> Reflections in Black and Pink
>  by Krixwell
> --------------------------------------------------------------------------

> Chapter 1 - Reflections of Home
> --------------------------------------------------------------------------

There were many legends scattered around Equestria. Legendary beasts, legendary artifacts, legendary castles. Legendary ponies, legendary flowers, even legendary flight maneuvers. Equestria had enough legends for anypony, and most of them were true.

Many of the legends of Equestria were grandiose, having great repercussions whenever somepony decided to seek them out, or simply stumbled upon them by happenstance. Some were unassuming, hidden away, lying dormant, only to once in a while be used for trivial purposes, though they were legendary no less. Only a fool, however, believed that something small and unassuming could not also have great repercussions.

A butterfly flapped its wings in the Everfree Forest.





It was a very windy morning in Manehattan. Stuffy ponies in elaborate outfits had to hold on to their fancy hats as they pushed against the gusts to get to their respective destinations. Taxi ponies had trouble keeping their carts stable, and the passengers wore sour expressions as they were tossed around. They were sheltered from the wind themselves, but that didn't stop them from complaining.

Amongst all the grumpy Manehattanites, a pink earth pony bounced along happily. She was wearing a long coat that would hide her cutie mark when it wasn't being tossed about by bouncing and wind alike, and a Panamare hat in matching dark purple. Showing no concern for the wind, she wasn't even holding on to her hat, yet it stayed on her head as though glued to it.

Figuring out how to get the glue out of her mane was a problem for later.

She rounded the last corner and opened the door to the Glazed Miracles Bakery, and the wind followed her in. It was, she thought, the coziest bakery in Manehattan, and she loved working there. It was the closest she still had to a place she truly felt at home in. Between the bakery itself and the kind married couple who owned the place, it seemed as though the only thing missing was a foal or two to play with during her breaks. Unfortunately, the bakers' only son was all grown up and had traveled to Canterlot to become a royal guard.

She greeted them with a smile, as always. "Hi, Sweet Tooth! Hi, Bear Hug!"

"The door!" Sweet Tooth answered loudly, the red pegasus frantically flitting around to save the tablecloths. She was failing.

She looked back. Sure enough, she had left the door open, letting the wild winds into the bakery. "Oh, right." She closed the door, and the tablecloths fell into their places. Or would have if their places were all over the floor. "Sorry."

Sweet Tooth let out a relieved sound. "That's alright, Party Popper. How are you today?"

Party Popper, of course, hadn't always been her name. Everypony knew her real name, but it wasn't exactly hers anymore, and she didn't want anypony to know it had ever been hers, so nowadays she went by Party Popper instead. She didn't really like the name, but that was another layer of safety. Nopony would expect Pinkie Pie to go by a name so close to "Party Pooper", least of all Pinkie Pie.

"Oh, I'm great, thank you!" she answered. "The breeze outside is so refreshing!"

"Well, as long as it stays outside, I suppose," Sweet Tooth mused. Now that she had calmed down, Party Popper thought she looked tired. It was quickly confirmed when Sweet Tooth turned to Bear Hug and asked, "Honey, do we have any more coffee?" The Glazed Miracles Bakery had never sold coffee, so it had to be for her.

It seemed to take her big, orange-coated earth pony husband a moment to realize Sweet Tooth was talking to him. Come to think of it, the jovial, talkative stallion had been wordlessly looking at Party Popper for some time now, and his smile looked… fake?

"...yes, dear," he said finally, "I think we have some in the back. Pi– 'Party Popper', could you come and take a look with me?"

"Uh, sure."

Party Popper followed Bear Hug into the storage room in the back of the bakery. She was surprised when he quietly indicated the trapdoor that led down to the basement.

"The basement?" she asked, "Why would we have coffee in the b–"

"Shh, let's just go!" He opened the trapdoor and waved for her to follow.

Party Popper was perplexed. A lot of ponies wanted her to shut up, but she had never been shushed by Bear Hug before! Still, she followed. As she entered the dark, dusty basement, Party Popper realized she could no longer hear Sweet Tooth's steps above. Had he brought her here to get out of earshot? The only possible explanation rose up in Party Popper's mind.

"I don't know what we're celebrating," she began, "but if you want to throw a surprise party for Sweet Tooth, I can–"

Abruptly, Bear Hug pushed her against a wall with a hoof over her mouth. Her eyes went wide in surprise. It was time to shut up again, apparently.

"Look, 'Party Popper'," he said in a much harder tone than she had ever heard from him, "or whatever your name is. What are you doing disguising yourself as Pinkie Pie? Everypony knows she's supposed to be in Canterlot right now, preparing for that new Festival of Love with the Princesses and all the other Element bearers. It's all over the newspapers! You'll get us all caught!"

The moment he lifted his hoof, Party Popper said, "Pinkie Pie? Who's that?" It was her go-to answer whenever somepony pointed out the resemblance between Party Popper and Pinkie despite her masterful disguise.

"Don't pretend to be an idiot, you know who she is. Now let's leave this horrible bakery so you can shapeshift into somepony else before somepony recognizes Pinkie Pie and starts asking questions!"

"But I can't shapeshift, silly! Not much, anyway."

"What? You mean you're stuck like that?" Bear Hug groaned. "Buzzing hay, you're going to have to go to the Queen and ask her for help, after we get you out of the city."

"The Queen? Equestria doesn't have a Queen."

"Oh. You really are an idiot. That explains it." He sighed. "Come on, let's go!"

As Bear Hug pulled her hoof back towards the stairs, Party Popper finally noticed something shrouded in the darkness of the basement, just barely visible if you squinted - the silhouette of a large, unconscious stallion.

"I'm Mandible," Bear Hug hissed as he dragged her along back up through the trapdoor, "and since you seem to be too thick-headed to get it on your own: I'm a changeling too."
> Chapter 2 - Names
> --------------------------------------------------------------------------

After Mandible excused himself to the baker's wife and started pulling the pink idiot along the windy Manehattan street, he couldn't help but curse under his breath. In his hurry to get out of there, he had made a mistake – if this 'Party Popper' didn't blow their cover with her atrocious choice of pony to shift into, he might have just done it himself by leaving the baker tied up down in that basement.

Standard protocol was to use a mind-numbing changeling spell just before releasing the victim, to make sure they would wake up remembering nothing about why they had been asleep in the first place. Now the baker could wake up at any time and tell his wife exactly what had happened – that somepony appearing to be her had brought him down there and used some kind of eye magic to put him to sleep.

Ever since the disastrous invasion of Canterlot a few years back, the general public of Equestria seemed more widely aware of changelings than they had been before, so they would very likely figure out what had happened soon enough. Too soon.

Which was another reason to get the buzz out of the city. He just hoped Frons would listen.

He was distracted from his thoughts by the sound of bouncing hooves next to him. Looking to his left, 'Party Popper' was jumping twice her height into the air for each pony length she moved forwards.

"Stop that," Mandible hissed. "Are you trying to draw attention to us?"

"Stop what?" the infuriating mare asked, sounding like innocence incarnate.

Mandible checked to make sure nopony was within earshot. The howling winds helped, both drowning out their words and keeping would-be pedestrians indoors. "We're trying to get to the meeting point without anypony noticing you look like Pinkie Pie. That would be a buzz of a lot easier if you weren't acting in character in all the most visible ways."

"Meeting point?" she asked, still bouncing. "I thought you said we were leaving the city?"

"Oh, good, you have a little bit of a brain. Yeah, we are, as soon as we can, but first we have to meet up with the rest of my squad. I was just about to leave when you walked into the bakery, so we don't have too much time."

"Ohh. Okay!"

At least she was willing to go along with him. As infuriating as everything else about this situation was, he hadn't had any trouble on that front. Though thinking about that gave him an intense urge to find some wood to knock on.

"So what's your story, anyway?" Mandible asked. He wished he didn't need to know. "What are you doing in Manehattan? We were told we'd be the only changelings here."

"Oh, I'm just a friendly baker and party pony from Ponyville."

"Out of character, 'Party Popper'!" he snapped. "Speaking of which, what's your real name? I don't want to keep calling you by that stupid pony name when we meet up with the squad."

She seemed to consider for a moment. "I thought you already knew, silly! My real name is Pinkie Pie! Or it used to be."

Mandible groaned. "Look, if you're not going to tell me your name, I'm just going to make one up for you. And trust me, you really don't want me making up a name for you." He had no problem with making up good changeling names, but he wouldn't. Not for this idiot.

"Making up names is fun! If I ever have a daughter I'm naming her Raspberry Pie. My second daughter would be Blueberry Pie, because she'd obviously be blue, and then my third daughter could be Cherry Pie, because cherries are deeeeelicious…"

Mandible grit his teeth and tried to tune her ramblings out as they walked.

He failed.





By the time they reached the alleyway that would serve as a meeting point for squad 833, Party Popper was naming her future great-grandchildren – all 152 of them, with increasingly irritating pony names – and Mandible had a splitting headache.

"About time the two of you showed up." The voice came from a cutesy pegasus filly, but Mandible knew better. Gena's impatient expression didn't match the youthful, innocent face.

"Mandible, Clypeus," the lanky unicorn stallion who had to be Frons greeted.

Labrum, disguised as an overweight earth pony stallion, didn't bother with greetings. "I have to say I didn't take either of you for the type to shift against gender without orders from the Queen."

"Actually, this isn't Clypeus," Mandible explained as he dropped his disguise. "Squad 833, meet Proboscis." At the curious look the pink changeling gave him, he added, "Told you I'd do it."

"Proboscis?" Frons asked, prompting an elaboration. He dropped his disguise, revealing his true form. He was slightly taller than Mandible, but otherwise they looked nearly identical. Most changelings did.

"You found a stray?" Gena asked, growing to twice her previous size as the filly disappeared in a flash of green. Labrum followed suit.

"But I'm not even a dog!" Proboscis protested.

"Dogs aren't the only…" Mandible began, but decided it wasn't worth it. He dropped the subject and turned to the others. "Anyway, she ran right into the bakery I had infiltrated, looking like buzzing Pinkie Pie of all ponies. Says she's stuck like this. I brought her along so we can get her to the Queen before somepony notices there's a Pinkie Pie in both Canterlot and Manehattan."

Frons seemed to consider that. "That does seem like the best course of action."

Mandible fought not to breathe a sigh of relief. If he could get them to leave as soon as possible just because of Proboscis, he wouldn't have to tell Frons about the baker.

"Wait," Labrum said, putting Mandible right back on edge, "if neither of you are Clypeus, where is he?"

"Good question," Gena said.

"He should've been here by now," Frons said, looking more genuinely worried than Gena and Labrum put together, almost as though he cared about the members of his squad beyond the mission's success. It was sickening. "Does anypony know who Clypeus was going to impersonate, in case we need to stage a rescue mission?"

Great. A rescue mission was the last thing Mandible needed right now.

…or at least that was what he thought until he realized he could no longer hear the bouncing of pony hooves next to him. He turned around and saw a pink tail disappear around the corner.

Oh no, you're not leaving us n--

"HEY, EVERYPONY!!" came a shrill and unbelievably loud shout from the street.

Mandible took the first pegasus form that came to mind, and flew quickly to the corner. He had to look all over the street before he spotted her hanging upside-down from the top of a lamppost.

She was shouting at the top of her lungs: "HAS ANYPONY SEEN A CHANGELING NAMED, UH, CLIPPER BUS?! IF YOU SEE HIM, TELL HIM MY CHANGELING FRIENDS OVER HERE ARE LOOKING FOR HIM! THANK YOU!"

As the infernal pink one rode the lamppost down like a fire station pole, cheerily ignoring the panicking crowd and approaching street guards, Mandible covered his face with his hooves and groaned.
> Chapter 3 - Surfing Stormy Seas
> --------------------------------------------------------------------------

Some days, nothing went as expected. Whether good or bad, those days were Labrum's favorite.

So when a nameless changeling stuck in the form of the Element Bearer of Laughter showed up instead of Clypeus, and then immediately got the squad chased by the Manehattan street guards, he knew it was going to be a fun day.

The chase itself was relatively short, thanks to the ease of most changelings to blend into crowds. Proboscis (Mandible had clearly come up with that name on the spot – as far as changeling names went, Proboscis was only a little more dignified than Valvula, and the last Valvula Labrum had met had been bullied out of the hive for it) was something of an issue, though, since she couldn't shift to a form the guards hadn't seen and stuck out like a sore thumb with her constant bouncing.

Mandible tried at one point to stop the latter, but he just ended up holding onto her as she bounced. He didn't even seem to weigh her down at all, and the landing after he lost his grip… Labrum thought he heard a crack, but at least Mandible got back up quickly. Changelings were tougher than their true forms looked. Mandible grumbled at Proboscis as they ran, but didn't try to stop the bouncing again.

Frons, ever the leader, had taken the charge in deciding where to run, but to Labrum his choices seemed almost random. He led them every which way, as long as it was away from the street guards. He seemed almost as angry as Mandible did, but if Labrum wasn't mistaken, it was directed more at Mandible than Proboscis.

Gena had disappeared somewhere along the way, but Labrum wasn't worried about her. She always did that in situations like this – she'd be somewhere above, disguised as a pegasus, tracking the rest of the squad's movements. That way, she could join back up with them if they successfully shook the guards off, or leave them to their fates if they got caught. She would be in a heap of trouble if the Queen found out she actually did that, of course, but Gena never made a secret of the fact that she would.

So when a blue pegasus filly with a yellow, frizzy mane came down and joined the squad in an alleyway half a dozen blocks from where they started, everypony else finally let their tension fall away. Except Proboscis, of course, who had seemed thoroughly unconcerned throughout the chase. In fact, it seemed like she–

"That was fun!" Proboscis said with a grin. She had finally stopped bouncing, but somehow looked no less excited. "Do you all do this often?"

"Only when we can't avoid it," Frons said. There was a harsh tone in his voice, befitting of a disappointed squad leader. Labrum knew that both Mandible and Gena had wanted the position more than Frons had, but Frons really was the best one for the job. Not that they had a choice; squad leaders were personally appointed by the Queen.

"Why is she still here?" Gena asked, pointing an accusing hoof at Proboscis, "She almost got us all captured, maybe even on purpose, and we're no closer to finding Clypeus. I say we leave them both behind and get the buzz out of this city before the street guards start a full-blown city-wide search for us!"

Proboscis seemed oblivious to the accusation. Frons looked like he was about to respond, but it was Mandible who spoke. "You know we can't do that, Gena. Clypeus is our squad mate and might be in trouble, Proboscis needs to see the Queen to get unstuck, and if we leave either of them behind, the Queen will have our exoskeletons!"

"I–" Frons began, but Gena rounded on Mandible.

"The Queen can buzz off for all I care! I'm not getting my tail caught for that pink maggot!" The changeling swears sounded odd coming from the little pegasus filly.

"Guys–"

"I don't like the situation either, Gena, but we have no choice! We have to stick up for the hive, and right now that means Clypeus and Proboscis!"

Frons looked like he was about to blow up. "SHUT UP!" he shouted. Mandible and Gena obeyed immediately. Even Proboscis looked taken aback. Satisfied with the shocked silence, Frons schooled his voice back to his usual level but decisive tone. "Mandible is right."

Labrum was sure the smug satisfaction that lit up in Mandible's face would be there for the rest of the day. Gena, meanwhile, was wearing a pout befitting of her young face.

Frons continued, "We do have to get out of the city as soon as we can, but the first priority has to be finding Clypeus. But to do that, we need to figure out where he is."

As Frons left that statement hanging in the air, it seemed safe to speak. Labrum piped up, "Maybe he just got held up and is on his way to the original meeting point?"

"That'll be crawling with street guards by now," Mandible pointed out. Apparently he didn't remember the local name for them any more than Labrum did, or he simply refused to use it.

"Police officers," Gena corrected meekly. She avoided looking at Mandible or Frons.

"Gesundheit."

Frons sighed. "We may not have any other choice. Who knows where else we'd be able to find him?"

"Maybe they know where he is?" Proboscis said from behind Labrum. He turned around and saw her pointing out of the alleyway and across the street, at a pair of stallions who were arguing loudly.

"So help me the Queen," Mandible began, storming over towards Proboscis, "Don't you buzzing dare do the same thing all o..." he trailed off, ears twitching.

"Mandible?" Labrum prompted.

"Shh. Listen."

The arguing stallions were loud enough to reach across the street now, but neither seemed to notice there were other "ponies" around. One of them, a brown pegasus, was pointing accusingly at a yellow earth pony. The pegasus looked angry, the earth pony apologetic. Any changeling could identify it on sight as a lover's spat.

"...please, Gassy!" the earth pony pleaded. "You know I wouldn't do that kind of thing, ever!"

Gassy? Jeez, Labrum knew pony names were silly, but that was a very unfortunate nickname.

"I thought I knew that, but what do you expect me to believe? The police came knocking last night to tell me you've been arrested, and for breaking into a jewelry store of all things?!"

"I didn't, I swear! I… don't think I did, anyway!"

"Then where were you last night, huh, Golden Carrot? Not at home in my bed, that's for sure!"

"I told you already! Somepony who looked just like you came into my house and knocked me out, and I woke up this morning in my basement! I haven't been anywhere near that store in weeks!"

"Likely story! Who'd even want to do something like that?"

Labrum had heard enough. He looked at the others, and their expressions – except Proboscis' neutral smile – told him they had all reached the same conclusion.

It was Frons who finally broke the silence between them. His tone was level as usual, but there was a touch of resignation in it. "Well, everypony. It sounds like we have a jail break to plan."

Labrum couldn't help but grin. This was turning into an excellent day.
> Chapter 4 - Insecurities
> --------------------------------------------------------------------------

At two floors tall, the Manehattan East police station was a low building for the big city, but an imposing one nonetheless. Wide and elaborately designed to intimidate criminals and provide a symbol of protection for the more upstanding citizens, it sat at a street corner and loomed over everything despite its size. An alleyway on the right of the station separated it from the rest of the buildings on its street.

It was one of the last places Gena wanted to be right then. But Frons, Mandible and Labrum were all convinced Clypeus was in there, so she had no choice.

At least everypony had agreed that Proboscis couldn't be part of the jail break. Since she had spent the chase unable to shift, the police probably thought she was a pony accomplice. Her description would have reached every officer in eastern Manehattan by now, surely, not to mention the station. It didn't help that she seemed unable to remove her distinctive hat.

As much as she disliked the pink gumball, Gena wished she could have switched places with Mandible. But Frons had quietly asked Mandible to keep an eye on Proboscis and make sure she didn't cause trouble, giving Gena no chance to volunteer. Asking after Frons had already assigned the job would've gone poorly.

The fact remained that she would rather spend time alone with a potential lying traitor than go right into the bufogren's den. That way, if things went wrong for the squad, Gena was mostly in the clear.

Of course, Mandible was right. If she ever did leave the squad behind like that, she'd never be able to show her face in the hive again. The Queen's temper towards traitors was legendary, after all. But what did it matter? Gena had never felt at home in the hive. And at the end of the day, the Queen was just another basic buzzhole like the rest of them, but with a crown. She could make that sacrifice without regretting a thing.

Maybe when Gena finally left everything behind, she would settle down as a pegasus. Find a nice mare or stallion to feed off of for the rest of her life, and perhaps even love in return, if changelings were truly capable of it. They would get married and build a home, fill it with a family of little half-breeds… She would sooner die than let it show in front of the others, but she had always had a soft spot for all the sappy, romantic nonsense ponies went through when they loved each other.

That was why she preferred to take the places of little fillies rather than of lovers. She didn't want to inadvertently ruin her victims' love lives the way it seemed Clypeus might have.

Back in the present, however, she found herself sneaking into the alleyway next to the police station, alongside Frons and Labrum. It had only taken Frons a few minutes of carefully talking to ponies on the street to learn that the holding cells were in the basement towards the back. Supposedly, you could talk to the prisoners through the basement windows facing the alleyway, though most ponies avoided them. It seemed like poor security to Gena, but ponies were never much good at that.

Thankfully, nopony was standing guard outside the station, so getting into the alleyway giving themselves away was fairly easy. Near the end of the alley, as the ponies on the street had said, a series of windows lined the base of the building. They were all thin and wide, too thin for even a changeling to get out through – there were limits to how small they could become, which Gena brushed against daily with her filly forms – and barred up for good measure. At least the ponies did that much right.

Through the fifth window, a familiar golden earth pony caught Gena's attention. He had a green mane and a carrot for a cutie mark, and he looked like he'd never been sadder in his life. Gena knew that he had.

"Found him," she alerted the others, who began moving over to her. "Psst, Clype!"

The changeling in Golden Carrot's guise looked around as though uncertain where the sound had come from.

"Clypeus, over here," Labrum said, successfully drawing Clypeus' attention to the window. Gena thought the sight of the squad almost drew a smile to Clypeus' mouth, but she dismissed it as a trick of the mind.

"Oh, hey, everypony. Are you here to get me out of this cell?" Clypeus' voice betrayed no joy at the prospect.

"We are," Labrum answered simply.

"What happened?" Frons asked. "We heard you were arrested for breaking into a jewelry store, but I didn't really believe it until I saw you here. Since when do you steal jewelry?"

"Yeah, Clype," Labrum said with a soft laugh, "I'd expect that from Frons, not you." That earned him a glare from Frons. It was true, though – when the mission allowed it, Frons had been known to bring along… souvenirs, especially of the shiny variety.

"I just wanted to get a gift for Noble Gas… that's this stallion's coltfriend," Clypeus explained, then hesitated. "Uh, because, you know, gifts bring the love to the forefront so it's easier to drain." Despite the faltering, something about that last sentence made it sound practiced.

"But you got caught," Gena said, more harshly than she meant to, "and now the only gift you've given Noble Gas is relationship trouble! We found out you were here because he and the real Golden Carrot were arguing about you. Did you even think about what your failure might do to them? To us? No, no you didn't, because you just wanted to bring a wimpy pegasus a gift."

Clypeus lowered his head in shame. Gena looked at Frons and Labrum and realized they were both giving her odd looks. "What?"

"Just didn't think you'd care, is all," Frons said. He looked amused.

"I don't!" Another thing that came out more forcefully than intended. That happened far too often for her liking.

Labrum was outright laughing now. Laughing! At her!

"Let's just get this moper out of the cell already," she grumbled. The bufogren's den would be much better than this.





Elsewhere, Mandible cursed the need to blink. 





On Frons' instruction, Gena took the form of a pegasus police officer she'd seen earlier. Labrum and Frons followed suit. The plan was to sneak in through a window, but if they happened to be seen by anypony inside, they would look like they belonged there.

The tactic was a gamble – while Frons had wrung out every potentially important bit of information about the inside of the station that Clypeus could share, Clypeus hadn't known which officers were currently at the station. If the officers they'd picked were in the building, or returned while they were, it could ruin everything.

The first step was finding an unguarded window that was open enough that they could open it the rest of the way from the outside. It was a quick, painless process, and less than half a minute after they began looking, Labrum was swinging open a perfectly sized second-floor window. He waved for Gena and Frons to go through ahead of him.

The room was a simple office, divided into six cubicles – it was empty of ponies at the moment, but most of the cubicles showed signs of recent use. Papers were strewn everywhere, and from what little Gena managed to read in the short time she had in the room, she could tell they were chock full of confidential information about local ponies.

We didn't even need to shapeshift to break in here, Gena mused. Any mischievous pegasus filly could get in and read this stuff if she wanted.

When she left the swarm, maybe Gena could earn some bits by teaching ponies about security?

Her thoughts were interrupted by Frons. "Gena, come on," he said from the door, motioning for her to follow with his hoof.

The hallway was just as empty as the office had been. Gena's ears twitched as she realized there was no sound to be heard from any of the nearby rooms either. Was the whole floor empty of ponies?

Frons led the squad towards the staircase that led down to the ground floor, then stopped, holding out a hoof to make Gena and Labrum do the same. After a moment, she realized why.

