> The Changelings of Manehattan
>  by Zoshe
> --------------------------------------------------------------------------

> Chapter 1: Contact
> --------------------------------------------------------------------------

The whistle blared as the train pulled into the Manehattan station. Manehattan, the city that never slept, the city where ponies went hoping to hit it big, and the one that saw more than its fair share of shady characters. So when three unicorns garbed in matching green cloaks stepped off the train, the other ponies stepped aside to give them a wide berth.

"Spectrum," said the tallest in their group when he saw how everyone was looking at them. "I think we've been noticed."

"Geez, Clover. I wonder why?" Said the second figure from beneath a mask, their voice dripping with sarcasm. "It's not like we just stepped off a train while looking like we're part of some cult." Spectrum took a moment to readjust his mask, making sure it was secure. They couldn't do anything about the curved horn that poked out from the center of the disguise, but at least the rest of his features were covered. "I hate this," he grumbled. "I feel so exposed without my magic."

"I don't believe I understand this plan of yours, Master Clover," said the youngest of their group. "Aren't we likely to attract unwanted attention if we act suspiciously?"

"Oh we definitely will, Onyx," said Clover as he shook out his shoulders, a small golden feather shaking itself free from beneath his cloak with the motion. "But nothing travels faster than bad news and any underworld types will take a moment to assess us before making any moves. Speaking of which," he looked over to Spectrum. "Find any of them yet?"

The changeling lifted his nose and took a deep breath, exposing a bit of the dark green chitin that hid beneath his disguise. "Their smell is all over the place," he shook his head. "I won't be able to pinpoint them until they start to make their move."

"And what if the city guards find us first?" Onyx looked around nervously.

"They're called police," said Spectrum as he gave up trying to sniff out their targets. "And if they give us too much trouble, we can always have our local archmage talk us out of trouble."

"I rather not," said Clover as he looked to see if anyone heard him. "And keep your voice down. I don't know how it is now, but back when Starswirl held the title, the only position higher is that of the princesses themselves. We're more likely to scare them off if they catch wind of it."

"Ok, fine," said the masked changeling. "But we're still gonna need to find a place to stay low while they find us. Any ideas?"

Clover opened his mouth to answer, but his stomach answered first. A low rumble shook the building silence between them, leaving the alicorn to look embarrassed as he held a hoof to his stomach.

"Maybe we should find some food," suggested Onyx.





It didn't take long to find someplace to eat. Fortunately, Manehattan had more than its fair share of fast food joints. Onyx was more than a little impressed by how convenient the whole setup was, places like this didn't exist back a thousand years ago.

*Chomp Chomp Chomp* *Slurp*

Onyx was not, however, impressed by Master Clover's table manners. The portions on his plate were a little too big, even for a pony his size, as Clover continued to chow down on his meal. Since they arrived, Clover had consumed five hayburgers, three servings of fries, two shakes, and the better part of a pumpkin pie, and not just one of those tiny ones either. More than one of the other patrons in the Mc-Derby's had noticed the trio and the... enthusiastic stallion among them as he continued to scarf down enough calories for an entire hoofball team.

"Um... Master?" Onyx was more than just a little afraid to talk to him as he tore into his sixth hayburger. "Are you well?"

Clover raised his eyebrows as he looked in confusion at his student. "What do you mean?"

A snort came from beneath Spectrum's mask. "You didn't even notice, did you?"

"Notice what?" He said as he took another large bite, barely chewing it before it went down his throat.

"That's your sixth hayburger," he jabbed. "Ponies don't normally eat that much."

Clover's eyes went wide when he finally realized what the problem was. He set the half eaten hayburger back down and then looked with astonishment at the empty wrappings left over from his ravenous appetite. "Horsefeathers," he cursed. "I didn't even notice."

Spectrum began to laugh heartily, his fangs peeking out from below his mask for a moment. "So this must be that legendary alicorn metabolism you told me about. You weren't exaggerating when you told me how much you used to eat."

Clover went a bit flush at the jab as he grabbed the edges of his cloak with his magic and pulled them tight around himself. His embarrassment had almost invoked the reaction that many pegasi have, and apparently him now as well, of their wings broadcasting how they're feeling. The things had a mind of their own sometimes and he hadn't quite gotten used to having them again.

He was about to snap back at Spectrum when someone else stepped up to their table. It was another unicorn with a white coat and blue mane, but what stood out the most was the dark blue uniform and golden badge he wore.

"Is something wrong, officer?" Asked Clover, feeling a bit self-conscious about the ravenous display he had been putting on.

"You ponies from out of town?" Asked the unicorn as he eyed all three of them.

"We just got off the train a little bit ago," Spectrum said casually while trying to keep the trill of his voice down.

He hadn't kept it down well enough as the officer's ears picked up on the verbal tick. "You comin' down with somethin'?" He asked.

Spectrum faced away and gave a weak cough, "something like that."

"Mmm hmm," the officer nodded along as he looked them all over again. "Looks like its just a bunch of tourists," he said under his breath.

"I'm sorry?" Clover's ears perked up at the comment.

"Don't mind me," the unicorn waved away the comment. "You folks seem harmless enough. I was just checking in on reports of a couple of Cloaks stirrin up trouble."

"Cloaks?" Onyx chirped up, having been quiet this whole time. "Master Clover, is there something wrong with how we're dressed?"

"Based on the context," Clover rubbed at his chin. "Would I be correct in assuming that the Cloaks are some kind of street gang?"

"Yep," said the first officer. "Bunch of hooligans 'round this part of the city. Causin' a lot of trouble and are all dressed the same as you lot. However you both look too old to be part of their gang," he shot a look between Clover and Spectrum before looking over to Onyx. "However," he said. "You look like you're just young to be one of them. Shouldn't you be in school?"

Onyx seemed to take offense at the statement as he jumped up from the table, startling several other passers-by. "Young?! I'll have you know I came of age recently."

A bubbling snort came from Clover's direction as the milkshake he had just reached for almost came out his nose. His eyes started to water as he levitated over a napkin to wipe his face. "I knew I forgot something," he said through a strained cry as he stopped choking. "Onyx," he said as he got the attention of his student. "Calm yourself. It changed over the last thousand years. It's eighteen now, not fourteen."

Onyx looked a bit flush as he realized how much he just thoroughly embarrassed himself with his outburst. He turned to face the officer and quickly bowed his head in apology. "Forgive me, constable. I spoke out of turn," he said only to get a puzzled look.

"Officer," Clover corrected.

"Officer," he quickly amended , earning himself a grin from the pony this time.

"No offense taken," the unicorn said. "And don't worry about it. Usually it's just the crystal ponies we see on occasion that get it wrong. Bad business those folks had to deal with, being trapped in the snow for a thousand years with only a mad king for company. Are you from somewhere just as remote then?"

Onyx grew really quiet as he sat back down. He slowly nodded his consent, but it was clear that the question had unsettled him.

The reaction wasn't lost on the officer as Clover placed a hoof on Onyx's shoulder. Clover looked up at him and said, "you'll have to forgive my student. He spent the last thousand years trapped along with the rest of the crystal ponies."

"Oh?" The unicorn raised an eyebrow. "Oh..." It sunk in the rest of the way. "Sorry about that, lad," he said awkwardly. "Anyway, if you folks need any help, just ask for Officer Special Case, I'm pretty well known around here." He took one last look at their outfits. "If you're gonna wear anything though, I would recommend you find somethin' else. You don't want to be attracting the wrong kind of attention, if you catch my meaning."

"Thank you, officer" said Clover as he gave him a polite nod. "We'll be careful."

They all watched as Special Case made his way out. Clover slumped back in his seat and looked down at his half eaten meal, his appetite having departed during the exchange. "What are the chances?" He said at last. "What are the chances that the one city we come to has a street gang that dresses the same way I have for years." He looked at his two companions, who didn't seem to care about their wardrobe as much, and noticed that Onyx was still looking particularly withdrawn. He reached out a comforting hoof and placed it on Onyx's shoulder.

The youth flinched at the contact and it wasn't until he looked up to see Clover looking at him that he relaxed. "Does it ever get easier?" He asked as he started to shake. "I know you said I couldn't help it, but... I still had to watch... Watch that thing use my own body as he tore all those lives apart." He narrowed his eyes as he pressed his hooves together like he was trying to crush a small bug. "Watch as my own mother was shattered and her remains ground into dust."

Clover reached out and before Onyx had a chance to protest, pulled him into a tight hug. "The fault is not solely your own," Clover consoled. "I was chasing after ghosts when I should've been there to stop you. My friend, Starswirl is gone. I just have to accept that now. I'm not going to let anything like that happen again."

"Thank you, master," he said as he started to look a bit uncomfortable with the attention.

Clover looked up to see Spectrum staring blankly at open space. The changeling was being unusually quiet all of a sudden. He usually wouldn't have missed an opportunity to take a cheap shot unless... "Is everything alright?" Clover whispered in a barely audible sound.

Spectrum leaned forward and stole one of Clover's fries in an over the top manner. "They're making their move," he said while pretending to eat the overly greasy morsel. "At least two of them are big wigs."

Onyx had his breathing under control by this point, "why does it matter what's on their heads?"

That earned a facehoof from the other two, followed by a round of laughter. "Just give it time, my student," said Clover as he pushed himself away from his seat. "You'll catch on to all this odd jargon eventually."

Onyx tilted his head in confusion. "What's jargon?" He asked.





