Sweet Dream.

by Delta252

First published

Midnight Fade was once a proud Changling warrior. Among his Queen's strongest, at least until that doomed invasian of Canderlot. Where Princess Luna tore him a new one, and shining armor blasted him to another world. But now he just wants to go home.

Home
Hive
Love
Mother
Hate
Moon
Emerald
Fire
So tell me, with everything in the world. What is it you desire? Power, revenge, pleasure?
I just want to go home.
Midnight Fade is thrown into a whole new world. One without magic and his changeling powers are useless. Now he just has the unrelenting desires to go home. However that's easier said than done. Because there's no way back. So for now Midnight Fade must learn to live inside this world, but a certain farm may just be the key in order to rediscover the love that he lost.

Prologue: From one world to another.

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The buzzing of Midnight's wings sounded behind him as he followed his big brother through the sky. For the last three weeks the countless changeling tribes awaited their Queen's signal. For over a month they waited in the mountains nearby the city. So close to taking the Ponies capital city, but so far. Separated by a thin purple barrier. A thin layer of Hell that kept the starving swarm from all the love they needed to stop the hunger.

As he flew through the air, he was immediately followed by the rest of their tribe. Somewhere between twenty and thirty changeling warriors. Which only they could see through the untold number of changeling tribes that were united underneath the love of their mother. Otherwise they wouldn't be able to stay in a close area without fighting each other.

Something they did often, but never enough to seriously hurt of kill each other. After all, they were all one big family underneath their queen. But in doing so ensured that they all knew the basic forms of combat. And how to fly. As they reached the top of the barrier, Midnight let out a roar and slammed himself into the barrier.

"Fuck that hurts!" Midnight barked as he was thrown back with what felt like a bolt of electricity. However, the spot where he attacked had a spiderweb of cracks for several seconds before it went away.

"Its weakening!" Midnight's big brother Nocturnal shouted to the swarm of Changelings. With the buzzing of countless wings and emerald flames. The swarm lit up the sky while each and every changeling repeated the actions of midnight.

Well at least it's working Midnight thought as he flew back, and slammed himself into the barrier again.

"Come on Midnight, let's do this together," A large changeling said from his left. Glancing over, he saw who it was. It was a changeling that was roughly twice the size of himself. Flying next to him were the changelings that Midnight and Nocturnal more or less grew up with. Slash, Echo, Crimson, Longshot, Creek, Woods, Oak, and the Stones. Also know as Riverstone, Big Stone, and Little Stone.

"Yeah, twelve of us together should make a dent," Midnight agreed while he flew back. "ON THREE! ONE! TWO! THREE!" Midnight shouted as he and the other changelings slammed into the barrier as one. Immediately Midnight's vision went black as he was thrown back. After a few seconds, it came back and he saw that the other changelings had experienced the same thing. But the crack they left was much larger, and was taking longer to regenerate.

MWAHAHAHAH YOU CAN RUN BUT YOU CAN'T HIDE! Queen Chrysalis's voice sounded from the castle.

Midnight stopped in his tracks and looked down, from the immediate halt of the attack. It was clear that the rest of the swarm did the same. As he looked down and watched, he saw six ponies in different colors run out of the palace.

The Queen must want them Midnight thought as he began slamming himself into the barrier again.

"Work together, the barrier is weakening. A big attack should shatter it!" Nocturnal's voice shouted. With a nod, Midnight and not only their tribe. But every changeling attacking the barrier pulled back and slammed as a unified force against the barrier.

Much to his surprise, Midnight wasn't thrown back, instead the barrier cracked underneath his attack..... and shattered..... the barrier shattered! THE BARRIER SHATTERED!

"After those ponies!" Nocturnal shouted as he sped down after the ponies. Midnight and the rest of their tribe immediately did the same. Although they were surprised when Nocturnal led them to ahead towards a different building.

"What the fuck? Nocturnal! Where are we going?" Midnight called.

"Cutting them off!" Nocturnal shouted as he landed on top of a staircase.

"Alright," Midnight said as he watched the ponies start to run up the staircase. "Everyone gives it their all, you two Thorax," Midnight said while glancing over at the timid looking changeling that they often brought along so he wouldn't starve.

"Uh guys.... I don't think this is the best-" Thorax began before Echo cut him off.