From below, she could hear muffled voices, though she couldn't make out the words. Both were feminine, she thought, even if one was deep and monotonous. The other voice, by contrast, sounded shrill and excitable.

The squad waited until the voices stilled and what Gena assumed to be the front door opened and closed. Seemingly confident that they could handle any ponies remaining on the ground floor now, Frons led the way down the stairs.

The staircase led down to a short hallway that was just as boring as the one they had just been in. A closed door to the right was labeled as leading towards the reception, where the voices seemed to have come from, while a perpendicular hallway to the left promised more offices. Gena had never realized how literal the word "officer" could be.

The squad continued straight ahead. Frons almost made it look like he knew what he was doing, until he stopped right in front of the staircase down to the cells. "Buzz, the keys!" he exclaimed in a low voice.

"Aren't they going to be down there?" Labrum asked.

"This place needs to contain unicorns," Frons pointed out, "so they can't have the keys within line of sight, or any unicorn or changeling with levitation skills worth anything would be able to escape easily."

"It wouldn't surprise me," Gena muttered.

"Maybe Clypeus knows where they keep them," Labrum suggested, "and, uh, didn't think to tell us that."

Frons considered it. "Maybe. We might as well go and talk to him before taking any risks up here."

Gena couldn't help but laugh as the three of them trotted down the stairs and she immediately spotted a hook on the wall to their right. Clearly meant to hang the keys on, it would be within line of sight and magic from each of the seven cells along the left wall. The hook was empty now – had they already run into the unicorn problem and learned from their mistake?

Her mirth was cut short as Frons reached their destination and gaped.

"What?" Labrum said and flew ahead, joining Frons in staring at Clypeus' cell. Gena had already pieced together what they were gaping at by the time she caught up, but she still felt her jaw drop when she saw it. Her ears twitched at the rumble of hooves on wood in the reception above them, but she barely registered the sound in her surprise.

The cell was empty, and the missing police officers had just come home.

It all really had been too easy.
> Chapter 5 - A Midsummer Police Dream
> --------------------------------------------------------------------------

Before Frons even realized he was gaping at the empty cell, his mind was racing through possibilities and solutions. The fact that Clypeus had once again vanished was just another problem on the pile, and if there was one thing he knew how to handle, it was problems.

"I think the police officers just got back to the station," Gena said, ears leaned back so she could listen towards the ceiling. Sure enough, he could hear the sounds of hoofsteps on the floor above them. Many hoofsteps – by the sound of it, there were at least a dozen police officers up there. Another problem, but perhaps also a solution.

"First priority is not getting caught," Frons ordered, frowning at the relief in Gena's expression. "But we have to try to find out where Clypeus went. Split up, blend in, see what you can learn in a few minutes, then meet me in the office we came in through."

His squad mates nodded in acknowledgement, Gena a half second later than Labrum.

As they reached the hallway intersection above the stairs to the "dungeons" (a laughable description compared to the real dungeons back home), they each went their own way. Frons went left, towards the reception area.

The reception area was a large room, large enough that Frons would call it a lobby if it were a little more ostentatious in design. By the wall to Frons' right sat a long desk with a simple, unoccupied chair behind it, covered in files. Much of the rest of the room was empty space, though.

Empty except for the ten or so uniformed police officers who were talking to each other. A quick scan told Frons that the one he was impersonating wasn't in the crowd.

"Wind Chaser!" greeted an orange earth stallion with white coat patterns as he spotted Frons. "I thought you went home. Stomach feeling better?"

The real Wind Chaser had gone home? It seemed luck was at least somewhat on his side today, despite all that had happened. But it did mean Frons had to explain why he was here. He opted to gamble on a joke. "I am home!"

The stallion gave him an odd look, but chuckled. "Good old Chaser. Seriously, though, I saw the kick that pegasus filly gave you up there. Looked like it hurt like hay."

Pegasus filly? …of course.

"Yeah, it did," Frons agreed, "but I'll just rest up here at the station a little while. I'll be fine." Frons hoped that was true for the real Wind Chaser. Gena had a mean pair of hindhooves, even in her preferred filly forms. He usually dreaded sparring with her.

"Suit yourself," the stallion simply said.

"Hey, I was just down by the cells to check on Golden Carrot," Frons began. At a confused look from the stallion, he elaborated, "you know, the jewelry burglar? But the cell was empty, and there was no sign of him having broken out. Do you know anything about that?"

The stallion thought for a second. "I don't. I just got back, so if either of us two should know, it's not me. But go ask Public Notice if you haven't already. She was on reception duty, after all."

"Right, thank you." Frons put on a slightly woozy look before he turned around, to give the stallion the impression that the kick had left him not thinking clearly. It might help dissuade any suspicions.

Now he just had to figure out which officer in the room was Public Notice without letting on that he didn't know. Fortunately, there were only three mares among them. One was a dark blue pegasus. Frons recognized her as the mare Gena was impersonating, so if Public Notice had been on reception duty during the chase, she wouldn't be that one. That left a green unicorn who was chatting with two of the stallions, and a bored-looking gray earth pony who was looking at some files near, but not behind, the desk.

The latter had a sign and a brush for a cutie mark. In Frons' experience, pony names often had something to do with their cutie marks, even as the ponies claimed they were unrelated. He was willing to bet that the gray mare was Public Notice.

"Hey, Notice," he said, approaching her. A second passed. Had he been wrong? But no, Public Notice finally looked up from the files.

"What do you want?" she asked. The sheer apathy in her voice washed over Frons like a tide that didn't care what the ponies on the beach thought of it.

Frons shook it off. "I just wanted to know if you know where Golden Carrot went."

"Who."

"The jewelry burglar." Hadn't anypony in this station bothered to learn the stallion's name?

"Oh. Yeah, he left about five minutes ago," she said as though it were the most natural thing in the world. "An annoying pink mare bailed him out. Kept bouncing, going on about clippers or something. I don't know what that was all about, but she paid up, so I let him go."

Mandible! Frons fought the urge to facehoof – valiantly, if he could say so himself. Later. He could facehoof later.

"A pink mare?" a short, blue earth stallion who had been within earshot interjected sternly. A pair of gold bars on his uniform matched the star on his flank. Frons thought it marked him as a captain. The stallion continued. "She wouldn't happen to have a deeper pink, bubbly mane, and maybe a long coat and a purple hat that seemed stuck on her head?"

"Yes, that sounds like her," Public Notice said simply.

The short chief has a similarly short fuse. "Notice, you blind fool!" he shouted. "That's the mare we've all been out looking for!" He turned around and began barking orders. "Breaktime's over, everypony! The suspect has to be near the station! Notice, you're still on reception duty, and don't buck it up this time if the suspect comes back! Chaser, go inform the others in the back, then get some rest for that belly of yours. The rest of you, come with me! We'll catch those changelings yet!"

And so he led seven police officers out through the double front doors of the station, leaving Frons behind with Notice.

This was bad. The agreed meeting spot was close to the station, making it likely that the police officers would find Mandible, Proboscis and Clypeus and chase them away. If they were even together – Mandible wouldn't have let Proboscis go into the station if he had anything to say about it.

"I… should go do as he said," Frons told Notice, who had positioned herself back behind the desk.

"You should," was all she replied.

Frons, of course, had no intention of doing so. When he left the reception, he headed straight for the stairs up to the second floor. On the way to the office, he encountered a unicorn mare who looked perpetually dumbfounded. He told her the captain wanted her to go and polish the brooms in the first floor closet, and smiled in satisfaction as she ran off. The fewer ponies the captain had by his side, the better.

The office was, thank the Queen, empty aside from Gena and Labrum. Gena stood by the window, while Labrum, in his yellow, white-maned pegasus form, was looking through the files on one of the desks.

"Good news and bad news," Frons said before they could even acknowledge his presence, continuing as he walked into the middle of the room. "Good news is Clypeus is out there with Proboscis and hopefully Mandible. Bad news is Proboscis talked to the receptionist and now almost everypony is going back out to look for her near the station. We have to go, now!"

Gena facehoofed. Frons could relate, but there was no time for that.

Gena opened the window wider. "Let's go then," she said. "Before they get caught or we do."

Labrum gave both of them an odd look, then said, cautiously, "What are you two talking about?"

Frons whirled around at a sound behind him. In the doorway, a yellow, white-maned pegasus stallion stood, laughing.

Frons facehoofed.
> Chapter 6 - Reunion
> --------------------------------------------------------------------------

Clypeus frowned.

Being in a cell had sucked, but listening to Mandible go off on his rescuer wasn't much better. Apparently Proboscis hadn't been supposed to get Clypeus out the way she did, and now Frons, Gena and Labrum were inside the station looking for an empty cell. And to make matters worse, it seemed about a dozen police officers had just gone on break, all at once.

He hadn't quite gathered where the changeling in the Pinkie Pie form and noir getup had come from, but he was grateful. It had been nice to get out of a tricky situation peacefully for once, not having to worry about getting caught, about hurting ponies or taking things from them.

At least Mandible had given him something to do while they waited for the rest of the squad, something that helped keep Clypeus from listening to the seemingly undeserved tirade Proboscis was receiving. Standing by the mouth of the alleyway the ornery changeling had brought them to, Clypeus looked diagonally across an intersection to the front of the police station.

Unfortunately, nothing was happening, and so his focus drifted.

"–and yeah, you did get Clypeus out of there, great buzzing job, but you should have told us! We could have tried it without sending the others in on a maggot's errand! And without risking somepony recognizing you! Tell me, what do we do if Frons, Gena and Labrum get caught in there because of you?" Mandible gave Proboscis no time to answer. "They won't take bail for three changelings, even if you have enough bits to feed an army–"

Mandible did have a point, but it was hard to listen to. After all, it was all Clypeus' fault.

He had always preferred giving things to ponies over taking them away. He wasn't the happiest of changelings himself, he knew, but that just made him appreciate it more when he could bring happiness to a pony with a well-placed gift. The excuse he told other changelings was true, of course – receiving gifts brought a pony's love for the perceived giver to the forefront, making it easier to drain – but the draining was his least favorite part of it. It was a shame he had to do it to survive.

The problem with wanting to give things to ponies, though, was that you had to have something to give. Which meant he needed to take something. Usually he settled for small things, things that were easy to steal without notice, but last night he had gotten too ambitious. For reasons he could barely remember, he had convinced himself that Noble Gas would be absolutely thrilled at receiving a particularly shiny piece of jewelry from his coltfriend. A piece of jewelry that had been protected by multiple alarm spells.

His time in jail served him right for trying to steal something so expensive from a unicorn's shop, but it wasn't fair on the rest of the squad, on Proboscis, and certainly not on Noble Gas or the real Golden Carrot. Clypeus hoped the police officers would eventually figure out what had happened, so that they could at least set things straight between the lovers.

Clypeus was jolted out of his thoughts as he noticed motion across the intersection. The doors to the police station opened and eight police officers rushed out, spearheaded by the sergeant. Strict Order, Clypeus thought his name was. Strict Order began pointing at officers and in the various directions the roads went, clearly issuing orders that matched his name. The officers split up, but the sergeant stayed put, looking expectantly at the doors.

Two of the officers were heading their way.

Mandible was still chewing out Proboscis, who was sitting in front of him, frowning. "–what kind of changeling even thinks of a solution like that? Oh right, a buzzing idiotic one! You–"

Clypeus winced at the insult. Mandible could be rather harsh, even for a changeling. He didn't want to get caught in the crossfire, but he had to interrupt. "Mandible."

Mandible glared daggers.

"Police officers on their way here," Clypeus said quickly.

"Oh buzz." Mandible looked around quickly. The alleyway was much like every other alleyway in the city – narrow and dirty with few contents. This one had a large dumpster at its dead end, though, and it was that Mandible chose as a hiding spot. Clypeus reluctantly followed.

"Are you sure?" Proboscis said, not seeming to realize the urgency. "I mean, if you're going to go dumpster diving, at least bring your scuba gear!" Somehow, she produced swimming goggles and a snorkel from her mane before cannonballing into the dumpster. Trash overflowed in every direction as she landed, and the dumpster shook so hard the lid closed on its own once she was in. Everything went dark, leaving just enough light to see the contours of a large bag an inch in front of his muzzle.

"That was FUN! What's next? Ooh, I have an idea: I spy with my little eye, something smelly!"

"Shh!" came Mandible's reply.

From outside, a deep stallion's voice was muffled by the stinking bags of garbage surrounding Clypeus. "I thought I heard something in this alleyway."

A mare with a strange accent replied, "Well, ain't nothin' here, is there, luv?"

"Doesn't look like it. It must've been that damn wind picking back up, I guess."

Muted hoofsteps told of the officers trotting away from the dumpster.

A minute or two later, wingflaps entered the alleyway from above.

"Looks like we're too late," said a stallion's voice in Frons' cadence. "The police must've chased them off if they were here."

"Let's head back to the hive and meet them there if they got away," Gena suggested. "I'm sick of taking risks."

Labrum sounded like he had been laughing and could barely contain it. "I still can't believe you thought that wimp was me!"

"Oh shut up," Gena said.

"Did you get it yet?" asked Proboscis in a loud whisper that was only barely muffled by the bags.

"Get what?" Clypeus said, wriggling to start pushing open the lid above him.

Proboscis launched upwards, slamming the lid open with her whole body. "IT WAS 'GARBAGE'!"

A chorus of surprised yelps came from outside, followed by Labrum breaking into another fit of laughter. Clypeus wasn't much for laughter himself, but even he wished he could've seen the looks on Frons and Gena's borrowed faces.

As he pulled himself out of the dumpster with a slight smile, Clypeus wondered if maybe traveling with Proboscis wouldn't be so bad.

He also wondered if any of the others had realized she wasn't a changeling yet.
> Chapter 7 - Art of Distress
> --------------------------------------------------------------------------

Party Popper was having the time of her life. At least the part of her life that was really hers.

Why had Pinkie Pie never told her how much FUN adventure could be? Surely she could've mentioned it at some point between creating her, teaching her about Pinkie's friends, sending her to have FUN with those friends, and getting those same friends to ruthlessly murder all the other clones, leaving Party Popper – excluded from the massacre by dumb luck – to flee the town in terror once she understood what had happened. A simple "Hey, do you know what's FUN? Adventure!" had to fit in there somewhere.

It wasn't all bad, though. This way, she was getting to discover the joy of adventure for herself, and that was FUN too.

At the moment, adventure had found its way to a clothing store on Saddle Row. After Frons filled the squad in on why the police officers were out looking for Party Popper again, Labrum had brought up how much she stuck out, looking like Pinkie Pie. Party Popper didn't see it. Her coat and hat made a brilliant disguise! But the police officers knew about her outfit too.

And so Clypeus had suggested getting her a new outfit that would hide her better, and quickly volunteered to go into the store with her. All of them coming would be "conspicuous", he said, whatever that meant. Mandible hadn't been satisfied with just Clypeus going with her, but Frons had wanted to talk to the rest of the squad while Party Popper and Clypeus were inside.

A little bell rang as Clypeus led the way into the store, disguised as a yellow, blue-maned unicorn mare with freckles. For some reason, Labrum had looked surprised when Clypeus shapeshifted into the form, but Popper just thought he looked cute like that.

Inside, they were met by a bespectacled, blue earth mare with her pink mane tied up in the back.

"Welcome to Rarity For You," the mare said politely. "My name's Blue Bobbin. I'll be your–" She cut herself off as she got a better look at Party Popper. "Oh! Pinkie Pie, so good to see you again. How may I help you and your friend today?"

Clypeus tensed.

"Pinkie Pie?" Party Popper asked automatically. "Who's that?"

Blue Bobbin raised her eyebrows and frowned. She backtracked, but kept her composure. "Oh, I'm terribly sorry," she said, "I must have mistaken you for somepony else. You look and sound very much alike."

"That's okay!" Party Popper said. "I get that a lot."

"So how may I help you today?" Blue Bobbin repeated.

Clypeus was about to say something, but Popper spoke first. "What's the best you have in disguises?"

"Disguises?" Blue Bobbin echoed, but professionalism once again replaced the surprise in seconds. "If you're looking for something that hides your natural appearance, I suppose the best choice we have would be the Wear-Do-Well line. You'll probably like it – it shares some stylistic similarities with your current outfit."

"Sounds good!"

"But we don't have it on display, so I'll have to go looking for it in the back."

"Take as long as you need," Clypeus said with a mare's pleasant voice. He didn't smile, but he sounded pleased.

Blue Bobbin nodded in acknowledgement and headed toward the back of the shop.

Once Blue Bobbin was out of earshot, Clypeus turned to Popper and said, cautiously, "You're… not a changeling, are you? You don't act like any changeling I ever knew..."

"Well, duh!" Popper said. "I'm an earth pony!"

Of course there was a little more to it than that, but she didn't like to talk about her origins. The memories of that day were not exactly FUN, and if word got out about what she was, it might make its way back to Princess Twilight. Party Popper didn't want to die.

Sometimes Party Popper was glad the Mirror Pool hadn't given her all of Pinkie Pie's memories. She had kept Pinkie Pie's basic personality, knowledge and skills – facts of the world and how to do things – but she didn't remember the things Pinkie Pie had experienced, or all the ponies Pinkie Pie had known. There were many things she knew, sometimes about other ponies Pinkie had met but she hadn't, which she didn't remember learning.

She was glad because it meant fleeing Ponyville had left her with no memories to miss from a life she never experienced, and no uncertainty about whether something she remembered was really her own memory. But most of all, she didn't think she could bear living in constant fear of Twilight Sparkle and her Council of Harmony if she'd had memories of being their friend.

She wondered if Pinkie Pie or Twilight Sparkle had thought about how the Pool worked anywhere near as much as Party Popper had.

Musings like those had also led her to realize that the Pool exaggerated whichever traits were at the front of a pony's mind when she used it. When she cloned herself, Pinkie Pie had wanted to go along with whatever her friends were doing in order to have FUN, and so her clones all had a strong attraction to FUN and a willingness to go along with almost anything. As the second batch of clones started making more clones, each generation had been increasingly obsessed with FUN, and their willingness to go along when Applejack corralled them into the town hall and Twilight sat them down to watch paint dry had ultimately led to their demise.

"I don't think the others know that," Clypeus said. Wait, know what? Popper mentally rewinded and found the answer.

"Ohhh." Popper said. That explained a lot. "So that's why Mandible wanted me to shapeshift!"

"Not so loud, Proboscis, Blue Bobbin could come back at any moment. Wait, is Proboscis even your real name?"

Real name? Did she even have a real name? "Nope! Mandible made that up. I'm Party Popper." She held out a hoof to shake, but Clypeus just looked at it.

"So… if you're not a changeling, why are you here? Why are you helping us?"

"Isn't it obvious, silly? It's FUN!"

"Fun?" Clypeus gave a confused frown.

"FUN! We're going on an adventure, and doing FUN things like breaking you out of jail with my money, and I've never been friends with changelings before!"

"Friends?" How was he still frowning while repeating these words? "Changelings don't really do friendship. Only squads. And being in a changeling squad isn't really all that fun."

"Well, that's a downer," Popper said. "You should try it sometime! Friends are great as long as you're the original you!"

"What?"

"Nothing!" Popper's ear twitched at a sound. "Oh, I think Blue Bobbin's coming back."

"Don't tell the others you're not a changeling," Clypeus said quickly, but firmly. "If they find out, they'll – oh, there you are," he smiled at Blue Bobbin as she re-entered the room. The smile was as fake as his freckles.

Blue Bobbin was carrying a cardboard box on her back, muttering something about unicorns and shelves. She placed the box down on the floor and opened it up. Clypeus, being the only pony in the room with a horn, levitated an outfit out of the box.

"Here we go," Blue Bobbin said. "The Mysterious Wear-Do-Well! I must admit I never understood the name, but she insisted that was what it was called."

It looked vaguely familiar to Party Popper, but she couldn't remember why. She was used to that sensation. It probably meant it had some connection to Pinkie Pie's life. Maybe Pinkie Pie had seen an outfit like this one before, and Party Popper had retained some knowledge of what it looked like but no memory of seeing it?

She pushed those thoughts aside and focused on the outfit. It was a dark purple bodysuit with blue socks and a collar that formed two short tails at the back of the neck. A long, blue cape billowed out from underneath it. Something told Popper that it should be even longer, but it was already long enough that it would cover her cutie mark had the bodysuit not already done so. It came with a matching dark purple hat, which had an even wider brim than the one she was already wearing, as well as a translucent veil that would cover her face. It looked great.

At the front of the collar was a small emblem of a unicorn's head with a curly mane – Rarity, Popper realized with a start. As it occurred to her what Blue Bobbin had said the name of the store was, and just who had designed all the outfits around them, Party Popper felt a little queasy.

"I'll take it!" she said, wanting to do no such thing. If she had a choice, she'd rather burn it. She strained to keep up her polite smile. "How much?"

"Fifty bits," Blue Bobbin answered, "but don't you want to try–"

"Won't be necessary," Party Popper said, hoofing over the rest of her month's earnings at the bakery with little concern for how expensive that was. Not bothering to go to the changing room – it wasn't like ponies normally wore clothes anyway – she quickly stored her coat in her mane and put on the bodysuit while Blue Bobbin was counting the money. The suit was a little tight, but fit well enough for somepony who just wanted to leave.

She tried to take off her hat, but it wouldn't budge without pulling out her mane. What the hay kind of glue even was that? She put the wider-brimmed Wear-Do-Well hat on top of her existing one, trapping the veil between the hats.

"Popper..." Clypeus said, looking confused and concerned.

"Fits great, thank you, let's go!" Popper said loudly as she collected the change from Bobbin's counter and quickly turned towards the door. Clypeus had no choice but to follow.

"Have a nice–" Bobbin's confused voice was cut off as the door to Rarity's store closed behind Party Popper. A second or two later, Clypeus came out behind her.

"What was that all about?" he asked, sounding… worried? What did he have to worry about?

"I just… I didn't want to keep the squad waiting!" she lied, sporting one of the most forced smiles she could remember making. "Now come on, Clype – we have a city to get out of."
> Chapter 8 - The Shortcut
> --------------------------------------------------------------------------

Mandible had regrets.

He had brought Proboscis, or whatever her real name was, into their squad because he had thought that her running loose was a risk. That somepony might recognize her form as Pinkie Pie and realize she wasn't supposed to be in Manehattan. That they would get mildly suspicious and maybe go to the police officers with it. By the time anything was done about it, the squad would probably be long gone, he realized when he gave it more thought.

But what he hadn't expected was Proboscis herself bringing the police down on them so effectively through her incompetence. She was a menace of idiocy, and now the streets were filling up with police officers from all precincts, all looking for her and her five changeling companions.

At least he hoped she was just an idiot. Gena seemed to believe she was doing it on purpose, and who knew, maybe it took a traitor to spot one.

After Proboscis had disappeared from him at the station, Mandible had been skeptical of leaving her alone with Clypeus when they went into the clothing store, so when they came back into the alley where the squad was waiting, he let out a breath he hadn't realized he was holding.

Then he heard Labrum laughing behind him and it sunk in what Proboscis was wearing. It took all his willpower not to groan so loudly it'd draw the attention of every police officer within a mile.

Frons spoke before Mandible could. "That's not the outfit I would've taken," he said, "but what do I know about pony fashion. Well, as long as it does the job."

Mandible doubted that it would.

"Mandible," Frons continued, "you studied the map. How far is it to the edge of the city?"

"About half an hour, I think, going straight south by hoof." Normally, they would've flown, but somepony had to be stuck in a form without wings.

"We'd better get going, then. Everypony shift." Every changeling except Proboscis took a new form – Mandible that of a red, yellow-maned pegasus – and Frons started leading them out of the alley and south

"Wait!" Proboscis said as they came to an intersection. "I just remembered I know a shortcut!" And so she bounced off to the left.

