tail swished about uncomfortably. She readjusted her legs as she sat on the ground, but kept her neck and head level, so that her gaze would not be broken.

She was alone in this large cave, and there wasn’t even the sound of crickets to break the silence. Her voice was the first thing to break the audible barrier.

“Mmm, she would be weak… but…”

One of her hooves lifted and started to trace along the underside of her chin, and she rubbed it in slow methodical circles. The recent memories that flooded over her in Canterlot Mountain came to mind. Some of the emotions tied to it bubbled over as well. Her lips tightened, and she remained reserved in her expressions. Her breath was a mutter.

“Another royal…”

Her mind raced over the possibilities, and what she had just read from the tablet.

“Personality variation… wild… flawed memory… capable, but self destructive as a caster…”

One phrase stuck out in her mind more than the others though.

“Another royal…”

Was it really as simple as that? Say a few words, and she could pull another royal changeling out of that pool? The tablet made means of banishing them sound simple enough. If a few of her changelings could get rid of hundreds of these “duplicates” then she would be able to handle one. If anything, it would mean exercising control over a clone would be easy.

The locked gaze she held with the surface of the water finally broke, and she retracted her lowered head from the edge of the diminished pool. The stone tablet was seized in her green aura, and lifted infront of her muzzle. She looked over the verses carved into the stone, and her harlequin eyes roamed back and forth.

She didn’t look up as she read aloud.

Where the brambles are thickest,
There you will find
A pond beyond the most twisted of vines
And into her own reflection she stared,
Yearning for one whose reflection she shared,
And solemnly sweared
not to be scared
At the prospect of being doubly mared!

Her reverberant voice carried and bounced off the walls of the cave, and created many ethereal voices that echoed about in an eerie manner. After the sound of her voice died down there was a slight splash in the water, and it startled the changeling queen. She stood up on her hooves and took a few steps back.

The stone slab was dropped and Chrysalis looked back at the pool. There quickly emerged the form of another changeling, tall and elegant, and disturbingly familiar… but different. The similarities and differences were more apparent as the royal changeling emerged from the body of water, and stepped out into the world.

As Chrysalis scrutinized this newcomer she noted a number of things were quite different. She was taller, and had a deeper, richer complexion. Her hair was a stronger shade of teal, and her chitin was slightly darker. The horn that was atop her head was shaped differently, and wasn’t bent and twisted as Chrysalis’s was, but rather long and bladed, with a few notches. Oddly enough she was also dry, and her mane shifted easily with her gestures.

It was the image of Chrysalis, if she wasn’t malnourished in her growing years, and minus a certain curse…

The figure opened her eyes and surveyed the cave, they soon found the queen, and their gazes locked. For moment they just stood there and looked at each other. An altered mirror had come out of the pool. The mirror opened her mouth.


The duplicate was interrupted as she was hit by an emerald ray of power. Her words were cut off and muffled as the once healthy royal changeling began to inflate uncontrollably, and protrude out in disturbing ways. A moment later there was a pop, and droplets of water sprayed over the banks of the pool.

A slight string of smoke trailed from Chrysalis’s horn, and she tilted her head. Her breaths had quickened and her brow furrowed, the harsh gaze she had faded, and one of her hooves went thoughtfully back to her chin.


Now that she was sure she could easily deal with any misbehavior she went back to the edge of the pool. Her hooves stepped over the moistened ground as she went, and she didn’t think twice about it. The echo of the rhyme sounded within the cave once more.

Where the brambles are thickest,
There you will find
A pond beyond the most twisted of vines
And into her own reflection she stared,
Yearning for one whose reflection she shared,
And solemnly sweared
not to be scared
At the prospect of being doubly mared!

Once again the water stirred, but there was a far different energy to it this time. The movements were faster, and more agitated, and Chrysalis kept her eyes on it with careful scrutiny. As commanded a duplicate was pulled from the pool, but rather than a slow, drawn-out emergence, the new form launched out of the shallow waters and dived to the ground.

The second royal changeling to be summoned put her front hooves up high and defensively.

“Don’t blast me!”

“What? How?”

“Don’t! Please just don’t!”

“Why are you asking me that?”

“The pool saw it… and… I am you. I understand the caution.”

“The pool saw it?”

“Yes, the pool saw it. So I saw it. Atleast the part of me that was the pool.”


“Yes, yes, now, how about we talk about something… interesting?”

The duplicate lowered her defensive hooves, and decided she wasn’t in immediate danger. The course of actions had changed sufficiently. This duplicate showed the same physical features as the first, primarily the healthier frame, complexion, and untwisted horn.

The nervous copy didn’t wait for Chrysalis to give any signals before she got up and continued to talk with energy.

“Now, how about the possibilities of what we can do.”


“Oh yes, the possibilities. I could do quite a few things to help me, and by me, I mean we.”

The slightly taller, healthier clone jumped over to Chrysalis’s side, and wrapped a hoof over her shoulders. The sudden closeness caused the queen to back her head away from this new royal. She didn’t recall being so quick to touch strangers in such a way… but were they strangers? The mirror of Chrysalis put on smirk and narrowed her eyes confidently.

“I don’t think you’ll ever have a friend like me. Just relax and digest while I express some of our new found potential. Hehehe.”

The duplicate buzzed her wings and flew up to the center of the cave chamber, she spread her fore-legs wide in an impressive display, and looked down on her original with a wide grin. Then her smooth bladed horn ignited a brilliant shade of lime. She started to sing with a bizarre melody as magic swirled around her in the air.

Being the top all alone is quite a burden to bear
This is something you now have the fortune to share

A projection of a royal changeling that surveyed a swarm of thousands came to view, and illuminated the air of the cavern. Though the image was a green silhouette, it was detailed enough that Chrysalis could recognize the depiction of herself.

The fun is now double
And enemies half the trouble

The shiny swirls and outlines realigned and showed two royals happily trouncing on top of the cocoons of Celestia and Luna, and the captured alicorns were rolled around as both changelings stood on the cases and pushed them about like logs. They merrily walked on top like circus performers.

Then the dark shadow of Sombra appeared, and was quickly sucked into another container. The two outlined royal changelings played with the imprisoned king like a beach ball, and they bounced him back and forth over a projected net.

No need to decide between research and responsibility
You can do both without liability

One royal was depicted using the Well of Memories, and the other interacted with the divisional leaders of the swarm. One managed relations with ponies. One oversaw needs of the swarm. Both turned about and gave a hoof bump to the other.

You’ll be seen as the high queen
And all will come to respect your brilliant sheen

Representatives from other nations and the rest of Equestria all surrounded a high pedestal, upon which was the depiction of Chrysalis. Every equine and other creature all bowed down in reverence, which included the silhouette of the other royal changeling.

There is no longer a single royal
To help you claim your soil
For now there is another to help address your needs
I am capable of many deeds
The wait is over and you don’t need to worry about having seed
Your best friend is here already, indeed

Most of the outlines branched out and exploded like fireworks, but the two silhouettes of the royals remained, and posed dramatically for the finale. The projections twirled and sparkled in a shower of marvelous display.

The use of the illusionary magic was impressive, and Chrysalis nodded in approval. Once it was done the duplicate hovered down to the ground and landed gracefully.

Then promptly fell over and started to heave violently.

She puked up volumes of water and wretched painfully. The queen just watched with some surprise as her mirrored figure groaned in apparent agony. The aftershocks eventually cooled down and the duplicate raised a hoof to wipe at her wet mouth.

“I suppose I have my limits… but, don’t worry, there are many things I can still do for us.”

“Are you sure you don’t need to lie down and rest?”

“Ha, that is an offer I would make to you. No, I’m fi-”

Then copy wretched and vomited more water, but less this time.

“-pant- I suppose –gasp- I’ll have to test my boundaries.”

“Well if you are so insistent to help, then I will have to call you something.”

“Yes, but Chrysalis is the name you’ve earned, as I remember.”

“Yes it is. It is mine.”

“Then what would you have me called, high queen?”

Chrysalis shivered at being called by that title, it sent something pleasurable down her spine. She looked over her duplicate, and prone posture she held. She brushed a hoof along her neck, until she brought it to the point of her chin.

“I’ll call you Crone…”

“HA! As in a hag? Or, as in your personal Crony?”

“I was thinking because you are my clone, of me, Chrysalis, the Chrysalis clone. Though I suppose you can take it in whatever context you wish.”

“Then Crone it is. What do you wish to do first high queen?”

Another tingle ran down Chrysalis’s spine at the mention of the title.

“We’ll go back to Canterlot and decide from there. It’ll be an important test to see if you can survive going through a portal…”

Crone flinched at the prospect, and she continued to breathe raggedly. She raised a hoof in acknowledgement.

“Just give me a moment, then we can find out.”

Chrysalis ignited her jagged horn and caused a portal to tear into the air. Crone’s eyes flickered between her original and the dark abyss, and her breaths quickened. Eventually she got up from the ground and took a few tentative steps forward, she shuddered more as she got closer, the ache in her gut was still quite painful. Perhaps that magical display had been a little… excessive.

“Just a few more moments, please.”


The queen… make that high queen now, casually strode around until her duplicate was between her and the portal. Chrysalis started to paw at the ground with impatience. Crone’s breaths hadn’t slowed down, and her pupils only got wider as she stared.

“We have to find out eventually…”

“I know, but the risk isn’t the same for you!”

“Well, if you end up popping it will only take a moment. Now go on.”

Chrysalis gave her a little push towards the open portal, and she took a step, and stopped. The little flames around the edges made it seem unnaturally intimidating, as if she was being prodded towards the green gates of Tartarus. The high queen gave her another prod, and Crone dropped to her haunches. Chrysalis made an exasperated sigh.

“Come on, I’m not going to keep the portal open all night.”


That squeak sounded pathetic for one of royal stature, especially from one that so closely shared her image and voice. She frowned at her duplicate’s terrified expression, and then gave her hard forceful shoves.

As soon as Chrysalis began to push in earnest, Crone dug her hooves into the ground. Her eyes went impossibly wide, and she refused to budge. Physically, Crone was actually stronger than Chrysalis. Her frame was built like the paragon of nutrition handled her diet, vs. the harsh and detrimental conditions that had malformed the high queen’s body.

A fierce grimace erupted over Chrysalis’s face as she realized she couldn’t physically force Crone into the portal, so she backed off a few steps.

“We will find out if you can survive a portal!”

The jagged horn atop her head ignited and Crone was seized in the grip of her emerald aura. There was a loud shriek as the duplicate was tossed into the portal, where she disappeared and her scream was silenced.

Before Chrysalis stepped into it herself she turned to look back at the pool. She grabbed the stone tablet that had the information regarding the pool, and it’s valuable rhymes. It was casually tossed into the pool itself, where it quickly sunk to the shallow bottom.

The high queen pointed her horn at the ceiling of the cave, and fired an explosive charge of green magic at it. Dirt cascaded down and buried the pool under a miniature avalanche. A calm grin spread over her fanged muzzle, and she finally turned to the portal and disappeared into it’s dark dimensions. The pool could be dug up later if needs be…

Ch.39 "Extroverted Introspection"

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Chrysalis Wins

Ch.39 “Extroverted Introspection”

When Chrysalis came out of the portal, she was in her bedroom in the Canterlot castle, formerly Celestia’s Bedroom. Her eyes darted about to look for the one she had rather forcefully shoved through first. By the time she found the form of the swollen changeling on the floor, her eyebrows tensed, and she lifted a hoof to her mouth.

“Oh… oh my.”

It was a rather unpleasant sight indeed. Crone was reduced to a heavy wheeze for her breaths, and all her limbs had become puffy and swollen to dysfunctional levels. When Chrysalis saw Crone’s face, she looked away. For one, that was basically her own reflection, she couldn’t stand to see her own countenance contorted like that.

Quickly her horn ignited, and she walked over to Crone’s splayed out body, and she was about to use some magic to accelerate healing… but that was magic… her horn fizzled out. Hmm what else could she do? It would not be acceptable to have some royal lay on her floor all night in a wretched state. There was a second best option she supposed. So she lowered her head close to puffy clone, and opened her mouth to exhale.

Clear emotional energies wafted from Chrysalis down to the distorted body below her, and the results came quickly. After a few ragged breaths, Crone was able to steadily inhale more. This continued for minutes, and the swellings began to recede to manageable levels.

Eventually Crone made a few throaty coughs, then her breaths normalized, and she was also able to open her eyes. A few conflicted emotions raced through her face rapidly, and she turned away from Chrysalis so that her face wasn’t visible. The high queen leaned back and ceased the transference of emotional energies.

After Chrysalis cleared her throat and tapped on the floor once, Crone flipped around to face her again. The swish of her head was a little fast, and her mane got all over her face. She chuckled nervously, and pushed it to the side with a hoof, then struggled to get up on her hooves. She spoke, but her words were as shaky as her legs.

“M-made i-it didn’t I!”

Chrysalis placed a hoof on Crone’s shoulder, and made her sit back down.

“You’ll stay there for a while longer. You’ve put on a face well enough… But you don’t have to pretend that wasn’t miserable.”