"Stop, mother has decreed it. If you don't want to take part, stay in the back. We'll do the grunt work. Just feed. You normally get less love than the rest of us from the plants," He stated.

Midnight glanced over at the two of them and internally smiled. Sure Thorax was a different breed from the rest of them. But he was still their brother, and apart of the hive. So thick and thin, they all had to stick together. Even if he was a unofficial member of their tribe. Glancing back ahead, he saw the six ponies before run up the stairs and pause at the sight of them. Now that they were closer, he finally got a good look at them.

Purple, Orange, White, Blue, Pink, and a pale yellowish color.

"Get ready boys," Nocturnal said as he flew a bit above the rest of them. Grinning all the while.

"Looks like we have to do this the hard way," The rainbow colored pony said while slamming her hooves together. And without a hint of fear, she began charging towards them

Oh how I've always wanted to do this Midnight thought while morphing himself into a exact copy of the pony. Immediately rushing forward, he stopped in front of her and mimicked the ponies confused expression. Then slammed both of his front hooves into her face.

"Uh how did-" The Rainbow pony began before the sound of the other changelings repeating Midnight's move of morphing.

"They're changelings remember?" The purple one reminded her.

"They're changelings remember? The Changelings mimicked with grins.

"Don't let them distract you, we have to get to the elements of harmony. They're our only hope," The purple one said as they prepared to attack.

"The elements of what?" A changeling twilight asked.

The ponies never did answer. Instead they lunged at them to attack. Immediately Midnight and the other Changelings did the same, and the battle was on.

Now changing into them was a good idea in theory. As it would confuse them.... it turned out to have the opposite effect. For one..... Midnight had no idea who was who, and several times he was pretty sure that he and his siblings were kicking each others asses. Like when he thought he was attacking the country pony. But found that he was fighting Behemoth after a minute of so. Or when three pink ponies jumped him for about thirty seconds. In the end... it had the opposite of the desired effect. And he was taken out by a party cannon.


"Well... that didn't work out," Slash grumbled as he sat up, rubbing his hoof against his horn.

"Bad idea," Midnight mumbled... still feeling the pain from a party cannon to the face.

"Yeah, bad call," The rest of the changelings said in sync.

"Alright every pony... now we use transformation when we spy and such. For now, no pony changes when we fight," Nocturnal said. Still laying on his side. Himself having been hit by a minigun of magic blasts from the pink one holding the purple one like a hoof cannon.

"Looks like Alaric and his tribe managed to catch the ponies," Behemoth grumbled as he watched the Changeling ahead lead the ponies towards the throne room.

"Yeah, after we did all the heavy lifting," Creek mused.

"Wanna reiterate on that?" Midnight asked.

"I'm sorry, you got a little confetti stuck in your cheek," Crimson said while reaching for his cheek. Midnight immediately smacked his hand away, but burst out laughing along with the rest of the Changelings.

"Looks like the battles won, come on. Let's go-" Longshot began before a thundering voice boomed.

"WHO DARES INTERUPT THE SLEEP OF THY ROYAL PRINCESS? A large darkly colored pony shouted as she came from what looked like a side door of the Royal Palace. Her gaze immediately fell onto Midnight and his changelings. And if looks could kill... they would all probably be dead.

Midnight, Nocturnal, and Behemoth all looked at each other and blinked twice. Then awkwardly turned and looked at the darkly colored princess.

"Excuse me miss.... who are you?" Midnight asked.

"WE ARE PRINCESS LUNA, THE RULER OF THE NIGHT AND THE ONE THAT RAISES AND LOWERS THE MOON! The Princess roared in a royal voice. Then paused and said in a normal sounding voice. "We mean... we are Princess Luna, the ruler of the night and the one that raises and lowers the moon,"

"Oh..... well hello Princess Luna. I am Midnight Fade. Changeling Soldier of the Changeling Swarm. The one that brings forth emerald flames and deception," Midnight replied. Not sure on how to reply.

"Then thy is a enemy of Equestria. And we insist thou moves aside so we can go and assist thy sister in her time of peril," Princess Luna.

"Sorry, but that's not going to happen,"

"Then thy will remove thou by force, although thy admires thou loyalty to thy mother. Even if we do think it's not a well path to be loyal to a bad girl," Princess Luna replied. Which earned the growls from Midnight and the other changelings.