Mandible followed with his wings. "Pro–" He caught himself. No sense in outing them by using changeling names in public. "Party Popper, come back here!"

Proboscis stopped abruptly, causing Mandible to crash right into her. They tumbled around a few times until they came to a stop with Mandible lying with his back on the ground and Proboscis grinning down. Her two hats loomed over Mandible, adding to his embarrassment – it was one thing to look like a fool, but looking like a fool next to an actual fool was even worse.

"I didn't think you'd be that excited about my shortcut!" Proboscis said as she continued bouncing.

The rest of the squad, most wingless except for Gena, caught up to Mandible. Frons offered a hoof to help him get up, but he didn't take it. He could get up on his own.

Proboscis had stopped at the next intersection towards the east, and was waving for the squad to follow.

"Let's just go, let her do her thing," Gena said. "Old Queeny can't say we didn't try to get her to come with us."

"But she can say we failed," Labrum said, looking eager to follow Proboscis wherever she was headed.

Clypeus looked thoughtful, but his slight frown remained shut.

Mandible groaned. As much as he regretted his decision to bring Proboscis along in the first place, the real reasons he'd had, the ones he didn't like to acknowledge even to himself, still applied. They couldn't just leave her behind. It just wasn't right.

"Labrum's right," Mandible said, though the Queen was the last thing on his mind. "Frons?"

Frons was looking pensively at Proboscis, who was waving even more frantically now. "No more splitting the squad. Let's–"

He was cut off by Proboscis screaming across the block. "ARE YOU COMING OR NOT?!"

"–go."





When they caught up to Proboscis, Mandible tried to point out to her that logically, there couldn't be a shortcut to the east because the closest part of the city border was straight to the south along the streets.

Proboscis simply said the shortcut wasn't to the east, and headed north. North!

When she took a third left turn and brought them westward, in the direction of Saddle Row, Mandible felt the need to dig his head into the ground. He had heard some griffons did that when they were startled, but he was sure this kind of frustration warranted it more.

Gena looked as peeved as Mandible felt. Had she been right about Proboscis? Was the pink mare leading them in circles – well, squares – to hold them up while the police mobilized everything they had to catch them?

Wait… Shouldn't we have reached Saddle Row by now?

He looked around and realized the area around him looked unfamiliar. In place of the tall buildings most of southeastern Manehattan was defined by, this area had small, dilapidated, seemingly abandoned buildings. It didn't take an expert in pony architecture to tell that they were clearly in the Manehattan style, apart from their size, but this definitely wasn't Saddle Row.

The rest of the squad didn't seem to have realized that something was strange about their surroundings, except maybe Labrum, who was laughing again. He laughed entirely too much for Mandible's liking, and always at the worst times.

"How did we…" Mandible said, mostly to himself. He trailed off as he followed Proboscis around a corner to the right, heading north. In front of them was a simple road heading into a forest. Next to it, a sign informed him they were leaving Manehattan. To his left and right, the transition between city and nature stretched as far as his eyes could see.

All he could manage was a single, flat word. "What."

"Told you I knew a shortcut!" Proboscis reminded him cheerily.

"We took three left turns and a right and ended up at the northern edge of the city!" Mandible protested, ignoring Labrum's hysterical laughing fit and Gena and Frons' dropped jaws. "Even the hive isn't that confusing! It doesn't make any sense! You don't make any sense!"

Proboscis' smile faded. "Not everything in Equestria does. Sometimes you walk in a square and don't end up where you started. And sometimes you think the world works one way until somepony you thought was a friend…" She cut herself off, hesitated, then grinned again. Something about it looked different, but Mandible was too upset to pinpoint what it was. "Let's not talk about that. We have a Queen to see, right?"

Frons echoed her in a low, thoughtful voice. "Right." He walked ahead to take Proboscis' place at the front of the group.

"But– I– what?!" Mandible sputtered. "WHAT?!"

Nopony answered him as they walked into the forest.
> Chapter 9 - Preparations
> --------------------------------------------------------------------------

"Fluttershy, would you be a dear and fetch me those banners?" Rarity asked, pointing at a box that Fluttershy knew would be just out of her telekinetic reach. The two ponies were out in the castle courtyard, working on the decorations for the upcoming Festival of Love.

"Of course," Fluttershy said, already in the air. She picked up the box in all four hooves and flapped her wings to lift it. It was heavier than she had expected, but she got it to Rarity without crashing into the grassy ground.

"Thank you ever so much," Rarity said, before opening the box to telekinetically pull out a large, rolled-up banner. "Whatever would I do without your help?"

I don't know, walk? Fluttershy pushed the thought aside. That wasn't fair – she knew nopony worked harder than Rarity to make sure everything would be perfect, except maybe Twilight and Cadence. Besides, if Fluttershy's friends knew how often she got the urge to snark at them, and how much fun she thought it would be, they might not like her anymore.

Twilight and Rainbow snarked at their friends all the time, but that was different. They were likeable ponies.

"Oh, it's no problem. The birds were ready to provide the music for the festival, so there wasn't much left for me to do," Fluttershy said instead. It was a better response, one that helped keep up the ruse that Fluttershy was a pony worth liking. She hated how naturally it came to her.

Rarity unfurled the first banner with her magic and frowned. She rolled it back up and unfurled a second. The frown deepened. "It seems we will have to re-order the banners. There must have been a slight misunderstanding."

Rarity turned the second banner around so Fluttershy could see. At each end of the banner was a drawing of a pony on a beach, sun shining above. The ponies were each on their hindlegs, leaning backwards to walk under a low horizontal pole belly-up without using their forelegs. It looked ridiculous. Between the drawings, elaborately designed red text said, "FESTIVAL OF LOW".

A part of Fluttershy wanted to laugh. She hated that part.

"Oh my," said the part of Fluttershy that was a better actress. She hated that part even more. "I hope they have time to redo it."

"So do I, Fluttershy. The Festival of Love is only a few days away. But if they can't do it in time, we may have to call in the ace up our sleeve." A hint of trepidation in the voice told Fluttershy that Rarity would prefer it didn't come to that.

"Ace up our sleeve?" Fluttershy asked, unsure what Rarity meant.

"Pinkie Pie."

As though on cue, the party pony fell out of the sky. She pulled her face out of the grass and said, "Hi, Rarity! Hi, Fluttershy!"

"Hello, Pinkie," Fluttershy said gently but distractedly. She was looking up into the sky in an effort to work out where Pinkie had come from. All she could see was the sky and the castle, but Pinkie hadn't come in from the direction of the castle. Fluttershy shook her head and decided not to question it.

"Pinkie Pie!" Rarity exclaimed. "Are you alright?"

Fluttershy mentally kicked herself. Right, that was what an actually good friend would say. Not just "hello, Pinkie" like some insensitive mule who didn't give a flying feather about whether or not her friend was injured after falling however far and crashing face first into the ground.

"Never better," Pinkie Pie said with a grin.

She was probably lying so Fluttershy wouldn't feel bad for being such a bad friend, because Pinkie was a good friend like that. Fluttershy didn't deserve it. At least whatever injuries Fluttershy might have been horribly insensitive about didn't show on the outside.

Pinkie continued, "Sooo, how are things going with the decorations?"

Rarity said nothing and simply unfurled one of the banners again, this time facing Pinkie Pie.

Pinkie laughed. Should Fluttershy have laughed?

"Other than this little… mishap, I think things are coming along nicely. We got this," Rarity said, looking at Fluttershy.

"You got this," Fluttershy corrected automatically. It wasn't like she was really much help, and the decorations were officially Rarity's task. Fluttershy didn't deserve any credit for it.

"We got this together," Rarity insisted. "How about you, Pinkie? Is the baking coming along nicely?"

"Yup!" Pinkie said cheerfully. "I have a few dozen cakes in the ovens right now!" She pulled a single small kitchen timer out of her mane and checked it, then put it back in. "Have you ever tried baking in the royal kitchen? It's great!"

"I can't say I have tried that, no," Rarity said slowly, clearly sidestepping the fact that she never would. While she wasn't as impressively bad at it as her sister, Rarity was not one for baking. Neither was Fluttershy, but then, Fluttershy wasn't one for much of anything except knitting and taking care of animals.

"Me neither," she said. "Um, have you talked to any of the others?"

"Oh yeah! Rainbow's been practicing her Cupid's Arrow maneuver with the Wonderbolts. Can you believe she's trying to make a heart-shaped Rainboom?"

"So that's why there's been a Rainboom every ten minutes for the last few hours?" Rarity asked, a tinge of irritation in her voice. The Sonic Rainbooms had a habit of briefly supercharging unicorn magic, which threw off Rarity's telekinetic aim while she was placing the decorations.

"Yep! Still no heart shaped ones, though."

"I'm sure she'll get it eventually," Fluttershy said. "If anypony can do it, it's her." She regretted the dumb statement immediately – of course only Rainbow Dash could do it. She was the only pony who could perform a Sonic Rainboom in the first place, after all.

Pinkie Pie pretended not to have noticed how obvious and stupid Fluttershy's sentiment was and moved on. "The Apples have made lots of apple treats for the Festival, and they're making good progress on building the stage. They weren't actually asked to do that, though, so there were a couple annoyed construction workers skulking around, until I gave them some cake to cheer them up."

Rarity nodded in approval.

"That's nice of you," Fluttershy said.

"And Twilight's thing with the artificer seemed to be going well too, but I didn't really get a chance to talk before the magic explosion sent me here."

"Magic explosion?" Fluttershy asked, shocked. "Is everypony alright?"

Pinkie waved it off. "Oh, it was just a harmless little burst of chaos. Turns out artificing is delicate work that goes boom if somepony distracts the unicorns. Whoops!" Pinkie shrugged. "I'm pretty sure me going flying was the worst that happened, but I think I saw Twilight sporting a fantastic mustache before I shot through the roof. And if you see Shining Armor, try not to mention spoons." Pinkie leaned in close to Rarity and Fluttershy, then whispered so loudly that somepony at the other end of the courtyard would probably hear it. "He might be sensitive about it!"

"We'll keep that in mind," Rarity said. "It sounds like everypony has the preparations well in hoof."

A ringing sound caught Fluttershy's attention. She quickly identified the source when she saw it shaking.

"Uhm, Pinkie? I think your mane is ringing."

Pinkie looked up at her vibrating mane. "The cakes! I have to go!" Before Fluttershy or Rarity could say anything more, she vanished, briefly leaving behind a pink blur where she had stood.

"Did…" Fluttershy hesitated. "Did you actually see her move?"

Rarity's eyes said "no", but her mouth simply said, "It's Pinkie Pie, darling."

"...yeah," Fluttershy agreed. "It's Pinkie Pie."

Neither of them fully knew what they meant by it, but they both understood. If there was one thing Pinkie Pie was, it was unique.
> Chapter 10 - 9:50 from Bridlewater
> --------------------------------------------------------------------------

Bridlewater seemed like a pleasant place, Party Popper thought. The rural town, located about an hour's trot to the northwest of Manehattan through the woods, sat idyllically between the Manehattan forest and a lake.

Party Popper had passed through the town once before, while looking for her place in the world. Ponyville had been violently ripped off the table, and there had been several reasons she couldn't go to Canterlot or the rock farm she knew Pinkie Pie had been raised on, so she had picked a direction at random and ended up on a train to Manehattan.

Now that she saw Bridlewater from within, rather than sulking behind a window, she couldn't help but think that maybe this was where she should have stepped off the train. The town reminded her of what she'd seen and known of Ponyville before she left. Earth ponies were walking the roads, interspersed with the occasional unicorn, but unlike in Manehattan, many of them wore happy smiles and greeted each other.

Working at the Glazed Miracles Bakery for Sweet Tooth and Bear Hug had been great, but Manehattan had never quite felt like a home. It had only been a distorted reflection of one she didn't truly remember. Bridlewater was just another such reflection. She knew that. But maybe it would have been a better one.

She thought she caught a few of the locals giving her and her travel companions odd looks before hurrying along in the opposite direction. Or was she just imagining that?

The changelings seemed unconcerned. They had all taken on earth pony forms before they entered the town, except for Gena, who had remained a pegasus.

Popper suddenly realized they all looked a little tired. Sometimes she forgot that not everypony had as much energy as she did.

"Is it much further?" she asked.

Gena squinted at her. "Of course it is. You know where it is, don't you?"

Oh right. Party Popper had no idea where the changeling hive was, but they thought she was a changeling and Clypeus had said not to let them know otherwise, so…

"I forgot," she said simply. Keeping secrets was hard, but she had been hiding what she was for years now, so the lie came easily.

"You forgot," Gena repeated flatly. "How long have you been out of the hive anyway?"

"Oh, at least a few years." That was true. She had never been to the hive in the few years she could remember. She didn't know anything about the hive beyond that it existed, so she didn't think Pinkie Pie had been there either (at least before Popper's creation), but that wouldn't have counted anyway.

Mandible cut in, "The hive is on the other side of the country, in the forests ponies call the Undiscovered West. It's a long way yet, unless you know any more shortcuts." He wrung the last word like a wet towel, squeezing a waterfall of irritation out of it.

"Sorry, I don't know any that go there," Popper said, bouncing over the puddle of irritation on the metaphorical floor. "That far, huh. Sounds like we have a lot of walking ahead of us!"

Clypeus' frown deepened at that. Popper really had to do something about his seemingly near-permanent frown at some point. It sorely needed to be turned upside-down.

Labrum wasn't happy about the long walk either. "I really wish you could fly, Proboscis. All this trotting is going to kill me."

"That's why we're in town rather than walking around it," Frons said. "We're going to take the train."

The rest of the squad – except Gena, who was still staring at Popper – looked about as relieved as Popper felt. She hadn't really wanted to bounce the whole way on her hooves either, especially dressed in clothes of Rarity's design. If she couldn't burn them, maybe throwing them out a train window would be the next best thing.

Thinking of ways to dispose of the expensive clothes reminded her of something.

"Um, do you guys have any bits? I don't think I have enough left for six cross-country tickets."

"Can you pay for your own?" Frons asked. "Mandible, Clypeus and I will handle the rest."

"Oki doki!"

Why did that make Clypeus frown?





As instructed, Party Popper bought a single adult ticket to Las Pegasus – all the while feeling Gena's gaze on her back – and soon enough, Frons, Mandible and Clypeus returned. Somehow, they had gotten five tickets, getting the entire squad on board, though Gena, Labrum and Clypeus had to shift into foals first.

Clypeus sat down next to Party Popper in the train, taking the middle seat. Before the others found their seats next to them, he whispered, "That's a family of five losing their train ride."

Oh.

"Well," she whispered back, "I guess we'd better enjoy it a little on their behalf, then!"

The attempt to cheer Clypeus up clearly failed. He simply said, "I guess."

For whatever it was worth, the train ride was rather enjoyable, even if it did leave her a little restless. The view was great, as the mountains and hills and rural towns of northeastern Equestria passed by them, and when she couldn't sit still anymore, the train's dining car was there to occupy both her mind and her stomach with delicious desserts. She was even allowed to help out a little in the kitchen car afterwards, until Mandible found her. Party Popper didn't see what the big deal was – the kitchen staff had been very nice and welcoming.

Even with those things to occupy herself with, the ride was slow. The train stopped at nearly every station it passed through, only skipping a town that appeared to be abandoned for some reason, and there was a long way to travel. By the afternoon, they were only halfway to their destination, with Canterlot Mountain in sight on the horizon.

Something about that tugged at Party Popper's mind. It felt like there was something obvious and important that she hadn't thought about, but she couldn't place what it was.

Meanwhile, Frons was looking at a railroad map he'd picked up in Bridlewater.

"So according to this," he said, "we actually need to get off the train at the next stop, since this line goes on to Canterlot, and then wait there for a few hours until the next train to Las Pegasus departs."

"Sounds fine by me," Labrum said, "Taking the train sure beats walking across the country, but I'd still like to stretch these babies a little." He gestured to his back hooves.

"Wait, wait, wait," Party Popper said as the pieces began to click together in her mind. "Which stop is that?"

She really hoped Frons wasn't about to say what she thought he was about to say.

"Ponyville."

He was.
> Chapter 11 - Homecoming
> --------------------------------------------------------------------------

Ponyville. The town that had haunted Popper's few memories her entire life.

"I can't go into Ponyville!" she said loudly. She was suddenly very glad she and the five changelings were alone in the car, all the other passengers in it having either left the train at previous stops or wandered off to the dining car for dinner.

"Why not?" Labrum asked.

Party Popper wracked her brain for a plausible excuse and found that she actually had one. "I look like Pinkie Pie, and she lives there. If that was a risk in Manehattan, where she's just a celebrity, can you imagine what it'll be like in a town where everypony knows her personally?"

"Surely not everypony–" Frons began.

"Everypony," Popper stressed, "in Ponyville knows her."

"She has a point," Mandible said. "I did bring her with me because ponies might recognize Pinkie Pie and realize she wasn't supposed to be there, since the newspapers said she was in Canterlot. Ponyville might be worse."

"Then we just need to make sure nopony recognizes her," Frons said. He turned to Popper. "You've already got the costume you stole in Manehattan, that should hide you well enough. Especially if you can take off that other hat now?"

She nudged the purple hat on her head, which matched her long purple coat. Her mane followed as it moved. "I think it might be stuck forever."

Labrum gave a little laugh. "Hey, where is that ridiculous getup anyway?"

Popper caught Clypeus glancing questioningly at her mane. She had hoped nopony would bring up the Wear-Do-Well outfit. "I, uh, kinda sorta…"

"Spit it out," Mandible said.

"I didn't eat it! But… I kinda threw it out a window an hour or two after we left Bridlewater."

Labrum tried to stifle his laughter and failed.

Mandible just gaped. "Why the buzz would you do that?!"

"That's not important right now!" Popper said quickly. "The point is I don't have it and… and… I really don't want to be caught."

"Neither do we," Frons said, looking a little puzzled. "Alright, how about we stay out of sight as much as possible–"

"You're all overthinking this," Gena cut in from the other side of the car. "Proboscis is a changeling. She's a shitty one, but we all are." That earned her matching glares from Frons and Mandible. "Any changeling, even one like her, needs to be able to act like ponies they've barely even heard of on a whim. And you," she pointed at Popper, "seem to know enough about Pinkie Pie to pass as her easily. If you're really a changeling worth calling one, that is."

Gena had no idea how well Party Popper could pretend to be Pinkie Pie if she wanted to. She also didn't know how badly Popper wanted to do literally anything else short of walking up to Twilight Sparkle with a smile and a "hi, I'm a clone".

"Pinkie Pie is supposed to be in Canterlot," Mandible repeated.

Gena seemed unperturbed. "And Canterlot is a short train ride from Ponyville. If anypony asks, she had to go home to fetch something she forgot or whatever."

"Can't I just… hide in a bush or something while we wait for the train?" Popper asked. "I think there's a big one near the station."

Mandible looked skeptical. "Could you sit still for that long?"

"If the alternative is going into Ponyville, I think I can."

Frons gave her an odd look. "You really don't want to go into Ponyville, do you." It wasn't a question.

"I… you don't understand." Popper looked down at the floor of the train car. "If I get caught in Ponyville, I'm dead."

"That's a bit dramatic, isn't it?" Labrum commented. "Ponies don't kill the few changelings they catch."

"Ponies are wusses," Gena added. "They wouldn't kill anypony, changeling or otherwise."

"We don't either," Clypeus said, finally speaking up.

"We could if we had to."

"Twilight Sparkle would," Popper muttered, half to herself.

Clypeus went wide-eyed, but Gena just laughed. It was a more mocking laugh than what came from Labrum.

"The Princess of Friendship killing somepony?" she asked, disbelief clear in her voice. "That's it, now I've heard everything."

No, Party Popper thought. No, you really haven't.





As the train pulled in towards Ponyville, Party Popper saw the town for the first time since her hasty departure. It looked much the same as she remembered it – quaint and cozy and absolutely terrifying. But while her memories were vague and incomplete, she knew that was not to blame for the biggest difference: A large, star-shaped castle at the outskirts of the town, beautifully constructed out of blue crystal.

It was a monument to the rule of the one pony Party Popper feared most. She felt sick to her stomach, looking at the majestic building. Maybe she shouldn't have eaten so many desserts.

The train began to slow.

You can do this, she told herself. They're all in Canterlot. Even if somepony tells them about you, you'll be long gone.

The train stopped moving entirely.

You can do this. You are a clone of Pinkie Pie, you can pass as her if you try.

The magic-powered doors of the car opened. The changelings filed out.

You can do this. Why did she keep lying to herself?

She hesitated, then stepped out onto the platform behind Clypeus. She was in Ponyville, and her world hadn't ended. Yet.

All around her were unfamiliar faces. The station was small, but busy, with more ponies boarding the train than disembarking. A teal unicorn mare with an interest in fantasy creatures was boarding alongside a candy-maned mare who made Party Popper think of secret agents of all things. A gray pegasus mare with hereditary wall-eyes and a taste for muffins walked through the door behind a brown stallion with a penchant for science.

The mare on that bench over there liked cookies. The stallion next to her couldn't stand them. The yellow unicorn mare stepping onto the train a few cars down held a grudge against helium balloons for some reason. Who doesn't like helium balloons?!

Party Popper didn't remember who any of them were, but it seemed Pinkie Pie had known all about them. She had known that Pinkie Pie knew everypony in town, but feeling it firsthoof like this was a whole other thing. She had met ponies Pinkie Pie had known before, but now there were so many–

"Are you alright?"

Clypeus' low voice pulled her out of the smallest and most immediate of her ongoing breakdowns. He was the only one of the changelings hanging back with her, the other four having headed down the stairs off the side of the platform.

She started following them, slowly. One step at a time. She could do this.

"Did you mean what you said about Twilight Sparkle? That she would kill somepony?" Clypeus asked when Popper gave no reply to his first question. The grave topic sounded odd coming from his little green earth foal form. A part of Popper wanted to spare him an answer, even though she knew he wasn't actually a foal. Maybe that wasn't the only reason she wanted to spare him the knowledge.

"I don't want to talk about it," she admitted, "but yes, I did. She has."

Clypeus seemed to think that over as they caught up with the rest of the squad. Following the road from the station, everything around them felt familiar in all the worst ways. This was the road she had hurried down in a panic after learning what was happening to all the other clones. As they drew closer to the center of Ponyville, closer to town hall, the feeling of returning horror increased.

"Hiya, Pinkie Pie!" said a little yellow filly with a red bow. In her tunnel of dread, it took Party Popper a moment to realize the filly, a big fan of pancakes, was talking to her.

In fact, there were three of them. An orange pegasus filly was driving a scooter in front, pulling a cart with a white unicorn filly and the earth filly who'd spoken first. They were a tight-knit group, she knew.

"Wait," squeaked the unicorn, "I thought you were in Canterlot with our sisters!"

"And who are they?" asked the pegasus, looking at the changelings, who had stopped a little ahead of Popper and the fillies.

Out of the corner of her eye, Popper caught Gena shooting her a meaningful look. A challenging one.

"Heeeeey," Popper said, drawing out the sound unnaturally. It was time to play pretend.
> Chapter 12 - Gift
> --------------------------------------------------------------------------

It had been half a day, and Clypeus still wasn't sure why he was helping a pony pretend to be a changeling.

He looked up at Party Popper from his foal form. She was talking to three fillies who had stopped next to the squad and immediately asked her difficult questions.

She nervously recited the story Gena had come up with, that she had come back to Ponyville to fetch something. The earth pony was all but shaking as she said it, prompting squints both from the unicorn filly on the scooter, and from Gena.

Clypeus doubted that Party Popper had noticed the latter. She was too focused on stuttering out an explanation that the changelings were a family she had befriended on the train from Canterlot.

"Wait," said the pegasus, "didn't the train just come from Manehattan and leave for Canterlot?" At surprised looks from both Party Popper and the other fillies, she added, "What? I wait for my aunts at the station a lot. There's not much there to pass the time, other than memorizing the schedules."