They left the Mc-Derby's in a silent hurry and quickly made their way away from the more populated parts of the city and into a back alley. Normally, this would be the way to draw trouble to yourself. Unless that was your goal in the first place.

"How far away are they?" Clover asked Spectrum once they were alone again.

"They're keeping their distance," he said as he looked around. "I picked up the scent of a third guard. Things will get really interesting if a fourth one shows up."

"So what's so special about these guards?" Said Onyx as he started jumping at shadows.

"Changeling guards are tied more closely to their queen than the others," Clover began explaining. "It makes them much stronger, and often smarter, than a drone. However, it comes at a cost."

"When you say cost," Onyx inquired. "What do you..."

"Hey!" They heard a voice call out to them. "Yous the ponies that think you can be movin' in on our turf?"

They turned around to face the owner of the voice. At the mouth of the alley stood several ponies that couldn't have been much older than Onyx was. What stood out was that each and every one of them was wearing a raggedy green cloak.

Clover let out an exhausted sigh as he looked over to his changeling companion. "Please don't tell me that's them."

Spectrum shook his head. "No," he said. "They're close though, probably watching us right now, waiting to see what we do."

"Hey!" Shouted the apparent leader of the gang approaching them. "Don't think yous can be ignorin' us. Yous gotta lot of nerve wanderin' our territory while wearin' our colors. However," he said as he appraised them. "If yous were lookin to join us, that might be a different story."

Clover looked back down to his side, his own cloak was in much better shape than what the others were wearing. However it wasn't too much of a stretch to see how their clothes might give others the wrong impression. He looked over to Onyx, thinking the youth needed to let off steam after how down he'd been feeling. "Onyx," he said, quickly getting his attention. "Would you like to tell them that we don't want what they're selling?"

Onyx simply looked back at him in confusion and it took a moment for Clover to realize his mistake. He facehoofed before correcting himself. "Would you inform that we aren't interested in joining their gang?"

His student still looked confused, but for a different reason this time. "Are you sure?" He asked nervously. "They don't appear to be the sort of individuals that would leave peacefully."

"If they feel the need to get violent, don't be afraid to defend yourself. Just don't hurt them too badly," Clover said with a grin. "Besides, you've been a bit on edge lately and this might be a good chance to relieve some stress."

Onyx smiled a real smile for the first time that day as he stepped away to meet the aggressors. Once he was out of earshot range, Clover leaned over to Spectrum and whispered, "think this'll be enough to make our silent observers realize we're not part of the same group?"

Spectrum looked a bit worried. "It should," he said. "But are you sure that Onyx can take care of himself against so many?"

"He can take care of himself, but just in case, Onyx?!" He called out, getting everyone's attention all at once. "Don't be too rough with them! They look like they bruise easily!"

To call what happened next an actual fight would've been far too generous. The ones that had approached them were quickly spurred to action when they took Clover's words as an insult. Hooves we're thrown, feathers went flying as wings were batted, and random spells were tossed around in their general direction.

However for Onyx's part, he barely batted an eye as a white aura wrapped itself around his horn. Stray bits of granite and crystal that made up the pavement beneath their hooves shot into the air, quickly grounding the offending flyers as the debris pelted them from below. Onyx had bodily intercepted the thrown spells, some of which had been aimed at his two companions. His crystal pony heritage shown through as the poorly constructed spells ricocheted off his coat to harmlessly embed themselves in the walls of the alley.

The only one who had managed to give the former prince any difficulty was the earth pony at the head of the gang. He had waited patiently and watched while his companions had moved first. Once he had assessed Onyx's abilities, he charged in, easily dodging his comrades as they either fell from the sky or tripped over the black crystals that were sprouting up under their hooves.

Before Onyx had a chance to realize what was happening, the earth pony was barely a pace away when he leapt at him. Onyx tossed up a quick pillar in his path only to have his opponent kick off the obstacle and quickly change directions while still in the air. A laugh escaped him as he effortlessly used his momentum to bring him eye to eye with the gray coated teen.

The moment stretched on as the cream colored colt faced off against Onyx. His opponent's hood falling back to reveal a black patch of fur covering the side of face as his blue eyes met Onyx's green ones. A smile played across his face as his ashen mane blew in the city winds.

As much fun as the two ponies were having, it couldn't last forever.

"A fourth one just showed up," reported Spectrum. "They're making their move."
> Chapter 2: Changelings of the Guard
> --------------------------------------------------------------------------

The atmosphere of the alley grew heavy as the pegasi, having just climbed their way back into the air, were once again brought to the ground. The spells that any of the adolescent unicorns had been preparing suddenly fizzled out. Even the crystal that Onyx had used to shield himself began to break down and crumble into dust much to the shock of both him as his opponent.

"Boss!" Called out one of the cloaked unicorns amidst the panic. "It's the bugs! We've gotta go!"

The earth pony didn't look happy as he quickly jumped back. He looked back at the young crystal unicorn and scowled. "Onyx, was it?" He said as he turned to leave. "Looks like we're gonna have save our rematch for another day. I've never seen any other pony that can take on my whole gang like that. Yous can call me Waffles, and yous better believe that yous be seein' me again."

Before anyone had a chance to stop them, the gang of young ponies turned tail and fled from the alley as fast as their hooves could carry them. Onyx straightened back up and took a few slow breaths before looking back to Clover. "Master," he asked. "What happened? Why did my spell fail?"

"I'm not sure," said a confused Clover as he looked over to his changeling companion. "You said a fourth one showed up? That was fast." Clover made an attempt to cast a small spell himself, only to see it fizzle out as well. "Are they doing this or is there something else at play here?"

The masked figure snapped his view back and forth in an attempt to find the source of the disturbance. "Don't look at me," he said. "The hive didn't have any tricks like this before."

"And why would the guard of another hive be trying to find ours with two ponies in tow?" A deep voice suddenly echoed behind them.

They turned to face the source of the voice to find a pony that hadn't been standing there before. He was wearing a black suede jacket with a matching fedora, but other than that, nothing about him seemed too out of the ordinary.

Onyx, feeling more than a little nervous without his magic, huddled up next to Clover. "When did he get there? What kind of magic did he use?" He asked, the fear painting his voice.

"It's called misdirection," said Clover, seeming more curious than intimidated. "Stage magicians use it all the time but it wouldn't surprise me to see changelings using the same tactic. Don't be surprised if his allies used this opportunity to slip in behind us while our attention was on him." Clover and company looked back to where they had just been looking and sure enough, two other identical looking ponies had just slipped in. However, these two were flanked by at least a half dozen others in an assortment of colors and were spreading out to surround them. "I'm betting the ones that looked like they stepped out of a musical are the changeling guards. The fourth one is probably watching from a safe distance to see how this all goes down."

He looked back in time to see the first of the guards raise an eyebrow at his assessment. "You're a curious unicorn," he stated. "You seem to be a little too familiar with how we do things. However, I've got bigger problems than you right now." He shot a look in Spectrum's direction, the look he gave him making it clear he wasn't fooled by his simple disguise. "Chief among those being, what do you think you're doing here and why are you running around our city undisguised?"

It was Spectrum's turn to smile, his fangs peeking out under the edge of his mask. "My reasons for being here are primarily to seek the current Queen Cocoon's assistance as well as deliver a diplomatic missive to her majesty straight from Princess Celestia's hooves herself."

The reactions from the surrounding creatures was instantaneous. A number of the ponies hoofed at the ground nervously while a few of them broke character for a moment and hissed in Spectrum's general direction. Even Clover didn't go unfazed by his ally's proclamation.

"When did you plan on telling me she sent you on a diplomatic mission?!" He exclaimed in complete shock.

"I wasn't," he said in return. "I wanted to see the look on your face like I am right now. I'm telling you, it was worth the wait."

"But when did she have time to set this up?" Clover asked, still stunned by events unfolding around him.

Spectrum gave him a smug grin. "Did you really think that maneuvering you into the position of archmage was the only thing she did during the three days you slept?"

Clover sat down right there in the alleyway while surrounded by potentially hostile changelings and rubbed at the bridge of his nose. "That mare," he grumbled under his breath. "I've barely been back a week and she's already finding ways to push my buttons."

He wasn't the only one looking annoyed. The first of the guard that had shown up was also looking particularly perturbed while the circus act went down in front of him. "This better have been worth all the cancellations I had to do." He grumbled as he quickly reasserted himself. "Snider! Waffen!" He called out, drawing the attention of the other two in matching attire. "What do you make of this?"

The first of them scuffed at the ground. "I don't trust them," he said. "I bet they got their information from that cur, Chrysalis," he glared at Spectrum. "You're with me on this. Right, Waffen?"

Waffen looked at him and shrugged. "I dunno, Snider," he said in return. "If the pony princess already has the name of another queen, then she might already know a lot more than we realize."

"I didn't tell her anything other than that changelings prefer to keep to themselves and Chrysalis likely made a lot of enemies with her little stunt," Spectrum added to the conversation.

"True as that may be," the first of the guard spoke up again. "I'm stuck wondering which queen would be brazen enough to have her personal guard announce themselves in another's territory without backup." He scratched the side of his head, seemingly lost in thought.

"Giovanni," said Snider cautiously. "What are you thinking?"

Giovanni looked back as his companion, seeming to have come to a decision. "We're taking them with us," he said calmly. "Her Majesty needs to settle this herself."

Murmurs and mumbles filled the alleyway from the other creatures gathered there. The hushed conversations were abruptly cut short by one of their number who had something more to say on the matter.

"Are you insane?!" Shouted Snider. "We don't know their true purpose or who else may be watching!"