"We the swarm love our mother. And we will not allow you to hinder her. Regardless of how powerful you may be," Behemoth growled as he moved up.

"Well said," Midnight and the other said in sync.

"What about you, the one that brings the emerald flames. Will thy fight as well? For we do not wish to fight you," Princess Luna.

"Unfortunately for us both.... that's not a option," Midnight said while stretching his wings for flight, and his fangs to bite.

"Thou does not know of thy forces thou are provoking with,"


The sky above Canderlot was filled with emerald fire and dark blue sparks as the Changelings fought against the Princess of the Night.

Midnight and the others never stood a chance against Luna in a head to head battle. But what they did was have superior numbers. Which ended up working to a extent. The Princess soared through the sky, firing her incredible magic at them, only for the changelings to evade while another dozen fired or attacked her from the side.

Don't fight fair, attack her flank. Back away, fire a black, evade, fire, evade fire, let others distract her. Distract her and fire. Evade, attack, bite, evade, fire, black. The sequence was random and without order, but they managed to hold their own somewhat. Even the Behemoth, who was renown for his strength didn't stick too close to one area.

As he flew up towards her, he was met with another blast which sent the rest of his tribe spiraling down.

Now without his tribe, Midnight flew up until he was at level with the Princess. Standing alone, but standing alone in defense of his mother. The Princess looked at Midnight, who stared back into her eyes. They had no fear, mercy, but was linked with a hint of pity. High and alone, he tried to muster the will to fight, the hate and rage he carried with him for years, but nothing came. He saw what she did to his tribe. And the only thing that came up was dread... because his turn was next.

Thy is a worthy pony... may I ask that you surrender? Midnight Fade? Princess Luna asked.

"I'm afraid that's impossible," Midnight replied as he lunged forward.

He attacked, bit, and blasted, but each one of his attacks were casted aside like they were nothing and he was thrown back. And then Princess Luna attacked. Her attacks were heavier than the Behemoths, and faster than Nocturnal's. As well as her magic being more powerful than his own. Pain erupted around his legs, and torso, but his wings remained unscathed.

Fuck fuck fuck fuck fuck fuck! Midnight thought as he was blasted back several dozen meters. I can't lose, she can't get to mother! Midnight thought as he felt the pain course his body. The pain spread endlessly and for just a second, he was paralyzed. But it went away as soon as it came when his body forced him to scream in pain. SHIT SHIT SHIT SHIT NOT NOW Midnight thought while the feeling of fire coursed through his veins.

Midnight felt the emerald flames inside of him course through every inch of his body as he lunged at Luna once again. This time firing something skin to a comet's worth of emerald flame at her. As it flew towards her, her body disappeared behind it, but that wasn't all. Midnight flew over it and dove down against her back. Landing the first strike since this fight began. With a grunt, Luna turned upwards and blasted his side with her blue colored magic. Grunting, Midnight flew dozens of meters in the air before firing down at her again. However she merely evaded it nd fired again.

Not this time Midnight thought as he dodged it.... then dodged it again.. and again, and again, and again, and again, and again. Nope, no winning this time. Only dying in style. A second later, Midnight was slammed into the ground with his siblings.

"We meant it when we said we didn't wish to fight thou," Princess Luna said while flying down towards them.

"Us as well... but this is what it has to be like," Nocturnal grunted while he slowly rose to his hooves.

From the palace as purple colored barrier began to expand.

"If it makes you feel any better.... you tried your best," Behemoth told Midnight. Who was still lying in a extreme amount of pain.

"Looks like we lost," Slash murmured seconds before the barrier blasted them all into the sky.


Pain... that's the only thing Midnight could remember as he flew through the air. Nothing else came to mind as he flew through the air like a shooting star. As he flew, he saw dozens of other balls of flame soar as well nearby him. But none of that mattered, right now all that mattered was how much the pain felt inside of him.

But whatever pain he felt, was nothing compared to the pain that came when he landed. The other balls of flames went on, without him. Landing somewhere else in wherever they were.

Little by little the memories came back. Growing up in the hive, his brother, the other changelings, and their doomed battle with Princess Luna.