Clypeus' frown deepened ever so slightly. That was going to be hard to explain, and she would need to do it by herself. If any of the changelings stepped in without a carefully thought out answer, it would probably just make things worse.

Then again, so could Party Popper. "N-no," she said, sporting a far too wide grin, "they… they changed the schedule! Today!"

That was a rookie mistake. When you had to lie, it was always best to make the lie difficult to disconfirm. The fillies would only have to visit the station once to find out that the schedule was unchanged, and that was if the shaky delivery didn't tip them off.

Why was Party Popper so out of it when it came to Ponyville and Pinkie Pie? She had said that she would be killed if she were found out in Ponyville, and that Princess Twilight Sparkle of all ponies had killed somepony before. She had sounded so sure, it was almost like she had witnessed it herself.

Could it have something to do with the fact that she looked identical to Pinkie Pie, right down to the balloon cutie mark? That was another mystery, after the "frozen changeling" conclusion Mandible had leaped to had been ruled out.

Assuming it had been. Party Popper could have lied to Clypeus back in the clothing store, but he couldn't think of any reason why she would do that if she were letting the others know she was a frozen changeling, and she really didn't act like any changeling he'd ever met.

Maybe that was why he was helping her – because he wanted to figure her out, to understand her?

She was clearly hiding something from him just as much as from the other changelings. Though she was not very good at hiding things, it seemed – the disaster of a conversation she was having with the three fillies, now having moved on to how preparations for the Festival of Love were going, was driving that point home.

Frons took it upon himself to put an end to it. "Are you coming, Pinkie Pie?" he asked. "You said you'd show us around town, remember?"

Party Popper looked at him, startled. "Pinkie Pie? Who's-- I mean, uh, yes! That! The, uh, grand tour! Sorry, kids, I have to go now. Have FUN!"

Before the fillies could respond, Party Popper zoomed to the front of the squad, not looking back. Clypeus waved awkwardly to the confused fillies as they all followed her, almost having to canter to keep up with the fleeing pony.





Scootaloo stared after Pinkie Pie as she ran off to give the family she claimed to have befriended on the train the tour of Ponyville. One of the three foals waved before cantering after Pinkie.

"Well, that was strange," Sweetie Belle said.

"Yeah!" Apple Bloom agreed. "And not just Pinkie – y'all saw that family she was with, right? Three foals and two stallions, no ma!"

"That's not so weird," Scootaloo said. "One of them could be an uncle or something."

"Ah don't think so. Ah know uncles," Apple Bloom assured her. What was that even supposed to mean?

"Maybe they're gay?" Sweetie Belle suggested.

"Maybe they're what now?" Apple Bloom asked, looking confused.

Scootaloo kicked the scooter into action. They could explain on their way to the train station. It wasn't where they had originally been headed, but Scootaloo had a train schedule to check.





When Clypeus and the rest of the squad finally caught up to Party Popper, they found her sitting on the ground on the far side of a bridge, facing a large, round building that could only be Ponyville's town hall.

She didn't say anything as the squad stopped next to her.

Frons looked around to make sure all the ponies were out of earshot. He still picked his words carefully. "Alright, everypony, if we have to wait here anyway, we should take this time to feed and get supplies."

By "get supplies", he meant they should store up excess love to share with the hive. That reminded Clypeus of something else, though.

Frons continued in even more hushed tones, "Let's split up, two and two, and meet here in an hour. But keep your forms unless you're forced to shift, act like tourists, and only drain ambiently. We don't need to take risks here."

"I'll go with Proboscis," Clypeus said.

Party Popper, back still turned towards most of the squad, didn't react. Clypeus frowned.

"Great. You should probably take on an adult form, when you can, so nopony starts wondering why Pinkie Pie is trotting around with somepony's foal. Mandible and Labrum, you go together. Gena, you're with me."

Everypony except Frons and Party Popper nodded, and soon two stallions went off in different directions with a foal each by their side.

Party Popper still sat there, staring at the town hall.

Clypeus walked up to her. He stopped himself from asking, again, if she was alright – he could plainly see that she wasn't. Tears were pooling in her eyes. What did ponies do in situations like this? What could he do? He kept quiet and did the only thing he could think of.

He couldn't understand, but he could give. So he sat down next to her and gave her his company as she began to sob.
> Chapter 13 - In the Bushes
> --------------------------------------------------------------------------

"There she is," whispered a small bush named Scootaloo. "I knew she'd go to Sugarcube Corner!"

"Well, yeah," Sweetie Belle said behind her, "she said she came back to Ponyville to fetch something, remember? It would probably be here or at the castle."

She wasn't being loud, but she also wasn't bothering to act like part of the bush. Still, she stayed out of Pinkie Pie's sight, which Scootaloo supposed would have to be good enough. Her friends didn't have to play along as long as they didn't blow their cover.

"Come on, Sweetie Belle," Scootaloo said, giving her friend a stern look, "you still believe that? She lied to us about the train schedules, and she couldn't have just arrived from Canterlot. Who knows what else she was lying about?"

"I guess you're right," Sweetie Belle admitted, "but why does that mean we have to hide in the bushes?"

"You two aren't even in here," Scootaloo pointed out, sparing a glance for Apple Bloom, who still sat in the scooter cart looking lost in thought. "And I'm hiding in the bushes because we have to figure out what's going on, duh."

"It's probably just Pinkie Pie being Pinkie Pie."

"Has Pinkie Pie ever lied to us before? Like, besides saying her cutie mark story was how Equestria was made."

"I… uhm…" Sweetie Belle seemed at a loss for words.

Scootaloo turned back to her target. "And if she's here to fetch something, why is she sitting outside Sugarcube Corner?" Pinkie Pie was still sitting alone in a spot off to the side from the entrance, with her back to the bakery's wall. Everything about her looked stiff, but she was always moving in little ways. A twitching hoof here, a shift in position there, as though sitting still was the last thing she wanted to do. That was typical of Pinkie Pie, but there was no trace of her characteristic smile on her face.

"If mares can be in love with mares," Apple Bloom said suddenly, perking up from her deep thoughts, "does that mean… Lyra and Bon Bon…?"

Sweetie Belle seemed thankful for the excuse to talk about something else. "Oh yes, definitely Lyra and Bon Bon," she said knowingly. Scootaloo wasn't as sure about what was going on between those two mares, but she also didn't care. She rolled her eyes, letting her friends go on about gay ponies while she returned to watching Pinkie Pie from her vantage point in the bush.

Soon, the door to Sugarcube Corner opened, letting out a gray-coated unicorn she was sure she had never seen before, followed by a large bag of pastries being levitated in his orange magic. Scootaloo didn't think much of him – she knew she would never recognize everypony in Ponyville like Pinkie Pie did – until he trotted over to the pink pony and put the bag down between them. How many strangers had she met on that train?

"Thank you," Pinkie Pie said glumly, taking a pair of chocolate donuts from the bag and hoofing one to the stallion. He looked at it as though unsure what to do with it, while Pinkie picked up the rest of the bag and stuck it inside her mane.

Scootaloo stared. How did she do that? The bag was several times bigger than her head!

Pinkie took a bite of her donut, then looked at the stallion, who was still staring at his own. She gave him a small, slanted smile that only looked a little forced. "You do know what to do with that, don't you?"

"We, um, don't really eat," the stallion said in a low enough voice that Scootaloo could barely make it out. She rubbed her ear with a hoof, thinking she hadn't heard that right, but he continued, "I mean, we can, but it usually doesn't taste like much."

Still, he took a bite, and his face lit up. "Woah... This tastes like love." Somehow, he still managed to sound sullen.

"Of course it does, it's chocolate!" Pinkie Pie said, suddenly beaming. Her smile faded as quickly as it had appeared, though, leaving only an uncomfortable silence.

Well, apart from the voices of Apple Bloom and Sweetie Belle behind Scootaloo. They were still chatting, but it seemed they were being quiet enough about it to not rouse Pinkie Pie's suspicions, probably blending in with the ambient noises of Ponyville if Pinkie Pie could hear them at all. She tuned them out again as the stallion broke the silence.

"Do you… want to talk about what happened back there? At town hall?"

Even as stiff as Pinkie Pie had already been, she still managed to tense further. She stayed silent for a long while before answering shakily, "I… s-something terrible happened there once, Clypeus."

That was a very strange name. Scootaloo tried it out on her tongue, whispering to avoid drawing attention. "Clypeus…?"

Clypeus said nothing, but gave Pinkie Pie a look that Scootaloo took to mean "go on".

"Remember what I said about Princess Twilight?" Pinkie Pie asked. Since when did she use Twilight's title? "It was me. Well, other mes."

"What?" Clypeus and Scootaloo said at the same time. Ear twitching, Clypeus turned his head towards the bush, but then he shook it and looked back at Pinkie Pie.

"I'm n-not a normal pony, Clyppy."

Scootaloo was more surprised by the nickname than the confession. It had always been clear that Pinkie Pie was anything but normal.

"I'm not even Party Popper. I'm… Pinkie Pie m-made me. I'm a clone."

Scootaloo fell backwards out of the bush, getting a look from Sweetie Belle and Apple Bloom. "This is big," she told them, then got up and crawled back in as quickly as she could without making too much noise.

"–way too much sense…" she heard Clypeus say in a low voice. On either side of her, Sweetie Belle and Apple Bloom crawled into the bush.

"W-when Twilight f-found out Pinkie had made a lot of us," the clone of Pinkie Pie continued, "she r-rounded up all the clones she could find in the t-town hall s-so she could… c-could–"

Clypeus awkwardly put a hoof on her back as she broke down sobbing. "It's… it's okay? Um. No wonder you didn't want to stop here."

"Ah remember that," Apple Bloom whispered, "them Pinkie clones ruined our barn."

"And Rarity's shop," Sweetie Belle squeaked.

"And Rainbow Dash's nap!" Scootaloo said. When Apple Bloom looked at her with a raised eyebrow, she added, "What? Naps are important if you want to be as cool as Rainbow Dash."

"Look at her, though," Sweetie Belle said. "She can't be all bad, can she?"

"Ah s'pose the other clones might'a been like her family," Apple Bloom said.

"And then Twilight… and Rainbow Dash…" Scootaloo covered her mouth with her hooves.

Clypeus looked in the direction of the Ponyville clock tower. "Look, Popper, the hour is almost up. How about we go meet up with the rest of the squad so we can get out of this town?" He would have sounded almost jovial if he hadn't sounded so sad. "If you still want to come with us to the hive."

"What other place is there any point in me going?" the clone – Party Popper? – asked. "I might as well go with you all and not be alone on the way."

Clypeus actually smiled at that. Then he looked around, as though making sure nopony could see them.

It happened in a flash of green fire. One moment, Clypeus was a gray unicorn stallion. The next, he was one of the foals they had met with Pinkie Pie earlier. The three Crusaders shared shocked glances inside the bush. In that moment, Scootaloo was sure they all knew what this meant.

A leftover clone of Pinkie Pie was traveling with a group of changelings, and they could never tell their sisters or Princess Twilight Sparkle.





When the changeling, the clone and the fillies were all finally out of sight, the bush caught fire. Green fire. An instant later, an earth pony stood in its place, her coat a vibrant contrast to the dark green leaves she had been covered with a moment before.

The pony adjusted her mane with a shiver. The fillies climbing into her had been unexpected and not very comfortable, but when you were spying, you had to endure whatever happened. Blowing your cover just because something was uncomfortable wouldn't do.

She pulled her hoof out of the hole that had, moments ago, held her roots, and began heading towards her cottage, where she would find the privacy to cast a communication spell.

Valvula had just learned something interesting, and the Queen would want to know.
> Chapter 14 - Hearing the Buzz
> --------------------------------------------------------------------------

Far out in the wilderness ponies called the Undiscovered West, a few hours' journey by hoof from the nearest train station, a rocky structure sat in the middle of a ring of desolation. The tall and pointy hive of scum and villainy would strike fear into the heart of any non-changeling who ventured far enough to see it, and sap the strength out of those brave or foolish enough to come closer.

To Rhabdom, Grand Spymaster of the Compound Eye, it was home.

It was a home he would serve and protect at all costs. If having to listen to bumbling maggots all day was what it took to serve the hive's best interests, he was prepared to listen until his ears bled. Which was fortunate, seeing as he was doing just that.

"...and I overheard my neighbor, miss Quartz, say she forgot to let her pet cat out last night," said the changeling whose visage was being projected in front of Rhabdom's face through the communication spell all the dedicated spies had been taught. With a flash of green flame, it was replaced by the face of an aging pink crystal mare with ringlets in her mane. "Lion gets very temperamental if he doesn't get to go out when he wants to, and—"

"Spiracle," Rhabdom said with a sigh, "how is any of this relevant to the Queen?"

"I'unno," Spiracle replied, returning to his true form. "You told me it wasn't my job to think about what the Queen did or didn't need to hear, sir, last week when I forgot to tell you the Princess was out of the Empire."

Buzz. He was right, Rhabdom had said that.

"Right… We probably don't need to hear about miss Quartz's cat, though, understood?"

"Sir, yes, sir!" Spiracle made an exaggerated salute. Coming from anypony else, Rhabdom would have thought it mocking, but he knew it was entirely in earnest.

"Do you have anything else to report from the Crystal Empire?"

"Yes, sir. With Princess Cadence, Prince Shining Armor and their daughter all out of the Empire for the Festival of Love in Canterlot, a group of nobles from Equestria have been assigned to temporarily take over ruling the Crystal Empire in their absence. First among them is somepony named Blueblood."

Rhabdom had heard much about Prince Blueblood from his Canterlot spies. More than likely, only Blueblood and Spiracle thought he was first among the nobles. "Is she trying to tear apart the Empire?" Rhabdom wondered aloud as he wrote down the information on his notepad.

Spiracle seemed to think it a question meant for him. "He's a stallion, sir."

"I know. Anything else?"

"Well, Obsidian Shard's dogs—"

"I don't want to hear about any more pets!" Rhabdom snapped.

"But—"

"No 'but's! Was that all?"

"Um…" Spiracle sounded taken aback. Good. "Yes, sir, that was all."

"Excellent. Thank you for your report, Spiracle. Keep a close eye on Prince Blueblood and the circle of nobles that he thinks is his. Understood?"

"Understood, sir. Spiracle, over and out."

The moment Spiracle's face disappeared, Rhabdom let out a deep sigh of relief, before mentally checking his own end of the communication spell. Dealing with Spiracle's nonsense had taken so long, there was already another changeling waiting for him to pick up the call.

The communication spell was highly versatile and valuable. It wasn't the easiest to cast, but Rhabdom still didn't understand why the Queen insisted on only teaching it to the spies of the Compound Eye. Every changeling could have use out of it, if she let them.

Part of its versatility lay in the amount of control the recipient had in their own mind. At will, Rhabdom could check who was attempting to contact him, "pick up" or decline calls, or even give an automated response that would record a one-sided message from the changeling on the other end, a feature the Queen had referred to as "voicemail".

So by the time he saw the face of her pony form projected in front of him, Rhabdom already knew it would be Valvula. While many changelings would dismiss or belittle her for her awful name – seriously, who would name their daughter Valvula – the mare was a highly competent spy who just so happened to have already been positioned in Ponyville before Twilight Sparkle moved there and formed her little Council of Friendship. After the disastrous wedding invasion and especially since Twilight's later coronation, Valvula had been a valuable source of information on what the fourth princess of Equestria was up to.

"Valvula, reporting from Ponyville," she said curtly. She was always curt, these days. "The squad Clypeus is on is passing through Ponyville on their way to the hive."

That would be squad 833, led by Frons. They had reportedly caused an uproar in Manehattan that morning, seemingly having had to break one of their own out of the local police station's holding cells. If they were in Ponyville already, they must have taken the train.

"Excellent," Rhabdom said, writing the intel down.

"They're bringing a clone of Pinkie Pie."

"What?"

"A few weeks after the Crystal Empire returned, Pinkie Pie duplicated herself. I don't know how. In the end, Twilight locked about forty Pinkies in a room and lasered them until only the real one was left. I guess one slipped away." Valvula's blunt, matter-of-fact tone as she recounted the tale only served to underline how shocking it was.

"Why didn't you report that at the time?" Rhabdom asked.

Valvula shrugged, a motion that was barely visible on the projection. "It didn't seem relevant."

"That's for me and the Queen to decide," Rhabdom chided. "Do you know why squad 833 is bringing this… clone?"

"I don't, but I think only Clypeus knows what she is. I watched her tell him. The Council's sisters know, too." For some reason, Valvula shivered at the thought of that, but she quickly pulled herself together.

"Interesting. Anything else?"

"She calls herself Party Popper."

Valvula went on to give Rhabdom a short update on other matters in Ponyville. Not much else of note had changed there, other than some ponies traveling to Canterlot a few days in advance to attend the Festival of Love, so Rhabdom was thankful for her characteristic brevity.

It even left him some time to think and organize his notes before the next call came in from… Ó͘m̡̡͘͜ḿ̸̶͠a̕͢ţ́́͜o̶̕ṕ̧͟h̷̀͡o̶͘͢͜r͏̸̵̧e̴̡͞? What? Rhabdom could barely make out the name of one of the Canterlot spies, under the static that filled his brain when he tried to check the caller ID.

Unsettled, he picked up the call. Ommatophore's face was projected in the air in front of him, but it was wrong, appearing heavily distorted. From what little Rhabdom could make out, Ommatophore was just as taken aback as he was.

Then he spoke. At least, Rhabdom assumed that was what caused the awful screeching sound.

"Ah!" Rhabdom exclaimed, putting his hooves to his ears. It barely helped, but it made Ommatophore stop talking, and the screeching faded.

Rhabdom closed the call. He was about to cast the spell himself, to try contacting Ommatophore in return, when a hive messenger entered the communication room.

"Rhabdom," Tarsus said plainly, not bothering to verify that he was actually talking to Rhabdom. "The Queen wishes to see you. Just so you know, she's in a foul mood."

Rhabdom could feel Ommatophore trying to call him again, but he had more immediate matters to attend to now. He let it go to "voicemail" and hoped he wouldn't be greeted by more distorted screeching when he checked the message.

It was time to pass on what he had learned.





Sometimes, Rhabdom wished the Queen would use the communication spell for his debriefing sessions. It would spare him the walk to the throne room, and allow him to keep his notes in one place.

But no, she insisted on having him come to the throne room and give her the information from the spies face to face. Well, face to real face.

As he entered the throne room, he found Queen Chrysalis pacing on the floor below her throne. She noticed his presence a moment too late for him to miss that she was muttering to herself, though he could not make out the words.

"Spymaster Rhabdom," she greeted as she flew up to sit on her throne, acting as though nothing had happened, though her tone gave her frustration away. Rhabdom didn't dare nor care to challenge her on that. "What news is there from Equestria?"

Having only had a short time to organize his notes, Rhabdom started from the top, giving the Queen the most important notes on each piece of news, mostly in the same order he had received the calls.

Perhaps that had been a mistake. As report after report of little substance came in, barely noteworthy enough for Rhabdom to bring them to her, the Queen only grew more and more irritated.

"Spiracle reports that a circle of nobles have temporarily taken charge of the Crystal Empire in Cadence and Shining Armor's absence, ostensibly led by Blueblood," Rhabdom reported. It may or may not be a useful detail, but he had hoped that the idea of Prince Blueblood being in charge of anything might lighten the Queen's mood.

Unfortunately, she only grumbled at his pause.

"Reports from Chaeta in Manehattan and Valvula in Ponyville indicate that squad 833 is on its way back after running into some trouble in Manehattan. Valvula reports that they are bringing—"

"ENOUGH!" Chrysalis shouted. In a lower voice, more growl than speech, she continued, "No more irrelevant drivel. Give me the news from Canterlot."

"But Your Highness, Valvula's report—"

"I. Don't. Care." she snarled, flashing her sharp teeth. "Valvula and squad 833 aren't important. Canterlot, Rhabdom."

"As you wish, Your Highness," Rhabdom conceded with a small bow. Pushing one's luck by questioning the Queen's orders more than once was risky, especially when she was in this sort of mood.

He skipped a few lines in his notes and continued, "Morning reports from spies near the castle indicate a series of so-called Sonic Rainbooms periodically supercharging unicorn magic in the city. Apparently Rainbow Dash has been practicing. Celestia and Luna have been busy handling the usual politics while Cadence, Twilight Sparkle and the Council of Friendship have been preparing for the Festival."

"As expected. What about Shining Armor?"

"He has been sighted with his sister, alongside a master artificer named Focus Flare and an earth pony stallion the spies could not identify. What they're up to is unknown."

"You said these were morning reports. Have there been any more recent ones?"

Rhabdom hesitated. "Ommatophore attempted to report just before I received your summons, Your Highness, but something went wrong with the spell."

"Wrong? Wrong how?"

He mentally checked the voicemail. Sure enough, there were two messages from "Ò̡͠͝͡m̶̴m̡͠͝͝͠a̵̢̛͡t̶̢̛o̵̡͟p̴̧͘h̷͟͝o͡͏̢̕r̵̸e̡͝", and one from "E̴̷̕l̴̶̕y̧̨̛͟͢t̸̢ŕ͘̕͠o̵͢n̶͏̷͡", his partner. He played the first one, right there in front of the Queen. A distorted Ommatophore appeared, screeching every time he opened his mouth.

"Like that, Your Highness," Rhabdom said as he stopped the infernal racket after a few seconds.

Queen Chrysalis growled again. "So you have nothing of use."

"I—"

"Get out," she said flatly. "Return to me when you have something worthwhile from Canterlot."

"Your Highness…"

"GET OUT!"

Rhabdom was not one to lose control of himself to the point of scrambling for the exit that was opening in the wall. Nonetheless, anypony who saw him leave the throne room that afternoon would describe him as scurrying.

Nopony hesitated to obey the Queen twice.
> Chapter 15 - On the Edge
> --------------------------------------------------------------------------

Having been cooped up in one city for most of her life, Party Popper had never quite appreciated just how FUN trotting through the woods could be.

Bouncing along between the densely packed trees of the Undiscovered West, she could feel laughter coming back to her after too many mirthless hours on the train from Ponyville to a small railroad junction north of Las Pegasus. Stepping into the seemingly endless forest, she had finally put Ponyville behind her and turned her gaze forward, into the unknown. This was what being on an adventure was all about, she decided, and it was FUN.

Unfortunately, she seemed to be the only one who thought so.

"I don't see what's so funny," Mandible grumbled when Popper let some of her laughter out. He was pushing through branches ahead of the squad, alongside Frons, but where Frons kept holding the branches out of the others' path until they had passed, Mandible let the branches swing back with no care for who had to duck. They had started out in two files, but by now only Labrum was walking directly behind Mandible.

"I saw a tree that looked like a bird!" Popper said, pointing to a stout tree with fungi growing on the side of the trunk. In truth, it was a stretch, but the mushrooms really reminded her of a beak.

Mandible squinted irritably at the tree, then kept pushing through the forest. "I don't see it."

"Me neither," said Gena, though Popper could have sworn the airborne changeling was squinting at her, not the FUNny tree. "Must be your imagination."

"It's good to have a strong imagination," Frons said. "It helps you think of what to say when ponies might be getting suspicious of you."

"Yeah, if you use it properly," Gena retorted, "instead of telling them railroad schedules have suddenly changed."

"I panicked, okay?" Popper pleaded. Gena had refused to let up on that since they left Ponyville.

"No," Mandible said, "that's not okay. Good changeling agents never panic or act rashly."

"You're one to talk," Labrum said. His chuckle was cut short as he had to dodge a particularly quick-swinging branch.

In the very back of the group, Clypeus stopped, looking back at the stout tree for a few moments. "...heh," he finally said as he turned back towards the group. He didn't smile, but he didn't frown either.

It was a small sound, but it made Party Popper grin. She would teach him to laugh yet.