"I agree with Giovanni," said Waffen much to Snider's annoyance.

"How can you go along with this?!" Snider was livid at this point. "We don't know what kind of threat they might pose!"

"Or they could be exactly who they say they are," Waffen retorted. "Equestrian diplomats. That'll be up to the Queen to decide. Our job..." He placed some emphasis on that last word. "Our job is to make sure that no threats have a chance to get close to her."

"Enough," said Giovanni, his word being enough to halt the bickering as the other two grew silent. He looked to the cloaked changeling. "I would see this missive," he said at last.

Spectrum reached under his cloak and pulled out a sealed scroll. Instead of either of them moving closer for the exchange, one of the other ponies surrounding them stepped forward into their midst and gingerly took the parchment from him and carried it to Giovanni.

Once he had the document, he wasted no time in breaking the seal and opening it. A green glow radiated from his bare forehead and washed over the parchment as he read over it. Seeming satisfied, he rolled it back up and licked a thick resin onto the document. The adhesive quickly hardened, sealing the document in a hard membrane. "There's no traps or any other enchantments within the paper," he said confidently. "As for the contents, it is indeed what they say it is, a diplomatic missive." He looked directly at Clover and his companions. "I would have your names and if you agree to be searched, we'll take you to the Queen."

Clover stood back up after having recovered from the shock of getting drawn into the sun princess's schemes. "My name is Clover," he said. "And this is my student Onyx Shard and my companion Spectrum."

The disguised changelings began to whisper amongst them upon hear his name. "Did he say his name was Clover? Don't be silly, there's a lot of Clovers. He can't possibly be the same one. Is this some sort of trick from the Princess? He can't be the same pony, can he?"

"Silence!" Giovanni ordered. His eyes also showed a spark of curiosity, but he wasn't going to indulge himself. "Search them."

The next couple minutes would probably rate one of the most interesting moments in their lives as the disguised changelings moved in and closely inspected each and every one of their... Captives?... Guests?... None of them were really all that sure yet. They quickly removed and looked through any luggage the party carried with them. Finding nothing of interest, they soon moved onto the bodies of the three. They didn't get very far before the two mares that had been inspecting Clover removed his cloak and jumped back with a hiss.

Clover's wings had spread once they were free of their constraints, drawing everyone's attention as Giovanni finally decided to step closer. Everyone watched him with baited breath as he moved up next to Clover and closely inspected him himself. He slowly made his way around him sniffing the air and making a show of smelling the alicorn himself. "So, there's more of you than just the four princesses, then?" He said curiously. He looked over to his two companions, who had moved closer after the show that Clover had just put on. They were closely inspecting the other two, probably wondering if there were any other surprises they weren't expecting.

Waffen was the next to find something unusual with Clover's companions. "I didn't realize crystal ponies had a unicorn variant?" He inquired as he inspected the blushing Onyx.

Snider wasn't going to be particularly patient on getting answers as he practically tore the cloak from Spectrum's back. He couldn't make out much of his features with all the bandages that covered his body, but what he did see made his fake fur bristle.

Spectrum's long, insectile wings were on full display, the holes that were present in them looking unnatural. Instead of perfectly rounded shapes which might normally be found in changeling wings, they were instead covered with jagged tears that made it look like they had been damaged. What really got him worked up though was the shell on his back.

The milky white color of his back got more than just the changeling guard worked up. Several of the other changeling began to show signs of hostility, one of them actually dropping their disguise for a moment before a sharp look from several of their fellows made them sheepishly put it back up.

"What is the meaning of this?!" Barked Snider, his anger palatable to everyone else present. "What sort of game do you think you're playing by pretending to be one of our fellow guards?!"

Spectrum's smile was beaming. "I'm not pretending anything," he said. "I'm too injured to use my magic right now. These are my natural colors." He reached up and pulled down his mask for a moment. The gem-like quality to his eyes, as well as the dark green tone of the unbandaged chitin on his face leaving the guard speechless.

"We'll see about that," Snider snapped as he recovered from his shock. A burning glow emanated from his forehead where a horn would normally be and washed over the offending changeling.

Spectrum didn't once try to resist the assault as the foreign magic pierced his body and began to probe the most intimate corners of his being. It only lasted a moment before the intruder reeled backward as he withdrew from his attack, Snider now paled and he looked like like he might be sick.

"You went too far," Giovanni chided him, looking more than a little cross with his ally.

The fight was gone from Snider as he quietly reached down and held out Spectrum's discarded cloak. "H... How... Um..." He stuttered, seeming more than a bit uncomfortable now.

"How am I still alive?" Spectrum finished the question as he took the proffered cloak and refastened in around himself. "Just lucky, I guess," he said as he shot a look Clover's direction.

"That's enough," said Giovanni, drawing everyone's rapt attention. "Unless somepony found something incriminating, it's time we moved," he said as he turned his gaze back to the center of their attentions, seeming far more tired than he had earlier. "It seems we have some diplomats to deliver to Her Majesty."





They made their way through the city, their escort not once leaving their side as they guided them through the busy streets. Once or twice they passed by another police officer, but all it took was a look from Giovanni and they suddenly found the other side of the street a lot more interesting.

Even though the other two remained calm about the whole situation, it took a while before Onyx started to relax. He had been thrown off balance when his magic had failed him, unaccustomed as he was to the methods of their hosts.

Eventually they were guided to one of the tallest buildings in the city. Onyx craned his neck as he tried to see the top of the skyscraper. He could just barely make out the giant horse head that topped the structure when they were all herded inside.

"First time in the big city," Waffen asked, smiling at him.

The youth sheepishly nodded. "Equestria didn't have anything near this big back when I visited before."

"Pff, tourist..." Snider scoffed as he passed them and entered the building.

They stepped into the lobby. The carved marble that made up the floor reflected the sunlight that poured in from the mid-afternoon sun. All around the lobby, well-dressed business ponies looked at them in disgust before turning back to their own conversations. They didn't have long to wait before someone ran out from behind the reception counter to meet them.

"I'm sorry," said the well dressed unicorn who seemed particularly displeased with their appearance. "But unless you have an appointment, I'm going to have to ask you to..."

"Three for the Queen's Suite," the one at head of their procession cut him off without batting an eye.

The unicorn looked nervous as he took in the three cloaked figures in a new light. He recovered quickly, but not fast enough to go completely unnoticed. "Right this way, sirs" he said once he had recollected himself. "Should I be expecting Her Majesty as well?"

Giovanni didn't answer. Instead, he just gave him a long look, making the pony start to grow nervous again.

"I understand," he said, seeming to understand something as he slowly turned and they all followed him to the elevator. He waited outside while everyone else moved in. Once the whole party had filed in, a blue glow saw the unicorn pull a key out from under his vest as he reached out and turned a lock from outside the box. "Thank you, sirs," the unicorn bowed to the whole party with a smile. "We hope to see you again."

The door slid shut and the box jolted as it began to ascend. A sigh of relief escaped a few of the transformed drones and it took a snarled look from the particularly angry Snider before they stood at attention again.

"You really should calm down," said Waffen as he chuckled at his gung-ho attitude. "This much tension can't be good for your health."

"I am calm!" He shouted back. "What I don't get is why we're going along with this featherbrained plan. We don't know what sort of threat they pose."

"Well, I for one believe that they are exactly what they say they are," he said with a wink. "Diplomats from Equestria. Her Majesty has been concerned for a while now about the current state of affairs since the Equestrian wedding and has been looking for a way to mitigate the damage."

"Still..." Snider continued to grumble under his breath. "I don't know why I have to take orders from a shrink."

"Because I'm the one in charge of the hive's mental health and yours has been questionable lately. That's why," Giovanni cut in. "And you're not the only one who had other things to do today, so try to show a little decorum. Your little flying stunt team will still be there after we wrap up here and AFTER we set you up with yet another appointment."

"Trouble in paradise?" The smile could be heard coming from beneath Spectrum's mask.

Waffen gave a small chuckle, "every hive has it's own squabbles. I'm sure you could tell us all kinds of stories about your fellow guards from your own hive."

"I actually can't," Spectrum said quietly. "It's a bit complicated, but I'm the only one left from my hive."

That statement caused all the changelings to collectively tilt their heads. It looked like they wanted to ask any number of questions, but the elevator picked that moment for the bell to chime before coming to a stop.

"We're here," said Giovanni as he stepped out of the open doors.
> Chapter 3: The Queen of Manehattan
> --------------------------------------------------------------------------

They stepped out of the elevator and onto the floor. Clover and his companions didn't quite know what to expect, but if the wide-eyed look on Onyx's face was any indication, he certainly hadn't been expecting this. The room was outfitted with finery of all sorts. Plush cushions and expensive furniture were spread out around the room and fine art decorated the walls. One wall was one giant window that looked out over the entire city, a point that had certainly caught the young pony's attention as Onyx was subconsciously drawn to them despite their escort.

As it turned out, they weren't alone in the room. Sitting on a nearby couch were two pegasi that Clover instantly recognized. It was clear that they recognized him as well as one of them jumped to their hooves the moment they saw him.

"Random Fact?!" Called out Blossomforth. "What are you doing here?"

Clover smiled at the use of his old alias. "It's Clover, now," he said in response.

"Clover?" Blossomforth looked at him curiously. "That's your actual name? Why did you try to hide it, then? It's a really common name in some towns."

He gave her a friendly smile with how casual she was acting around him. He thought about enlightening her, but decided against it. His existence would be public knowledge soon enough. "I had my reasons, but those are behind me now. Let's just say I've had a chance to reconcile with some ponies from my past."