“Sit down, and stay down.”

Crone reluctantly obeyed, and she rested her belly on the floor. Her limbs still shook with nervous fidgets, and she couldn’t stop the rattled twitch her wings insistently made. Wide fearful eyes followed Chrysalis as she walked over to the bed, and ignited her horn. The small flash of light made Crone flinch, but no harm came to her.

A few pillows were lifted off the bed in magical grip, and casually tossed at the queen’s duplicate. The feather stuffed, silky bodies bounced off the target royal’s chitinous form for the most part, but one got impaled on her horn. Crone didn’t make any sudden motions, and she awkwardly let the pillow rest ontop of her head.

Several pillows floated alongside Chrysalis as she moved closer towards Crone’s spot on the floor. The extra set of feathery cushions were dropped a step away from the clone, and the high queen planted herself ontop of them. When she had made herself sufficiently comfortable, she fixed Crone with a hard stare.

“Stop shaking like a leaf… It’s unbecoming.”

“Y-yes h-high queen.”

“Stop stuttering… that is also unbecoming.”

As you wish.”

Crone’s shaking didn’t stop, but it became reduced. Chrysalis continued to stare down her copy, and the changeling who was taller than her, dropped her gaze, and looked down at the sunny themed carpet. She was unable to keep her eye’s level with the true queen. Chrysalis breathed out another criticism.

“looking at the floor is also… unbecoming.”

That got Crone’s eyes to flicker up for a moment, and she didn’t look directly back at Chrysalis, but she didn’t stair dejectedly the floor anymore. There was a definite clench in the clone’s jaws, and the high queen smirked when she saw it. Silenced reigned for several minutes after that. The space of quiet time caused Crone to start to fidget again, and her tail swished back and forth every few seconds. Chrysalis opened her mouth again, but Crone beat her to the punch.

“And what else, pray tell, is unbecoming.”

Crone had lifted her gaze up, and she looked directly into the high queen’s pupils. The action just caused Chrysalis to close her mouth, and her smirk to turned into a smile. Silence continued on for another stretch of time. A stretch the clone found difficult to bear. The momentary confidence that Crone had gained from anger deflated. Along with the sunken confidence came sunken posture. In one movement Crone’s long neck dropped to the floor, and both of her front hooves hid her face. She shouted in exasperation.

“Just go ahead and do it then!”

Chrysalis tilted her head, and lowered one eyebrow. Her smile pursed back into a reserved flat line.

“Do what?”

“Blast me! Blast me for being useless. Just end it.”

“Blast you?”

“Well what are you waiting for? It didn’t take you long to blow away my… my, my um… the first one!”

“I was just making sure what the tablet said worked…”

“You killed her! You didn’t banish her. Why is that any more ok than blasting me away right now? Is it because you already gave me a name? Or I just happened to do the right little jig to entertain you? Or I just haven’t upset you enough yet? Well, what is it?”

Behind the shield of her forelegs, Crone’s voice started to crack, and her poor composure fell apart even more. Chrysalis just held her mouth slightly open, and she couldn’t think of a reply at the moment. As another painfully quiet moment passed between them, and the longer Chrysalis didn’t give an answer, the worse Crone’s emotional condition became.

She buried her face behind a pillow that the queen had given her earlier, and moaned into. Her voice became quiet and forlorn.

“Just do it… please.”


Chrysalis narrowed her eyes; she had bounced back from her momentary loss for words. The short single word answer made Crone slow her wallowed cringe. A sniffle came from behind the shield of legs.


“I said no.”


Anger had crept back into the clone’s voice. Only her eyes came above her hooves, but they glared furiously at the queen. The discontent directed towards Chrysalis did nothing to dissuade her, and she continued onward.

“I’d like us to share some more honest words. I'd like to talk about me, and by me, I mean we.”

After she heard the words Crone just snorted.

“Then will you blast me?”

“I would prefer not to.”

“Oh joy…”

“That is more like it.”

Chrysalis put on her comfortable smirk again, much to Crone’s antagonized displeasure. The duplicate spoke through clenched teeth.

“You know it’s a rather stupid idea to have me around in the first place. I know you too well.”

“I thought about that a little before I brought you here. It was more than a little forced when you put on a whole display about being my friend. I wouldn’t be a friend with me so quickly… So tell me Crone, how much do you know exactly?”

“Where do I even start?”

“The tablet said your memories could be patchy.”


“How about our last chat with Luna?”

“Hmm, Sombra was there too right?”


“And you decided to just eaves drop for a while before you even joined in.”

“Uh, huh, but the primary purpose?”

“-snort- Ha! You were blushing quite hard when Luna mentioned some of the swarm’s dreams. Hmm, this is so strange.”

Crone lifted a hoof to her lips, and brushed it around lightly.

“I can even remember the sensations quite clearly, but I know I wasn’t the one to do them... He did have nice fangs…”

Chrysalis rolled her eyes and shook her head.

“Alright, alright, you’ve proved you remember details very well. That hardly seems patchy. Inaccurate tablet, psh.”

“So tell me why you want me running around again. When I have so much sensitive information up here. Such as where you so cleverly stashed the elements of harmony… Especially after you gave me this pathetic body to work with. You’re not afraid that I would have a grudge?”

Crone straightened her posture, and jabbed Chrysalis in the chest with a hoof. Then tapped her own skull for emphasis. The shorter royal grunted at having her chest poked, and gave Crone a critical eye for it. Then her tone turned softer and slightly indignant.

“It’s a nice looking body.”

That caused Crone to gawk, before she briefly scanned over herself, and appreciated the well toned features. She shook her head to get rid of the distraction.

“That may be, but you basically insured my insignificance, my lack of potential, my-”



“You are me, but you are not.”

“Cryptic words don’t help.”

“Well, I… hmm, I don’t know why I find this hard to say.”

“… I’m not 100% you, so spit it out.”

“Wait what?”

“No, go on, finish what you were going to say.”

“That can wait, what do you mean you’re not 100% me? Also I’m still confused, how could you be aware of anything before I pulled you out of that pool? How far back can you remember, when you were part of the pool?”

“Um… now that you mention it. I, I uh… huh.”

“What is it?”

“Much of it is blurry, it’s more feeling than anything concrete. Everything became much more clear and concentrated when you pulled me out. Before that though… It was, a swirl? It’s strange to describe, but it felt like I wasn’t one identity, but part of many?”

“Is there another way you can put it?”

“The pool has had many emotions added, and pulled out over time. I remember feeling them. A few times whole volumes of memory were dumped into the pool as well… Huh, for some reason…”

“What is it this time?”

“I remember a little conversation, some pony named… Whispy?”


“All I remember from that is… she shot me!”

“She, what? Hehe huh?”

“Ya there were lot’s of other… ponies that looked the same. She blasted each of them, and… not me, but me?”

“If you’re confused, then I have no idea. Anyway, any other significant things you can remember.”

“Just a little while before you came, many bodies were pulled out of the pool, so many… wait, what happened to them? There were more changelings!”

“Shade said they were somewhere else.”

“… Chrysalis, I know that tone.”

“-sigh- they were handled, cleaned up so to speak. It all happened before I had heard a word of it.”

Crone shuddered back, as if she had been hit with heavy news. Her posture slumped, and she rested her head on the ground. This made a strange observation for Chrysalis.

“Well, that’s the first thing you didn’t remember.”


“I talked with Shade before I drew you out, shouldn’t you have remembered that?”

“I… should.”

“But you don’t?”

“No, not with clarity.”

“How selective…”

Crone appeared bothered, by more than one issue, and she bit her lower lip. Chrysalis just shrugged. After another moment or so, the clone turned and asked her.

“What were you going to say before? What was difficult to say?”

“Oh that.”

Chrysalis shifted a little uneasily this time, and she started draw circles in the floor with one of her hooves.

“About why I brought you back here.”

“You’re lonely.”

“I, no-”

“You cried like a lost broodling, not too long before you came to the pool…”

The blunt statement caused Chrysalis to flinch, and she swallowed, to clear her throat of a non-existent block.

“I suppose there isn’t much to hide then.”

Crone gave a flat dead pan expression, before she sighed.

“You sure picked a Tartarus of a way to get some company. Have no faith in your order to multiply?

“You should know, it’s already been tried so many times.”

“You tried several times, personally, and felt ashamed every time.”

“That’s enough Crone.”

This time, it wasn’t Crone that was uncomfortable with the silence. Despite the warning in Chrysalis’s tone, the duplicate pressed on after several long moments.

“It’s been a long time since there was a royal family around. Shellish wasn’t even our… your mother, though she acted like it.”

“Tell me something I don’t know…”

“You hoped for me to fill that gap… Though more likely as the sister you never had, rather than having a royal brood of your own.”

“Is it really so easy to say… just like that?”

“You wouldn’t have any other changeling talking to you like this, short of you subjecting yourself to a memory scan by one of your vanguards. But they wouldn’t understand the emotions quite the same, now would they…”

Crone wore a weak smile, she had some ability to get under Chrysalis’s skin, and getting under the skin of some changeling much stronger than her caused her to grin. If she could make the high queen’s skin crawl with just a look, then her chitinous hide would be a ceaseless tide of waves at the moment. With a greater measure of confidence than she had started with, Crone spoke once more.

“Also you’re a pretty shoddy queen.”


“You don’t even look it. Where did you lose poor Shellish’s crown? I thought you kept that because you cared.”

“I… where is it!”

Chrysalis’s hooves shot to her head, and her eye’s flared wide. The crown was indeed not the there, but her hooves vainly went over her scalp again, and again. It had been such a natural part of her for years, and she had virtually never taken it off. Now that it wasn’t there, and she noticed, it felt like there was a hole in her soul.


Crone just chuckled.

Ch.40 "Do you want to build a Scheme-man?"

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Chrysalis Wins

Ch.40 “Do You Wanna Build a Scheme-Man?

“Calm down!”

Crone tolerated several minutes of Chrysalis freaking out, but she had had enough and shouted her disapproval. This did little to persuade the queen out of her ridiculous and hysteric state.

“But the crown! I’ve don’t even remember when I dropped it! Every changeling saw me without! Now I have nothing to distract from my deformed horn!”

“Did they even comment?”

“They wouldn’t dare! I’ve been blind and humiliated myself! And it took you to point it out…”

“I have an idea then.”

The calmer clone idly ran a hoof over head and through her mane, the feeling that a crown may have been there was a ghostly sensation. Though her head hadn’t worn a crown, and the lack of contact didn’t bother her physically. It was a pity though, she still understood the fond feelings for it, and the memories attached.

After a short space of time, Chrysalis was able to pull herself out of her panic for a moment. She realized Crone had offered something, and she seized her clone’s face between her front hooves.

“What? What is it?”

It was easy for Crone to push the queen off and away, she rubbed a cheek and rolled her jaw before she continued her idea.

“You do have a kingdom of ponies under you.”


“That would include Celestia’s jewelers and smiths.”



“What? Have them make a new one?”

“They could make me one too, it would be nice to have something that is… mine.”

“Ofcourse, that’s a good idea me.”

Crone narrowed her brows and picked up an irritated scowl. As Chrysalis knocked her front hooves together, and picked up a devious grin. Before the queen could go further into a strange form of self compliment, the clone voiced her complaint.

“Oh, and let’s not do that.”

“Do what?”

“Say me, when you actually mean me…”

One large hoof was pointed at Chrysalis for the first me, then returned to a self indicated gesture for the second me. The lesser royal cleared her throat noisily and continued a little further.

“If you want another royal, then treat me like another royal. No more of this I’m you, you’re me nonsense. It’s doing bad things for my self-perception… and I rather like my image. Did you not think that I may inherit some of your vanity?”

“I’m not vain…”

“Ofcourse not. Anyway, how do you even want to explain this to the swarm, or the ponies? Or are you just going to stuff me in the closet? Have enough skeletons in there already, don’t we?”

Literally… the Badland’s closet atleast…

“No, you’re right. You need to be treated as your own royal, and respectfully.”

“So, explanations?”

“Perhaps your earlier description would be accurate.”

“You want me to be your sister?”

“It seems fitting.”

“Technically you’re more like my mother by process… but.”

“Sister will do, it fits the maturity better.”

“So how do you want that back story to go over? Twins separated at birth? –snort- You’re the sister that sucked up all the magical potential in the womb? And left none for her poor sister.”

“Psh, then you’re then one who took all the physical nutrients…”

“I suppose, I guess I can accept I’m the better looking one… such a burden to bear. Wo is me.”

“Oh shut it Crone, perhaps I meant ugly hag when I came up with your name.”

“Hey! Don’t make me dig for scraps more than I already have to.”

“I’ve had to dig for literal scraps most of my life. You on the other hoof… You get to walk into kingdom of wealth and prosperity with no effort of your own. You get to walk into a life with more resources within easy grasp than I ever had. You know the top changeling very well, and have better connections than any common changeling ever will. Don’t make me start on how you are actually spoiled by this situation. The last thing I need is another big brat.”

“I… huh.”