Party Popper had never quite appreciated just how FUN trotting through the woods could be.

…for a while.

"Are we there yet?" she asked, shifting on her sore hooves.

"No!" Mandible snapped, rounding on her. He had only gotten more and more irritable as the squad traveled through the increasingly dense woods. Sore hooves or not, Party Popper couldn't understand why.

"Actually—" Frons started saying, but Mandible cut him off.

"No, we are not there yet! Just like we weren't there yet the last fifty buzzing times you asked, and probably won't be there the next fifty either!"

"Mandible—"

"And I'm sick and tired of you and your incessant bouncing and babbling about trees with beaks and foals and baking and… and whatever those other things you mentioned were!"

"Mandible."

"I can't take any more of these buzzing woods and their buzzing branches and… and you!" he pointed accusingly at Gena, "Frons gets us all to stay low because Proboscis can't buzzing fly but you just can't keep your hooves on the ground for five seconds, can you!"

Gena simply shrugged in the air as Mandible turned on Frons. "And you—"

"MANDIBLE!" Frons cut him off. His voice was loud and firm, but somehow it still didn't feel like a shout. Pushing a branch to the side and revealing a ray of light, he calmly added, "We're there."

"...oh," Mandible said, his rant stopped dead in its tracks.

Following Frons and a quieted Mandible, Party Popper bounced past the last few branches. The forest abruptly opened up onto a small ledge overhanging the border of a large wasteland where nothing, not even grass, seemed to grow. The remains of a few dead trees were the only vegetation ahead.

Right in the middle of the wasteland, close enough to bring hope for sore hooves but far enough that the thought of walking even that far made her hooves ache preemptively, towered what she could only assume was the changeling hive. The tall, pointy structure was a lot more menacing than she had expected, even at such a distance.

It looked like the home of villains.

"Hive, sweet hive," Labrum said, gliding off the ledge on his insectoid wings. "You coming?"

Jolted from her thoughts of the hive, Party Popper looked around herself and realized she and Clypeus were the only ones left on the ledge. Frons, Gena and Mandible were already well ahead of them.

"It's not as high as it looks," Clypeus said, taking flight and hovering next to her. "Just drop down and you'll be okay, I promise." He gently flew down to the ground below, where Labrum was waiting.

With a hop, skip and a gentle drop, Party Popper entered the changeling wasteland. A chill went through her body, leaving her with a sense of… what was that? Hunger? No. She wouldn't need to eat for another good while, she thought. So why did she suddenly feel like much of the strength in her body was gone? Was this what lethargy felt like?

Somehow, it made her feel more anchored, more real. She wasn't sure she liked it.

Still, she had come this far. There was no reason not to power through. When she had first started on her journey, it had just been because of her willingness to go along with things, but somewhere along the way, something had changed. Now, she had found she was actively looking forward to seeing what her new friends' home was like. That would be FUN… right?

Right?

And so, as she followed the changelings across the wasteland surrounding the changeling hive, trotting rather than bouncing, Party Popper hoped she hadn't made a huge mistake.
> Chapter 16 - A Family Home
> --------------------------------------------------------------------------

"Halt. Who goes there?"

"Buzz off, Ozadene."

"Ah, it's Mandible."

As Mandible got close enough to recognize by sight as well as voice, the guards at the hive's outer gate visibly relaxed. Idiots. For all they knew, Mandible could be Thorax, the traitor, returning to the hive in disguise.

"On behalf of Frons and Squad 833," Mandible said formally, "I report our safe return to the hive."

"Your presence is noted. Where's the rest of the squad?" Ozadene asked. His base form was too squat to look as intimidating as he thought he was, even while wearing the mandible-like, purple helmet reserved for the hive guards. Mandible had often wished for such a helmet himself, but he wouldn't dream of giving up his position in active duty to stand around annoying his fellow changelings as a guard. Not even for one of those helmets.

"They're on their way," Mandible said. "I flew ahead to get this over with."

Frons wouldn't be happy with him for that – this was technically Frons' duty and Mandible was going against the order to stick together, but he just didn't have any buzz left to give. If he could speed up the process of getting the squad into the hive and bringing Proboscis to the Queen, he would.

The other guard, Ozopore, pointed a hoof in the direction Mandible had come from. She was naturally a slender thing, but unlike her brother, she seemed to recognize how unintimidating her base form was and spent her time on guard in a taller, broader form. "I see them," she said. "Wait, aren't there supposed to be just five of you?"

Mandible sighed. He hadn't been looking forward to this part. "The pink one's Proboscis," he said. Ozadene snickered at the name. "Or something. I don't actually know her name – she wouldn't tell us for some reason – but she's a changeling we ran into in Manehattan. Stuck looking like Pinkie Pie and acting like an idiot, and unfortunately I think the Queen can only help with one of those things."

"You're sure she's not Thorax? If anypony would shift against gender without the Queen's orders, it's probably him," Ozadene suggested, "and the name thing seems suspicious."

Ozopore frowned, but said nothing.

"Trust me," Mandible said, not bothering to hide his grumbling, "even at his worst, Thorax was never this infuriating."

"Mandible!" Frons said firmly from behind him, the squad having caught up. "I told you to stick with us."

"I just saved us some time."

"We weren't in a hurry." Frons turned to Ozopore. "On behalf of squad 833, I—"

"It's okay," Ozopore interrupted, "Mandible handled the formalities. You can go right on in."

Frons gave Mandible a stern look, but couldn't keep it up. He sighed. "Fine. Have you sent a messenger?"

"Not yet. Oy, Tarsus!" Ozadene shouted to a changeling flying overhead. Mandible knew him as one of the Queen's dedicated messengers.

As Ozadene arranged for Tarsus to bring news of the squad's arrival to the Queen, the six of them headed towards the inner gate. Or rather, what was the inner gate at the moment. It was always shifting, after all, like every passageway in the hive.

With Frons leading the squad indoors, Mandible let himself fall to the back, below Gena's gentle flutter, so he could keep an eye on Proboscis. She had been unusually quiet ever since they entered the hive's perimeter, even keeping her hooves mostly on the ground. He should be happy about that, but he couldn't shake the feeling that the silence was horribly wrong.

And why were she and Clypeus whispering to each other so much? For that matter, when had Proboscis learned to whisper?

Ozadene had been right. It was suspicious that Proboscis had never given her real name. Mandible looked at the infernal mare trotting in front of him as she looked around the interior of the hive, and began to wonder if he knew who she was at all.





For all its intimidating appearance, Party Popper thought, the changeling hive felt like a home.

Not her home, of course, and not one she'd expect any real pony to live in – unless they were, like, super into big open spaces and barren, dimly lit stone formations – but for the changelings, everything about it made total sense. It even looked a little like cheese with all the tunnels, just like their hooves did.

Usually the holes in cheese didn't change when she wasn't looking, though.

"Hey, Proboscis!" Frons called behind her. "This way."

"Didn't we just come from there?" she asked, earning her a stare from Gena. Mandible muttered something about shortcuts.

"It changed," Frons said.

Sure enough, the hole had been replaced by a new one a few hooves to the right, leading to a different room than the one they had come in from.

"Right," Popper said, following the rest of the squad through the hole.

Clypeus trotted next to her. "It's kind of intuitive to us," he whispered. "We usually just have a sense of how to get where we want to go in here."

She didn't say anything. It could never be her home.

"Hey, are you sure you want to do this? I don't know what will happen when the Queen can't 'fix' your frozen form."

"It's a little too late to turn back now, isn't it?" Popper whispered back, frowning. She hadn't thought that far ahead.

"I guess it is." He considered it. "We'd have to explain why to the squad, and getting you out after telling the Oz twins you were here to see the Queen might be a problem."

"Yeah, I—" Popper stopped in her tracks as the squad passed an offshoot hole to her right. Dozens of tiny things were crawling around in a dedicated room. They looked like white shells with changeling faces and two tiny front hooves each – there was no doubt what they were. There was also no doubt that they. were. adorable!

"Pa– Proboscis!" Clypeus called in surprise as she entered the room, then followed her. She didn't pay it any mind. The squad and the Queen could wait just a moment.

"Changeling foals!" she said as he caught up. "Look how cute they are!"

Some of the little ones looked up at her with big eyes, shining like tinted mirrors even in the dim lighting of the hive. One of them burped.

"Larvae," Clypeus corrected, "and yeah, they're adorable, but—"

"Were you ever this cute? Wait, what am I saying, you're still cute."

"—w-we should probably get back to the others." He trotted back through the hole, where Popper could see Labrum peeking around the edge with a grin.

"Sure," she said, now surrounded by at least half a dozen changeling larvae, "I just gotta say goodbye to these—" She looked towards the larvae again and immediately leaped back. "AHH!"

Right in front of her were three adult-sized ponies, except their features were… incomplete. They had cheese legs and eyes that were too large and monochromatic. Their back hooves were lying limp, as though they didn't know how to use them yet. There were no cutie marks, and their mouths carried sharp teeth.

And the worst part was they were all her. Three pink earth ponies with bubbly manes. One of them wore a hat, but Party Popper was sure that if she touched it, it would act like flesh, just another part of the head. Another had purple fur on everything but its head. And the smiles, the smiles were all wrong.

She backed away slowly, shaking, not breaking eye contact with the three – no, four now, five, eight, twenty – twisted reflections. No, no, no, no...

Memories flashed in her mind. Her memories, of all the clones she had created, of all her sisters and daughters and her mother. Of the moment she had understood what had happened to them all. Of the one who had allowed it to happen, the one she had thought she could trust.

Tears in her eyes, Party Popper turned and ran. She didn't look back to see if the larvae were following. All she could think of was being somewhere else, anywhere else.

The hole was gone. Of course it was.

Turning left, she spotted another exit, another path away from herself. Without hesitation, Party Popper galloped.
> Chapter 17 - The Soldier
> --------------------------------------------------------------------------

It was a normal day in the hive, and Cuticle was minding her own business, which wasn't much of note. Being the Queen's favorite soldier took hard work, great skill and total loyalty in battle, but in the times between battles? It could be pretty dull.

All she had to do was train herself and train the rookies, and she had never been much good at that last part. She was a soldier, not a general or sergeant – she fought as she was told, she didn't tell others how to fight. But she could never disappoint the Queen, so she would do the best she could at any job she was given.

Unfortunately that job included managing training logistics. If she had known that striving to be the Queen's favorite soldier would result in having to deal with mountains of paperwork that nopony in the hive actually cared about, she might not have bothered.

And so she was carrying a stack of reports on rookie training progress that would immediately be filed away in the hive's "archive", which was practically a giant paper dumpster, when she heard a high-pitched sound.

"aaaaaaaAAAAAA!!"

Then something slammed into Cuticle from above, forcing her to the ground and sending papers flying everywhere.

What's going on? Are we under attack?

"Owww," said the something, and Cuticle realized the something had a set of pink hooves, the back pair of which were twitching slightly in front of Cuticle's face. "Whose idea was it to have this place make holes in the floor?"

"Get off me, pony scum!" Cuticle said, transforming into a bear. The sudden change beneath her launched the pony up in the air, though nowhere near high enough to reach the tall ceiling she had presumably dropped down from. She landed with a thud. Cuticle rushed forwards and pinned her to the floor under a heavy bear paw, then got a good look at the intruder.

It was an eye-searingly pink earth pony mare, wearing a purple coat and a matching hat that had miraculously stayed on her head. Cuticle hadn't seen the outfit before, but the mare's appearance was unmistakable and very alarming. "Pinkie Pie."

"Wh-who's that?" the mare squeaked out.

"Is this some kind of prank?" Cuticle demanded. She had hoped her rookies would have enough sense to not pull something like this as a joke, but she couldn't be certain.

Maybe Pleon might? Maxilla would joke about it, but she had always been more buzz than sting. Hardly good soldier material. Ocellus, certainly, would be far too meek.

"N-no? Oww, can you lift that paw a little? Falling never hurt this much before."

This was serious. If one of the Element Bearers was in the hive, the others wouldn't be far behind, presumably executing a coordinated attack on the Queen.

The paw stayed where it was. "Where are the other Bearers? How did you get into the hive?"

"Um, in Canterlot, I think? I'm not a Bearer, though. I came with Clypeus and Mandible and–"

"Likely story." She pressed the paw down a little harder. How did Pinkie Pie know the names of two changelings on the same squad?

"Ow ow ow! It's true!" Pinkie Pie insisted. "I'm Proboscis!"

"What?" Seriously? Of all the changeling names she could have claimed, she picked Proboscis?

"I'm not Pinkie, I'm just stuck looking like her."

"You're a really bad liar," Cuticle told her, then shifted her other front paw into a baton. She was proud of that ability – shifting just one part of one's body took immense skill, especially while maintaining a large non-basic form for the rest of it. It had helped earn her her place in the hive's elite.

The pony eyed the baton, clearly aware of what was about to happen. "Please don't… We could be friends instead! What's your name?"

Why would I give my name to somepony like— "Cuticle."

"Can I call you Cutie?" the infernal mare said.

With a growl, Cuticle brought the baton limb down hard against the pony's head, knocking her out cold.

"Absolutely not."





"What's taking her so long? The way around can't be that circuitous."

Clypeus didn't say anything. Frons was right, but what he didn't know was that Party Popper didn't have the sense of where to go that any real changeling would have while inside the hive.

The rest of the squad, when the wall had closed between them and Party Popper, had assumed that she would make her way to their destination by another path, like a real changeling would when something like that happened, and kept going. Now they were waiting for her to show up by the static main entrance to the throne room, guarded by two stoic and quiet changelings Clypeus had never learned the names of.

Clypeus was less confident, but he could hardly go looking for her without giving her away.

Maybe it would be for the better if she didn't show. Maybe she could even find a way out of the hive somehow.

"You know what she's like, Frons," Mandible said, clearly annoyed. "She's probably forgotten all about us and the Queen and wandered off to gape at more larvae or something."

"I don't think she'd do that," Clypeus said, frowning.

Mandible eyed him, but instead of whatever he was about to say, he exclaimed, "Cuticle? What the–"

Clypeus looked back and saw the newcomers that had just flown into the antechamber.

Cuticle was one of the Queen's favorite soldiers in part because of her skill at changing parts of her body into different things, and often things that were hard to transform into in the first place.

This time, her hooves had transformed into a multitude of iron bars and linked up at the bottom to form a cage just big enough to hold a pony. She had also made her wings larger to accommodate the extra weight.

Inside the cage, Party Popper lay unmoving, aside from being tossed around by the inertia of Cuticle's flight. Her eyelids twitched slightly but remained shut.

"Can't talk," Cuticle said. "I have to alert the Queen. The Bearers are attacking!"

"Wait!" Clypeus exclaimed as Cuticle moved past them and into the throne room.

She didn't stop, so Clypeus took off and flew after her, not caring whether the rest of the squad followed. Like it or not, it was time to face the Queen.
> Chapter 18 - An Audience
> --------------------------------------------------------------------------

Party Popper opened her eyes just a little as the cage she was in thumped against the floor.

Cage…? she thought groggily. They've captured me…

"What's this?" asked a harsh voice, familiar yet unfamiliar through the haze.

"Your Highness," said somepony just above her, a more genuinely familiar voice that Party Popper couldn't place, "We are under attack!"

Highness… That's right… They've captured me, and now Twilight is going to kill me…

"WAIT!" a third voice shouted behind her. Clypeus? "It's all a misunderstanding, Your Highness."

Party Popper opened her eyes the rest of the way as everything came back to her. She was in a large room in the changeling hive, held in a cage made of Cuticle's lower body. In the middle of the room sat an enormous throne, upon which a tall changeling stood. Between her size, stature, slitted eyes and weblike mane and the way she was being addressed, Party Popper didn't need Pinkie Pie's knowledge of the mare to know who she was.

Queen Chrysalis.

"What?" Cuticle said to Clypeus. "Are you saying this pony was telling the truth when she said she came with you?"

"Explain yourself, Clypeus," Chrysalis demanded.

"Sh-she's not a pony—" Clypeus began stammering.

"I found her," Mandible said as the rest of the squad followed Clypeus into the throne room. Chrysalis turned her gaze to him. "This is… Proboscis, Your Highness. I found her while draining love in Manehattan, with her form frozen as Pinkie Pie. She was going to give away our presence, looking like that, so I brought her back to the squad."

Party Popper winced as the Queen's slitted eyes turned to her. "Um… hiya. Your Highness."

"We decided it would be best to bring her with us on our return to the hive," Frons said, "so that she could request your help to unfreeze her form."

Chrysalis frowned and was about to say something when a growl came from Popper's right. Gena.

"You are all buzzing idiots!" she said, looking towards Mandible, Clypeus and Frons.

Labrum, in the back, stopped laughing. Why had he been laughing to begin with? Nothing about this was funny.

"She's not a changeling!" Gena asserted. "No changeling I've ever met could ever be that incompetent! Spiracle is a more believable changeling than this pink maggot."

Clypeus winced.

"She can't shapeshift, she can't act, she can barely lie. She almost sabotaged us multiple times, probably on purpose. She didn't even buzzing know where the hive was, let alone how to navigate it! And Proboscis is almost as obviously a fake name as buzzing Valvula!"

"Hey, I used to know a Val—" Frons interjected, but Gena cut him off.

"Your Highness, I don't know why Pinkie Pie decided to tag along with us, but the way I see it, all she did was give us the chance to hoof her over to you."

Welp.

Silence reigned as everypony in the room looked between Gena and Party Popper, except for Clypeus, who looked down at the floor. Chrysalis' gaze remained steady on Party Popper, and Popper thought she could see a small smile on her mouth. A sinister smile.

The Queen raised her insectoid wings and flew off her throne, landing a short distance in front of Cuticle and Party Popper. "Move out of the way, but keep her from running," she told Cuticle.

The bars of the cage morphed into hooves and Cuticle withdrew to guard the main entrance. There was no need. Party Popper was frozen to the spot under the Queen's gaze, shivering.

She didn't even move as Chrysalis' horn lit up with sickly green magic. The magic washed over Party Popper, tearing at every fiber of her being as though attempting to force her to reveal everything, every hidden nook and cranny and vein and nerve of her body.

The magic faded. Nothing had happened.

Yet Chrysalis' smile broadened into the creepiest grin Party Popper had ever seen. "You were right," she said, still looking at Party Popper. "This is the real Pinkie Pie."

"P-Pinkie Pie? Who's that?" Party Popper tried. It was worth a shot, even if it had never worked.

Chrysalis laughed. It was a sinister, but genuine laughter, the kind somepony let out after not laughing for a very long time and then getting the best news of the year. "Cuticle, cocoon her!"

Party Popper tried to scramble to her hooves, but Cuticle was too quick for her. Before she knew it, Popper was being pushed down to the floor again – though thankfully not by a bear this time – as Cuticle began producing a slimy green substance from somewhere. Though she had never learned it, Popper knew the substance was used to hold prisoners and hang them from the ceiling.

Squad 833 were watching, quietly. Frons and Mandible looked mildly shocked, and even Labrum had a serious look on his face. By comparison, Gena's smug smile at the sight felt like a bear's baton to the face.

Clypeus was the only one who looked worried about her.

"Labrum," Chrysalis continued while Cuticle was working, "I need a skilled infiltrator for this job, one who knows laughter. I want you to travel to Canterlot and take Pinkie Pie's place among the Bearers. Do what you can to sabotage anything they might use against us at the Festival of Love."

Labrum simply nodded. No laughter, no remorse, no anything other than confident subservience to his Queen.

"Go via gateway. Our spies in Canterlot will be told to make contact."

Gateway?

"As for you," Chrysalis said in a significantly darker tone, staring straight at Clypeus. "Do you honestly think somepony can be Queen of a hive full of deceitful shapeshifters for as long as I have and not learn how to spot a liar?"

"I–" Clypeus said, but he couldn't find the words to defend himself.

"You knew what she was and attempted to deceive me. Poorly! Not only do you betray my trust, you insult your Queen by doing it so transparently that a larva would figure it out. Mandible! Cocoon him as well."

"Yes, Your Highness," said Mandible, looking very uncomfortable.

"Wait, Mandible, no!" Clypeus pleaded.

But Mandible was already on the task, strategically starting by sticking the cocoon substance to Clypeus' hooves and the floor so he would have a hard time moving.

Cuticle finished Party Popper's cocoon and lifted her up by it.

"The rest of you can go and train," Chrysalis said. "We have an invasion to prepare for."

Her laughter echoed through the throne room as Party Popper was carried away.
> Chapter 19 - The Gateway
> --------------------------------------------------------------------------

So Proboscis had actually been Pinkie Pie all along.

Labrum chuckled to himself as he headed down to the lowest levels of the hive. He had known bringing her along would be fun, but he certainly hadn't seen that one coming.

The chuckle turned into an wholehearted laugh as his new mission led him through a static hole into a long underground tunnel. It took him several minutes of trotting through the tunnel – it was too small to comfortably fly in – before he reached his destination.

Just below the edge of the wasteland surrounding the hive, the tunnel opened up into a room containing a changeling guard and what he needed.

On the close side of the room, a disheveled, skinny unicorn mare sat behind iron bars. An empty cell next to hers came further forward, stretching just barely across where the boundary of the wasteland would be.

Normally prisoners would be cocooned, but Gateway required special arrangements.

Her orange fur was covered in bloodstains from the beatings it had taken to make her cooperate, and her dark mane was all messed up. The maneband that had held her ponytail in place was gone, and of the white and black-striped socks she had been wearing when Labrum first met her, only one remained on her front left hoof. Her white tank-front shirt had seen better days, too.

Gateway looked at him with apathy in her half-lidded eyes. She had fallen far from the enthusiastic traveler she had once been.

Labrum smiled at the sight. He and Clypeus had done a good job, capturing this one.

"I need to go to Canterlot," Labrum told Sclerite, the guard on Gateway duty. "Queen's orders."

Sclerite nodded and pulled a latch that opened a gate between the two cells. "You heard him," she told Gateway harshly.

Gateway slowly got up, wincing in pain at some ache or other, and trotted over to the other cell. She stuck her horn out between the bars, and it lit up.

Unicorn magic could not function within range of the Queen's throne, but by placing Gateway at the edge of the effect, the changelings had managed to give her access to her spell whenever they needed it, and in such a way that she couldn't use it within her cell.

A circular hole appeared in the air in front of Gateway. Looking through it, Labrum could see another location entirely. It wasn't Canterlot, though.

"Maggot," Sclerite swore, looking through the hole to see the dark room filled with cages holding chimeric monsters. Some of them looked back at the changelings. "That's Tartarus! Quit playing around, or you won't get food for three days."

"It's where he should go…" Gateway mumbled, but obediently closed the hole and lit her horn anew, concentrating.

Nothing happened.

"What's taking you so long?" Sclerite demanded.

"It's… it's not working," Gateway said, surprise breaking through her apathy.

"What?"

"It's not working!" she repeated. "It's like there's something blocking me."

"If this is a game, you're in for a beating," Sclerite threatened. "Try harder."

"I am trying harder!"

"What about somewhere near Canterlot?" Labrum suggested. "I can fly the rest of the way."

Gateway concentrated, and a hole appeared. This time Labrum could see signs of Canterlot architecture, and it wasn't even all that far away. Gateway could have put him in Ponyville, but as far as he could tell, the hole was on the side of Canterlot Mountain, near the railway.

It would work.

"Thank you," he said to Sclerite, then slipped through the hole.

On the other side, the mountain chill bit at his exoskeleton, so Labrum shifted into a thick-coated pegasus and took off towards Canterlot, leaving the hole in the air behind him. When a changeling went through like this, the guard on duty would generally have Gateway leave the hole open until it closed on its own after about ten minutes, just in case something went wrong.

By coming up along the railroad, shielded as it was from the worst of the wind, Labrum would avoid suspicion. To anypony who saw him, he would appear simply as a pegasus who had decided not to pay for railroad tickets in favor of flying himself. Case in point, he could see another such pegasus flying behind him.