"Ouch," Midnight said as he sat up and grabbed his head with his hoof.... wait. This wasn't a hoof. What happened to his hooves? And why was his skin no longer the hard exoskeleton it once was? It was this weird mushy stuff that was a strange pale looking color. And what were these on his hind hooves? They felt all leathery and were strange looking hooves?

WAIT!!! WHERE'S MOTHER? THE SWARM? Anyone for that matter? He knew they lost, but doesn't that mean they should have fallen back to the hive like everyone else? Where in Celestia were they?

Chapter One

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"Midnight, you hear what's going on? Whole hive is getting ready. Queen wants us to mobilize," Nocturnal said. His elder brother, and only real brother for that matter. His elder brother was one of the hive's stronger ones. It was strange, dozens of different tribes in a single hive. But that was the way of life.

"We're attacking? When do we do that?" Midnight asked.

"Soon, we got orders from our brood mother to start preparing. This is what mother had decreed," Nocturnal said while looking to Midnight expectantly.

Midnight knew what that meant, train to fight. All Changelings were trained in how to infiltrate, but when it came to combat. They never stopped, and if mother decreed that they prepared. It meant combat, those that were meant to infiltrate were already there.

"Do we have to?" Midnight whined his adolescent youth.

"You know that we have-" Nocturnal began. Before he was blasted by a wave of green energy from Midnight. Immediately followed by being tackled by the younger changeling half his size. But even as he engaged his younger brother in battle, the elder changeling couldn't help but smile. It appeared that his younger brother was learning.

Five years, it was three months since Midnight had come to this wretched world. As it turns out, he needed two different forms of nourishment in this world. For one, he needed actual food and water for this fleshy body of his. Thankfully he could still use magic to some extent, mostly changing his appearance somewhat. Perhaps a change of features here and there? It was hard to remember what all he could. The first few minutes he could change his appearance like normal, but then he the second time he tried. He could only change his appearance of those of this humanoid form he was sentenced to. Then it was only parts of him, and then lower and lower. Until he stopped using magic altogether. At least until he could find a way to get more of it. Which was hard, since he needed love to do that. And he was in a desert of the thing.

The first two days were the worst. Mostly running through the woods. Learning to walk on two legs once again. And relearn how to use his hooves. All in all, he was a hot mess of things. But his desire to find his hive, his brother, his Queen kept him going. Always standing up when he fell forward. Even when his stomach ached and his lips began to crack. He kept running after the direction he remembered the others fell to. But did the whole hive get banished to this world? Or only his clutch? Was his brother here in this world? Was his brother in this world or the other? Was his brother even alive? Was his Queen alive? He never knew, nor could he find out unless he kept running. So he kept going, until his head started to hurt, and his body could go no more. It was only three days.

In retrospect, he would have died if that old man didn't find him. A man dressed in dirty clothes, and greasy hair. Charcoal gray, and steaked with white from his years. But he still moved with the grace of a man who was young, and he was larger than one would expect. Easily a head taller than himself, with lean and wiry muscles for a man of his age. The first thing he did was try to get Midnight to drink water, than forced his mouth open and poured it down when he refused. After the relief Midnight felt from the substance. He did not argue after that. There was many things the Old man did for him. But the most important was saving his life. Thanks to him. he learned how to survive in this magicless world. And to his surprise, throughout the second month. He even felt something else. But he still had a mission.

But first he needed to find a thing called currency. the old man said that those in this world couldn't live long without it. Even hobos like themselves. Thankfully the swarm would take whatever lands on their plate, and they don't care what price they must pay. Any kind of weather they must stick together, and they wouldn't have it any other way!

But now the sky was crying, it was crying when he left the old man as well. Wearing nothing except his clothes, and a hooded jacket. Nothing but the faint magic stored within him, that he suspected came from the old man. As well as the crash course of the way this world worked a month ago. And since then, he learned a great many things more. For one, most people didn't hire changelings because they grew up learning how to serve the hive. Apparently there was a education here. So it was moving from small down to small town, living off of the tokens of generosity from random ponies... wait people as they were called here. Living off of the token of generosity of the people from time to time.

And so here he was walking now. Coming to what was considered to be a diner. It sucked, having his last thirty dollars be for some cheap food, and a cup of coffee. But thankfully, after filling his belly, and looking at the job ads on the newspaper. When his saving grave came about. It was the third paragraph in the second page. A simple little thing, but for Midnight. It was his saving grace. For what was considered a foal here, without a proper education. It was probably the only work that he could reasonably get.