Crone let her mouth hang open, in the middle of saying something, but her response fizzled out and died before it ever made it to the air. If Chrysalis allowed her a modicum of freedom, there were lot’s of things she could do. And she didn’t have to do any of the work Chrysalis had done to enjoy most of the privileges. She did like privileges, atleast she thought she did, another inherited quality?

The look of realization, and expression of silent comprehension of the indications that bedecked Crone’s face, caused Chrysalis to wear a smug smirk.

“Before you get ahead of yourself, there is work I want you to do as well.”

“Aw… here you just got me thinking. I could just laze about, eat everything, and get every changeling to love me, because I’ll be the cool queen that you can’t. Hehehe, I mean I don’t have to be the hard flank and dish out discipline. You’d be better at that anyway, sister… Such is the burden of holding onto the greater power, wo is you. HAHAHA!”

“I said don’t get ahead of yourself!”

Chrysalis angrily stomped the ground, and Crone put a hoof to her mouth to stifle her irreverent laughter. The high queen’s angry glare didn’t cause the giggles to slow down fast enough, and her horn ignited. The flash of magic caused Crone to gasp, and her laughter stopped immediately. The sudden agitation that came over the lesser royal caused a pleased expression to come over the true queen.

The glow of Chrysalis’s horn stayed present, and from the bed many pillows were pulled. Something like two dozen pillows were pulled up and floated in green aura, each of the fluffy objects was rotated until they pointed length-wise at Crone. Hundreds of fluffy missiles were armed and ready.

Chrysalis finally knew how many pillows Celestia had managed to pile onto the obnoxiously large bed, and it caused her to nod appreciatively. She could concede the alicorn’s taste for comfort was impressive, probably another thing built up over the centuries. Wishdom? Psh, vices were for every equine.

Meanwhile, as the arsenal of plush doom built up in the air, Crone backed away with nervous eyes. The aura around the objects made her more worried than the fact they were being aimed at her.

“If you really know me Crone, then you know that dishing out discipline is fun!”


A single pillow had been tossed out of the array, and smacked Crone in the face before it dropped to the floor. The clone flinched from the impact, and the object, though plush, was not tossed gently. When Crone saw she had sustained nothing noticeable, she ran a hoof through her mane to fix it, and gave Chrysalis a questionable glare.



“Ok, you’ve made your point.”

Pomf! Pomf! Pomf!

“Stop, stop it!”

Pomf, pomf, pomf, pomf, pomf, pomf!

“No! Mercy! Please!”

“Hahaha! Beg more…”


“Alright I won’t do it ever again! You’re the best! I’m the worst!”


“Sorry I didn’t hear you. I still have so much ammunition!”


And something like two dozen pillows were used. Or more… Some of it might have been reused.

The end result was a massive pile of multicolored feather stuffed linen cases. Crone was no longer visible and her cries of submission had stopped about a quarter of the way into it. Chrysalis had stopped paying attention when she laughed maniacally, half way into it. And the whole room had become something reminiscent of an over-sized drying machine.

Eventually the manic laughter calmed down, and the whirlwind died.


The was a stir in the mound, and a horn poked out of the sea of plush. The horn proceeded to slither back and forth, as if it were a shark fin that cut through the waves of the ocean. Chrysalis just rolled her eyes.


There was a sudden explosion of pillows near Chrysalis, and a tall, vindictive royal burst out of the feathery wading pool. With one oversized pillow in hoof, Crone smacked down on the queen and laid her out flat on the floor.

“You cheat! Smothering your advantage all over my everything! GAW! Give me a victim so I can do the same thing!”

She jumped on top of Chrysalis to keep her pinned down, and repeatedly brutalized her… with a pillow. When she finished venting her frustration, she capped it off with a downward shove. The pillow was impaled on chrysalis’s jagged horn, and shoved down further so that it blocked her vision. Feathers bled out of the ruptured fabric and further compounded the messy state of the room.

The clone stepped away from her handiwork and fell back on her haunches. Several of the pillows in the room had split during Chrysalis’s mad storm, and feathers rained down like snowflakes.

“What a way to ruin the bed…”

Chrysalis tore the pillow away from her horn, and absentmindedly tossed it aside. She spit out a few feathers before she replied to Crone’s depreciative tone.

“Oh psh, Plain Thatch will clean it up.”

“You ask too much of that pony.”

“She’s a servant, it’s her job.”

That made Crone hum with troubled thought.

“So… what’s my job going to be? Since, you’ve decided you’re not going to blow me up.”



“I have two ideas in mind, and neither of them requires a smidgen of magic.”

“What are they?”

“Well it depends what you would like to do more. Are you more interested in perusing through history? Or would you like to help me in a scheme? A scheme that has just come to mind.”

“I like schemes…”

“Then let’s get plotting.”

Ch.41 "Breakfast"

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-sorry to break format here for a moment, sometimes i really wish you could put author's notes at both the bottom and top.

But Both Ch.39 and 40 have been completely redone, and you need to go read those if you haven't read the revisions already. Otherwise you'll probably be confused. Anyway onto the story.

Chrysalis Wins

Ch.41 “Breakfast”

Everfree Forest, dawn-

Hooves moved in relative quiet over sparse grass and dirt of a relatively dangerous forest. Because the rumors of this place were full of fear and superstition, this particular set of hooves decided to trek there. The smell of aggression was invigorating and a good way to get the day going. Or so this particular equine felt, after he drew in a deep breath through his flared nostrils.

A grey pelted stallion crashed through the underbrush, and smiled that he had something to crush under-hoof. Even if it was only plant life he could crush… His merry old tromp came to stop when he saw bird nest. It rested fairly low in the branches, and with a quick flick of magic, a pedestal of crimson crystal elevated the hopeful king, so that his eyes were level with the nest.


The nest was full of eggs, he counted five, and licked his lips. He wriggled his eyes brows at his cornered and hapless prey. They weren’t going anywhere, but where he wanted them. As he stretched out a hoof to collect the calcium coated gold, and dump them into a crystal basket he had crafted, a large black bird swooped in scooped up the nest in it’s talons, eggs and all.

Sombra’s hoof swiped at empty air, and his hemo-hued eyes glared after the raven that had thieved faster than him. He shouted a fierce bark after the brazen ebony avian.

“Those are mine!”

Instinctively he ignited his horn and fired a blast of vehement raw magic at the offending feather-brain. To his surprise, he actually blasted it right out of the air, and the raven along with the nest started to plummet towards the ground.

His focus quickly went back to his original prize, and he leapt from his pedestal of crystal in a daring dive. Hooves were outstretched and managed to catch the nest right before it impacted the ground.

“Ah ha!”

Then a fried raven plopped right next to him, it’s smoky form was freshly singed. He looked at it with a sense of wonder. Did he actually just do that? Just blast another living creature? Of his own volition? Did he actually feel angry at the thing?


This, he could play with this. A wicked smile crept up his face as surely as the sun crept past the horizon. Actually the sun was a little late this morning… Queen horsefly must have slept in. In any case, he liked what this implied. Perhaps he could use it to expand his menu this morning.

The fried bird and eggs were added to his basket, though he took one of the eggs and plopped it in his mouth. He crunched down the shell, yoke, and all, and took pleasure in the slick slimy sensation. Raw eggs could carry disease, some scolding old advice came to mind, but he was greater than disease… He’d survived being locked in ice for a thousand years, what could a little salmonella do to him?

So he started to tromp through the forest again, with new possibilities to broil in his mind. The basket floated behind him in a magical aura meanwhile, and he looked for things to add to his collection.

A squirrel skitted by, a little chitter echoed from it as it scurried along. One zap later, and one hairless squirrel was added to the basket. Hmm, he could feel apathetic towards demise. Another step in the right direction…

Then a rabbit, and a snake, also a badger, besides some quail, as well as some lizards, between a turtle, that was set next to a falcon, and… was that a breezy or butterfly? Oh well, he couldn’t tell after it had fizzled beyond useful scraps. His basket had gotten rather full anyway.

When he came across a fairly large bear he stood close by. The beast hadn’t noticed him yet, and that was fine by him. Then he attempted to charge his horn for another lethal discharge, but this time it failed, and he grunted in frustration. Why did it fail this time? It might take an extra blast or two to finish this animal, but what made it so different from the other creatures?

A hoof circled the underside of his chin in thought at the nature of his predicament. It likely wasn’t because the beast was bigger, or that much more intelligent. Another thought came into the equation. Might it be he couldn’t cast a spell that wouldn’t finish it off instantly? The bear would experience pain or fear before it met it’s demise? Could he inflict willful pain?

He tried to charge his horn and zap the critter with a stinging bolt to it’s haunches. Nothing happened… He grunted in irritation to himself. The huff he made was enough to catch the bear’s attention, and it turned around to look at the surprise visitor. The bear didn’t like surprise visitors in it’s territory.

It reared up on it’s hind legs and roared, the force of which blew back Sombra’s mane a little. Some bear spittle dripped off his kingly face, and he opened his unamused eyes, which had reactively closed at the bear’s roar.

A large clawed paw swung down to cuff at the crystal king, but he had already lit up with some defensive magic. Crystal surged over his grey pelted body, and the heavy hairy arm collided with his incased form. The bear might as well have hit a steel wall for all the good it did.

When the animal realized it hadn’t hit a horse creature, but a much harder surface it pulled it’s paw back. There was a moment for it to wait and sink in… before comprehension dawned.


Sombra smiled behind his physical barrier. Others could hurt themselves upon him… even if he couldn’t compel them to do it. There was another tool to put in the shed of potential weapons. One flash of crimson magic, and the king with his basket of morning collections disappeared.

The bear was left there to cradled it’s painfully tender paw.


Sombra’s crystal chambers beneath Canterlot.

When he had taken the time to form these chambers below Canterlot he made a little kitchen for himself. During his time as king there were no royal cooks. All culinary staff had been fired… and sent to the mines. He would risk no pony to tamper with his food, besides, he had tastes that weren’t exactly the pony norm.

With his basket of woodland creatures he trounced into the kitchen, and set his collection of savory gamey samples on the counter. Hmm, how to best prepare them?

He took the eggs, and opened a drawer on the wall. There were dozens of eggs already stuffed in there, the paltry four he placed hardly seemed to add to the massive bundle. Then with a spry twist of his hooves, he rounded about towards another drawer. Everything was crystal… naturally.

So he pulled out a crystal bowl from the crystal drawer, grabbed some crystal cloths, and crystal apron that had “I’ll rule your kitchen” printed on it, along with a crystal mixing spoon. Oh, and he couldn’t forget the crystal knives, cleavers, mallets, and beaters. When everything was arranged how he liked he grabbed the bowl and mixing spoon in his hooves, then his horn ignited.

With a stunning display of choreographed grace all the kitchen instruments sprung to life as they floated and dove about in the crystal king’s crimson aura. A merry little tuned was hummed along as he proceeded to prepare breakfast.

HmmMMMm, Mmmm, mmmMMMmmm, oh little cretins, how I love little cretins

All of the creatures he had placed into the basket earlier were levitated out, and hovered towards the kitchen instruments.

When I can’t have that irritating head-of-state bedecked on my plate, it is you that will satiate

The squirrel was placed onto a cutting board, before it was diced like a tomato. Then Sombra diced a tomato, and mixed it with the diced squirrel. Both the fruit and rodent were swept into his mixing bowl. Where he mixed them in with flour and spices, then they were tossed into a pan with oil, and began to bubble in the fry.

As a surrogate you can play the part of my favorite

The snake soared through the air, where it was split down the middle like a peeled banana, by the cleaver. Then Sombra pulled some bananas out of the crystal cooler and peeled them like the snake. The flexible stretchy body of the deceased reptilian was used to wrap around the tropical fruit, and the concoction that was snake-banana sausage was pushed into the crystal oven.

With savory satisfaction you are the perfect distraction

A blast of magic cleaned out the mixing bowl, before he filled it again with more flour, and then flower, some eggs, salt, and milk. The young badger was pulled out of the basket, given a flash singe to clean off the hair, and placed on the main table. A crystal mallet with a head larger than the badger itself was levitated over, and proceeded to pound it to paste. Sombra dipped a hoof into the meaty mess, and was pleased with the texture. The badger paste was added to the dough in the bowl. Mixed till it was indistinguishable, and then put in another crystal oven. Badger bread!

Till my plans come true, it is you that will have to do

Next was the turtle, which flopped about limply, like a rag doll, and was placed into a large crystal pot full of boiling water. One of the knives Sombra had in his magical grasp started to spin, and soon it spun faster than a windmill caught in a tornado. A myriad of vegetables flew out of more crystal storage containers. Mushrooms, cauliflower, cabbages, potatoes, carrots, peas, corn, and more passed by the mad whirling blade, before they fell into the pot with the turtle.

Oh my amusement, when others get a taste of this bemusement

A pack of mice were pulled out of the basket and placed on the cutting board, before a rolling pin was set in place, and rolled forward to flatten them like pancakes. Then four dozen eggs flew out of the drawer… make that five dozen eggs, and were cracked into a buttered pan, and the pancake mice were added to it.