He made the last turn, and there it was, Canterlot Ci—

Bonk.

Labrum rubbed his forehead. What the buzz? Laughing nervously, he put his hoof forward in the thin air and hit something hard.

From behind him, the real pegasus caught up and flew past him into the city. Labrum tested the spot where she had passed through, to no avail.

Something invisible was keeping changelings out of Canterlot.

"Psst! Hey, over here!"

Labrum turned his head towards the sound, which had come from a nearby bush. Upon closer inspection, he could see an undisguised changeling hiding in it. Well, things were strange enough already.

He landed and tried to approach the bush, but the barrier kept him from getting closer than three pony lengths.

"Elytron?" Labrum said, recognizing the spy. "Why aren't you disguised? What's going on?"

"You just found the reason face first," Elytron said. "That barrier isn't just keeping you out and us in, it's also messing up changeling magic within it. Ommatophore and I have been stuck in our base forms ever since it went up. We're lucky we weren't in public when it did."

"Yikes," Labrum said. That would have been a disaster, and this was bad enough as it was.

Elytron hesitated. "Um… You're Labrum, right? No other changeling I know laughs like that."

"Yeah. Didn't the Queen send word that I'd be coming?"

"Communications in and out of Canterlot are busted too. I thought the Queen knew about that."

"So who's doing this? Shining Armor? I thought his shield spell was a lot more… blunt."

"Well, yes and no," Elytron said, "It's not so much a who as a what. It's an artifact, made by Shining Armor, his sister, Celestia's master artificer and Thorax – we didn't know it was Thorax or what they were doing until it was too late. We've tried to get close enough to do something about it, but it's hard when our forms are stuck like this."

"Yeah, I can imagine."

"What are you doing here, anyway?" Elytron asked.

"Get this," Labrum said with a laugh, "We found Pinkie Pie in Manehattan and she just followed us right back to the hive, pretending to be a changeling! So now the Queen wants me to take her place here."

"Wait, what? Labrum, Pinkie Pie has been here in Canterlot for weeks. I saw her thirty-two minutes ago."

"What? Then who…"

"I don't know, but it's not Pinkie. Unless she can be in two places at once, which I honestly wouldn't put past that mare."

Labrum sat down, and burst into one of the biggest fits of laughter he'd had in a while. None of this was funny. It was a serious obstacle to his mission, to the Queen's plans. He would have to return to the Queen with news of failure. He knew that!

But buzz if he had expected any of it, and for that, he laughed.
> Chapter 20 - Served Cold
> --------------------------------------------------------------------------

Chrysalis was pacing furiously in her throne room.

Less than half an hour after her hopes had been stoked and she had thought she finally had an angle to attack the Festival of Love without Shining Armor and the Princesses being able to stop her, Labrum had slunk back into the throne room with infuriating news.

Shining Armor had upped his game. An artifact was creating an advanced forcefield specialized to not only keep changelings out of the city, but mess up their magic if they were already inside. And to make matters worse, Thorax had been involved in creating the thing. Filthy traitor!

She mentally kicked herself. She should have known something was up when Rhabdom had shown her that voicemail. Instead she had dismissed the issue, even forgetting about it until she had ordered Rhabdom to contact the Canterlot spies about Labrum's imminent arrival.

And to top it all off, even if Labrum had been able to get into Canterlot, her only glimmer of a plan would still have failed. Pinkie Pie somehow appeared to be in two places at once – even though, between Chrysalis' changeling revelation spell and the artifact's magic, neither of them could be a changeling.

Maybe Labrum could still have managed to knock out the mare and take her place. Or better yet, take Twilight Sparkle's place. If she moved carefully, maybe she could even replace all of them, one by one, and from there overwhelm the other Princesses? That had potential.

It didn't help her now, however. The shield over Canterlot doomed every idea she could come up with so long as the artifact projecting it could continue to do so. And if no changeling could enter the area without being revealed, it would be extremely difficult to find and disable it.

Chrysalis stopped pacing and huffed. If she couldn't figure out how to attack the Festival of Love, at least she could turn her attention to the other riddle.

"Gena!" she called on the newly promoted throne room servant, the only one among them who had been restlessly watching Chrysalis pace. She might not be a good fit for the position, but Chrysalis had felt the sickening urge to reward her. "Bring 'Pinkie Pie' back out," she ordered. "I want to speak with her."

The servant hurried off to do as she was told, and returned shortly after, carrying the cocoon that held the mare Mandible had called Proboscis. She looked so much like Pinkie Pie, even though the coloration of the cocoon made her fur appear a muted teal instead of its true pale pink. Open fear shone in her eyes.

Gena set "Proboscis" down and removed the cocoon material around her head so she could speak, then dutifully returned to her post without a word. Good.

Chrysalis didn't let the pony get the first word, however. "I will give you the chance to answer for yourself. Who are you?"

"P-Party Popper," she stammered. "I-I'm Party Popper, um, n-nice to meet you, Your Highness…"

Well, that told Chrysalis nothing. Maybe a little trick could help her. She stared directly into Party Popper's eyes and cast a subtle changeling spell. "We'll see about that."

Changeling magic was relatively limited, even for Chrysalis, who could do more of it than most thanks to her status as Queen. Oftentimes, she had wished for the ability to read ponies' minds or memories, but a hive was not built on wishes. She had to make do with what she had.

In this case, what she had was a spell that showed who somepony felt strongly about, for better or worse.

To Chrysalis' eyes, a series of small, floating faces began appearing one by one above Party Popper's head, spinning in a gradually expanding circle but always facing Chrysalis. Her own face was there among them, its features marked by fear. Though the emotion was displayed on Chrysalis' own face, it actually represented how Party Popper felt about her.

As odd as it always felt to see fear on her own face, it was reassuring as well. The mare's stammering wasn't an act.

Her face was joined by two other changelings. Chrysalis wasn't sure which was more disturbing – the fear on Cuticle's face, or the broad smile on Clypeus'. She couldn't recall ever seeing Clypeus smile.

Next up were a pair of earth ponies or pegasi Chrysalis didn't recognize. They were both smiling warmly.

Then, at last, they appeared. One by one, the Bearers' faces appeared above the mare's head. Fluttershy. Applejack. Rarity. Rainbow Dash. Twilight Sparkle.

What Chrysalis hadn't expected was the mixture of fear, anger and pure disgust twisting each of their features until they were nearly unrecognizable. Twilight Sparkle in particular looked like she was facing her greatest fear and her bitterest enemy all at once. What the buzz…?

Then Pinkie Pie appeared. So they're definitely different ponies. Chrysalis wasn't even really sure why she had still been in doubt about that, but this sealed it.

The expression was almost completely unreadable – there were far too many emotions in it. On top of the ones associated with the rest of the Bearers, Chrysalis thought she could pick out betrayal and… was that admiration?

Chrysalis thought that had to be the last face, but then… Pinkie Pie again? Except this time, the face was sobbing, tears streaming down both cheeks.

And another one, just like it. And another one. By the time there were eight sobbing Pinkie Pies floating around Party Popper's head, Chrysalis had had enough and cut off the magic. Something had to be wrong with the spell, but she had learned what she needed to.

Chrysalis suddenly realized the pony had been babbling all the while.

"...so then I said 'Maybe they know where he is?' and Mandible said 'So help me the Queen, if'—"

"Listen," Chrysalis said sharply, shutting the mare up, then very deliberately softened her tone. She even smiled. "I think we may have started off on the wrong hoof, miss 'Party Popper'."

"You do?" she said, sounding genuinely surprised.

"Oh, I may have ordered you cocooned under the mistaken belief that you were that treacherous mare Pinkie Pie." Soft like a fly stepping in butter. Chrysalis still had what it took. "But really now, what's a little cocooning between friends?" She gagged at the word, but Party Popper didn't seem to notice.

The mare looked down at the remainder of her cocoon, fear having given way to confusion. "Um, I guess it wasn't that traumatic?"

"Of course not. I would never want to do anything to traumatize my guest!" In the corner of her eye, Chrysalis spotted Gena squinting at the display. She shot the servant a glare to put her in her place, but so long as Gena held her tongue, Chrysalis could let it slide. Just this once.

"I'm a guest now?"

"Naturally! I can already tell that we have so much in common."

"We… do?"

Chrysalis struggled to think of things they actually had in common besides what she was building up to. "We're both here in the hive, we can both look like Pinkie Pie…" She transformed into Pinkie Pie to make her point.

Party Popper recoiled slightly, but the cocoon kept her from moving anywhere. Then something else touched her face. Anger? "To be honest," she said, "I'd rather not look like her if I could help it."

"Oh, I completely understand," Chrysalis said, reverting to her base form. "Who would want to be associated with that mare and her friends? But tell me, why do you look so much like her, Party Popper?"

Party Popper hesitated. "She's… family. She was."

Surely that couldn't be the full explanation for the incredible resemblance. Even among twins, ponies just didn't do "identical". But the mare didn't appear to be lying, and Chrysalis had heard many strange tales about Pinkie Pie from Rhabdom's spies. Who knew what might be possible in her family?

"Was?" Chrysalis prompted.

"It's, um, a long story."

"We have time."

Party Popper hesitated. "...I'd rather not talk about it."

Chrysalis clenched her jaw behind her fake smile. If this were an ordinary interrogation, she could simply have made the subject talk by force. But this was a more delicate affair.

"Whatever she… and her friends?" Chrysalis hazarded a guess, "...did, it must have been really upsetting."

Party Popper said nothing, looking down at the floor with a frown. Excellent.

"It must have made you so angry."

"No, I…" the pony said, but left it hanging as she seemed to reconsider her words. "It should have, shouldn't it?"

Chrysalis allowed hardness back into her voice. "Of course it should! When your family betrays you, there is no room for withdrawal. Let go of your fear and let it fuel your anger! Allow the rage to consume you, and stop running!"

Party Popper looked up at Chrysalis in awe, and then… her eyes hardened. Ever so slightly, but they hardened.

"Stop running, Party Popper, and face your enemies. Show Pinkie Pie and Twilight Sparkle who they have been messing with, strike back against those who have wronged you, and let them feel what you have felt!"

Party Popper's face grew harder by the word. "How?" the pony asked, and Chrysalis knew she had won.

"We have the same enemies. I can help you, if you help me. What do you say, Party Popper? Are you up for some revenge?"

"I think…" Party Popper said, "I think it's about time Twilight learned her lesson."
> Chapter 21 - Nighttime Visits
> --------------------------------------------------------------------------

Canterlot at night was remarkably peaceful. Party Popper couldn't remember Pinkie Pie's visits to the city, but she knew that it was a bustling, active community in the daytime.

Unlike Manehattan, however, Canterlot was quiet at night. There were few ponies out in the darkness, and the few she could see minded their own business. There were no cliques of half-drunken party-goers out in the streets tonight, no families leaving late night theaters, and not a single carriage.

The good thing was that it made her stick out less, walking the city streets alone, and nopony would get close enough to see the way her knees shook.

Pinkie Pie was here. Twilight Sparkle was here.

What was she doing, coming here? Everything about the plan the Queen had dragged her into was risky, had the potential to alert Twilight to her existence. To end it.

She stopped, pulled a small pouch out of her coat pocket and looked at it. It was filled with a dark crystalline powder, seeming to shine dimly under the moonlight. If Twilight found out, at least the Queen had given Popper a chance of survival, as long as she had this on hoof. Still, it was only a small comfort, and what she faced terrified her.

But the Queen had been right. Twilight and her friends had to pay for what they'd done, and if Popper could make that happen by helping the Queen, she had to try.

For her family, she was done running away.

So Popper put the pouch, tightly sealed, back in her pocket, then grit her teeth and tried to walk as normally as she could.

She made her way through the city, eventually finding the address that Tarsus, the hive messenger, had found and returned with at the Queen's command. The address belonged to a small two-floor apartment, crammed between two larger buildings. There was barely space on the front for a door, a window and a potted plant decoration, below a narrow balcony on the upper floor.

She knocked on the door in a FUN rhythmic pattern, and heard something clattering inside. Nopony came to open the door, but she could hear two frantic voices whispering.

She knocked again. "Hello? Anypony home? …or is it 'anychangeling'? No, wait, I think I've heard Frons say 'anypony'."

The voices inside went quiet. Then the door opened ever so slightly inwards, just enough for a green compound eye to peek out, and slammed shut again. The voices became frantic enough that she could pick up a few familiar words through the wall.

"— Pinkie Pie! How — we're buzzed —"

"What?! — Frons' name?"

"Buzz buzz buzz buzz buzz buzz buzz —"

"Wait — Labrum said — about —"

They grew quiet again.

"I'm here to help," Popper said. "The Queen sent me." Silence ruled for another long moment.

Then the door opened. The changeling on the other side must have stayed behind the door when opening it, because nopony was immediately visible in the doorway. Just the entrance into a single room.

Party Popper entered, and the green-eyed changeling slammed the door shut behind her, eyeing her suspiciously.

The other changeling, a shorter blue-eyed one, looked down on her with an expression that spoke less of suspicion and more of awe.

"Wow," the shorter changeling said as he landed on the wooden floor, "Labrum wasn't kidding. You look exactly like her, apart from the outfit and the expression. Every detail is spot on."

Party Popper shifted her hooves uncomfortably, wishing he hadn't been so horribly right.

"N-Nice to meet you," she managed, shaking the thought, "I'm Party Popper. Or Proboscis. I don't even know anymore."

The shorter changeling snickered at "Proboscis".

"You're really not Pinkie Pie?" the suspicious changeling asked. "You can't be a changeling, unless the Queen found a way to stop the Heartshield from affecting you." He seemed to think for a second. "Maybe throne dust…?"

"Pinkie Pie, who's— I mean no, I'm not. I just look like her."

"A lot," the shorter one added.

"...a lot," Popper agreed with a frown.

"And here I thought Labrum was crazy. I'm Elytron, of the Compound Eye."

"Ommatophore," the taller one followed suit, then squinted. "No, really, you're sure you're not Pinkie Pie?"

Popper didn't answer. Not always.

"Stop it, Omma," Elytron said. "She knew we were here, she knew Frons' name, and it all matches what Labrum told me two hours and seventeen minutes ago. I'm sure she's telling the truth."

"And if she isn't?"

"Then the Council knows we're here and we're buzzed no matter what. Let's just trust her for now, alright?"

Ommatophore sighed. "You're right. Fine."

"Thank you," Party Popper said, earning her another squint from Ommatophore. "Your Queen sent me here to help with that thingy that's messing with your magic and a couple other things, and that would be a lot harder if you didn't trust me! Especially since she told me to come here and get you to tell me what it even is."

"Briefing? Can do," Elytron said. "From what we've been able to overhear while staying hidden, the Council members call it the Heartshield. It's a literal shield, too."

"It's an enchanted artifact," Ommatophore said. "Best we can figure out, it was enchanted just today—"

"Yesterday," Elytron interrupted. "It's eleven minutes past midnight."

"...yesterday, by the Royal Artificer Focus Flare, with the help of Twilight Sparkle, Shining Armor and Thorax."

"Thorax?" Party Popper asked, sitting down on a small couch. "That sounds like a changeling name."

"Thorax is a traitor," Elytron explained, "so if you run into a changeling other than us in the city, especially one trotting around in plain sight rather than hiding, you should treat him like he's one of them."

"The Heartshield projects an enormous invisible forcefield around the city," Ommatophore continued. "Ponies don't even know it's there, but changelings can't move through the edge of the field, and it messes up our magic inside of it."

"Disguises fail, communication magic turns into awful screeches, we can barely feed on ambient love… I'm so hungry," Elytron complained, "and my muzzle still hurts from when we tried to retreat and I collided with the barrier."

"Ow," Party Popper said, rubbing her own muzzle in sympathy. "So what does the shield thing look like? Do you know where it is?"

"They made it using a fancy old shield Shining Armor brought from the Crystal Empire. Omma only saw it once, before we knew how important it would be."

"I didn't get a good look at it," Ommatophore added.

"Last we heard, it was placed in the throne room. It'll probably be hung up so it looks like a decoration instead of a powerful artifact."

"That makes sense," Popper said. "So I just need to get into the throne room and find a way to disable that shield?"

"Pretty much," Ommatophore said. "We'd do it ourselves, but it's obviously difficult to get into the throne room looking like we do right now. We can barely leave the house."

"But if I pretend to be Pinkie…" Popper said.

"They'll let you in without question."

"Easy as pie," Elytron said. Ommatophore glared at him.

"Y-yeah," Popper said. "Easy as pie."





Of all the easy peasy things Party Popper had ever done, entering Canterlot Castle was definitely one of the hardest.

The spies had been right. The night guard on gate duty had taken one look at her and opened the gate with a smile and a cheerful "welcome back, miss Pinkie Pie". Hopefully the darkness of night had hidden her wince at the name.

Either way, she had gotten in. Now it was just a matter of surviving. Well, that and the fact she was horribly lost.

Her hooves clattered more than they should on the stone-tiled floor as she walked down yet another hallway. Knowing her luck, she'd walk past whatever room Twilight Sparkle was in and the sound would wake her.

I have to do this.

I have to do this.

I have to do this.

She almost jumped through the stone ceiling and up to the next floor when a pony rounded the next corner ahead. It was a bright-cream-colored earth pony stallion, marked by his armor as a royal guard.

The stallion looked oddly familiar, but not in the way ponies Pinkie Pie had known usually did. This felt different, as though Party Popper should know him in her own right.

"Miss Pinkie Pie?" the guard said, surprised. "What are you doing up there?"

"Pi— I mean hi!"

Belatedly, Popper realized that she had, in her panic, clung onto a wall fixture holding purple flowers. They smelled nice.

She let go of the — she let. go. — of the fixture and dropped to the floor, bouncing a little as she landed. Falling hurt almost as much now as it had in the hive.

"Miss Pinkie Pie, are you alright?" the guard asked.

Party Popper got back on her hooves. "I'm Pinkie! I mean fine!"

"That's good."

A silence lingered. Then something clicked.

"Wait," Popper said, perking up. "I do know you! You're Bear Hug and Sweet Tooth's son – Coconut Cream! I've seen your foal pictures!"

Coconut Cream blushed. "Really? You know my parents?"

"Of course! I wor—" Popper cut herself off, remembering too late where she was. "I-I mean, I go to Glazed Miracles whenever I visit Manehattan. Best croissants in the city. I wish I was back there right now… but I guess they'd be closed, so maybe they'd chase me out…?"

Coconut Cream put a hoof to his face and groaned. "I can't believe they're showing my foal pictures to a hero of Equestria. That's so embarrassing."

Hero. She's not that heroic.

"Hey, don't worry about it! I'd show you mine if I had ever been a foal."

"What?"

"W-well, I should get going," Popper said. If she kept engaging with the memories of home – when had Manehattan become "home" to her? – she wouldn't get what she came for done. She might even be found out.

Some part of her didn't want to go on. Some part of her wanted to stay right in this castle hallway, talking to Coconut Cream about the Glazed Miracles Bakery and life in Manehattan.

But she had no choice. This wasn't for her. It was for them.

"Of course," Coconut Cream said with a polite nod, ready to part ways.

"Actually," Popper blurted out, "I'm kind of lost. Do you know—" Where the throne room is? No. She wasn't the best in Equestria at being sneaky, or at being a smartypants, but even she knew that wanting to go alone into the throne room at night would be suspicious. Besides, while disabling the Heartshield was the most important, she had more objectives to accomplish. She'd need to ensure her cover.

"Know what, Miss Pinkie Pie?"

Popper had to keep from biting her tongue as the words left her mouth. "How to get back to my room?"





"Here we are. Third door on the right," said Coconut Cream, pointing.

"Thank you!" Popper said. "That is definitely my room! Good night!"

"Good night, Miss…" The stallion's expression looked concerned. "Look, I'm sorry if I'm prying more than I should, but… are you sure you're okay? You sound kind of nervous."

"Nope! Definitely not nervous! Everything's fine!" Popper lied smoothly, staring at the door as she patted the coat pocket containing the pouch. She could feel it suppressing her energy, but it would keep her alive.

"Alright, then. Good night, Miss Pinkie Pie."

The guard turned and left, leaving Party Popper to face the Door of No Return.

If she opened this door, there would really be no turning back. Behind it was, presumably, Pinkie Pie. Once Pinkie Pie knew she still existed, it was only a matter of time before Twilight found out. And then she'd die.

Why was she doing it all, then? Why go along with the Queen's vaguely defined plans to make Twilight and her friends pay?

What value was there in that, if it was likely to lead to her death?

She hesitated, hoof on the doorknob.

Why…?

She took her hoof off the doorknob.

And then the door opened anyway.

Behind it, an all too familiar face peeked out. Rubbing the sleep out of her eyes, the same shade of blue that Party Popper hated seeing in mirrors, Pinkie Pie mumbled, "I thought I heard myself talking out here… Wait, myself?"

Party Popper just stared, emotions bubbling up from her stomach like gas in a pit of lava. Emotions she had barely known were in there because they were too unpleasant to truly let herself feel.

"...it's been years since I last saw myself! This is so fun! How am I doing?"

Sure, the fear and panic was expected. The rage, she had known she should feel. But the sheer amount of disgust, of betrayal, of poisoned familial love that bubbled up surprised and overwhelmed her.

The Queen's words rang in her mind. When your family betrays you, there is no room for withdrawal.

"I," Party Popper said with a growl from the deepest pits of her heart, "am not you!"

Pinkie Pie let out a surprised yelp as Party Popper tackled her through the doorway, crashing into the front of a large wardrobe.

"I'm not you!" Popper repeated, wrestling the mare to the floor. She was no fighter, but neither was Pinkie Pie, and at such a close range, they would both be affected by the pouch. Half-awake, surprised and suddenly weakened without a clear cause, Pinkie would be at a disadvantage.

Pinkie, giggling for some deranged reason, tried to roll the two of them over, but it was too late. Party Popper got a good hit in on the side of her head, knocking her out.

She continued to wail on the mare. The rage burning within her told her to hit her, hit her where it hurt, hit her where it wounded, maybe even hit her where it would kill.

Party Popper was not a pony of restraint. It was far too tempting to follow through with what that rage demanded.

But she was also not a killer. Slowly, gradually, she stopped.

She breathed out heavily. Then she got to work.

Rising, she sprinkled the unconscious Pinkie Pie with some of the dust from the pouch. The throne dust, Chrysalis had explained, would neutralize all non-changeling magic within a certain radius. The radius grew bigger the more of the material was gathered in one place, but a hoofful of dust would be enough to neutralize the magic of a single pony. A pouchful would also stop any magic spells targeting her, she hoped. Not having her earth pony magic was worth that protection with Twilight Sparkle around.

Setting the pouch on Pinkie Pie's nightstand and moving to the other side of the room so she could access her mane, Popper pulled out the other two basic tools the changelings had provided her with: A bunch of ropes and pieces of cloth. She used some of the ropes to tie Pinkie's hooves up, and gagged her with one of the pieces of cloth.

As she lifted the heavy pony, a small groan muffled by the gag told her that Pinkie Pie was coming to. Sure enough, Pinkie's eyes opened just as Party Popper placed her inside the wardrobe.

'Why?' those eyes seemed to plead. Popper felt another sting of rage at that.

"I'm not you," Popper said, more calmly than before, but still letting her voice fill with disgust. "But I'm going to have to pretend to be."

Party Popper turned around and slammed the wardrobe door shut in the face of her past.





Elsewhere:

It was a risky strategy, but come the morning, she had no choice but to try.
> Chapter 22 - Shielded Hearts
> --------------------------------------------------------------------------

Party Popper woke up to a knock on Pinkie Pie's door.

She shifted uncomfortably, then precariously rose to her hooves on the wall-mounted flower bed, quietly apologizing to the lovely lilies she had flattened during her nap. She quickly climbed back into the bedroom through the window the flowers had adorned.