"I'd say you and Princess Luna did a lot more than reconcile," Spectrum jumped in, not missing his chance for a cheap shot.

Clover got a bit red at the cheeks at that jab. He looked over to the masked changeling with a scowl, "was that really necessary?"

"I'm taking all the shots I can get," he said through a toothy grin. "Besides, that drama you manage to involve yourself in would make a gossiping fashionista weak at the knees from ecstasy."

A growl silenced their banter as Snider passed in front of them. "Enough of this," he said as he turned to look Blossomforth in the eye. "Don't forget, you're still in a lot of trouble. The only reason we've allowed your little pony friend to keep her memories so far is that she hasn't gone off and blabbed to anypony yet."

She quickly grew quiet and sat back down. Cloud Kicker wrapped a wing around her and pulled her close, but not before treating Snider to a scowl of her own.

"Down boy," Waffen said as he pulled Snider away from them. "She's not in as much trouble as you want to make it out to be. I mean, they did both come here willingly. It's still up for Her Majesty to decide."

"I'm more concerned with what she's going to think of our other guests," Giovanni rubbed at his temples. "It's not too unusual for us to bring somepony up here, but we've never brought so many at once. What's she going to think about us bringing her an alicorn and a foreign guard? She's gonna have all our shells for this..."

The musings that continued circulating the room suddenly went quiet when the elevator dinged again. Dozens of sets of eyes turned to watch as the doors opened, some of them far more nervous than others.





"And make sure they fix the lighting by the time I get back there," a cream colored earth pony with a vibrant blue mane and wearing a rather sparkly outfit stepped out of the elevator. "One of my backup dancers almost broke their leg when they fell off the stage."

"Yes, Miss Shores. Right away, Miss Shores," came the collective responses from her entourage. One of them holding out a smoothie which she snatched from them and took a long draw before letting out a sigh of relief. "That's the stuff," she exhaled as she strutted past them, not once stopping to acknowledge the other ponies in the room.

"And one more thing," she snapped, making the ponies following her into the room pause. "Where did you find this outfit!" She loudly complained as she gestured to said outfit. "It's like someone just dropped a glitter bomb in my wardrobe. I need pizzazz, I need color, I need this show to make Princess Twilight's recent coronation look like a birthday bash." She began to shoo them away as she opened a door further into the penthouse and stepped inside. "What was that pony's name again that did the costumes for my last show? Rarity, was it? See if you can't get her again. Her outfits were so dazzling that it made the show positively seeensational! Ow!" She emphasized the last word with a measure of fortitude that only someone who was truly passionate about their work could exert.

"What about the press, Miss Shores," her secretary spoke up again. "They keep going on about this Countess Coloratura that's been hitting the scene lately. Do you want us to see what dirt we can dig up on her?"

The pony stepped back out of her room, having ditched the colorful outfit for a more relaxed attire. However, her face was not showing the hint of relaxation. "Let that young hussy have her fun," she said as she once again strutted forward, her attention far more directed at her aide. "You just make sure the press knows that Sapphire Shores isn't out of the game just yet. That's what I pay you for, isn't it? Now shoo, I have other things to tend to. Just make sure we're ready for a dress rehearsal first thing in the morning."

Her attendants didn't say anything more after their dismissal. They just simply bowed and retreated to the elevator. Once the doors closed on her company, she finally relaxed her shoulders a bit as she made her way over to where everyone else was sitting. She didn't say anything. She just tapped her hoof on the ground and a couple of ponies carried over an extra large, extra fluffy, chair for her to sit in. Once she had taken her seat, crossing her front hooves in the process, she met the eyes of each and every creature in the room. Her eyes half lidded as she took in the scene before her.

"Now," she said, a far more serious tone creeping into her voice, causing the guards to wilt under her gaze. "Which one of you wants to explain why there are so many guests in my penthouse suite?" Her eyes landed on the masked changeling, to which she raised an eyebrow. "You're a bit far from home, child," she said. "Which of my cousins sent you?"

When Spectrum didn't answer, she instead turned her attention back to the guard with a tired look on her face. "And why in Tartarus are you lot still dressing up like we're doing another show of 'West Trot Story'? We finished our last show months ago."

"Our apologies, My Queen," Giovanni bowed to the pop star. "We only wished to keep our identities secret when we carry out your will."

Sapphire tuned a look at the three ponies and two changelings that had been brought before her, taking note that they didn't once show any shock or reaction to the conversation. In fact, the only reaction she was really getting was from the jasmine pegasus, but it was more the look of shock and adoration that she would expect from a fan.

"Ugh, I can't deal with you three like this," she groaned. "Change back already."

"My Queen...?" He looked shocked at the order.

"Don't make me repeat myself," she narrowed her eyes at them. "Clear Mind, Brass Tax, and Short Fuse," she said naming each of them off. "If I don't see another fedora again, it'll be too soon."

Without any further hesitation, the bodies of the three guards went up in emerald flames. When the flames died down, three different ponies took their place. Giovanni, or Clear Mind as he was now, was an earth pony of middling age with a light blue coat and an even lighter mane while sporting a couple clouds for their cutiemark. Brass Tax, who was Waffen before, was taller unicorn with a brown coat and a golden mane with a couple coins for his mark. Then there was Short Fuse. His height went in the opposite direction to make a short red pegasus with a fiery blonde mane and just as fiery mark decorating his flank. Needless to say, he seemed just as angry in this form as he had in the previous one.

"Much better," Sapphire nodded her approval as she relaxed back into her seat. "Now..." She said sternly. "Start talking."

Instead of explaining, Clear Mind elected to approach her. She raised an eyebrow at him and her eyes seemed to light up when he pulled out a rolled parchment sealed in green goop. "What's this?" She asked aloud as a foggy green glow appeared in the space over her forehead as she took the proffered document. She considered the parcel as she turned it around in her magic before the goop that sealed it shut just simply evaporated. She carefully took a pair of proffered reading glasses from her attendant and placed them on her nose as she unrolled the document.

No one uttered a word while she carefully looked over the words written there. She seemed to be considering the meaning behind the letter as well as the intention of its author. There was one point where something she was reading seemed to catch her off guard, her eyes grew wide and her mouth hung slightly open before she had a chance to collect herself and give the crowd a more measured look.

When she was finished, Sapphire let out a long breath that no one knew she was holding as she slowly rolled the parchment back up. She turned her gaze on the three cloaked guests but seemed to be particularly interested in Clover. "Do you know what Princess Celestia calls you in this letter?" She asked him, not once pulling her eyes away from him. "Clover the Clever," she said, eliciting a gasp from both Blossomforth and Cloud Kicker as well as several of the changelings scattered around the room.

She held up a hoof for silence after a couple moments, the room quickly falling silent yet again. "I would know if this is true," she slowly removed her glasses and passed them along with the letter to one of her underlings. "I would've also preferred that the pony princess not find out about us unless it was on our terms, but since she has..." She paused for a moment to let the tension hang in the air. "I would know if she has any inkling about what the name of Clover the Clever means to the Cocoon Hive and why we would not look kindly on any pretenders."

Clover pushed himself up from his seat and took a step away from the others. All three of the queen's guard jumped to action as they quickly moved in to surround him, making sure he wouldn't have any chance to get closer to their charge. Onyx quickly climbed to his hooves and was ready to come to his master's aide when a mass of bodies piled on top of him, keeping him restrained in the process.

He stopped struggling when he looked up to see his master looking back at him. "Stay where you are," Clover said calmly. "I'll be all right. You don't need to worry." He turned back to face the queen, who was currently smiling at him.

"Do you have any intention of disputing the claim that Princess Celestia places on you?" Sapphire said jovially even as her yellow eyes narrowed into slits, small hints of malice beginning to slip through her facade. "This is the only chance I'll give you to do so, because if I find out you're lying to me..." She let the threat hang in the air while she soaked in all the attention that was being directed her way. "Well, let's just say a quick death would be preferable to what I have in mind."

"No," Clover answered without once breaking eye contact. "I will not dispute it. As much as I might wish otherwise, I am who I am and nothing can change that."

"We shall see," she said as she slowly raised a hoof and tapped it twice on the ground. "Restrain him," she ordered.

All three of the queen's guards quickly followed the order as he felt three sets of hooves wrap around his body. His legs were kicked out from under him and his nose was pushed into the ground. One of them had even taken the initiative to grab the ends of his cloak and fasten it tightly around his body, keeping his wings firmly secured. He did his best not to resist them, but some squirming was inevitable once he lost his balance.

A brilliant green light caught the edge of his vision as cream colored fur was overtaken by emerald flames. Clover peered up just in time to see the last of her blue mane, as well the plush robe she was wearing, be consumed by the magical fire.

As the fire cleared away and her robe fell away in cinders, long slender legs began to clack against the ground as the new figure stepped forward. The color was a rich ebony, made even more profound by the light that shone through the holes scattered throughout each of her legs. Her body now towered over the tallest in the room, making the dark green rings that wrapped around her midsection clearly visible. The dark body was further contrasted by the pure ivory shell that laid across her back as well as the sharp gossamer wings that stretched out behind her.

Her mane was the same bright blue as it had been before, only now it had taken on a more silken quality as it ran down her back. Her eyes hadn't changed much either, keeping the same amber color but making her glare seem far more predatory than before.

Clover saw the sickly green magic wrap around the queen's jagged horn just as he felt something take hold of the mess of brown hair that was his mane. He felt himself violently pulled from the grip of the three guards and brought face to face with the full statue that was the queen of the Manehattan hive.