Hehehe, hohoho, the occasions past, if only those nobles knew what I fed them, their sound stomachs wouldn’t last

The kitchen was warm with the heat of all the cooking instruments in full swing. Crystal spoons, whisks, and rods stirred everything to make sure it wouldn’t get burnt. Crystal spatulas flipped over the egg-mouse pancakes to give them an even browning layer. Sombra peered into the transparent doors of the ovens to check on the color of the sausage and bread. Everything proceeded perfectly.

Then to finish up, he retrieved several small serving bowls, he filled them with butter, cream, syrup, raspberry, blueberry, and crystalberry jams. For drink, another bottle of heart nectar was drawn out of the cooler. He poured himself a glass and took a sip. Everything would be cooked and ready shortly.

He had to admit there was a certain convenience with miss mosquito’s prisoners, he didn’t have to feed them. Except for the one that was awake and conscious, and he found she was surprisingly ravenous. Sombra then chuckled to himself.

“Let’s see how you like badger-bread princess… hmm, what did I feed you and your sister on our last court luncheon?”

He tapped a hoof to his chin as he tried to recall what he had fixed that particular occasion. The recall was interrupted however, as a warning signal blinked over his horn. Some equine had touched his stairs… No equine would touch his stairs without him knowing about it. They were his, and whoever it was probably had dirty hooves, the gall... the disrespect… the lack of regality… the-… they were probably taking more steps as he thought this.

With a flash of blood-red magic he vanished from the kitchen.


An abrasive crack thundered at the entrance of Sombra’s crafted cavern, and the crystal tyrant himself appeared with a lordly suddenness.

“What is it now queen cricket? Did you come to join us for-…”

There wasn’t one queen cricket. There were two queen crickets. One was a little taller, and better kempt, but still, it was another cricket.

“Queen cricket? What a cute little pet name! Really sister you made him sound much more uncouth than that.”

The grey stallion was somewhere between dumbfounded and highly irritated. He mouth hung slightly agape, and his fangs poked out. He glared at the one who spoke, then looked over to whom he thought was the actual queen cricket.

“What is this?”

“You said I could visit Luna any time, my sister here would like to meet her, and yes… perhaps join you for whatever you were about to offer.”

“This isn’t a family and friends included deal…”

“Oh come now, you were a king were you not.”

“Am a king.”

“Then you understand I have more than one important thing to focus on. Besides why do I always find you here at a moment’s notice… shouldn’t you help find your own amulet?”

“I understand, but don’t be impudent with me. Ofcourse I have plans.”

“Well, you can listen in on anything Crone says with Luna, and I won’t mind.”


“Or if you’re going to be productive, I might have you collaborate with my vanguard in the search. You seem to be good at acquiring difficult to find information.”

“How about we decide over breakfast…”

Ch.42 "The Answer to Life, the Universe, and Everything"

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Chrysalis Wins

Ch.42 "The Answer to Life, the Universe, and Everything

“I’d rather you decide now, I really do have other important matters to attend to.”

Sombra made a challenging frown against Chrysalis’s assertiveness. He looked between her, and the taller, darker, more lithe version of her… Possible reasons for this appearance began to fire rapidly through his mind. If queen horsefly had a sister why hadn’t he seen her earlier? Were they not on good terms? Was there some power difference or struggle between them? Hmm, was there some kind of advantage he could pull out of the situation? Or was he even more disadvantaged now?

While the crystal king had apparently gone mute, Chrysalis turned to Crone and waved a hoof dismissively.

“Well, I’m leaving. The swarm and matters of state could do with some evaluation. Meet me at Fancy’s house when you’re done here. Until then, have fun Crone.”

The smile Chrysalis made was as dull as her tone, nothing devious about it. Sombra looked for something devious, but couldn’t find it. His frown intensified as beetle horse opened a portal and vanished within moment. Now there was only him, and this other changeling, who smiled at him, and he didn’t like the way she smiled at him. Her fangs were flawless and pearly though…

He was going to just stand there a little longer, and play some kind of observation game, but this ‘sister’ of queen horsefly had other plans. She walked up to him, gave him a cheery look, then continued right past him. Sombra quickly got over his momentary surprise and called out somewhat indignantly.


“Well, you said you had breakfast this way right? I can smell something, ooo, and it might be burning.”

In reaction Sombra sniffed the air… No! not the snake-banana sausage!

He teleported back into the kitchen right away, and pulled open the oven right away. A puff of smoke greeted his face, and he waved it away with a hoof while he coughed. After he muttered a few curses about being distracted while the oven was left on high, he inspected the banana-snake. It was crusty and black, but the banana inside the snake was actually fine… snake oiled banana? Whatever, he plopped a few in his mouth and chewed.

The rest of the burnt meat fruit was levitated towards a smaller save-away container. Then his attention went to the rest of the entrees. The turtle soup was kept on simmer, The mouse-egg cakes were dished up, badger-bread pulled out, pan fried squirrel and vegetable dices put into bowls, and cooked birds pulled apart into organized pieces, then spiced and placed with some rice.

While he furiously worked both his magic and his hooves to either keep things for later, or prepare them for now, Crone stopped right outside the entrance of the and peered in. The smoke had mostly cleared, and the king of the kitchen was still distracted with his preparations. So she took a few more steps in and inspected some of the more intricate details of the room. Everything was crystal, little to her surprise, but when she looked into a basket she wrinkled her snout.

There was a burnt raven? Huh, and as she looked more directly at what Sombra did, she saw him pull a turtle shell out of the soup, and the shell was empty of turtle. The grey stallion still hadn’t noticed her yet, so she strode over to the counter. There was bread in a pan, and she lowered her head close to it and smelled the wafting aroma. It smelled… off, for bread atleast. There was also a little white protrusion she found curious, so she poked it with a hoof, it was hard, and that confused her even more. So she gripped the nub with her lips and pulled, after it popped out she let it fall to her open hoof.

It was a bone.

Combined that with the different smell, and it made her very suspicious of the ingredients. It was a suspicion that made her smirk however.

“Quite a carnivore aren’t you… especially if you have to bake it into your bread. What were you going to put between the slices?”

“Probably some salmon or chicken, though I did acquire some falcon and raven recently. Combined any of that with bacon, or tiny crystal ewe and your have yourself a…”

A few magically gripped instruments dropped to the ground, and the bowl in Sombra’s hoof was hurriedly placed on the counter. He rounded about to look at the intruder he had absentmindedly replied to. A mixture of fear and surprise was swept up under a defensive mask. Crone just wore an innocent grin. The protective tone the king picked up reached high decibels, and his hooves forcefully shoved Crone towards the exit, she didn’t really resist, and she snorted in humor. Sombra was not amused.

“Get out! No pony’s allowed in the kitchen!”

“I’m not a pony.”

“Or bugs!.. Unless I’m eating them! But you didn’t hear that! Out!”

“My, my, sensitive about our private kitchen time are we?”

“Only when others are in it!”

When he had successfully escorted the changeling, who was gifted at tallness, to the exit of the kitchen he huffed in a highly irritated state, and pursed his lips. His eyes communicated his distaste and disapproval of the changeling’s invasion.

“Just go explore your way to Luna already, she’s why you’re here is she not?”

“Yes, but I wanted to see what you had in mind for breakfast, and I must say it certainly seems to have novel ingredients. –snort- What have you been feeding Luna lately?”

“-sigh- Things I steal from your sister’s kitchens… I’d like to see her try and catch me doing it.”

“Huh, if I tell her she might take you up on that challenge. Anyway, I didn’t get to say I like your apron.”

Sombra looked down to his apron, which got a little messy in the process of cooking and other preparations, but the phrase “I’ll rule your kitchen” was still legible. When he looked back up to Crone, and he had to look up to her, which was not something he had to do with any other pony… and now that he noticed that, it really bothered him. He was eye level with Celestia and Chrysalis, the two tallest mares he had ever met, but this sister of the mosquito queen was almost a head taller than him. Despite the distraction, he was able to formulate his intended words.

“I will rule it in time.”

“You want to rule my sister’s kitchen?”

“And more besides.”

“What’s next? The living room? Dancing hall? Throne room?…bedroom?”

Sombra planted his face squarely into one hoof, and grumbled something inaudible. While the crystal king shook his head, Crone chuckled at his expense.

“It is a nice apron though.”

“Just go find Luna already, you’ve caused enough unnecessary distraction... hmm, is that how your sister sees you? Such a menial tactic to undermine me, if it’s true.”

“Ouch, what a way to return a compliment.”

“Only honest speculation.”

“Fine, I’ll take my powers of distraction to Luna’s room.”

“Thank you.”


Crone twirled around on the spot to face away from Sombra, and her tail flicked about indignantly. She was about to stomp off, but an idea came to mind, and she put a hoof over her mouth. Sombra had already turned back to his work in the kitchen when she glanced back. At this moment she could proceed without his suspicion. She exhaled a thick waft of positive emotions, took a few steps forward, and began to buzz her wings furiously.

“It’s still rather smoky in there! You could do with some fresh air before you get anymore stingy.”

The high powered fan of Crone’s wings blew the waft of hazy energies into the kitchen. As the smoke was pushed out, it was replaced by a diluted volume of what the changeling blew in. He replied to her lack of departure with a shout.

“Just go already!”

“See you soon for breakfast…”

She left down the crystal hallway, she already knew the way to find Luna. Thanks to a few shared memories, and rounded two more corners to get there. On the walk she had a little more bounce in her step, and couldn’t wait for the results of what she had just planted. When she neared Luna’s chamber she changed her devious smile to a friendly one.

As she approached the chamber that imprisoned Luna, she was stopped by a large clear pane, and she tapped it with a hoof, then to her surprise, it lowered itself and gave her access. So she trotted in, and found that the princess of the night was fast asleep on her extra large crystal prison crystal cot. Crystal blanket and crystal pillow included. How is it even possible to make comfortable bedding with crystal?

Besides that, there was the game table was still present, though the pieces had been tucked away. There were a few books scattered on the floor to one side of the room. A few empty bottles of something, and a few crystal seat cushions.

Crone grabbed one of the cushions, and noted its strange texture, it was if the fabric was woven with stiff fibrous threads, and stuffed with sand for actual cushioning. She plopped it close by Luna’s cot, sat on it, shifted around till satisfied, then turned to the snoozy alicorn.

She lifted a hoof to poke at the equine challenged for consciousness, and didn’t get much of a response for it. So she gave a harder shove, one that shook the princess’s barrel, and had just as little success.

“Come on Luny, get up!”

One of Luna’s wings received a rather fierce tug from the giant changeling, which caused her to grumble and roll over so she was on her back with her wings tucked in. A shrewd expression came over Crone’s muzzle as she narrowed her brow at the blue pony. The princess started to snore in a manner that was not so regal.

Rather than progress slowly, and find a waking point gradually. Crone put one of her large hooves at one end of the cot, and flipped the entire thing over. That had better results, as the sensation of falling a short distance managed to rouse the stiff alicorn out of her slumber.


After the remedial face-plant had accomplished it’s goal, Luna’s awakening, Crone smiled with satisfaction. Luna didn’t get up from the floor, and closed her eyes again, but she was able to moan a complaint.

“Too early.”

“You have all the time to rest later, I want to talk with you, and I won’t let sleep get in the way.”

The princess scrunched her face, and perked her ears, she started to recognize the voice despite her grogginess and closed eyes. When it finally dawned on her she opened her eyes into a thin line.




“Her sister!”


“My name is Crone.”


“Yes, I don’t think my name was chosen very cleverly either, but so it is. Anyway I wanted to ask you… about things!”

Luna rubbed her eyes with her wings, blinked a few times, and did a double take on her awareness levels. They were pretty good at the moment, and she looked up at awakener with a certain scrutiny. The face seemed almost the same, a slight difference in the coloration, but the eyes more or less looked the exact same. The shape of the horn was different though, for some reason. The night princess rubbed her head with a hoof, then brushed her mane a little. She lethargically clambered back onto her cot before she grumbled.

“What is it you wish to antagonize me about this time Chrysalis?”

“I thought we just went over that.”

“Remind me.”

“I’m not Chrysalis.”

“That is who I see infront of me.”

“We look a lot alike, we’re sisters. Do we need to be as different as night and day for you to distinguish us?”

“Well, you’re a changeling, and I don’t think a few cosmetic differences aren’t going to fool me. Though I suppose it doesn’t matter if you claim to be different, you all work for your queen…”

“I’m a queen too, just not the queen.”

“Oh, and please indulge me, how does that work?”

“Well, you share the title of princess with a few others. I don’t know why none of you have settled on having a proper queen yet, but we have a distinguished hierarchy at least. Chrysalis resides as the high queen, and I’m on her right hoof, as far as authority goes.”

“Then you should be a princess, or do you have a kingdom of your own?”

Crone put a hoof to her chin in thought. There were a few technicalities weren’t there?

“The swarm is the kingdom, and Chrysalis will have me rule over a portion of it. Such is the tradition of having multiple royals in any swarm.”

“And how many other swarms are there? I find it strange my sister and I have never met your kind before in our extended lives.”

“I suppose that’s where the other questions come in.”