Sweet Apple Acres: Farm Hand, Currently Hiring. No experience needed.

Midnight stared at the newspaper. Memorizing the words of the location. As well as the job description. A simple farm hand job. Mostly to assist with maintaining a orchard. It would be irritating, but he doubted that it would be very hard. Mostly manual labor, and he was half certain that even half starved. He would be able to do something as simple as that right? And so he paid for his meal. Carefully counting out the correct number of change, plus the tip. Just as the old man had taught him. Leaving him with ten dollars to his name. But that was more than most had in this world. The Old man had reminded him to not help anyone if he could help it. Because he was in just as bad of a situation. At least until he was in a better situation. But the moment Midnight was in a better situation, he was returning for the old man. If he could still find him that was. He was almost certain that the hive would welcome such a resourceful man such as him.

Taking the newspaper with him, he walked out of the diner. Walking through the downpouring rain, as if it were simple morning mist. Sure he would be wet later, but for a opportunity such as this? He needed to head there to accept the job before the others could show up. And so he walked through the rainy weather, each step taking him closer to his destination. His boots were well worn, but usable. And his coat kept him dry for the most part. Another two things he owed the old man for.

Eventually though, he came to a bend in the road. Around the time where the rain had stopped. But with the bend, the road went from pavement to mud. With a old wooden sign that read sweet apple acres displayed across a gate of sorts. A series of metal bars across the road. After carefully walking across it, he made his way up the road. Avoiding the muddy puddles and often times jumping from solid spot to solid spot. It didn't need to take over a hour to walk several hundred feet. But it had to. Walking through the muddy road, while watched by the hundreds of apple trees. Watching him in their silent judgment. Almost as if they knew he was from a different world. But there was nothing he could really do about that part. The only thing he could really do was keep moving forward, and with that knowledge in mind. He made his way forward. Carefully avoiding the deeper puddles until he was at his destination. A old farm house next to a barn of sorts. Lit by faint yellow lights. And two trucks parked in front of it. It appeared that the residents of Sweet Apple Acres were home. He just hoped that he wasn't to late to get the job. Because he seriously didn't want to walk more, his feet were already almost bleeding from the sheer amount of distance he was walking.

Eventually, he made his way to the front door. And with a sigh, he lifted his hoof or... hand for that matter. And punched it against the front door three times. Always three, never more and never less. For several seconds, he waited for an answer. Before raising his fist to knock once again. But before he could knock again, the door opened. And he was greeted with the sight of a chest. More specifically the chest of a tall blonde boy wearing a red flannel and a pair of blue jeans. He reminded Midnight of the Behemoth. Not that he was large, the boy was maybe two thirds taller than himself? If not a little more, but not that much taller....... okay he was.

Immediately after, the blonde boy moved to the side. And he was greeted by a blonde haired girl. Wearing a jean skirt and a white button up. Who took one look at him, and dragged him inside.

"Come on in! You're liable to catch a cold, take that hoodie off, and dry yourself off by the fire," The Blonde girl said while more or less dragging him inside and near the fireplace. Where a small fire was burning.

Midnight didn't struggle much, not that he could if he wanted. When it came to physical strength, he was left lacking. Although he blamed that on his lack of proper feeding lately. But what he did manage to do, was kick off his boots, a pair of hiking boots before she dragged him onto the carpet. Even he knew better than to dirty one's carpet when looking for employment. In the Hive, they learned to infiltrate and blend in with pony society, so he wasn't at a complete loss here. Only at a loss of how this world operated. At least that which the Old Man didn't teach him at least.

"So partner? What would your folks call ya?" The blonde girl asked. She was a beautiful girl, an angel perhaps. Golden blonde hair, and a honest smile that he only saw once before.. he recognized her from somewhere. He knew who she was, but from another world, and another time. But he just couldn't recall at the moment.

"Midnight Fade, I came here for your ad in the paper?" Midnight asked. His voice was deeper than most, with a slight raspy edge to it. Like wisps of smoke curling through tree branches in the deepest darkest shadows on the coldest of winter nights.

"Well shucks, we was hoping someone would come when we put the ad out. Granny Smith is out in town at the moment. But you can hang out with Big Mac and I here until she gets back," The girl said.