A glint of silver caught his eye and he looked down to see a long thin knife brushing against the golden fur on his neck. The knife slowly pulled away and floated up next to the queen where she ran her long serpentine tongue along the flat of the blade, a look of delight on her face. "Last chance," she said through a sinister smile. "Last chance to deny the princess's words."

"Just get it over with," said Clover, already bored with the whole cloak and dagger routine.

"Very well," she said as she moved the knife to rest against the side of his neck. "Let's see what you're really made of."

With slow and deliberate movement, the silver blade cut past his fur and into the soft flesh underneath. Clover flinched for only the briefest moment, not once taking his eyes off the one cutting into him. A warm sensation began running down his neck, leaving the surrounding fur sticky and a metallic smell filling his nostrils. Just as soon as it started, it was over. The queen pulled the knife away with streaks of crimson now painting the previously clean edge. Her grip lessoned and Clover fell back into the waiting hooves of the guards. The guards once again restraining him, along with holding a bandage pressed against the fresh cut.

The queen was no longer paying him any mind as she lapped the blood from the blade with her tongue. She took her time meticulously licking the blade clean before sucking up the rest of the sanguine fluid. She seemed to take some time considering something as she rolled it around in her mouth. A mix of emotions she was feeling were on full display for anyone who was watching her. It started with confusion and slowly evolved into shock as a visible shiver rippled over her body. Her expression softened as tears began to stream from her eyes, catching the attention of her guards.

"My Queen?" Brass asked with concern once he saw she was crying. "Is everything alright?"

The changeling queen reached up to wipe away her tears and shook her head. "It's nothing," she said dismissively. "I'm fine. Help him back up," she told them as her tears continued to flow. "Never in my wildest dreams would I have imagined that I'd actually have the chance to meet Clover the Clever, the one who helped bring our hive out of the dark ages and..." She swallowed hard, clearly getting choked up. "My grandfather. Welcome home, Clover."
> Chapter 4: The City Beneath
> --------------------------------------------------------------------------

"What?!" The collective shout of alarm from the rest of the room was so deafening it left the windows rattling.

The guards hastily helped Clover back to his hooves and began fixing his appearance with something akin to reverent awe. "Please forgive our earlier behavior, honored ancestor. We had no idea..." Was all anyone was able to say before being pushed out of the way by an excitable changeling queen.

Clover once again found his hooves leaving the ground as the Queen pulled him tight against her chest and began spinning in a circle. "We had no idea you were still around," she said happily. "You should've looked us up sooner." It took a moment, and her noticing the odd looks her children were giving her, before she realized how childish she was acting. She quickly recollected herself and carefully placed Clover back down, the poor alicorn once again finding himself able to breathe. "I'm so sorry," she quickly apologized. "I don't know what came over me."

"It's fine," he wheezed once his breathing was under control again. "I've had my fair share of overly excitable creatures lately and I doubt I've seen the last of them."

"That's no excuse," she shook her head. "My own mother would give me a solid crack across the chitin if she caught me acting like this with such an honored guest. Even though she'd probably do the same thing," she added the last part under her breath. It was around now that she seemed to really take notice that she had made quite a spectacle of herself as all of her changelings and their recent company were currently gaping at her. She straightened herself up and took on a more regal pose. "Where are my manners," she stood up straight and put a hoof to her chest. "Allow me to introduce myself properly. I am Queen Cocoon of the Manehattan hive, but you may call me Sapphire. What brings an honored guest such as yourself to us today?"

Clover took a while to respond. He was a bit unsure about where to begin with everything that had happened lately and how much of it he should allow to become public knowledge. Fortunately, he was spared from his indecision as Brass Tax stepped up next to his queen and began whispering in her ear.

Sapphire turned her attention to the disguised unicorn as he went on explaining something to her at length. She nodded along while looking a bit annoyed at the interruption, but eventually her shoulders slumped and she turned her attention forward again. "Fine..." She said with some measure of defeat. "It seems it's been quite a busy day, and while I'd love to hear all about your adventures, Clover," she still seemed a bit giddy when she said his name and was clearly having to restrain some childish glee. "I have other matters that need my immediate attention." She turned her attention towards another corner of the room. "Blossomforth," she called out, instantly getting both her and Cloud Kicker's attention. "You and your friend, come stand before me," she summoned them as she took a few steps backwards and settled back into her seat.

While the two creatures got up and moved to stand before the intimidating form that was the Queen of the Manehattan changelings, Onyx had just managed to finish digging himself out from beneath the mass of bodies that had piled on top of him. "Are you all right?" Clover asked from next to him as he peeked one of his wings out from under his cloak and began to straighten the feathers that had been ruffled in the recent exchange.

"I'll be fine," Onyx said quickly. Although, something else was bothering him now. "What did she mean when she called you grandfather?"

"Because I am," Clover said with a sigh as he tucked the wing back under his cloak. "Give or take a dozen some-odd greats. It's a bit of a long story."

"It's not that complicated. He mated with a changeling queen some thousand years ago," Spectrum jumped in, not one for missing an easy jab.

"Spectrum!?" Came Clover's outburst, both wings he had been trying to keep behaved sprung out at once and betrayed his embarrassment. "It's not that simple and you know it." He began to idly hoof at the ground. "There were... circumstances."

"But..." Onyx started to ask, but his master's embarrassment was apparently contagious as his own blush spread across his ashen coat. "How is that even possible?" He charged on. "Aren't you different species? Or is this something else made possible with alicorn magic?"

Clover shot a look at the changeling who had put him on the spot. Spectrum, taking satisfaction that his jab had the desired effect, came to his rescue.

"It's a changeling thing," he started to explain. "A queen doesn't need to mate to produce offspring. However, when she produces a new royal, she needs to..."

"Oh really?!" Sapphire said out loud and cutting off the explanation. The sudden outburst drew everyone's attention to her and made Blossomforth look particularly flushed. "So Clover," she said with a wicked grin. "You were only back in Equestria for a single night and you've already managed to take one of my children to bed?"

If there was a way for his golden coat to turn any more red, it found a way as the blush that was already prominent on his face managed to travel all the way to the tips of his ears. "It's not like that," he weakly defended. "Nothing happened that night except for a fairy having a good laugh at my expense."

The grin didn't leave the queen's face. "Really, now?" She smirked. "That's not what I hear."

Clover slumped his shoulders, "I'm never going to hear the end of this, am I?"

"If it's any consolation," she continued without slowing down. "You have my blessing. A stallion of your standing should have his own herd."

Clover grumbled as he turned his head away from the teasing, much to the delight of everyone else in the room.

The joy didn't leave her face as she turned her attention back to Cloud Kicker. "Don't worry, my dear," she said softly. "We're not going to do anything to you. You aren't the first pony to be counted as an ally among our hive. If anything, you have my thanks for keeping one of my children safe," she gave the pegasus a short bow, leaving Cloud Kicker a bit uncomfortable as she rubbed the back of her head.

"Now," said Queen Cocoon, her attitude turning more serious as her attention turned to the masked changeling in the room. "What exactly is your story? I can't imagine that even that fool of a queen, Chrysalis, would be foolish enough to have one of her own try to infiltrate another hive. Which Hive do you belong to?"

Spectrum snapped to attention once he realized that she was addressing him. "That's a bit complicated," he said at last. "My queen died a long time ago and I've been traveling with Clover ever since."

The queen narrowed her eyes as she stood back up and strode over to tower over the other creature. "You would do well not to test my patience," she said as the temperature around her increased several degrees, her gaze boring into him. "Your scent marks you as a queen's guard. Even the youngest of drones know that a guard cannot outlive their queen."

"He's telling the truth," Clover came to his friend's defense. "Spectrum's been traveling with me for the last thousand years. He's the last one left of your grandmother's hive."

"What?" Clover's words seemed to have taken some of the fire out of her as her animosity made way for curiosity. "But she... that was..." Her confusion was clearly making it hard to form words. "Nothing of the old hive could've possibly survived this long. We don't even have any proper records from back then."

"I need your help," Clover said, getting to the original purpose of their visit. "I can't go into all the details, but Spectrum was hurt while helping me settle a score with an old foe. If he hadn't stepped in when he did, none of us might've made it out alive." He looked over to his friend. "Normally, I would've been able to heal him myself, but my own injuries prevent me from doing so and probably will for some time to come. So I've come to you seeking aid and hopefully find some answers in the process. Answers as to how he's managed to outlive even his own queen and why his native colors differ so much from other changelings."

Her ears perked up as she saw the strange changeling in a new light. "Show me," she said, now genuinely curious.

Spectrum and Clover exchanged a brief look. Clover gave him a nod and reached out with his magic to unfasten Spectrum's cloak and remove his mask. As the fabric fell away, Spectrum's long and torn wings unfolded from underneath. Now that they were in better light, the scuffs and cracks in the white shell that laid across his back were clearly visible. Stained bandages covered most of his body and where they didn't, dark green chitin was clearly visible. What really drew Sapphire's attention though were the gem-like structures that adorned his torso. One of them had clearly been broken by whatever disaster the changeling had encountered.

"What are you?" The queen puzzled while she curiously reached out and touched one of the dark surfaces.

"I don't know," he said as he shied away from her touch. "This happened so many years ago that I don't really remember all the details."

She sat back on her haunches, still clearly curious but lacking any idea of which questions to ask. Eventually she settled on, "has anypony seen my mother today?"