“Hmm, about what you… your sister, came in here and showed me last time?”

“Yes, apparently you have met our kind before, and not in disguise.”

“I have no memory, nothing with substance. I already went over that with your queen. So I don’t really see what there is to expand on.”

“Hmm, honestly I’d have to do a little more of my own research on that as well.”

“Your sister mentioned a well last time she was here, would you care to explain that?”

“Oh, I suppose. It’s called the well of memories. Royals throughout time have added their wisdom and experiences to it. It’s truth as far as we’re concerned, and regarding changeling history, that’s something that’s nearly impossible to find from other sources.”


“Hmm, I do have some questions about the nature of your imprisonment.”

“What about? I’m imprisoned…”

“Have you not tried to break out?”

“Ofcourse, but this…”

Luna lifted a hoof to point at her horn. Crimson crystal was wrapped around it in circular growths. The peculiar thing was how the crystal constantly glowed, with a pulse. The faint movement of light echoed up through the top of the chamber, and the entire chamber seemed to pulse. Though it was a very subtle movement, and Crone hadn’t noticed till she looked harder. Luna continued to explain.

“The first thing I noticed was that I couldn’t use magic.”


“But it also constantly drains me, I have no idea where it’s being siphoned off to, but I don’t have my inherent strength either. Otherwise shattering that crystal pane over there would have been simple. I don’t think I could even fly at this point, not that there’s much room to try, but I always feel tired.”


“Hardly, really boring is more like it. All I want to do is sleep, all the time.”

“Then let’s talk about something more interesting.”


“Do you know if Sombra can hear us, from outside the chamber?”

“Your sister listened in, next to the entrance for a while the other day.”

“I mean, does he have some kind of listening spell linked here.”

“He hasn’t shown awareness of what I mutter to myself when he’s gone, or simply doesn’t care to bring it up.”

“Then I guess I’ll try a private word before he comes in.”

“And what is that? Sister to the current usurper...”

“Oh please, you tried to usurp your sister a long time ago, and we only resolved that recently. Didn’t we?”

The night princess gritted her teeth and looked down and away from Crone. As soon as her face was concealed from the changeling she relented some, and internal pain manifested as an outward grimace. Crone didn’t need to see her face to get a strong waft of her emotions. The changeling lifted a hoof to cover her nose.

“Ug, I didn’t come here to guilt you, that’s makes a nasty smell, so get over yourself, besides, what I really wanted to know was how Sombra’s been acting as of late, he seemed a tad more rude than usual. Also I may have a few terms my sister gave me permission to discuss.”

Luna fixed Crone with a hard glare that conveyed a sense of incredulousness, and Crone only returned it with cheery smile. The princess shook her head, and rolled over on her cot, so that she faced the wall instead of the changeling.

“What terms would she discuss when I’m some other pony’s prisoner.”

“You know she wouldn’t want you as a prisoner forever right?”

“Is that so?”

“It is, you could outlive us, and cause problems for future generations, should they become careless in your containment.”

“Oh, and why would I cause problems…”

“Since we would prefer not to end any life if we can help it, we’d like to offer eventual freedom. That will only come if real trust can be developed.”

“Ha, trust, yes… Your queen has been a marvelous example of why I should trust her. Let’s see, she only started with deceiving us, and lying through her teeth all the way till she forcefully took the throne for herself. Then spew a constant stream of threats to get her way. As well as fail to adequately contain Sombra, another potentially catastrophic problem for my ponies. Yes, the only way I see our relations ending is prancing through a field of daisies…”

“Eh, only a few small hurdles.”

“Only if you subject me to mind control.”

“That makes emotions stale eventually... But in any case, we don’t have to be best of friends for freedom to occur. Just enough assurances that you won’t be hostile, or try to take the throne back. A thousand years is a long time for any pair of flanks to occupy a single throne, no? Has your sister not desired a break before?”

“Others have done it for longer.”

Before Crone could continue with their discussion they both heard hooves clip clop down the hall and towards the entrance of Luna’s chamber. So rather than just be quiet and wait for the king to enter, Crone picked up a radically different tone, and flipped onto her back, so she could assume a much more relaxed pose. Luna eyed the shift wearily with a cocked eye brow. The changeling was loud enough that any pony that approached could hear easily.

“So Luna! You’ve got to tell me what your favorite kind of stallion is! After centuries I’m sure you have lot’s of experience, and have gone through several!”

“Actually I-”

“Or tell me why your room is covered in silver and onyx, did some designer pick that for you, or did you insist on it, because the whole nightly theme?”

“I deci-”

“How about what you were up to before the invasion? Oh, from what I heard you weren’t even at the wedding ceremony? Why weren’t you at the wedding ceremony for your own niece? Adoptive niece? Are there despondent feelings there? Is that more of the reason why you didn’t show? Or were you jealous? Or do you not like weddings? Or-”




“But those were just a few things I’ve wondered about.”

“And what makes you think I’d want to answer all of that.”

“Cause it’s fun, interesting, or juicy?”

The sound of hooves on crystal reached the body of the room, and Sombra entered with several dishes held in his magic, heat wafted from some of the dishes. The king held a very reserved smile, though smile he did.

Crone laid back and looked perfectly innocent, as she rested her chin on her forelegs, Luna on the other hoof rested her head on her pillow, and stared at the changeling with a quiet suspicion.

The game table was shifted, so that it was closer to Luna’s cot and Crone’s cushion, a crystal cloth was set over it, then all the food and condiments were placed on top of it, as well as a few dishes. Sombra then pulled over a cushion for himself, and let out a long sigh as he plopped his haunches down.

“Morning princess, I suppose as you can see, a crone is joining us for breakfast.”

Sombra chuckled stupidly, and uncharacteriscally, even compared to his previously altered behavior. His muzzle trembled as he tried to restrain a smile, but he couldn’t, and his broad fanged teeth were bared.

Crone put one innocuous hoof infront of her face to stifle a large yawn, and when she exhaled, more clear and hazy energies were released. She batted them away to make them less noticeable, and by so doing spread them around the air in the room. Luna had to voice her concerns.

“What are doing?”

“Yes, what are you doing? I am much too happy at the moment… hehe-haha.”

The changeling looked at both the night princess and crystal king, she held a rather blank, but inviting expression.

I'm yawning...

She yawned again, and exhaled more exuberant things. Soon the air was thick with something the other equines couldn’t see, but definitely felt.

After a few breaths Luna began to feel a little different too. Her suspicious face started to irresistibly morph into something more… happy?

Ch.43 "Perceptions"

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Chrysalis Wins

Ch.43 “Perceptions”

The door step to Fancy Pants’s house was illuminated by an emerald flare, and from the epicenter emerged the changeling queen. She had been awake long enough to be crisp and alert, and she didn’t waste a moment as she gathered herself to the door, and rattled it with a hoof.

Loud echoes bounced away from the point of contact. In response, there was scurried movement on the second level of the home. As Chrysalis waited she stared intently at the door, the place where she had knocked had a dent now, apparently the rattle had been too forceful.

The clop of hooves over wood reverberated behind the enclosed walls. The queen’s ears perked when she heard some rather vehement mutters.

“The blazes, what pony knocks that loud this early.”

It wasn’t too much longer before the door was opened, and a disheveled Fancy Pants was at the entrance. His normally brushed and styled mane was all amiss with evidence of bed contact. Neither did he ware his monocle, nor have his suit on, but a rather loose night shirt. His eyes were also quite bloodshot, and it became more apparent when he opened them wide in surprise.

“Oh, your majesty… Please forg-”

“I don’t care for formalities at the moment Fancy, rather, I would like some news if you have any.”

“Um, would you like to come in?”

“You have something to report?”

“I was up late last night trying to file through all the mail. The assistants you gave me earlier have proven quite helpful. There are a number of responses that have come back, and they vary quite a bit.”

“Then show me in.”

“Right this way your majesty.”

Fancy stood to the side and made a welcoming gesture with the sweep of one hoof. Then he indicated a large couch that Chrysalis could rest herself on. The large changeling made it there in a few long strides, and set herself down with a careful scrutiny. After a short mental evaluation, she decided the furniture treated her royal flank very nicely, though she gave no verbal acknowledgement of this. Rather she sighed through her nose, and waited for Fancy to set himself down.

“I’ll be back in one moment your majesty, I just wish to grab a few of the more important letters for reference.”

“Take your time my liaison.”

So Fancy trotted with a not leisurely trot up stairs. There were a few more scuffles, sounds of drawers being pulled in and out, then Chrysalis heard a second set of hooves on the upper level. Her ears swiveled on her head in curiosity, for she could hear whispered voices. One was distinctly female, and after something Fancy whispered, there was a loud-


Then more scurried movements followed. Some protested grunts, a few slams of this and that. Then there was the twinkle of magical interaction, a few painful sounding scratches, and some kind of wheezy poof noise.

The whole wild range of sounds ended abruptly, and few moments later Fancy came downstairs. His mane was now neatly combed, he was in his suit, and he wore his monocle, the bloodshot condition of his eyes had also miraculously disappeared. In his blue aura, a few papers floated along side him, as he descended the stairs back to the living room.

With quick and efficient steps, the handsomely dressed unicorn approached a chair opposite where the queen sat, and settled himself onto of the leather bound cushions. Then the stack of papers was levitated close to his monocle, a few of them were rifled through until he found what he wanted.

“So, your majesty, here are a stack of letters from the mayors and governors of our good nation.”

“I’ll trust you to summarize them.”

“Very well, I suppose I’ll start with Mayor More from Manehattan.”

“Didn’t you mention her before?”

“Yes, she had expressed interest in new leadership earlier. You had me send two of my assistants there.”

“And how have they been received?”

“They’re still being evaluated, but her interest increased when she met them in pony. I believe her positive reception will continue. She’s also expressed some interest in getting a group of your changelings organized into helping her city’s crime issues.”

“Hmm, that can wait till later. She can give me something more official when she’s made up her mind completely, and had time to articulate her thoughts. As of now I won’t afford some haphazard attempt to fix her problems. I have yet to see if other ponies will make themselves more of a nuisance. In that regard, were there any hostile responses?”

Fancy flipped through the letters again, and pulled out one with a large cloud seal stamped on it.

“The pegasi of Cloudsdale, and their governor, Marble, expressed a desire to send tornados and hurricanes our way. Though I hope you won’t mind that I took the initiative and asked them not to. There are many ponies here that would be unfortunate collaterals in an attack of that kind.”

“Ponies would be the only victims, unless you have a means for underground shelter?”

“I’m unaware if Canterlot was built to receive hurricanes and tornados...”

A wide smirk crossed over the queen’s muzzle, the stagnant action of such infuriated loyalists amused her. The pegasi apparently cared about their fellow ponies enough they hadn’t attacked yet. Such an obvious and blunt strike would be far from precise, and would likely have unintended painful consequences. Even if they forsook a weather attack and did a more traditional siege, they would siege her when she had the entire city’s citizenry under her hooves. What a lovely shield ponies made…

Fancy appeared slightly unsettled after a few moments of silence, so Chrysalis gestured lazily with a hoof, and proffered him to continue.

“Any other aggressive responses?”

“There were a few flustered responses, but they were few, and from towns too small to really have a means for pertinent action.”

“Then what was the general response?”

“Hmm, I believe this letter from Mayor Moonshine of Las Pegasus would be a good example of the most common response. I’ll read it aloud.”

Dear Pants that are Fancy,

I got a letter earlier this week, that said it was from you, but it was total non-sense. Said something about Celestia being imprisoned, and the element bearers being driven off.

Some pony has a good sense of humor, because that clearly hasn’t happened. The Sun has kept moving every day, and reminds me of my hangover, hehe, I mean it reminds me I’ve got board meetings to go to.

Please mail back this envelope so I know it’s you, and not some noble pulling my leg for money.

Regards, Mayor Moonshine.

p.s. I got a shipment of champagne from the draconequus isle, you wouldn’t believe what this stuff is like. Also It’s been a while since you’ve visited, perhaps I could stop by sometime? There’s a few connections in snob-town I need to talk to anyway, and I’d much prefer your company. Hope to hear from you soon.

Chrysalis cocked an eyebrow.

“So most ponies are in a state of disbelief?”

“I got almost identical responses from Baltimare, Fillydelphia, and Vanhoover. The rest of the letters from the other towns and cities were basically various alterations of the same idea.”

“Then I will have that remedied.”

The queen’s eyes pulled away from Fancy as they went into contemplation, one of her hooves was raised and slowly caressed her chin, and jaw line. The unicorn stallion waited patiently while the queen thought, he focused and made slow deep breaths. The changeling’s reverberant voice quickly broke his focus.

“I will have a meeting organized, within the next two weeks. I will require representatives from each of these towns and cities to attend. Everything will be made clear then.”

“Within two weeks? I’m not sure we could gather ponies from every town in that time.”

“Tell them it is mandatory… Or I will make a personal visit to any town that fails to have representative attend.”

“Very well, should I make the date officially two weeks from now?”

“Yes go ahead.”

“I’ll get busy with the replies.”