"Big Mac?" Midnight asked before realizing who she was talking about. The tall blonde dude who didn't say anything. Who stood in the corner of the room. At least she wasn't like the red haired girl, several years younger than him. A head shorter and sitting next to him.

"My big bro.. oh apologies. Names Applejack, that's Big Mac over there. And the smaller one is Apple Bloom. Pleased to meet ya," Applejack said.

"Umm....... nice to meet you," Midnight said.

"So, what brought you here to the job offering? Not a lot of folks actually answer the call. But we're grateful all the same," Applejack said.

"Newspaper," Midnight replied.

"Oh, glad that brought someone in. So where you from partner?"

"Um.. that direction? Desert?"

"Never been that way myself. So got any family?"

"I have a mother,"

"That's nice, so what do you do for fun?"

"I'm passionate about not starving to death,"

"So how old are you?"

"Does it matter?"

"No, but I'm curious,"

"Seventeen,"

"Oh, do you go to school around here?"

"It's summer......."

At the final question, Big Mac began to let out a laugh. Causing the changeling boy to look at him with a confused look. At least until Applejack waved him off, and looked out the window. Causing her face to light up, as well as the other two. From the sound of a vehicle. It was clear that Granny Smith had returned, which meant that Midnight needed to put on his A game. At least for the time being.

When she came in, Midnight could only think about how old she was. A old and wise woman. She asked him if he could work long hours if needed, if he was comfortable with being paid in cash. And that sort of thing, she offered direct deposits for an hourly wage. But he insisted on cash the moment he heard about it. But it was official, for the summer. He would come in at six am, be given a daily meal, and work until at least five pm. Something he did not disagree with. For $12 an hour, at eleven hours a day, six days a week. That gave him... enough. It was enough, at least enough to fill his belly. Just a few weeks of that, and he could move on. Although he had to admit, the love of this place was intense. He could almost taste it, but couldn't feed on it. It wasn't for him after all. And he had no intention on sticking around long enough to feed on it. He still had to find his hive after all.

They fed him that night, a comfortable meal. Who knew burgers and fries could be so filling. But when his clothes were dry, and his belly was full. Midnight left the house, promising to be there early in the morning to start his shift. And he meant it, time was money. And he needed money to find his family after all.


They didn't know that he slept in the woods, with a makeshift shelter next to a homemade fire. It wasn't anything new to Midnight. He bathed where he could, and slept where he needed to. Making a shelter was easy enough. Just some branches and dry grass. A little elevation and he was good. Although finding a dry spot was harder than usual with the rainfall. But it was done. But at least he found a place to sleep, and warmed himself by the fire.

"Applejack," Midnight said while he laid down on his makeshift bed. Thinking about the blonde girl, and committing the name to memory.

"Big Mac," Midnight repeated as he committed the big guy's name to memory.

"Apple Bloom," He repeated.

"Granny Smith," He finished. Before closing his eyes, determined to wake up early, and make his way to Sweet Apple Acres. No point in being late for his first day. Even if he did plan on moving on the moment he received his second paycheck.

"WHO DARES INTERUPT THE SLEEP OF THY ROYAL PRINCESS? A large darkly colored pony shouted as she came from what looked like a side door of the Royal Palace. Her gaze immediately fell onto Midnight and his changelings. And if looks could kill... they would all probably be dead.

'Fuck fuck fuck fuck fuck fuck!' Midnight thought as he was blasted back several dozen meters. 'I can't lose, she can't get to mother!' Midnight thought as he felt the pain course his body. The pain spread endlessly and for just a second, he was paralyzed. But it went away as soon as it came when his body forced him to scream in pain. 'SHIT SHIT SHIT SHIT NOT NOW' Midnight thought while the feeling of fire coursed through his veins.

Pain... that's the only thing Midnight could remember as he flew through the air. Nothing else came to mind as he flew through the air like a shooting star. As he flew, he saw dozens of other balls of flame soar as well nearby him. But none of that mattered, right now all that mattered was how much the pain felt inside of him.

But whatever pain he felt, was nothing compared to the pain that came when he landed. The other balls of flames went on, without him. Landing somewhere else in wherever they were.

Midnight Fade woke up screaming in the night.