"I believe she's in the library," a voice in the crowd offered.

"Of course she is." Sapphire let out an exasperated sigh as she stood up and began making her way towards the door. Everyone scrambled to either get out of her way or fall in line behind her. A step away from the elevator door she looked over her shoulder at the ponies that hadn't moved. "Come along now," she said a smile cracking across her face. "If anypony's able of shedding some light on our little mystery, it would be my mother."





They followed Sapphire into the elevator box with a number of creatures following behind them. They had practically piled on top of each other in an attempt to squeeze as many bodies into the small space as possible without unnecessarily pushing against their queen. For her part, she acted like she barely even noticed even as Brass Tax pushed his way to the front to push a key into the console. The light at the top flashed red before the box rocketed downward.

Numbers on the display flickered by as they continued their descent. When they passed by the ground floor and kept going, the box jolted suddenly, causing everyone to stumble for a moment and for the pile of ponies to topple over. There was now a lot less space as the mass of bodies pressed even their queen up against the walls. She shot a venomous look at Brass Tax, who was squished up against where he had inserted the key. He just averted his eyes and defended, "I thought they already fixed it."

When the box finally came to a stop and the doors opened, the overpacked space literally spilled out. If it helped with anything, the doors that were trying to close while they sorted themselves out were unable to do so as they kept finding a body to bump into.

By the time they had finally vacated the elevator, Sapphire was looking particularly irritated even if she didn't comment on it. As each of the changelings moved outward and cleared the entrance around the elevator, a flash of green fire overtook their pony forms. The flames went out as quickly as they appeared, leaving a small insect-like pony in its place. Each of them with a dark ebony body and ivory shell across their backs, same as their queen, albeit much smaller and with a much simpler curved horn. Most of the changelings, once reverting to their normal forms, made their way deeper into the cave. Even Short Fuse and Clear Mind had left, leaving Brass Tax as the only one of the guard that remained by the side of his queen.

"They left in a hurry," Clover observed as he once again resettled his cloak over his wings.

Sapphire watched him in amusement before placing one of her hole-ridden hooves on his shoulder to draw his attention. "My children have most likely gone to spread the word of your return through the rest of the hive." She smiled in mirth at the look of shock that appeared on his face. "Also, it is customary to not wear any disguises while in the hive proper," she said as the green glow from her horn reached down and unfastened the cloak from Clover's back. As she removed it, he extended his wings to their full length, giving them a few experimental flaps in the process before refolding the golden plumage against his sides. "Besides, my hive has been very worried since the attack on the capital. Seeing an alicorn, who have expressly been known as Canterlot royalty, walking by my side will put their minds at ease." She then looked to Spectrum, who had once again donned his own cloak and mask. "I will make an exception in your case though," she said skeptically. "It would not be wise for us to let others have a good look at you until we can find out what my mother makes of you."

They made their way into the cave before coming to a rather colorful booth guarding the path forward. It was occupied by two figures, a pony and a changeling, who were both happily chatting it up when they saw them approach. The changeling stood at rapt attention upon seeing the queen while the pony only carried a look of mild interest, but not much more than that. She got up from her seat and carefully folded up the newspaper she was reading before stepping out from behind the security station.

"Queen Cocoon," she said while slowly chewing on her bubblegum. "I had a feeling we'd be seeing you. We don't usually see so many changelings rush through here at once." She closely inspected the party, taking notice of how colorful some of them were. "Did we make some new friends? I heard them whispering something about Clover the Clever as they passed through."

Clover let out a long sigh. This was going to be that kind of day, wasn't it?





If the party had any expectations of what they would find past the checkpoint, none of them would've guessed that they'd find a veritable shopping arcade this far underground.

Changelings were milling around back and forth between booths selling various merchandise ranging from fruits and vegetables to jewelry and other trinkets. Several of them gathered around tables in what appeared to be some sort of café. More still were spotted climbing the distant walls of the cavern and tucking away into small alcoves, which may be the only part they could see that made them look like an actual hive. However, the one thing that stood out the most was every so often you'd see a pony mixed in and milling about with the rest of them.

Onyx was the first to make a comment on the appearance. "I thought you said nopony wore disguises down here," he said, immediately coming to the wrong assessment.

The queen by their side smiled as she looked down at the youngling. "Our hive has been a big part of this city for generations. We have a number of families among pony kind that we've continued to maintain relations with."

"I'm glad to see it's still working out after all these centuries," Clover added as he looked around. He had become increasingly more aware of the eyes that fell on him as they traveled through this city under the city. He caught brief whispers of his name from several of the groups of insect ponies and even a few of the normal ponies mixed in with the lot. He eventually opted to keep his eyes forward when he caught a few of the mares giving him a look that portrayed more than just mild interest.

Aside from a rather risque building with a sign that read "love collection center", everything else seemed really normal as they made their way to the hive's library. The changeling at the front desk barely even looked up when they stepped inside. "She's in the usual place," was all they said before going back to their work.

The library wasn't particularly large. It certainly wasn't even close to the size of the collection that was gathered beneath the Golden Oaks in Ponyville. But what it lacked for in size was made up by its architecture. Unlike modern constructions which used wood for it's interior design or stone that would've certainly been plentiful underground, everything inside was constructed out of a deep green resin. The tome-laden shelves that filled the building emitted a soft glow, eliminating the need to install any interior lighting.

Clover glanced at a few of the shelves as they walked past them. Most of them were fairly common as they ranged from art to literature. That changed when they turned down the aisle for history. The materials that made up the books here were a lot more elaborate than what they saw elsewhere, a few of them even had a leathery smell to them. What really caught their attention wasn't the books, but instead it was the small changeling hanging from the ceiling and wrapped in viscous webbing.

Sitting beneath the unfortunate soul was another changeling queen that looked almost identical to the one they had walked through the hive with if it weren't for the dimming grey of her chitin and red mane in contrast to Sapphire's blue. She looked up from what she was reading, an irritated look clearly visible in her red eyes, and saw the party that had walked in on her.

The change in her demeanor was immediate as her face lit up and a glow wrapped around Queen Cocoon to pull her closer into the waiting embrace. "Sapphire," she said enthusiastically. "You never visit anymore. You should have told me you were coming." She glanced up at the changeling hanging from the ceiling. "Although, I suppose that could've been what they were trying to tell me. No matter, here..." She pulled her close, almost burying her daughter's face in a scroll she had rolled out next to her. "Did you know that during the eighth's reign, she withheld love from a few changelings and tried to force-feed other emotions. I found a whole record buried in the back of how they adapted and which ones... unfortunately didn't."

"Mother..." The queen groaned as she tried to push the old matriarch away. This was why she didn't visit her very often.

"Oh! And check this out," the elder queen dragged her progeny back down the aisle from where they came, not even paying any notice to the group that was standing there and almost running them down in the process. She picked up a leather-bound volume that had been left open to a specific page. "The eleventh experimented with her royal jelly and actually managed to have one of her drones conceive an actual pony," she seemed giddy with excitement that quickly deflated. "Sadly, the infant was stillborn."

"Mother..." The queen tried being a bit more assertive, but it seemed her mother was on a roll as she was dragged to yet another section of the library, leaving the rest of the party having to jog to keep up with them.

"She reminds me of somepony, but who though?" Clover pondered aloud as they came to a stop, the target of their search practically oozing with exciting as she recited some other obscure bit of history regarding the hive.

"She's like an older version of Twilight Sparkle," Cloud Kicker pointed out. "I once went to the library to find something. She found it in about thirty seconds, but then spent the next hour talking my ear off about everything even remotely related."

Clover looked to her and cringed when he finally remembered his own experience when she cornered him in the library. He noticed sudden silence around him and turned back to find the older queen hovering over him and giving him a good sniff.

"An alicorn," she quickly concluded. "Pleasure to meet you, my name's Ruby. I guess my daughter finally found a way to communicate with Canterlot. Anyway," Ruby turned her attention back to her daughter before Clover had a chance to get a word in. "Just think my dear," she said with a excited shiver. "All the things we could learn from our ancestors. If only one of these anomalies were still alive or if they kept better records back then."

"Mother!!" The queen shouted, finally getting Ruby to stop zipping back and forth like a hummingbird. Sapphire was out of breath, her mother was always like this every time she saw her. She tapped her hoof in frustration, not really sure what to say to her. In the end she opted to reach back and drag an unsuspecting Spectrum to stand between them.

Spectrum had been following Ruby's manic train of thought, so he had a good reason to be worried as he felt his disguise pulled away from him. The excitement that lit up the elder queen's red eyes and the excited buzzing of her insectile wings was all the warning anyone needed before taking a step back from the unwilling sacrifice.
> Chapter 5: The Old Hive, Part 1
> --------------------------------------------------------------------------

Everyone had to sprint to keep up with Ruby as she quite literally carried Spectrum away like a child who had just found a new toy and couldn't wait to play with it. They chased her out of the library, around the bend, down several tunnels, and most likely put on quite the show for anyone who managed to catch their little chase.

Clover looked around the place they had ended up, having somehow managed to lose Cloud Kicker, Blossomforth, and Onyx at some point during their little run. If Sapphire's penthouse was the pinnacle of luxury, then Ruby's lab was the complete opposite. Tables filled with beakers, microscopes, and all sorts of equipment that they probably didn't even have names for, were scattered around the room. Large blackboards with with numerous facts and figures lined the walls. And in the distant corner, a disoriented Spectrum had been tied to an empty table. A red-headed changeling queen with a manic look on her face hovered over him as she levitated a particularly large syringe towards him.