“Oh, one more thing. Do we happen to have any more foreign guests around?”

“Do you mean other ambassadors and dignitaries besides the Saddle Arabians?”

“Yes, I do, If other nations have any representatives here I’ll meet them while it’s convenient.”

“Well, now that you mention it, I was notified we had a large influx of visitors at Canterlot’s general embassy.”

“Large influx?”

“Apparently the news that Celestia was removed from her throne caused quite a stir, and many nations sent dignitaries to decipher the rumors.”

“Then point me to the embassy, and there will be rumors no more.”

Fancy looked to a clock on the wall and his brow narrowed.

“Right now they would be having the luncheon in the embassy dining halls.”

“So my presence will be informal, that is fine, point me there.”

Fancy pulled out a blank sheet of paper from a nearby desk. With a flash of magic a symbol was seared into the parchment, a large red indication arrow. Then it was levitated over to the queen, who grabbed it with her green aura.

“That should be simple to follow as the one that guided you to my house.”

“You have done well my liaison. You may continue with you other responsibilities.”

To signal she was done, Chrysalis stood up from the couch and made her way to the door. Fancy got up from his chair and went back towards the stairs, though before he ascended he looked towards the door, and opened it with his magic. The queen walked through the door unimpeded and closed it once she made it by.

Once outside she lowered her grey eyelids, and glowed her sclera as she reached out with mental magic. A message was sent out to a far distance, and it took a few moments before the intended recipient received it.


Yes my queen?

I want a vanguard with plenty of experience with the affluent. Is there one here in Canterlot?

Yes there is, very close by infact, would you like me to send her your way?

I would.

Then she’ll be there momentarily.

Also, how goes the hunt Shade?

-snort- surprisingly well, I’ve found some very promising leads.

Where are you at the moment?



She reached out in the mental spectrum, and indeed her head vanguard was very far away. It was a great distance to cover since she had last met him. Her next thought was interrupted as the door behind her opened up. The queen twirled around on her long legs, and expected Fancy to be there with something he’d forgotten to tell her.

Instead it was an elegant white unicorn mare with pink mane. She was clearly nervous as she spoke.

“Shade says you have need of me?”

“Oh, Fleur was it? Well, drop the disguise, we’re going to a luncheon and you’re going to help me.”

“Ofcourse my queen.”

So Fleur’s white pelt shifted to grey chitin, and her pink mane transitioned to purple. She squirmed a bit, as it felt unnatural to her to be in the open and exposed like this.

“Do you have a changeling name?”

“Shifty my queen.”

“Be prepared to answer questions from a number of dignitaries, our goal is to assert ourselves with a favorable impression during this luncheon. I trust you if Shade trusts you, so let’s take care not to offend our neighbors. Atleast to their knowledge.”

“Understood my queen.”

Chrysalis held up the paper with the magic red indicator.

“Then let’s go…Shifty.”


The Canterlot General Embassy-

The dining hall was a magnificent and large structure, and sported much of Canterlot’s best designs in regards to architecture. The accommodations within the hall itself were wide and the furnishings were expansive. The colors were a generous theme of alabaster, lavender, and gold trimmings.

Round tables, square tables, and plenty of irregularly shaped tables supported a number of dignitaries and their meals.

Among the inhabitants of the dining hall were ponies from the nations of Germane, and Prance. Griffons from both Griffonstone, and Wunduree occupied section of the dining hall. Minotaurs from Labrynthia were present, and circled around one particular table. A few fishy equines, hippocampi, rested in a shallow pool designed for more aquatic visitors. Equines from Zebzeb had gathered in one corner, and in one spacious section were two draconic visitors.

The Saddle Arabians, Crescent Iris and Delta Shores, shared space with the griffons from Wunduree and were enraptured in an interesting discussion. In fact, the whole hall bustled with lively activity and discussion, though each of the groups kept largely to themselves. A few of them ventured here and there to talk about their relations with one another, but this was an informal setting, and most who gathered there looked forward to a social meal.

( The Germane Table )

Six ponies sat on benches around square table. Each of their pelts glittered with a metallic sheen, and they reflected various hues of copper, brass, silver, and gold. In their bowls were small shiny pellets and ingots, which many of them snacked on merrily. Their drinks were held in mugs and the contents within glittered with powdery and reflective particles.

When one of them occasionally belched it sounded like a gong was struck, and the metallic ring would hang in the air.

The ponies themselves wore metal bands and rings on their manes and tails. Facial hair was common on the stallions. None of them had cutie marks, or wings, or horns.

One who stood out oddly among this crowd of foreign ponies was a stallion armored head to hoof in chrome plate. Unlike the rest of his peers he had a horn, and it was decorated with several rings that fit snuggly into the natural segments. He didn’t function like a normal unicorn though, and couldn’t use it for traditional magical purposes.

Even though he had a bowl of pellets, and a mug of silvery drink infront of him, he kept his visor down, and didn’t join in the lively discussion the rest of the germane ponies engaged in.

Eventually the shiny brass mare that sat across from him put her mug down, and gave him a scrutinized stare. Her lime green eyes peered against the dull-red and opaque visor.

“You know Prism, this is supposed to be an informal occasion.”

“I don’t believe in informal occasions Malleable.”

“As you have clearly shown over the last week it took to get here, I’m concerned.”

“Your concern is misdirected.”


“I don’t see how any of you can relax, especially while we’re in a nation that was recently taken over by some rogue. We have no idea of the true intentions here.”

“I hardly see the intentions as hostile, the city could have been locked down, but it wasn’t. Obviously this new… queen, wants to keep existing relations stable.”

“It’s a trap.”

“Prism, please.”

“If she decides to take Equestria’s throne one day, who’s to say she won’t try something to slight other nations. Why did she take Equestria first anyway? What does she want here?”

“Well, that’s what we’re here to find out.”

“To be fed lies most likely.”

“Is that not the game between most nations? But that’s besides the point, you showing up in your armor to lunch is giving everyone else a cold shoulder. We’re here to represent our nation Prism, and I think it would be better to appear a little more inviting.”

“I trust no one.”


“You don’t know if this, this changeling? Could be planning to entrap or assassinate us.”

“It’s a show of good will, and this is precisely why you haven’t officially been made an ambassador.”

“I know, but I think king Torque keeps sending me to watch your backs. Someone needs to be prepared for the possibilities.”

Malleable just sighed, it wasn’t going to go anywhere. So she turned back to the main discussion at the table. One of her front hooves absentmindedly reached into the bowl in front of her, and scooped out a few silver pellets and an iron ingot. They were casually plopped into her mouth, and chewed.

Her teeth and jaws munched the metal bits into smaller flakes, and the iron ingot was chewed rather like gum. After she swallowed, a rust colored tongue poked out from between her lips and searched for any loose flakes, but none were to be found. So she scooped out another hooful of the shiny germane treats.

( One of the prench tables )

The prench ponies occupied several tables, as there were nearly three dozen of them, all of them unicorns. Most of them sported fancy clothes of some kind or other, and many of them had their manes and tails done in extravagant, or otherwise stylish manners.

The food that decorated their dishes was as artistic in appearance as it was made to taste. Refinement and etiquette defined their behavior… mostly. There was still on occasional riotous laugh, or an exaggerated sputter at some incredulous revelation.

One cream colored mare voiced her opinion of the locals.

“Can you believe these Canterlot ponies! They even think they’re stylish… And this is supposed to be their best!”

A blue prench stallion smirked at her reproachful tone before he replied to her statement.

“Well Fromage, they do follow our popular trends… about ten years after their out of date. Oh hoho.”

“I suppose it would be flattering if they merely wanted to be like us, but most of these ‘street nobles’ pretend as if they actually have any class. That is what bothers me.”

“They aren’t prench, what are you expecting you silly mare? For them to actually understand the social arts? The majority of their ponies are not even unicorns. They suffer from split focus. So much of their time is spent on what they think are necessities, but are paltry.”

Fromage scrunched her muzzle and rested her chin on a fetlock. Her eyes narrowed and she appeared to be in the midst of unpleasant mental digestion. The blue stallion chuckled at her reaction to his previously verbose statement.

“The real question is, how much more will it devolve?”

“What do you mean Salete?”

“The new queen that has come here…”

“Oh, her? They say she is hideous, as well as all the monsters she brought with her.”

“I know I know, quite barbarous, the whole thing really. Though I believe there maybe interesting opportunities yet.”

“Celestia atleast had manners and grace, what kind of demented potential are you looking for in uncouth barbarians?”

“Celestia was old, she was very set in her ways, and there was little we could do to influence her. This new queen however, even if she is cunning, I’m going to take a gambit that she is much younger. The world hasn’t heard of her kind, and she took the daring move to reveal them. She thinks because she has power, she is powerful… Even if she has spent time learning of us, it’s going to be another thing to interact with us this openly. This is where I see our opportunity for influence. She is new, and bound to be naïve in some areas.”

“And if any have creativity and revelry for new, it is us. I like where you’re going with this Salete.”

“Hohoho, yes, two can play the game of social manipulation. Hoi! I mean, did you even hear how she took over?”

“Wasn’t it something to do with a wedding?”

“Yes, she played the bride in disguise! Like some kind of opera, right under Celestia’s nose!”

“Such simplicity…”

“And hilarity.”

“Be respectful Salete, Celestia was a decent mare.”

Fromage didn’t conceal her own amusement at the idea very well, and a smile cracked through her attempt to chide the stallion for making light of such a thing.

A third pony sat near this particular table, and flipped about her mane gently. She had a light grey pelt, and a white mane with silver luster. Though she had been near Fromage and Salete, she hadn’t paid attention. Rather, what caught her attention was her own reflection in a neighbor’s metallic goblet.

“I’m so beautiful…”

Then she proceeded to caress her own cheeks slowly with a hoof. The statement caught both Fromage’s and Salete’s attention. The blue stallion shook his head in disapproval.

“Why is Mignon here?”

“Because she’s beautiful?”

( The minotaur table )

Three of them sat around a round table. Each of them held some cards, and had some playing chips infront of them. One of them held a particularly hard expression, he also had the smallest pile of chips. The fedora he wore did little to conceal his contempt either, or the way his stripped vest strained around his tense muscles. Also the hereford pattern of his body really emphasized the countenance with it’s bright highlight there.

The reddish, hat worn minotaur pulled one last card from the deck and flipped it next to a few others in a line.

“Final round, Midgy…”

He stared down at a shorter red-angus minotaur, much shorter, infact this little minotaur would be lower than even ponies in height. Despite the disparate size, he wasn’t a child. Midgy had put on his own blue suit, and combed through his own mane, thank you.

“I am more than ready, Talltoll.”

The midget minotaur held a flat even expression, one that was nearly impossible to read. Talltoll failed to hold in the grumpiness from his voice as he looked at the other two players, and announced the end of the game.

“Well, put up your hands.”

“That’d be your honor to go first Tall.”

The third minotaur was white with numerous large black spots on his body, a holstein pattern. He was completely relaxed, and let it show. His posture was leaned back, as comfortable as he could manage on a stool.

With a grunt, the fedora topped player put down his hand, face up.

“There, I got a flush.”

Then midgy broke his flat expression, straightened the collar of his suit, and twirled about the cards in his hand in a playful manner. Between the cards in his hand and on the table, he held up a full-house.

“Hand over them chips Tall.”

Talltoll grit his teeth as he pushed over a sizable stack of the chips. With a self-satisfied grin Midgy pulled in the winnings from the other player. For a few moments the short one just rubbed hands together and wriggled his eyebrows. Then he remembered there was a third player.

“You’ve been much too quiet Chipper, what do you have?”

“Oh nothing that special.”

The white minotaur had his hand behind his back, and drew out the time it took to reveal what he had. Midgy just smirked and shook his head. When Chipper finally placed his cards on the table, both the other minotaurs saw it made four-of-a-kind. Talltoll slammed one first down on the table, and caused all the chips and cards to jump.

“HA! So Midgy-taur Tycoon can be beat… I swear, I’ve always suspected you of stacking the deck, even when you aren’t dealing!”

“Please, Tall, why would I be dishonest in our recreational gatherings?”

“If you would be in business, then I hardly see why recreation is held to a different standard.”

“Now you accuse me of being a dishonest business-taur… That’s going a little too far Tall.”

“I can only say it’s suspicious you rose to prominence so quickly.”

Chipper decided to cut in before the two could get more offensive to each other.

“Well his father is Monopoly Monger, you could hardly ask for a better mentor. But shouldn’t we be mentioning local business?”

Talltoll waved a hand dismissively, he didn’t like being interrupted, but local business could do with a passing mention.

“What’s there to say? We’ll get what we want out of the new queen. We got what we want out of Celestia for decades. Who’s got more practical experience than her? Certainly not some conquering deviant…”

“I did hear she was able to deceive Celestia too, it’d be foolish to underestimate our prospects Tall.”

Midgy interlocked his fingers before he stretched them out, and cracked the knuckles. Chipper stratched the stubble under his chin, and rolled out a few more words.