There was another knock. "Pinkie? Are you in there?" The voice was eerily familiar, bright like a lovely little bell lightly ringing in her funeral.

"Pi–" Popper stuttered, too low for the mare on the other side to hear her.

"You need to wake up, darling. Princess Cadence asked us to meet her in the throne room today, remember?"

"I-I'm awake!"

Party Popper grabbed the pouch of throne dust from the nightstand and put it in her pocket, then opened the door. One of her nightmares looked back at her, corners of her mouth turned upwards as though she was prepared to eat a delicious bagel. Nothing good is ever on the other side of this door, Popper decided.

Rarity's expression quickly changed to one of surprise as she took in the sight of Party Popper. Had she already caught on?

If I gallop, I can still jump back out the window before she catches me in her threads…

"Heavens, Pinkie Pie! I do apologize for saying so, but you look like you've been sleeping in a flower bed! And that hat and trenchcoat… Oh, here, let me get that," Rarity said, stepping forwards and reaching a hoof up towards the remains of a lily still hanging in Popper's cheek fur.

Popper flinched, taking several steps backwards. She clenched her jaw to hide her hyperventilation, then gave her body a good shake to get rid of the former plant matter. While the folds of the coat flapped around, the hat stayed in place.

"Are you feeling alright?" Rarity asked, fake concern all over her face.

A small thud came from the wardrobe. Rarity didn't seem to notice.

I have to get her out of here.

"Y-yeah! Doing great!" Popper lied. "Let's go, uh, do that thing you said!" She jumped, putting enough force into her leap that even with the throne dust suppressing her earth pony strength, she leapt right over Rarity and out the door. "Come on!"

Rarity looked after her, puzzled, but followed. "Right, yes, we should not keep the Princess waiting."

Right. Princess Cadence. Who had called for "us" to meet.

"Us", which probably meant the whole Council.

If I can't handle Rarity, Popper thought, how can I face Princess Twilight Sparkle?





Thank goodness for small favors. In a throne room full of terrors, the greatest was absent.

Party Popper and Rarity joined Applejack, Rainbow Dash and Fluttershy. Popper really wanted to stand away from the rest, but Rarity led her right into the middle of the group, and she ended up with Rarity to her left, Applejack to her right, Rainbow Dash above her and Fluttershy just behind her to the right.

No escape.

In front of them stood Princess Cadence and a white, blue-maned stallion Party Popper didn't recognize, but could feel that Pinkie Pie had known. The fragments of Pinkie Pie's knowledge in the back of her mind told her the stallion was Cadence's husband.

"Hey, Pinkie," Rainbow Dash said. Popper hadn't thought she could stiffen any further. "What's with the outfit?"

"I-I-I-I—"

"Are you alright, Pinkie Pie?" Cadence asked.

"I just felt like dressing up!" Popper lied quickly. "You know, for the festival!"

"But the festival isn't until tomorrow," Rainbow Dash said.

"Now, now, there's nothing wrong with getting dressed up early," Rarity said, baring her teeth, "Though I do wish you'd come to me first. If you'd just said the word, I would have gladly helped you find an outfit more befitting the occasion. And yourself – dark purple isn't really your color."

"I know it's more your field to plow than mine, Rarity," Applejack said, "but I do like the hat. And that coat looks mighty practical."

"It looks nice," Fluttershy agreed softly.

"Uh, thank you?" Popper said. She wasn't sure how to take the compliments. Sure, they thought they were complimenting Pinkie Pie, but the hat and the trenchcoat were the only things about her appearance that she hadn't inherited from Pinkie Pie.

And then there was the matter of exactly who the compliments were coming from. They let it happen. They helped her do it. They'll do it again if they figure me out.

Rarity seemed content with letting the others have the last word on the matter for the time being. "Has anypony seen Twilight today?"

The stallion was the one to answer. "We're letting Twily sleep in today. Well, more like forcing her to. Helping to enchant the shield took a lot out of her, so I stole her alarm clock and had the guards keep the hallway quiet outside her room."

"Didn't you help just as much?" Fluttershy asked. "Shouldn't you be sleeping too?"

"Yeah, I did," the stallion said, "and then I napped away the rest of the day. But you know what my sister's like. When there's something important to help organize, good luck getting her to take a break."

"That's true…"

"How are things going with the festival preparations? Rainbow Dash?" Cadence asked.

Rainbow Dash groaned. "I'm starting to think a heart-shaped rainboom isn't even possible. But the rest of the Wonderbolts' routine is still gonna be wicked!"

"That's okay," Cadence said. "Even a regular sonic rainboom is a sight to behold."

"Duh, of course it is. I'm awesome, and there's nothing regular about it. But imagine how much cooler it would be if it matched the theme!"

"Let me guess," Rarity said, "about twenty percent?"

Rainbow Dash blinked. "What? Where'd you get that number from?"

"You know, that thing you keep saying?"

"I have no idea what you're talking about."

"Rarity?" Cadence prompted.

"The decorations are coming along nicely, though we could use more crystals, and…"

As Rarity spoke, Party Popper looked around, taking her eyes off the Council for the first time since entering the throne room. The throne room was relatively plain, but nice, with understated decorations. That made it all the easier to spot what she was looking for.

There, above the main doors, hung a shield. It had an angular shape, and was decorated with swirling stripes of light blue on pink that formed the shape of a heart in the middle. Two silvery earth pony figures flanked it in the foreground, holding smaller colorful shields as though to protect the swirling heart.

The Heartshield. It wasn't the most creative name she could think of, but it was fitting. The Bendyclutch Cabbagepatch would be a much worse name for this particular shield.

"—Pinkie Pie?"

"Where?!" Popper said, whipping her head back around to the conversation.

Cadence was looking at her. "...I asked you how your preparations were going."

"Oh! Uh, yeah, the thing I'm doing is going great! You can count on me!"

"You're actin' mighty strange today," Applejack said. No, no, no, no…

"It's Pinkie Pie, AJ," Rainbow Dash said, "she's always acting strange."

Applejack seemed to think for a moment, then visibly relaxed. "I guess you're right."

"Y-yeah!" Popper said, "Where's the FUN in acting normal all the time? Let's do this thing! …what are we doing again?"

Cadence accepted the cue to get back on track. "The festival starts tomorrow, so whatever is left to prepare needs to be done today. Really, girls, I can't thank you all enough for all the work you've already done. This festival might have been my idea, but you all are the ones who have made it great."

"Let's get to work, then!" Applejack said, and the Council of Friendship began moving out of the throne room.

Party Popper hung back at the door, breathing a sigh of relief as the rest continued without her.

She looked up at the Heartshield. Her primary objective. Deal with that and a few other things, and she could leave. What could she do to disable it?

It hung pretty high. First she'd have to get it down, then—

"Pretty, isn't it?"

Startled by the stallion's voice behind her, Popper leapt high enough into the air that she could have grabbed the Heartshield on the way down. With the main threats out of the door, she had forgotten Cadence and her husband were still in the room.

Gathering what little was left of the frayed thing Popper called her composure, she looked at the pair, who had trotted up behind her. Cadence seemed concerned, possibly about Popper's painful landing, but her husband simply continued talking.

"I guess you didn't get a good look at it before it blasted you through the roof, huh?"

"No," Popper said. She had no idea what he was talking about, but she'd play along. Blasted through the roof? That would probably kill her if she were carrying the pouch.

The stallion pointed a hoof towards the middle of the shield, with its elaborate design. "The Crystal Empire had a long tradition of artistic expression on military equipment before King Sombra came around, so the ancient armories were full of beautiful and unique shields. I thought this one was particularly suited for the job."

"Shining Armor can be such a geek about military art," Cadence added with a wink. "But I agree. It's a fitting design for a shield meant to protect all hearts."

This stallion was Shining Armor? That might be a problem.

"Right," Popper said. "Protect all hearts. Important stuff. Wouldn't want those hearts to go unprotected or anything."

Cadence shuddered. "I hate having to think about the possibility of another changeling attack."

"I know you do, honey," Shining Armor said softly, "but with a Festival of Love we have to account for it. It'll be like a pot of honey to them, with a big sign saying 'come get your free love buffet here'."

"I know. You're doing great." Cadence kissed Shining Armor on the cheek.

"Wouldn't it be a good thing for love to be free?" Popper asked. "We could share."

It was the wrong thing to say. Cadence and Shining Armor both tensed briefly at the question. Cadence managed to relax before answering, "Not like this. You saw what the changelings were like at our wedding, Pinkie. They'd take whatever love they could. They wouldn't leave any behind for the ponies they attacked."

"Most of them, at least," Shining Armor admitted. "Thorax turned out to be alright in the end. Couldn't have enchanted this thing without him." He gestured to the Heartshield.

Popper thought of Clypeus, of Labrum, of Frons and Mandible, of Ommatophore and Elytron, and even Gena. "Maybe there could be other alright changelings out there?"

"Maybe," Shining Armor said with a solemn nod. "After meeting Thorax, I'm willing to admit it's possible. But that doesn't change the fact that Chrysalis and the changelings as a whole are a threat we have to defend against."

"I guess."

"Well," Cadence said, "we've got a lot to do today. Let's get to it."

Popper had no choice but to follow along as the throne room doors closed behind her and the royals, two stoic guards by either side. As they parted ways at a hallway intersection, Popper thought about how suspicious it would look to come back to the throne room so soon.

Oh well. She had other things to do before she could risk dealing with the Heartshield anyway. If she was lucky, she might even manage to do them without having to meet Twilight Sparkle.

So of course she found her around the next corner.





Elsewhere:

"Clones? Like that time all those Pinkie Pies terrorized the town?"

"Oh yeah! I always wondered how she did that."
> Chapter 23 - Anteater
> --------------------------------------------------------------------------

Her Royal Alicornous Highness, Princess Twilight Elizabeth Sparkle of Friendship and the Fourth Equestrian Throne, Element Bearer of Magic, Protector of Harmony and Pentuple Savior of Equestria, or just Twilight to anypony who knew how she felt about her extended titles, was royally peeved.

Somepony had stolen her alarm clock and instructed her guards to let her sleep, and that somepony was about to get an earful about interfering with his sister’s carefully planned schedule and making her miss the morning meeting Cadence had asked for.

Normally, at least Spike would have made sure she woke up on time, or failing that, helped her reschedule everything. But Spike, unaware that Shining Armor and Cadence would bring Thorax, had decided to stay behind in Ponyville and help Starlight with her research.

Brothers, Twilight grumbled.

In her irritation, she didn't pay enough attention to where she was going. She reached a corner just as Pinkie Pie came around it, and Twilight crashed right into her side. The two of them both ended up sprawled on the floor of the intersection.

"Aaah!" Pinkie screamed, getting up as though ready to bolt down the hallway. Her long trenchcoat, a few shades darker purple than Twilight's fur, could barely keep up with the motion. Miraculously, the matching hat had stayed firmly on Pinkie's head through the collision.

"Pinkie! Relax, it's just me!" Twilight reassured as she herself stood up. "Sorry for running into you like that."

"R-right. Twilight. It's just you," Pinkie said with a grin that bared a lot of teeth. She still seemed to be hyperventilating. Since when did colliding with somepony spook Pinkie Pie so badly? She could understand this reaction from Fluttershy, but Pinkie?

"Are you okay?" Twilight asked, sibling annoyance fading from her mind. "You seem really nervous today."

"Nervous? Me? Why would I be nervous?" The words spilled out of Pinkie's mouth like a waterfall. "Th-the only kind of nervous I am is nervouscited! You know, for the Festival and all that! Yeah!"

"Ohh," Twilight said. "That makes sense. I'm pretty nervouscited about it myself. It's going to be great! If this works out, maybe one day we can have a festival like this for friendship too? I'd love to organize that."

Pinkie Pie didn't say anything. She was still hyperventilating through the same wide grin.

"Here, let me show you something." Twilight put a hoof to her chest and drew a deep breath, just the way Cadence had taught her, then let her hoof guide her breath out into the world. "Try it."

Pinkie Pie mimicked the hoof placement and drew a breath. A very deep breath. She continued drawing the same breath until her eyes grew wide.

"Now out!" Twilight reminded her.

Pinkie let the breath out all at once and started coughing.

"We'll… work on your technique," Twilight said. "Did it help?"

Pinkie was coughing too much to answer, but at least she'd stopped hyperventilating. When the coughing finally died down, Twilight could swear she heard her friend mumble something, but she could only make out a few words. "...dust can't save…"

"What did you say?"

Pinkie stiffened again. "Nothing! Gotta go! See you later!" Then she galloped off down the hallway, not looking back.

"Pinkie, wait!" Twilight said. "Do you…"

Too late. The pink blur turned another corner and was gone.

"...know where Shining is…"

Twilight often thought she knew how strange Pinkie could be, but Pinkie always kept her on the tip of her hooves.

Oh well. She'd still find her brother, and when she did, he'd get a piece of her mind.





A few minutes later and about one metric Canterlot Castle away, Party Popper sat in a garden full of statues, reeling from her near death experience.

Twilight Sparkle.

Her Royal Murderous Highness, Princess Twilight Elizabeth Sparkle of Death and Destruction and Hatred of Clones, Element Bearer of Deadly Magic, Protector of Singularity and Executioner of the Ponyville Clone Massacre.

Twilight buzzing Sparkle.

Heavy breaths in and out. Sweat trickled down Party Popper's brow, onto her muzzle, dripping into the grass.

Around her, statues of a variety of strange creatures stood, watching her, but Popper paid them no mind. Shivering, she clung tightly to the pouch of throne dust in her hooves.

She knew she should throw it to the side, get a few seconds without its power suppressing her vitality, her energy, her earth pony magic. But she couldn't. The pouch was her only lifeline. If Twilight Sparkle snuck up on her to kill her – to disintegrate her, or maybe petrify her so she could stand for centuries in the garden as a warning to others who would dare exist against the will of a princess – the pouch might save her. Might.

She wished it wasn't a pouch of magical dust she was holding. She wished it could be somepony else. Clypeus, she realized. I wish it could be Clypeus. But Clypeus was half a country away, probably still cocooned by the Queen's orders. Why did she have to do that? He was just protecting me. He meant well.

She thought I was Pinkie Pie. Chrysalis had seen her as a threat. Surely now that the confusion had been cleared up, she must have released Clypeus too.

Popper told herself that, Cadence's words churning in her head. They'd take whatever love they could. They wouldn't leave any behind for the ponies they attacked.

And she saw Clypeus, frowning as a family of innocent ponies lost their train tickets.

Popper sat up straighter, gritting her teeth. Cadence didn't know anything. Of changelings, or of Twilight Sparkle. She probably didn't know how many lives her fellow "princess" had taken, how pragmatically her friends had gathered clones for the slaughter.

Or maybe she knew, and didn't care. Did the other princesses have body counts too? Had Cadence herself ever gathered loveless ponies for culling? Changelings?

Ponies don't kill the few changelings they catch, Labrum's voice said in her head. Was he sure about that?

And Celestia? Luna?

Popper looked up at one of the statues. It depicted a creature Popper didn't recognize. It looked like a cross between an oversized anteater and a giraffe.

One of the pieces of knowledge she had inherited from Pinkie Pie told her that one of the villains Pinkie had faced had once been a statue in this garden, petrified by the royal sisters for a millennium.

Was he alone in that fate?

Popper stood, still clutching the pouch to her chest with her hoof. She took a deep breath, then let it out alongside a hoof motion that left her holding the pouch out in front of her.

The princesses had to pay for what they had done, and the first step of that was helping the Queen. Even if it meant talking to Twilight Sparkle.

She put the pouch back in its coat pocket and looked up at the giraffe-anteater. "They'll pay."





Elsewhere:

"Well, I don't know a lot about cloning, but I've been studying the science of time. Theoretically, a time traveler could—"
> Chapter 24 - Donkey Business
> --------------------------------------------------------------------------

Party Popper had to wait for an opportunity to strike. The plan hinged on it… insofar as she had one.

In the meantime, she needed to keep up appearances, and that meant figuring out what Pinkie Pie was supposed to be doing.

She made her way back into the castle. Talking to the Bearers was too dangerous, but she knew one pony she could ask who wouldn't have reason to suspect anything.

"Hey, Coconut Cream!"

"At your service, Miss Pinkie Pie," Coconut Cream said with a proper royal guard salute. Popper briefly imagined the colt in the pictures she'd seen making the same gesture, a playful dissonance against the warm atmosphere of the Glazed Miracles bakery.

"I'm kind of lost again. Do you know where, uh, that thing I've been working on is?" Whatever it was.

"Ah, after you finished the baking, you started working in the third courtyard, right?"

"Sure," Popper said noncommittally.

"Follow me."

As Coconut Cream led her towards the third courtyard, they were both silent for a while. Then he spoke up, unprompted. "I got a letter from my parents today."

"Oh?" Popper said, "How are they doing?"

"They're okay, but they had a run-in with changelings. They replaced my dad for a night, to drain love from my mom. So mom's a bit exhausted and dad's head hurts, and apparently the changeling galloped off with a waitress or something. There was a whole police chase and everything."

"Changelings, huh… at least they're not all that bad, right?"

Coconut Cream stopped in his tracks and looked back at her. "Really? Miss Pinkie Pie, you were here when they attacked Canterlot. You fought them! I saw you fight them, wishing I could be that brave, feeling like a joke behind my spear and armor. How can you of all ponies say changelings aren't bad?"

"I… I guess I've just… met some good ones since then."

His face hardened, his lips drawing back. "Right. That one."

They fell silent again as they resumed trotting towards the courtyard.

"Hey, Nuts," Popper said, barely even noticing herself calling the guard by the foalhood nickname his parents had told her about, "do you exchange letters with Bear Hug and Sweet Tooth often?"

"Did you just call me— Oh, uh, yeah, I do. I was going to send one back tonight, after my shift."

"Could you do me a favor and write something from me? Just a short message."

"I– sure."

"Could you write 'Popper says sorry'? Not my name, just 'Popper'. It's— it's a nickname. They'll understand."

"Will do, Miss Pinkie Pie," Coconut Cream said. He paused, then added, "...hey, can I call you Popper too?"

Party Popper smiled. It was a real smile, the kind that had grown surprisingly rare on her adventure. "Go nuts."





"Here we are," Coconut Cream declared as they reached an archway that opened out into a large courtyard.

Popper thanked him for the help, and with a smile, he trotted off to resume his other guardspony duties.

The third courtyard was a roughly rectangular space surrounded by parts of the castle. A modest amount of carefully trimmed vegetation filled the middle, interspersed with countless benches and tables large enough for two or three ponies to sit comfortably. At the far end, Popper could see a gate that led out to the public plaza in front of the castle.

But what stood out the most were the numerous stalls arranged by the walls. Party Popper immediately knew what they were.

Pinkie Pie had been setting up festival games for couples.

One stall contained a stack of tin cans and an absurd number of stuffed toys carrying little plush hearts. Another had a circular target and a mechanism that would dump a pony into water if the target was hit by a projectile. Or maybe if one hit the wall behind the target? She couldn't quite tell. There was an enclosed photobooth, next to a painted facade with holes for faces and another camera. In one corner, a counter had been set up that was clearly designed to sell baked goods from, although the goodies themselves weren't there yet.

Though she knew it was simply being prepared for the Festival of Love, it all looked a little strange to Party Popper, gave her the eerie feeling of wrongness that filled spaces meant for crowds when the crowds didn't. The courtyard would soon be filled with laughter, activity, love and joy, but there was nopony there now. Only things that sat still, passively containing the potential for FUN and happiness but not doing any of it.

Party Popper picked up a bean bag somepony had left on the counter of the dunk tank game.

It was, apparently, when one missed that the other pony would get dunked. Presumably it was meant as a couples' trust exercise – either you hit the target and won a prize, or you missed and dropped your special somepony into the tank. For many couples, either outcome would be FUN.

"Nice throw," said a cheery voice behind her.

Party Popper spun around, startled. By a table she hadn't noticed, partially hidden from her original vantage point by the vegetation that shaded it, sat three creatures she didn't know.

The one who had spoken to her was a young, female donkey. She wore a scarf despite the heat, and a pair of large, round goggles adorned the top of her short mane.

Next to her sat a purple unicorn wearing a pair of green-framed glasses and a blue cloak decorated with stars. Popper thought the unicorn might be a stallion, but between their small stature and the pair of maneclips keeping their long brown mane out of their face, she couldn't be sure.

The third creature was an undisguised changeling. That had to be Thorax. Popper thought she could see the light that slipped through the canopy sparkle in his wings, in a way she hadn't seen with the other changelings she'd met. Something hung around his neck on a rope, but she couldn't tell from afar what it was.

"Nice throw? But I missed," Popper said.

The donkey smiled. "It was nice anyway. It's not about hitting, but trying, and you put all your feelings into trying. That's what makes it a nice throw."

"I suppose…" 

"Only shame is there was no one there to drop into the water. I'm sure you'd both have a good laugh about it. Now, who did you just imagine dropping into the water, huh?"

Popper felt a blush on her cheeks. For once, her pink fur was a good thing. "What? I didn't–"

The donkey laughed. "You're such a bad liar. Never mind that, your secrets are safe with me. Anyway, come on, P.P., sit down!" She gestured to Thorax and the unicorn. "This is Thorax, reformed changeling, and Focus Flare, the Royal Artificer. But you knew that already, of course."

"Good morning, Pinkie Pie," said the artificer. Thorax gave a simple wave, glancing at the donkey with a puzzled expression.

"G-good morning," Party Popper said, more nervously than she would have liked. Something about the donkey unsettled her, though she couldn't put her hoof on what. She seemed genuine and friendly enough, but so did the Council members.

Still, she trotted over to the table and sat down.

"Nice hat," Thorax said.

Popper tried to put a little more pep in her voice, in order to get back into character. "Thanks!"

"Thorax was just about to tell us a bit about his time with the changelings," the donkey said.

"I-I'm sure Pinkie Pie doesn't want to listen to my whining, miss," Thorax said meekly. "It's not that interesting."

I'd love to hear something other than my thoughts right now, Popper thought.

"I disagree," said the artificer. "Getting to know you over the last week of working on the Heartshield has really shown me how much I don't know about you changelings and your magic. That hive of yours, did you say it shifts and changes like you do?"

"Yes— well, no— well… not exactly like us," Thorax explained, "it's more chaotic and gradual. It's not like how we flash green and come out with a completely different appearance. It's more… a hole opens here and one closes over there. We have pretty strong instincts for making our way around the hive, though."

"Fascinating," Focus Flare said, a genuine smile on their face. "It sounds like changeling magic might be infused into the very stone!"

"You mean… the hive itself might be an enormous artifact, like the Heartshield?"

"Not exactly like it, but a similar principle. If there's anything our collaboration has taught me, it's that changeling magic is a fundamentally different kind than the pony magic I normally work with. Tapping into your changeling magic in order to specialize Shining Armor's protective barrier spell wasn't easy."

Thorax drank a sip from his glass of chocolate milk. "I still don't know how I feel about it working so well. I mean, of course I want the Festival to be safe, but not being able to transform… it feels so strange."

"Heh," Focus Flare said, "welcome to the world the rest of us live in."

"And I mean, it doesn't exactly help me fit in." Thorax gestured to the thing around his neck, which Popper could now see was a wooden sign. Reformed changeling, it read, don't be afraid!

"Just be yourself," the donkey said, "I'm sure people will come around once they get used to you."

"People?"

"Ponies. Sorry, it's a donkey dialect."

"I don't know. Even the guards give me weird looks, and the princesses told them about me being reformed, face to face."

"Maybe some of them suspect the princesses have been replaced," Focus Flare idly mused.

Everypony – and the donkey – fell silent.

"Not that I'm suggesting they have been!" the artificer quickly added.

"It sounds like something the Qu— I mean, Chrysalis might try to do," Thorax said solemnly. His expression reminded Popper of Clypeus. "Oh, nopony's ever going to trust me, are they? Nopony but Spike, the Council and Princess Cadence. Even Shining Armor still sends me suspicious glances sometimes, despite what Spike did for me."