"When did she have the time to set all this up?" Clover quickly made his way across the room with Sapphire right behind him. "I could've sworn we were right behind her."

"She's always been like this," she said. "Mother!" Sapphire called out, finally getting the older changeling to stop moving.

"Sapphire, dear!" Ruby called back, looking even more excited. "Are you joining me today? You never take any interest in my hobbies."

Sapphire was thoroughly out of breath as she held out a hoof to the alicorn besides her. "Mother, this is Clover the Clever. THE Clover the Clever. He's reached out to us cause he wants us to heal that changeling you're looking to dissect."

The comically large needle dropped to the ground along with Ruby's jaw. "Are you serious?" She gasped. When she got a nod in return, she abandoned the prone figure secured to the table and walked up to Clover. It was clear that she was really giving him a good look this time. "You're our ancestor?" She asked him with wide eyes, but then she started to pout as she looked back to her subject on the table. "And you're sure I can't experiment on him?"

"I'd like him back in one piece if you don't mind," he said, his eyes remaining fixed on hers. "And in better shape than when we got here."

Ruby broke eye contact as she caved in. "Ok, fine," she said as a spark of magic flicked off her horn. "I guess I can't refuse a request from our honored ancestor." The restraints that held down Spectrum released their prisoner, but when he tried to push himself up, the table overturned itself and dumped him into a freshly opened hole in the ground.

Spectrum fell face first into a pool of green sludge. The substance quickly caused the bandages wrapped around him to loosen and float to the surface. After a moment, a slime covered hoof shot out of the amorphous substance as Spectrum scrambled to find purchase. "What is this stuff?" He said as he looked at the now glowing appendage.

"That," said Ruby as she stepped up and began arranging her notes, "is a modified version of our resin. It's very diluted and doesn't do much except infuse the resident with ample amounts of love energy. Oh, and it'll allow me to use the hive mind to link to your memories as if you were one of my own children."

"You're going to do what?!" Spectrum was now trying much harder to get out of the pool, but with the addition of the resin, it was far too slippery to get a grip.

"Oh don't be like that," Ruby tried to reassure him. "It's mostly harmless. You just need to dive in the water, take a little nap, and when you wake up everything will be all better."

"And I'll be here to make sure she doesn't try to carve off any pieces," Sapphire gave her mother a stern look.

"Oh, when did I ever do that except for the one time," Ruby gave her a playful smile.

Spectrum looked desperately to Clover, hoping for an out. "You can't expect me to stay here with this crazy mare while you run around the city, forming your own herd?!"

Clover leaned down next to his friend, who breathed a sigh of relief until he saw the smug grin on Clover's face. "How many times do I have to tell you? I'm not trying to start a herd." Clover then placed a hoof on his head and plunged him deep into the healing waters.





Yes, mother. Understood, reported Number Four as they looked down from their cover in the treetops. Two more ponies have passed the third checkpoint, they have some sort of wolf with them that appears to be checking the trail for scents. They only had to wait for a moment before any further orders were felt along their bond. I will not fail to bring them in... Yes, one of them has a horn on their head just like Prey 42.

"I still think we're wasting our time," buzzed Number 47. "We've been hunting these new creatures for a while now but they all still expire shortly after feeding."

Number Six gave Number 47 a smack across the back of the head before continuing their vigilance. "We aren't here to think," they snapped. Most of the hive was completely obedient, but every once in a while, one was born with a few odd quirks. It was fine as long as they continued to do their work, nothing else really mattered. If anything else, it was more of a miracle that Number 47 still managed to survive despite constantly being on capture missions. Mother seemed to tolerate this drone's growing independence, despite it not being one of her guard. The only thing they really knew about this strange drone was that Mother had been performing some sort of test on them along with Number Three. They shivered at the thought of what else had been created from Mother's experiments, glad that they hadn't been subjected to something similar.

They all got quiet as their targets drew close to their tree. The dozen changelings hugged their thin wings close to their bodies to keep any errant buzzing from alerting their prey. The pair of ponies must've sensed something was wrong for they both snapped to attention, whipping their heads back and forth as they eyed their surroundings.

The forest itself seemed to hold its breath for a long moment as the tension drew itself out. "You hear that?" Said the female horned one.

"It got quiet," said the male smooth brow. "I don't like it." He looked to his canine companion, "you smell anything, boy?"

The wolf continued to sniff at the ground. It padded in circles as it made its way up to the tree that the squad hid in. It pawed at the tree for a moment before taking a few quick steps back and growling.

No words or visible signal was needed for them to know that this was moment to strike. All it took was a single thought from Number Four, and they all dropped from their hiding place in the trees.

The squad fell on the duo so quickly that the ponies barely had a chance to fight back. It would've been a clean takedown if the wolf hadn't alerted them to their presence, but it was of little consequence in the end. Three changelings fell onto the female, sinking their fangs into her neck, back, and flank. The toxin they carried quickly slowing her motions and it only took a moment before she was struggling to stay upright.

"Carnelian!" Shouted the male. He was still standing strong, despite the fact that five changelings had already administered their bite. The smooth browed ones seemed to take quite a bit more to bring down. That was why they had started with four drones and a guard, hoping that would be enough. The male bucked and thrashed, quickly throwing two changelings off himself, even as another three dove in to take their place.

"Carnelian!" The male shouted again. The changelings had no idea what the word meant, none of them were infiltrators. "It's just like the reports said. Send the flare!" He tensed his muscles, despite the fact that his knees were starting to buckle from the effect of the venom.

The female wasn't faring as well. Her eyes were barely open and it required little to no effort to keep her restrained. Her ears twitched along with the male's shouting. It seemed to take everything she had just to move her head even the smallest amount. A red glow appeared around her horn, causing the squad to tense up. Somehow, the pony had been able to stave off the poison this long. However, the only blast she managed to fire off, before finally succumbing to the poison, didn't even come close to hitting any of them as it flew up past the canopy and exploded with a loud pop.

They all breathed a sigh of relief when she finally fell unconscious. These ponies had all sorts of surprises to them. The smooth browed ones were particularly sturdy, evidenced by the fact that the male was still fighting after receiving at least a dozen bites. The horned ones weren't quite so sturdy, but the energy they fired off from their horns wasn't to be trifled with. Fortunately, these ponies didn't seem to come in any sort of flying varieties, at least none that they had seen so far.

Number Four walked up to them, having already dispatched the wolf. The canine's teeth were probably the biggest concern among their prey. However, Mother wouldn't mind them having put down such a meager food source, since they got far more from the ponies anyway.

The male continued to growl at them, it seemed strange coming from a race of herbivores. Their anger was pungent as it permeated the air. That was fine, they'd make good food once they got them in a pod to filter out everything but their love. "Your days are numbered, bugs!" The male spat at them, despite the fact that no one understood the noises he was making. "Daybreaker's forces will soon be here. My sacrifice won't be for nothing." He began to bellow with laughter, even as his eyes rolled into the back of his head and he collapsed to the forest floor.

"Why are the smooth browed ones so sturdy?" Number 47 questioned.

An angry buzz came from Number Six, causing Number 47 to jump. Mother might've had her reasons for this strange drone, but damn it if they got on their nerves with all the questions.

Enough! Return at once. Mother ordered, interrupting Number Six's feelings of discomfort. There was some uncertainty to her thoughts that hadn't been there before. A few of the changeling drones tilted their heads for a moment, before getting to work securing their prize. Clearly they had all heard mother's disquiet.

Silence was their only companion as they traveled back to the hive. The prey had been thoroughly bound, including their recently modified resin to restrict the horn of the female. They weren't expecting her to wake up, but several drones had already been lost on previous expeditions from not being cautious enough with these horned ones.

They reached the hollowed out tree that was their entrance on this side of the hive. They could've traveled further on the surface, but the forest still had dangers that could threaten their small squad. Plus, they didn't want to give anything the chance to steal their prey. They carefully crawled through the catacombs, the many paths through the ground designed to get intruders lost without the familiar scents to guide them. They were finally able to relax when the chambers widened out and more of their siblings moved in to flank them. The new additions to the group relieving them of their burden and giving them a chance to rest.

There was a surprise waiting for them when they entered the feeding room. Mother had been personally waiting there for them. She almost never came down here, choosing instead to command the hive from the security of her chambers. She was busy conversing with Number Three as they both stood by the pods that held the results of recent hunts. As well as the largest pod in the room, the one that contained Prey 42.

Prey 42 was a member of the equine species that had been settling near the hive in recent days. Before his capture, they had collected a couple of the creatures that had strayed from the rest of their herds, they were quite potent in the love that could be harvested from them despite how quickly they would expire once placed inside pods. However, that all changed when they found the now designated Prey 42 sleeping in the woods. No real effort had been expended to capture him, and far more love had been harvested from him than any other specimen, despite his apparently weakened state. It was thought he would expire faster than normal with how quickly they were harvesting nourishment from him. However, despite their expectations, they had been able to feed on him for months on end and he showed no signs of slowing.

Mother showed no surprise when she turned her attention to their presence. She always knew where each and every one of her children were, for they were but extensions of her will. "Well done, my children," she smiled at them. Something felt off about Mother's smile. Her concern was palpable, causing many of them to buzz nervously.

Number Three stepped forward and directed them to place the smooth brow into one of the feeding pods. It took four of the drones to haul him up to the edge of the pod and tip him over until he sloshed in. Whatever color the creature may have been, they now appeared to be little more than a silhouette in the green slime.