“I’ve heard they eat emotions, or can read them along those lines. When it comes down to the serious business, a face isn’t going to be enough. It’ll be tricky to help them think we would really want mutual interest.”

“That’s fine Chipper, we just have to believe our deals are as good natured as we say they are. Any good dealer can fool himself.”

A sneaky smile crossed over the tiny minotaur’s snout. Tall folded his arms and rolled his eyes at the other two.

“It still surprises me that I feel more honest in the gambling business, compared to this real-estate agent, and lumber-jack…”

( The griffon resting pads )

Squawks and chatters abounded around a small group of avian-feline hybrids. They shared one communal bowl for the meal-time, and it was full of rice and dried fish.

A female griffon with a proud plumage of alabaster feathers, and the back half of a black panther, turned to the griffon that sat nearest to her, A griffon whose plumage was that of a peacock and feline side was a tiger. Her voice was soft and unassuming.

“Mitra, it’s much too cold here, have you found a place to warm yourself?”

“I have not Santi, but you could always ask one of the drakes to start a fire.”

“I hardly see our hosts taking that with good nature.”

“It wouldn’t be our fault, just the dragons.”

His peacock face made a very avian smirk around the edges of his beak.

“Bits! Bits! C’mon ye griffons, help a fellow in his plight.”

Both Santi, and Mitra flinched at the irritable squawk that came from over their heads. Another griffon with dirted white and gray plumage, straddled one of the poles that held out a banner. His weight caused the flexible post to bend, and he held out a hat to the others.

“What are you even doing here? Go back to Griffonstone, this isn’t the place for beggars.”

Mitra’s harsh tone was met with an equally bitter glare from the gray griffon.

“Don’t act like you’d be so much better if the same thing happened to Wunduree.”

“We don’t put our faith in relics, so don’t we don’t share that same fallibility. No, I don’t think the same thing would, or could happen to Wunduree. Now go.”

“I’ve as much a right to be here as any of you. Griffonstone still has an ambassador.”

“Self proclaimed? Or officially instated? I honestly don’t see your group willing to bother.”

“Why you condescending feather-duster!”

Santi sighed in frustration, the two griffon males continued to squawk at each other with increasing intensity. So she decided to intervene before talons got involved in the mess.

“Mitra, don’t antagonize him anymore, it’s not going to get him to leave any faster.”

“I’m sorry, I just find him so aggravating.”

“The feeling is mutual you pompous pecker! I’ll find better charity with the dragons!”

And with that the grey griffon fluttered off to another side of the hall. In a few more moments his grating voice could be heard again, calling for more ‘bits’.

Mitra reached into the bowl and grabbed a fish, which he proceeded to quietly nibble on. It wasn’t long before Santi decided to do the same thing.

For now they were content to eat quietly and observe the other occupants of the hall.

( The Hippocampus custom pond )

It was a small shallow bowl more or less, and just enough to get the occupants wet. They could swim about through the air if they so desired, but it was more comfortable to be in contact with their native substance.

Two hippocampi relaxed into the provided water, one of them held an ornamental staff, and word a large gold plated neck chain, which was imbedded with emeralds. Long whiskers sprouted from the top of his muzzle and fore-head.

Across from him the other dignitary displayed her fondness for pearls, with both a large pendant and bracelets. Her scaly hide was green, while his was crimson. They both held rather dulcet expressions. The female opened her muzzle and slowly expelled some thoughts.

“Do you think she’d bother to listen?”

“To what? Our desires? Why should she? Celestia apparently considered our services more of a duty than something to be compensated for. Thus our general disinterest in our relations all together.”

“I suppose, do you really think this venture is simply for passing curiosity then?”

“We could always hope it’ll be more. Things have never been the same since…”

“No hippocampus has forgotten the disappearance of our siren stones. There is nothing we can do about that now, Adagio be damned. The city that contained their prison has vanished. The sisters let us witness for ourselves.”

“Then yes, this venture is only a passing interest. I imagine there’s only a slight chance this new queen would bother to have safer seas. They already count on their pegasi to manage things from the air.”

This miffed the green hippocampus a bit, and she mulled it over. Her finned tail flipped over, and rested on the edge of the bowl. Acknowledgement from the surface races had been an ongoing issue for generations. She rubbed her hooves together and tried to stay positive.

“The draconequi have atleast been courteous to us.”

“But also stingy, I think they’re afraid to lose any regular visitors. Being trapped on that island for centuries hasn’t done them any favors.”

“We’re their only source of news, everyone else finds them too overwhelming to deal with personally.”

“They do have Lethal…”

“What, the lightning drake? He’s hardly reliable…”

“He’s something.”

“I’m afraid they’d get even worse if we decided to stop showing up.”

“And what would they do? They’re trapped. Their only means of getting off that island is sealed in stone.”

“It would just seem cruel.”

“Jade, we’ll keep going as long as they have something worth exchanging. Lord Golden Spoon has been willing and able to conjure up things for our fancy.”

“If only it didn’t take getting through his eccentric mannerism, and clinginess.”

Jade splashed the water around her lightly, and sank further into the water, she closed her eyes and made an effort to relax. Her traveling companion adjusted himself as well, and rolled his head about on his neck, after it was sufficiently wrung out, he rest his chin on his chest.

Both of them napped.

( The table of Zebzeb )

A giraffe, a hippo, and a zebra shared a table. The giraffe had a long wavy reddish-brown mane, and she happily sipped on a straw that sprouted from a coconut cup.

Next to her was the hippo, who had on a wide brimmed straw-hat, as well as a broad vest. One of his toes thoughtfully prodded his drink, but he didn’t pick it up yet.

The Zebra felt around the table with his hooves, for he couldn’t see very well. A humongous afro of a mane hung over most of his face and neck. His tail was also irredeemably bushy. When he couldn’t find his drink he threw up his hooves in frustration.

“I tell ya mon, deesa drinks needa be easier to find!”

“It’s called a mane-cut, mon…”

The hippo mumbled with exercised patience. The zebra then crossed his fore-legs defensively.

“Imma never shorten my pride N’ joy. Mumma said any zebra worth their stripes would do no such thing.”

“You could try a hair band.”

The giraffe put down her drink, which was a slightly award and cumbersome affair. Given how small the drink was, and how long her legs were. The small zebra thought he heard something.

“Could ya say that again mon?”

With one hoof, the zebra lifted part of his afro away to reveal one of his ears. The hippo sighed loudly.

“It’s even interfering with your hearing ya doo-face. I’m tempted to shear it myself right now!”

“Ya callin’ me a doo-face mon!”

“Only a doo-face would insist on bein’ so blind! Especially when we want to talk with the local boss-mon.”

“Local boss-mon isn’t my boss-mon.”

“I won’t have ya be an embaressment.”

The hippo pulled out a very large bowie knife, and grabbed the zebra by the afro. As the overly bushy mane was tugged upward, the mystery of the zebra’s eyes and ears were answered, he did infact have them. When the zebra found his eyes exposed to the light, he lifted his hooves to shield them. They were not used to such unfiltered brilliance.

“What are ya doin’ mon? let me go!”

“I’m doin’ what ya shoulda done.”

Before the hippo could chop off a large chunk of the zebra’s hair, he felt a tap on his shoulder. He turned around, but had to look up. The giraffe had a concerned expression on her long featured face.

“I donna think that’s a good idea right now Bobway, you’re gettin’ stares.”

The broad quadruped peered around, and their conversation had indeed caught the attention of several neighbors. He put his knife away, and released his grip on the zebra’s mane. The stripped equine groaned and rubbed his eyes with his hooves.

“Oh, my eyes mon… you be the devil Bobway.”

“I’m not finished with ya. We’re gonna have a chat before anything official goes down.”

The giraffe tapped the hippo’s shoulder again, and he rounded with some fumes.

“What now?”

“I’ll have a chat with Zorro, don’t be worryin’ yourself so much. He’ll be presentable when I’m done.”

“I heard that mon! I don’t need no private chat with nobody!”

After the zebra’s defiant reply the hippo grabbed his afro again and bellowed loudly into his face.

“I swear mon! I don’t care if others be watchin’. I’ll handle ya right now! We’re here for Zebzeb, and ya better act like it!”

After the blast of foul air the zebra cowed, and started to shake.

“Ok, ok, I’ll chat with Hemra, ya happy mon?”

“I’ll be happy when ya’ve managed yourself.”

There was an uneasy quiet at the table for a few moments. So the giraffe reached over to a serving table, and grabbed some more drinks. She didn’t even get up, because her reach was enormous, and a dozen coconuts were pulled onto their table. Her voice carried with surprising weight.

“Now we’re suppose to be enjoyin’ ourselves. Brighten up you two!”

Zorro shifted away from the hippo and closer to Hemra, this time he was able to find a drink as he blindly reached out for one. Bobway just grumbled and let his eyes roam over the hall, eventually one of the drinks was seized in his grip. He pulled the straw out, and threw the coconut with drink in his mouth, where they proceeded to be crunched and slurped.

After the giraffe cycled through a few of the drinks, she proffered the group with another question.

“So what do we wanna say to the new boss lady?”

The corner of the zebra’s mouth pursed at the mention and he remained silent, Bobway just shrugged.

“Zebzeb is still open for visitors. From what I’ve heard she’s tryin’ to keep things the same. So the same we’ll keep ‘em.”

Herma’s mouth curved into a doubtful slant.

“Ya so sure about that? I mean, we might wanna keep it the same, but what about the rest of the creechas here?”

“Might as well brush up on their thinkin’ too, most of ‘em are here, aren’t they.”

“Better not approach the ones who saw ya pull out the knife. Besides Bobway, what were ya thinkin’ pullin’ that out in the lunch room for?”

“I lost my patience with a little zebra mon… I could just tell ‘em I use it for my salad.”

“Ha, ya mon, that’ll work just fine… not.”

The giraffe gave the hippo a shrewd glance.

( The dragon table )

A large square table was host to two large scaled creatures. Neither of them had wings, though they were built like dragons in every other way. One was significantly larger than the other, and glanced around the room with a bored indifference. The smaller one glared daggers at his undesired table associate. Smoke billowed out of his nostrils as he hissed.

“Give it back!”

There were two bowls at the table, filled to the brim with gems. Currently the larger gray drake possessed both of them, and blocked the other scaly beast’s access. One claw was slowly, methodically, and apathetically tapped up and down. Each tiny strike further grated the smaller blue drake’s nerves.

“I said-”

“Are you going to try something or just whine like a hatchling?”

“You.. ga… huuuuu.”

“Gibbering nonsense doesn’t bode well for the constitution of your intellect either.”

“Fine, take all the gems, you arrogant arse. If you weren’t her herald I’d gouge your eyes.”

“I doubt you’d succeed at that either. Tell me, Goff, does Raker get as easily flustered as you?”

The smaller drake snarled and bore his fangs, but didn’t make any other aggressive moves. The larger grey drake still held an uninterested stare into nothing in particular. One of his paws gave place for his chin to rest, and he continued to tap one claw on the table with his other paw. He didn’t move to eat any of the gems, they were in fact a good reminder to keep Goff in his place, and in proxy the dragon Raker.

A large gold necklace hung about the grey drakes neck, and in the center of it was a large dark obsidian stone. It would occasionally glint with an off color tint, and the mere shimmer caused unease to those who looked at it. A smaller circlet was also worn ontop of the herald drake’s head, though it wasn’t as eye catching as the necklace.

Smoke had ceased to flow from Goff’s nostrils, and he looked away from the table. The fact the gems sat there uneaten was more than bothersome. So he growled at the other drake again.

“So what is Ebony’s interest here then. I would think this change would be below her cares. I had hoped there’d be no necessity for you.”

“Why do you think I would tell you the particulars? Mere entertainment is more than enough reason. But if you insist on being so bold as to know Ebony’s intent, then I should inevitably have to return the inquiry, and know what Raker hopes to gain from this most recent squabble.”

“I’m sure it has nothing to do with Celestia’s downfall…”

“What a brilliant mind… I’m sure Raker dug through many bright candidates before he settled on you…”

The venomous sarcasm crushed Goff even further, and his reply was a sneer.

“Yet more filth spouts from the arse. Go bury it somewhere no one has to smell it. You can keep her reasons to yourself.”

Goff pushed away from the table and made to leave. Before he made it too many steps away his stomach grumbled. He grit his teeth in anger at the uncomfortable sensation of hunger. His pride was too fierce though, he wouldn’t return to that table. Not to sit with Ebony’s herald again. He wouldn’t beg, he wouldn’t plead. In fact, he should be making demands here, he was herald of the world’s greatest dragon, Raker!... but even he was still under Ebony… there was actually no dispute in that, and her herald loved to abuse it to no end.

The blue drake eyed the other tables, and wondered which one he could join. After he scanned the room, the griffons from Wunduree caught his eye, perhaps they would do.

When it was apparent the other drake wouldn’t return, Ebony’s herald finally reached out and began to plop the gems into his mouth. The precious stones were slowly chewed, and he frowned after tasting them.

He picked up one bluish gem between two claws and looked at it with judgmental cold eyes.

“I hope this new queen isn’t as mediocre as her hospitality… That would be a shame, wouldn’t it Ebony?”