"I trust you," Focus Flare said.

"Queen Chrysalis is the one who can't be trusted," the donkey said cheerily, "isn't that right, P.P.?"

"Huh?" Popper said, startled by the question being directed at her, "Uh, yeah, I guess."

The donkey nodded as though that was exactly the answer she had wanted, but continued looking at Popper as though expecting her to continue.

"Y-yeah, that meanie tried to do all sorts of stuff," Popper obliged, focusing as hard as she could in an attempt to access the vague knowledge she had inherited from Pinkie Pie, "with the… wedding and the… the thing."

The donkey laughed. "Careful, I wouldn't want Shining Armor to hear you speaking of Princess Cadence like that if I were you. Oh hey, speak of the devil!" She pointed at one of the doorways leading into the castle. Through the doorway, Popper could see Shining Armor passing by, alone.

Popper clenched her jaw. This was her opportunity, wasn't it? She just had to work out how to use it.

"What's a devil?" Thorax asked.

"Actually," Popper said, getting up, "I have to go. Little fillies' room to visit, festival work to do, that thing at the place, y-you know how it is."

"See you later, Pinkie," Thorax said. Focus Flare simply nodded.

Popper only took two steps towards the doorway before the donkey spoke. "I think I'll go with you for a bit," she said casually, "I need to go to the little jennies' room too, and besides, you're going the wrong way. Come on, I'll show you where the nearest one is."

"Uh, sure," Popper said with an inward curse as she followed the donkey towards a doorway on the opposite side from where Shining Armor had been.

She thought she could hear Focus Flare behind her, speaking to Thorax less quietly than they probably intended. "Did you know that donkey…?"

As the two of them walked through the open doorway, they fell into an awkward silence. There was definitely something off about this donkey, the way she looked at Popper, the words she used.

"You know what's funny, P.P.?" the donkey finally said, turning a corner into another empty hallway.

"What?"

"I honestly have no idea where the toilets are either. Really hope you didn't actually have to go."

"W-what?" Popper repeated. She hadn't, but how did the donkey know that? Why had she led Popper away? As much as Popper's instincts told her to gallop, she found herself stopping as the donkey did.

"I just wanted to talk to you a little in private. You know, I've been watching your story for a bit, and I'm kind of concerned about you."

"My story? I-I'm just a party pony who likes to bring smiles to everypony's faces."

"Oh, you're that for sure, but you're certainly not just that, Party Popper. Look, I know what happened in Ponyville was hard for you, but you have to believe me, nobody meant anything bad by it. I'm sure if Twi—"

"Nopony meant anything bad?!" Popper spat, fear transmuted into rage in an instant. Suddenly, she didn't care how the donkey knew so much about her, only that she had said too much. "They killed them! She killed them!"

"Twilight thought they would—"

"—'go back where they came from', I know! That's what I gathered from some of the citizens of Ponyville, who were oh so relieved that there was only one Pinkie Pie again. But what if there wasn't a 'where they came from'? If you know so much about this, tell me! Did they ever think about that?!"

"I don't know. That wasn't part of the story. I'm sorry, please stop crying… This wasn't… this wasn't what I came here to do. I'm sorry."

"I-I'm crying?" Popper asked weakly, tears streaming down her face. She sat down on the floor and wiped them away with a hoof. "What did you come here to do?"

"I'm not really supposed to do this, but I wanted to come and nudge you a little in the right direction."

"To manipulate me?"

"Well, sort of, but you're already being manipulated. I just wanted to help you see that."

"I'm doing what I have to," Popper said quietly, "for their sake."

"But who else are you helping by doing it? Chrysalis is a villain. She'll use you in any way she can."

"Stories… If she's a villain, the heroes are the Council, aren't they? I'm not sure I want to be in a story where they're the heroes. I… I don't think I could deal with that."

"P.P., you can still turn this around. Don't do what Chrysalis told you to do."

"Don't," Popper said, "Just… don't. Please. I'm sorry I'm not the hero you wanted me to be. I'm not sure anypony is that hero anymore."

The donkey frowned, but then gave a sad smile. "I guess it was worth a shot. It looks like the chapter is ending soon anyway, so my time is up. I just have one last thing I have to do before I leave, legally speaking."

"Legally? Wait, you're not about to tell the Council about me, are—"

The donkey began to glow faintly as she spoke in an uncharacteristically stilted tone, "The character of Jenny Everywhere is available for use by anyone, with only one condition: This paragraph must be included in any publication involving Jenny Everywhere, that others might use this property as they wish. All rights reversed." Finally, she added in her normal cheery voice, "Speaking legally. Good luck, Party Popper."

Then she vanished with a flash of light, leaving Party Popper alone in an empty hallway, wondering what the buzz had just happened.

As well as where the nearest restroom was.





Elsewhere:

"She probably did it by lifting weights! YEAH!"

"Nnnope."
> Chapter 25 - Cleaning Up
> --------------------------------------------------------------------------

Having done her business, washed her hooves and splashed some cold water in her face for good measure, Party Popper picked up her precious protective pouch from the neighboring sink and stuffed it back in her pocket. Hoof to her chest, she drew a long breath, then let it out slowly.

She had to focus.





Prince-Consort Shining Franklin Armor of Equestria and the Crystal Empire, Captain of the Crystal Guard, Former and Honorary Captain of the Equestrian Royal Guard, or Shiny to his closest, was more exhausted than he'd like to admit.

Over the last few days, he had been trotting around almost non-stop, helping with the security preparations for the Festival, training the guards, looking after Cadence and Twily, moving supplies. He'd taken a long nap yesterday, but it hadn't really been as helpful as he’d pretended in front of Twily’s friends.

The most exhausting part had been his work with the artificer, Focus Flare. It had taken a lot of magic and concentration out of him, and gone wrong so many times. He still felt a little stressed out every time he visited the castle kitchen and saw spoons lying around. But it had been worth it – the Heartshield would protect them all better than he could on his own. That knowledge helped relieve another source of exhaustion.

He especially didn't want to admit how tired he was to Twily. Judging by the earful he'd gotten a few hallways back, his attempts to ensure she got her rest had made her mad enough without him being a hypocrite about it.

He walked down a familiar hallway in the west wing of Canterlot Castle. It seemed many visitors had trouble finding their way in the castle, but Shining Armor knew the blueprints like the back of his hoof. To be fair, those blueprints did look a bit labyrinthine. If he remembered correctly, it was a security feature dating back to the construction. He was idly wondering if that security had been worth all the time spent searching for lost rookie guards when he spotted his wife at the next intersection.

“Cady!” he said, “There you are. I’ve been looking everywhere for you.”

Cadence smiled back at him, giving one of her adorable little giggles. “I didn’t go far. How were the gua—”

“Shining Armor! There you are,” a high-pitched voice said behind him, interrupting Cadence, “I’ve been looking everywhere for you!” It had a trace of nervousness to it, hidden under false confidence. He turned around to see Pinkie Pie, still dressed in the purple hat and trenchcoat from earlier. She seemed to startle slightly as she noticed Cadence was there as well. “A-and Princess Cadence, hi, you too.”

“Hey, Pinkie,” Shining said. “Are you alright?”

“I’m great!” Pinkie said with a grin that didn’t reach her eyes. “But I need both of you to come with me for a moment. I— I’ve got a surprise for you two!”

Shining shared looks with Cadence. She’s acting even weirder than usual, right? his asked. Yes, but let’s play along, hers replied.

“How exciting,” Cadence said, stepping towards Pinkie Pie. “Lead the way, Pinkie.”

Pinkie Pie led them down a few hallways, looking all ways at each intersection. A few minutes later, they were back where they had started.

“Gah!” Pinkie exclaimed eventually. “Why does everywhere have to be a maze?!”

Shining Armor kept himself from laughing by sharing amused glances with Cadence. “Where are you trying to take us, Pinkie? I know these halls pretty well.”

“It’s near P— uh, near my room,” she said. What had she been about to say there? “If you know how to get there, I’m sure I can find it.”

Shining Armor nodded, and took charge.

As they approached Pinkie’s room, she seemed to recognize her surroundings. “Right! I know where it is now!” she said, then pointed down another hallway. Soon, they stood before a door Shining Armor didn’t think he’d ever been through. It was unadorned and unassuming, standing out only by virtue of being a simple door in a building where few doors were simple.

“Isn’t this a broom closet?” Cadence asked.

“No! I mean, yes!” Pinkie said, opening the door. “Yes, but it’s also where I hid the surprise! Come on, go in there!”

Shining Armor and Cadence did as asked, walking in ahead of Pinkie Pie. Though it was a castle broom closet, markedly smaller than most rooms in the castle, it was still a castle broom closet, several times larger than most broom closets. Shining Armor had met ponies who lived in single-room houses smaller than this broom closet. Shelves with an impressive variety of cleaning supplies and assorted equipment – watering cans, ropes, stepladders – stood along the walls. There was even furniture; a few chairs stood on the floor in the back of the room, around a small table. Maybe the cleaning ponies used them while they were on break.

“So what’s the surprise?” Shining asked.

“You’ll see after you sit down!” Pinkie said, walking over to the table and pulling out two of the chairs nearest the entrance.

“Alright, alright,” he said, sitting down on one of the chairs. Cadence managed to look ten times as dignified doing the exact same thing.

“Okay, now keep looking that way!”

They both did as instructed, keeping their eyes on the back wall while Pinkie rustled around with something behind them. At one point she spread a hoofful of some kind of dark powder over both of them. What in Equestria was she doing?

He was smiling until the moment he felt the THWACK of a broom handle to the back of his head. Dizzily, he tried to call on his magic, but nothing happened, and Cadence rising in alarm became the last thing he saw before passing out.





“Hngh…” Shining Armor groaned as he woke up. “What happened…” As memory came back to him, he started back into alertness. “Cadence!”

Looking to his right, he saw Cadence in the other chair, knocked out. “Cady!” He moved to rustle her, but his hooves were tied to the chair with thick rope. As were hers, he realized.

Cadence opened her eyes slowly. “Ugh… did we just get attacked by… Pinkie Pie…?”

“I…” Shining said, “I don’t know.”

What in Equestria had happened? If that had been a changeling, wouldn’t that mean there was something wrong with the Heartshield? Wouldn’t Thorax have been able to tell, and alert them immediately? And in any case, why would a changeling tie them to the chairs rather than cocoon them?

“...I think it has to have been her,” he said.

“Why would Pinkie Pie do that?” Cadence said, sounding as confused as he was.

“I don’t know,” he said. He called on his magic to cut the rope with a small shield spell, but nothing happened. “Is your magic working?”

Cadence concentrated, then shook her head. Her horn didn’t even light up.

Shining started shifting in his chair, trying to move it towards the walls. “Maybe there’s something on the shelves we can use to cut the—” He stopped as he noticed something off about the ropes. “It is her.”

“What do you mean?” Cadence asked.

“Twily and Rainbow Dash have told me a couple stories that make one thing clear about Pinkie Pie.” He wiggled a bit more in his chair. Soon, the rope fell right off, completely untied. “She doesn’t really get ropes.”

He quickly rose from the chair and removed Cadence’s rope. Like his own, it had been more coiled around her than tied in place.

At a glance, aside from Pinkie no longer being there and a broom lying on the floor, the room looked the same as it had when they entered, but Shining Armor noticed a stepladder was missing from the shelves. Strange.

Unfortunately, Pinkie Pie did seem to understand locking doors, though he wasn't sure where she would have gotten the key from. Without his magic, Shining Armor had to rely on his physical training and body slam the door off its hinges. A young pegasus guardsmare outside nearly crashed into the ceiling in surprise.

“Spear Point!” Shining said, recognizing the mare. “Raise an alarm! I want every guard in the castle on high alert; apprehend Pinkie Pie on sight. If you see them, tell the other Princesses and Element Bearers to be careful.”

“P-Pinkie Pie?” Spear Point stammered, but hesitated only for a moment before flying off down the hallway at impressive speeds.

Cadence was frowning. “Are you sure it’s her?”

“The other options are somehow scarier,” Shining said. “Come on. We need to find Twily.”





Elsewhere:

"—however she would need to be careful not to become her own grandmother or—"

"I left half an hour ago. You're still talking?"
> Chapter 26 - Hide and Seek
> --------------------------------------------------------------------------

Welp. Party Popper had thought she’d gotten away with hiding Shining Armor and Cadence in the broom closet – her plan had worked out surprisingly well – but here she was, not even ten minutes later, hiding in the shadows from guards who seemed to be on high alert and looking for her.

Why the buzz had she gotten herself involved in all of this? If they found her… she didn’t even want to think about what would happen. Even if Twilight didn’t immediately figure it out, they’d find Pinkie Pie eventually, and she’d know what Popper was. And then Twilight would…

One thing was for certain, at least. She was way past the point of no return now. The best way forward had to be forward, which meant the throne room.

She slipped down the hallway she was in, currently devoid of guards, and peeked around the corner of the next intersection. Right. How did she get to the throne room again, even without dodging the guards? She was really beginning to hate this castle. The best way forward has to be forward, she told herself again, and arbitrarily went straight ahead.

She ducked behind a tall marble stand for a flowerpot when she heard guards passing in the hallway she’d crossed. One of them split off into the hallway she was hiding in.

Don’t notice me, don’t notice me… she thought, breathing a sigh of relief as he passed by the flower stand without seeing her. In doing so, she leaned against the stand. It was less stable than it looked, and the flower pot on top wobbled and fell. She barely managed to catch it before it hit the floor on the other side. The guard continued to the next intersection and went left.

Once she was sure the guards were gone on both sides, she put down the pot and continued in the same direction, but – since there was no forward – took a right instead.





“Pinkie Pie attacked you?” Twilight said incredulously. “That can’t be right. Why would she do that?”

“The only other possibility is a changeling,” Shining Armor said.

“That shouldn’t be possible either,” Twilight said. “Not as long as the Heartshield is working, and Thorax would have alerted us if it stopped suppressing his magic.”

Shining Armor nodded. “Unless it was Thorax, or he’s in on it.”

“Stop it, Shiny,” Cadence said, “you know Thorax is good now. Besides, we still haven’t ruled out other forms of illusion magic.”

“We ‘know’ Pinkie Pie is good too,” Shining objected. “Thorax makes more sense if that’s what you’re going by. It could have been a long con. But it still doesn’t add up right. And none of it explains why our magic isn’t working.”

“Your magic—” Twilight began to ask, but she was interrupted by a guard approaching the group.

“Your Highnesses! Captain!” the guard saluted, “We found Pinkie Pie.”

“Lead the way,” Shining Armor told the guard.





“She was hiding in her bedroom wardrobe,” the guard said as they approached Pinkie’s chambers. “Near the scene of the attack.”

Sure enough, the door to Pinkie’s room was open. Inside, three more guards were surrounding an open wardrobe, where Pinkie Pie sat, ropes coiled around her hooves and a cloth around her neck.

“Hiya, Twilight!” she said, waving with a hoof that wasn’t actually tied to anything. “And Shiny and Cady! About time you all found me. Who’s the next ‘it’?”

“She’s not wearing the purple outfit,” Shining Armor pointed out.

“Oh, you met the other me?” Pinkie Pie asked. “Well, I-she said I-she wasn’t me-me, but I-she totally am-is. I-me could tell. Anyway, I-she’m’s the one who hid me here, last night. Me-me, I-me mean.”

Twilight had an awful feeling about all of this. “We need to gather everypony.” She turned to the guards. “Find my other friends and tell them to meet us in the throne room as soon as possible.”

The guards hurried off to do as told.





Miraculously, Party Popper found the throne room. Even more miraculously, even the guards on throne room duty seemed to have been pulled away to look for her, which ironically meant they didn’t find her when she reached the door.

She creaked one of the double doors ajar and peeked inside. Nopony. It was nice to be lucky for once. She slipped in, and took stock of her escape paths. There was the door she’d just come through, leading right back into the maze. To the left, there was a balcony. Behind the thrones, a doorway seemed to lead to a spiral staircase going up. And… that was it.

She turned around to look at her quarry. The Heartshield still hung above the doors, too high up for her to reach, especially while carrying the pouch. Fortunately she had thought about something in advance, for once in her life. She set the pouch down on the floor just far enough away, then pulled a stepladder out of her mane. She unfolded it and set it up in front of the doors, then climbed up.

The moment she grabbed the Heartshield with her forehooves, the doors crashed open with a force that easily knocked the stepladder over. Popper was left dangling from the Heartshield.

“Pinkie?” Rainbow Dash said, taking in the scene. “What are you doing? Do you know why Twilight called us here?”

So much for luck.

“N-nope!” Popper said. She had to act fast, before Twilight arrived. Fortunately, she was still out of range for the pouch, so she let go of the Heartshield and bounced off the floor, grabbing it again on her way back up, loosening it from its hooks.

“Pinkie…?” Rainbow Dash said again. “What are you up to with the anti-changeling doodad?”

Popper picked up the pouch and began to move towards the balcony.

The doors opened again.

Applejack. Rarity. Fluttershy.

Pinkie Pie.

Twilight Sparkle.





Elsewhere:

"I think Twilight Sparkle figured it out? Maybe you should ask at the castle. Twilight's out of town, I think, but maybe that mare she left in charge there knows.”
> Chapter 27 - Murderer
> --------------------------------------------------------------------------

Party Popper clutched both the pouch and the Heartshield close to her chest, staring at Twilight. She could feel her heartbeat quickening. Last time they met, at least Twilight hadn’t known who she was. What she was. She hadn’t been a known threat, hadn’t been a duplicate, hadn’t been actively interfering with a security measure.

“What in Equestria?!” Rainbow Dash said, turning back and forth between Party Popper and Pinkie Pie.

“You were right,” Rarity said. “They look exactly like each other! Apart from the outfit, of course.”

“Of course we do!” Pinkie Pie said. “She’s me!”

Party Popper backed towards the balcony. She had nowhere to run, not really. Not with the pouch making her falls hurt, and the pouch was her only real protection. Even the literal shield she was holding wouldn’t do much for her.

“Alright, impostor,” Twilight said in a hard voice, lighting her horn, “let go of the Heartshield and tell us how you did it.”

Party Popper said nothing.

“If she’s after the shield,” Applejack said, “I reckon she’s a changeling. But if she’s a changeling, the shield ain’t working anyhow, so why’s she after it? It just don't make sense!”

Stay quiet, a part of Popper said, if they think I’m a changeling, they might not realize I’m a clone. “I’m not a changeling,” her mouth said.

Something fizzled in the air in front of her, then drew into the pouch. Twilight looked stunned.

“I can’t grab the shield with my magic,” she said.

“Then let me do it!” Rainbow Dash said. Popper had only a moment to dodge as the pegasus dove towards her – and fell flat on the floor once she got in range of the pouch. Apparently it could suppress flight too.

Party Popper retreated to the edge of the balcony, still facing the Council of Friendship. Rainbow Dash got back up and lunged towards her again, but Popper dodged to one side so Rainbow Dash wound up flying off the balcony. She regained control in mid-air and returned to Twilight’s side.

“If you’re not a changeling,” Twilight said, “why are you doing this? That shield only protects us against them.”

“Why,” Popper echoed, growling a little. After all this time, Twilight Sparkle had the audacity to ask ‘why’. “Why?!” She could feel rage and tears and fear all welling up in equal measure. “Because you killed them!”

“...what?” Twilight looked taken aback. “Who are you talking about? We’ve never killed anypony.”

Popper stiffened. “Right. They weren’t ‘anypony’ to you, were they.”

“Enough with the riddles,” Rainbow Dash said. “What the buck are you? Why do you look like Pinkie?”

“Rainbow Dash,” Fluttershy said, “that’s rude.”

“She attacked Pinkie! We can be rude!”

Fluttershy backed away from Rainbow Dash. “I’m sorry.”

“It is still a tad uncouth,” Rarity commented.

Rainbow Dash turned back to Popper. “So? Out with it!”

“I told you,” Pinkie Pie said, “she’s me!”

“What do you mean by that, Pinkie?” Twilight asked.

“Remember that time I used the Mirror Pool?” Pinkie said. “I think one of me must have slipped away!”

Twilight’s eyes widened as she looked back to Popper. “I— but— I didn’t—”

Popper couldn't take this anymore. “I told you, P-Pinkie,” she began, “I’m not. buzzing. YOU!”

In one quick motion, Popper opened the pouch wide and spread the remaining throne dust over all of the Council members. Now free from its effects herself, she lifted the Heartshield to her mane and slipped it in.

“Yes, I’m a clone, but I’m not Pinkie Pie!” she said to the shocked ponies, and jumped onto the balcony railing. “And all the other clones that you rounded up and executed just because some book told you to weren’t either!”

With both now-unburdened forehooves, she grabbed hold of her hat. With effort, she ripped it off, bits of her mane that still wouldn’t let go of the glue coming along for the ride. She spiked it down onto the balcony.

“I’m Party Popper,” she declared, “and I’m me! Nopony else! And I’m not letting you murder me for that.”

With that, she jumped off.





Twilight rushed to the edge of the balcony, watching as the mare – Party Popper? – galloped along the street below, away from the castle. Anypony but Pinkie Pie or a pegasus should have been dead or gravely injured after a fall like that, Twilight thought.

“I’m going after her!” Rainbow Dash said, but when she tried to take off, she fell back to the floor like when she’d gotten close to Party Popper before. “Aw, what the buck!”

“Huh,” Pinkie Pie said behind her. “I guess I was wrong.”

“Whatever do you mean, darling?” Rarity said. “She said she was a clone, like you guessed.”

“Nah, she can’t be me. I’d never call myself something so close to ‘party pooper’.”

Twilight kept staring after Party Popper, lost in thought.

Because you killed them!

Twilight hadn’t killed the clones, had she? She had just sent them back where they came from, like the book said. Right?

She wasn’t a murderer.

…that you rounded up and executed just because some book told you to…

She… she wasn’t a murderer, right?

Right?





Elsewhere:

"Well, I wasn't in Ponyville when that happened, but yeah, Twilight's told me about it. Reluctantly," Starlight Glimmer added with a grimace. "I think she was afraid I might do it too."

"I remember that," Twilight's dragon friend said. Strike, was it? "There were so many Pinkies. Like, way too many."

"Do you know how?" Valvula asked.

"Oh yeah, there's this pond—" Strike was interrupted by Starlight's hoof in front of his mouth.

"Wait. Why?" Starlight eyed Valvula. "We don't have to worry about a horde of yous storming into Ponyville, do we?"

Valvula was treading dangerously with this investigation. Asking questions like this threatened to blow her cover, and if that happened she'd have to leave. She would naturally circle back and become another pony, but she'd lose everything she'd built for herself in this town. Her friends wouldn't know the new her. Enterprise might even resent the old her.

But she hadn't been able to shake the feeling that the Queen was going to need more information on the clone incident. It hadn't seemed important when it happened, two years ago, but now that one of the clones was on her way to the hive, any intel would be good intel.

"No. Something reminded me and I got curious."

"That's all?" Starlight said, raising an eyebrow.

"Yes," Valvula confirmed. She turned to Strike. "A pond?"

Strike grabbed Starlight's hoof with his claws and pulled it down from his mouth. "Yeah! If I remember right, it's in the Everfree Forest somewhere, in a cave. Pinkie told me you just go up to the pond and say a rhyme and a clone comes out of the water. It goes like, uh… something something… 'doubly mared'… Or was it 'cared'...?"

"Look," Starlight said, "all I'm saying is I've done reckless-and-maybe-kind-of-evil-plan research before, and this sounds a lot like a reckless-and-maybe-kind-of-evil-plan research kind of question. Not that I'm saying you're evil, but you know…"

"Reckless?" Valvula supplied.

"...yeah," Starlight admitted sheepishly.

"That's fine. I'm neither."

"...'doubly squared'? No, wait..."