The obsidian stone on the necklace swirled about with distorted dark hues in response.

( The entrance to the dining hall )

The arched doors to the large hall opened, and from between them crossed a tall royal changeling, who was trailed by a shorter, but magnificent, vanguard.

As she walked by silence spread throughout the hall like wildfire, and soon most eyes were locked on Chrysalis. She stood there and absorbed the attention for a few moments. The smells of the emotions that boiled in the room were greatly varied, and she had only to decide where she wanted to go first. While she had the rapt attention of most of the occupants, she decided to speak.

“Please, act as you were, this is a casual gathering is it not?”

Her invitation to go back to informalities was slowly heeded, but once the chatter began, it became even more boisterous than before. Shifty, who was close behind her queen, prodded a question.

“How do you wish to go about this my queen?”

“Divide and conquer, after we’re done socializing report what you hear. I’m here to get a sense of my reception. Dig out as much honesty as you can.”

“I’ll do my best my queen.”

“Then go, your pony named sounds prench so start with them. I’ll meet with the… griffons, oh, I see Crescent and Delta there.”

The two changelings separated and made their respective ways towards their target audiences. Before Chrysalis could make it half way there was a blinding flash, quickly followed by the deafening roar of thunder.

Every creature seized up with surprise as ambient static charged the air in the room. Creatures with fur had every hair stand on end, and mane styles were messed up and disheveled. Electricity arced between the metallic germane ponies, who yelped and jumped at the random shocks. The prench complained about their messed up pelts and manes. The minotaur’s deck of cards caught on fire. The griffonstone griffon dropped all the bits out of his hat. Ebony’s herald cocked an eye brow in interest, and both hippocampi writhed in their artificial pond.

Jade cried out.

“Not him!”

In the next moment a large part of the ceiling caved in, followed by an enormous form. This new giant scaly body landed right on top of Equestria’s newest queen, and she disappeared underneath his bulk.

There were screams, shouts, squawks, and other manners of complaints, but all of that was drowned out by the new figured when he spoke. He shook his head, which sported a massive five point frill, and put on a winning smile.

“Hi there ladies and gents! Sorry about the mess, but I didn’t want to miss lunch. Also, for those of you who don’t know, or met my spectacular self, I’m Lethal! Here on behalf of Lord Golden Spoon, and all of the draconequi of the isle.”

“My queen!”

Shifty screeched.

“What’s that now?”

The large electrical dragon inquired, he failed to notice the problem, but he felt something struggle underneath his back. When he turned his head he saw a pair of hooves wriggle weakly near his side.

“Oh… Is that who that is?”

Ch.44 "Apple In My Eye"

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Chrysalis Wins

Ch.44 “Apple in my eye”

(Shortly after Shade left Chrysalis at the mirror pool)

Shade stood in the midst of Ponyville in the form of an unassuming pony. A grey pelt, teal mane, and blue eyes were what made a simple disguise. The last he had seen of Twilight was when she dashed off to the center of Ponyville, and that is where he hoped to pick up the scent.

The tracer he had planted on her horn was placed with magic, but wouldn’t require it for him to follow. The clear dab of resin would release pheromones that only changelings could pick up… well, and bees. Hopefully Twilight wasn’t allergic to them, Chrysalis did want her alive after all.

His grey muzzle sniffed at the air as he neared town hall. The sour scent was pungent, and very easy to follow. If he didn’t find her first, it would be fairly likely another vanguard would. With how high profile the purple unicorn was, they should notify him first.

Once he picked up a good indication of the scent’s direction, he walked into a private alley and flashed a little transformation magic. Now his unassuming pony guise had wings, and he used them to glide quickly down the road.

The trail soon led him towards the outskirts of Ponyville, and alongside a particular farm. There were plenty of fruit trees behind the white picket fence, and as he went along the scent got stronger. Eventually the fence went back further into the property and a fairly large arch held a display board. On the broad piece of wood was carved the symbol of an apple.

The changeling narrowed the eyebrows of his pony guise, he felt he should recognize something about this. In the mental spectrum, he reached out towards Reaper, his local informant.


Hmm, yes?

I’d like you to tell me where I am.

So he opened his eyes wide, and brief glint of magic twinkled in his vision. Now, Reaper would be able to see what he saw. It took a few moments, and Shade made sure to give a broad perspective of where he was, as his head slowly swiveled about on his neck. Reaper’s tone was quite blunt.

You’re at sweet apple acres, home of my biggest competition…

Who lives here, and what terms are you on with them?

The apple family, which would consist of Granny Smith, Big Macintosh, Applejack, and Applebloom. Last time I checked I was quite friendly with them.

With that bit of knowledge Shade made another shift, and in a moment he was a mare with a yellow pelt, and curly orange mane.


What is it?

Well, do you know if anyone is home?

Not the last time I checked, I told you earlier anyway. When I went there Applejack was gone, and so was Granny and Applebloom. Big Mac never came back from that little Canterlot excursion. It’s vacant. I assume Applejack got them to go with her when she ditched town.

Any idea where they would go?

They have family all over the place.

Well, did they mention any relatives more than others?

Applejack did esteem her Orange relatives fairly highly. I remember her telling me about her cutie mark story before, and how they were involved.

Wait… Oranges? She didn’t happen to mention a Mosely Orange, did she?

I don’t remember, why?

Ha! Well, we’ll see then. It’s about time I make a trip to Manehatten anyway, Mosely is probably worried sick since news of the invasion.

Alright, anything else that you need?

I’ll contact you if I do.

With that Shade took steps into Sweet Apple Acres. The gate was unlocked, and appeared to be hastily closed. When he made it further in the tracker scent became extremely clear. He rounded the barn, and came close to another fence, this one being made of brown pegs.

The smell of swine intermingled with the scent he followed, and almost overwhelmed it. It made him wrinkle his snout in distaste, it wasn’t the worst of smells, not compared to the foulness of the Badlands. Though it was an unpleasant smell none the less.

Yellow hooves set themselves on the edge of the fence, the source of his quarry was inside of this pig pen. Green guised eyes searched for where the smell came from, and once he spotted it he chuckled a bit.

Nice try.

Was printed in lavender letters on the side of a pig. It had a string tied around its tail, which was connected to a little resinous ball. Shade smacked a hoof down on the fence and shook his head.

“Should’ve put it under a hoof.”

Well, with that trail shaken it was time to consider more options. In review, there were three potential directions to go.

Twilight, who managed to discover and plant the tracker here, then went off to wherever she is now. She only had a large arsenal of spells to assist her…

Rainbow Dash, who possessed the amulet and may or may not have rejoined with her friends. Things could have easily gotten confused in that mess.

Then there was Applejack and the rest of them, who could be any number of places. Would they stick together? Would they split up? Hmm, they would probably be together, most tales of their adventures had them together. They were the elements, and meant to function together after all.

The only leads he had were Rainbow Dash flew off… somewhere, and Applejack thinks highly of her relatives, according to Reaper, and he might also know these “relatives” very well. Twilight was very magically skilled, but her connections here in Ponyville, and in Canterlot would be cut off. The poor mare probably didn’t know where to go herself.

In any case it was time to call in assistance, there were too many directions for him to go personally. For Rainbow Dash, he already had one vanguard in mind. Mentally he reached out towards Cloudsdale.


Yes Mr. head sir?

You can call me Shade, Lightning.

Just practicing being formal, Shade sir. The Wonderbolts have several open spots now, and I plan to take one.

Hmm, well I hope you succeed then, but-

You might as well congratulate me now, I mean, it’s like a sure thi-


Sorry sir.

Your talent for flight is precisely what I want you for.

Ofcourse sir, what is it you want done exactly?

You heard of Rainbow Dash?

What flight-minded pegasus hasn’t? She only made a big stunt out the Best Young Flyer competition. Kind of hard to miss those sonic rainbooms. Oh, and She’s an element mare, that only slightly helps her notoriety, and-

Alright, alright, bad question on my part. What I need is for you to track her down.

You what?

She took a highly volatile artifact from the queen, and escaped to the skies. She and that object need to be brought in, before more unsavory hooves can get them.

I’m an athlete…

And a vanguard, I trust you to be able to hunt her down.

Oh I’m definitely able, she claims to be the best flier, but she just needs to be shown up.

Be careful, if she ends up wearing that amulet for whatever reason, back off and wait for help.

I’ll handle it, no worries. Now do you actually have a direction to point me?

The skies, she left Ponyville already, a few pegasi have been to her home, and she wasn’t there. Neither was her pet. I did hear she grew up in Cloudsdale though, so she may have some connections there.

I’m already there, anything else Shade sir?

That’s all for now.

Alright, I’ll have her wrapped up in a care-package for the queen pronto.

Remember to be careful, especially of that amulet.

Ok, mom…

Technically it would be dad, but-

Sheesh, Whatever, I’m gone.

Lightning proceeded to cut herself off from communication. Shade sighed in his Carrot Top disguise, and started to second guess his choice. Lightning definitely had talent, and the will to use it, but the bull-headedness was a cause for concern.

Now for Twilight… He couldn’t think of any of his vanguards that could match her in magical prowess. No one vanguard would likely be enough, even with their new surplus of power, not unless they could trick her sufficiently. Also, Twilight may be wandering at this point. If that was so, he could have some vanguards watch traffic.

Still in the mare disguise, Shade started to head off the property. His eyes gazed at nothing in particular, and thoughts mulled over slowly in his mind. Perhaps it would be best to just set watchful eyes out for her at the moment, then he could plan an operation to collapse in on her.

The next message would require some concentration, and he shed the Carrot Top disguise while his eyes closed in focus.

I will need every vanguard that was assigned to an Equestrian post before the invasion, to return to that post, unless you have other prioritized orders. Twilight Sparkle needs to be found, and I need every town watched.

To finish the message he sent a mental image of the purple unicorn mare along with it. Every vanguard would know exactly what she looked like.

What Shade didn’t expect was the immediate recoil he received. Several hundred mental messages started to bombard him all at once.

Can’t do it!


I think you forgot something!

Um, there’s complications.

Unable for the next few months.

What are you thinking!

Sorry won’t be able to.

Can you put that off for a while?

Insensitive request at such a time!

No, not now.

And more, and more, and Shade could barely hear himself inside his own head. Most of the messages had come directly from Canterlot itself. Also, most of the mental signatures were distinctly female. His rebuttal was made with a loud mental authority.

I’m sorry, but what did I forget?

As the head, his voice could drown out all other vanguard. There was momentary silence, and the rancorous bicker knew a moment of peace. Then in a rather unanimous call, a simple phrase found it’s way to his mind.

The order to multiply…


That’s right, Chrysalis had sent that order out a short while ago, didn’t she. Now his resources would be drastically reduced, due to most of the vanguard being… preoccupied.

He stomped a hoof in frustration. Multiplication within the swarm had been a gradual assignment, limited to a smaller section of the swarm before. Now with this new en mass order the queen had issued, almost every vanguard was included, except for those with other prioritized assignments.

Males could still be recruited for most of his purposes, but even many of them would be needed to raise and train the new young.

Queen’s orders overrode his orders… Oh well, now he’d have to reevaluate what talent was actually available for the near future. Vanguard that were not part of the invasion would be excluded from the multiply order, since they had other prioritized assignments already in effect.

Very well, my order applies to those who are available. I need eyes.

He thought over Lightning again, and considered a few more possibilities. At least he assumed vanguard that were excluded from the invasion would stick to their assignments, and not be distracted by that general order… He reached out specifically to Lightning one more time.

Hey Lightning.


You heard my general announcement?

You need eyes? But you already gave me an assignment.

Yes, and I would like you to follow what I previously instructed you to do, but that also depends on something else.

What Shade sir?

Did you participate in that order to multiply?

… No.

It was difficult to get a read on other changelings in the mental spectrum. Tones and pronunciations varied widely, and were often different from personal contact. To put it bluntly, he couldn’t get a good read on Lightning. He would just have to trust her.

Very well, good luck with the hunt then.

Don’t need luck when I got the skill and will.

Shade shook his head and rolled his eyes. Atleast long range mental contact didn’t require him to have physical etiquette. If anything, Lightning’s hot head might help her understand Rainbow better, hopefully. Lightning had the best chance of keeping pace atleast.

Twilight could remain lost for now. The number of vanguards at his disposal needed reevaluation anyway. So he might as well move towards something he actually had clues on. That made Manehattan his next best stop. A smile adorned his muzzle as he thought about it. It had only been a few weeks, but it felt like forever. He would be heading to his home away from home.

With a lazy slow stride, Shade walked off of Sweet Apple Acres in his natural form. When he hit the road green flashed over his body, and the guise of a green unicorn stallion with brown mane covered his natural form.

He didn’t notice that another pony had walked by when he had so casually transformed.

“Why do you even bother anymore?”

The question took him off guard, and he looked around for the one who spoke. No pony was at eye level, but some movement caught the corner of his eye and he looked down.

There were two fillies, a pink one with white and purple mane, and a grey one with a silvery mane. The bubblegum pony rolled her eyes when he just s