A muffled scream broke out behind them as soon as they had deposited the male. A dozen eyes turned back to the horned female as she pointlessly struggled against her bonds. Her eyes looked down in a panic at the resin that kept her from speaking. The rapid rising and falling of her chest gave way to further panic when any effort to use the horn resulted in little more than the resin coating it to start glowing.

"You caught another unicorn!" Number Three shouted in excitement, her wings buzzing happily. "I was hoping we'd find another one soon. I've got so many ideas I wish to try out." Drones appeared from behind several of the pods, they were slightly larger than normal and had no trouble carrying the female off and securing her to a slab of stone in the back.

A collective groan came from Numbers Four and Six. They didn't know why their fellow guard had been assigned to such strange activities, but the screams that occasionally echoed from this place unsettled them.

If Mother was displeased by their attitude, she didn't show it. "Numbers Four and Six. Return to point of capture. Stand guard upon your return."

They followed Mother's orders without hesitation, eager as they were to vacate the area before Number Three got started with whatever it was she was doing. The drones assigned to them quickly followed, and while they didn't often express themselves, even they appeared eager to leave as soon as possible.

"Number 47, remain," Mother ordered as the rest left. Number 47 froze in place, a slight trembling was visible in his actions as he approached Mother.

"Yes, Mother?" He said nervously. They weren't about to disobey a direct order from her, but they were still afraid of what else she might do to them.

"Curiosity, apprehension, and fear," Mother mused aloud. "All traits that are unfitting of my children." Surprisingly, she smiled. "It looks like the experiment is showing some interesting results. Tell me," she said as she laid down and made eye contact with one of her children. "What other thoughts have you been having since you took on the blood of Prey 42?"

"I... I..." He stuttered. They knew from the rest of their siblings that it was unfitting of a drone to be expressing themselves as they had been doing, but Mother had asked. "I've been wondering why I feel so strange lately. Also, why does the sun above the forest seem angry? And the moon so sad?" They added quietly at the end.

"Interesting," Number Three chimed in as she trotted up from where she had been securing her new toy. "We finally got the blood to take and the resulting drone has increased cognitive function. The others either exploded or just melted into a puddle. We've tried it with blood from the other unicorns we've captured and it usually just results in a sick drone for a couple days with no lasting effects."

"I wonder what's so different about this one," said Mother as she stood back up and walked over to Prey 42's pod. She rested a hoof against the surface that contained the sleeping pony within. Once again, the unicorn's eyes cracked open and looked right at her, causing her to jump back in surprise. No matter how often it happened, it unnerved her every time. None of the other prey they had in the pods ever showed any signs of consciousness once they had been entombed. However, Prey 42 continued to show signs that they were fully aware of what was happening around them.
> Chapter 6: The Old Hive, Part 2
> --------------------------------------------------------------------------

"Oh, this is absolutely fascinating!" Ruby excitedly darted back and forth with her freshly filled notes. At some point during the memory dive, she had started gathering blackboards from around the lab and began filling them with new notes and calculations. "I never would've imagined that one of the old queens altered the blood of one of her drones. We don't even have any records going back that far!" She was beginning to drool with all the possibilities that now came to mind. She was beginning to look hungrily at the pool where the anomaly slept. If only she could get a closer look...

Without warning, a paper fan smacked her across the back of her head, pulling her out of her reverie. She shot a glare back at one of her daughter's drones, that had been standing guard over her, but she only got a bored expression in return.

"I don't know how many times I have to keep telling you," said Sapphire from the beach chair a drone had brought her to relax in. She had been using the time to go over the plans for the upcoming show, but she didn't dare take her eyes off her mother. "Grandfather left Spectrum in our care and I won't have you doing anything unseemly to him." Clover had indeed left Spectrum to their care, as he went off to find where Onyx and the others had run off to.

"But Sapphire," Ruby whined, "don't you want to uncover the secrets of our hive that are literally right in front of us?"

Sapphire huffed. "Personally, I find the idea of experimenting on any of my children creepy to the extreme," she said. "It may have been our way at one point, but times change." Her mother had always been this eccentric and, while she wasn't like this all the time, it had gotten worse ever since she'd officially retired. She had become more of a recluse and possibly a bit unhinged. "You'll just have to be content with memory diving."

Ruby continued to look annoyed, but turned back to her work. She had something else she wanted to try that shouldn't present any risk to the sleeping changeling. In theory, she should be able to follow along the traces of his old link and pick up on any buried memories his old queen might've left behind. Well, there was one way to find out.





Mother was roaming the hive. She had been feeling restless ever since she heard what that pony had said about them being attacked. Very few of her children actually knew the language of their neighbors. It was only practiced by the few among her changelings that worked as infiltrators. This of course included Number Three, who had been tasked to use any means necessary to find out why one of the ponies refused to expire.

Looks like the new unicorn passed out again. Need to try something else.

It's too quiet out here, but Mother told us to keep watch.

One of the grubs are missing... Again. Are they hiding behind the... Here they are!

Why does Mother need to experiment on me? And why do I feel so out of place lately?

The chorus of voices that belonged to her children were always present. The last one bothered her, though. Only Number Three had been made privy to why the experiments were necessary. It was because she wasn't as young as she once was. She could feel the march of time weighing down on her. Her children, and more importantly, her line needed her to produce a royal heir. Her mother had emphasized how important it was to find a strong mate from among the creatures the hive preyed on in order to sire her princess. She was hoping that Prey 42 would be the answer she sought, but it wasn't looking hopeful. After all the children that had died from his blood, when one finally survived, their altered mind worked against the unity that the hive mind afforded them. Sure, Number 47 was showing some small signs of increased endurance, but it was pointless if their wandering mind took away from the hive's unity.

She bit her lip, it was so frustrating. She wanted to find a stronger specimen among the ponies if there was one to be found, they certainly had a lot of variety among them. She could go back to the fantasies she had in her youth and try to capture a minotaur. One of them would surely be strong enough to make sure her descendants would grow up strong, but they were about as elusive as they came and their strength... She had made an attempt to capture one a number of years ago when she was much stronger. That endeavor had cost her about half of her children and she had to abandon the attempt before it cost her everything.

Did you hear that? I don't think we're alone.

The ground's a bit too soft. Use more resin until this tunnel's stable.

That wall's too slick, get down before you... hurt yourself...

Sorry, Mother. I failed again. These unicorns are just too fragile. I still can't figure out what makes Prey 42 so different than the rest. We're podding the female to salvage what we still can.

Mother let out a long sigh, maybe it wasn't meant to be. She'd have to figure something out and soon if her hive was to survive. Maybe she should widen her net a bit. There were still a few griffons that wandered close from time to time, perhaps they could...

She stumbled forward, catching herself before she smashed her face into the ground. Something was wrong. One of her children, nay, one of her guards just went silent. Number Four? Answer Me! She called out across the hive mind. She couldn't feel them anymore.

The chorus of voices went silent in the wake of her panic. She strained herself, focusing in on Number Six's mind. Both of them should be together. What she found made her heart stop.

Mother?... The response was weak, Number Six's body felt numb. It happened so fast... I... We...

What happened?! Mother did her best to harden her heart. She couldn't hear any of her other children near them and Number Six wouldn't last much longer.

"Have you seen any sign of where our scouts went?" Number Six was just barely able to make out the voices with how fast they were fading. The guard wouldn't be able to understand the words but they were still using the last of their strength to listen, hoping that Mother would hear something that would help.

"Yes sir," came another voice. "I saw the flare and was able to follow from a safe height. There's no chance they saw me. It seems that these bugs don't have anywhere near the visual acuity of a pegasus pony in flight."

In flight?! Mother bit her lip in frustration, her intel was incomplete. These ponies did have a flying variant and that spell the unicorn had fired off wasn't an attack after all. They had been calling to the rest of their kind.

"And you found the entrance to the nest?" Mother's jaw dropped, finding herself unable to believe what was happening. "Yes, sir. There's a path below a nearby tree. I can lead you right there."

Her breath caught in her throat. She was in danger. Her hive was in danger. This group of ponies had taken out a whole squad of her changelings, including two of her precious guards, so quickly. The amount of damage they could do to the hive...

"Sir, this one's still alive." She held a hoof to her chest, there was nothing she could do for them. "Finish it off then." The order came so causally. "We've found the source of the infestation. Once we take out the nest, Her Majesty is sure to reward us."

The sharp pain and sickening crunch that was transmitted over the hive mind was the last thing she felt coming from Number Six. She reached out one last time, hoping that any of her other children might've survived, but she was greeted only by silence.

Her chest ached, it was always painful when she lost any of her children. More so when she lost one of her guards, each and every one of them had been carefully selected and groomed to be her presence in the world. There would be time to grieve later, Number Six had used the last of their strength to warn the hive of the incoming dangers.

The rest of the hive remained silent. They could all sense Mother's trepidation as they waited for her to make her will known to them.

She couldn't wait, now was the time to act. My children, we are in danger. Numbers Five and Seven, secure the entrance. One and Two, protect me. Eight and Nine, collapse the entrance to the hatchery. If I am to fall, you know what must be done.

A flurry of activity set the ground to trembling with her children moving into position. Two gargantuan changelings lumbered into her chambers, their bodies much larger than they had any right to be. They had been bred back when she was hoping to take down a minotaur. However, their mutation had robbed them of their ability to camouflage themselves. Making them terrible for anything that required stealth. However, they were an absolute terror as combatants.

Mother, what do you need of me? She had almost forgotten about Number Three since she wasn't suited for combat.

Hide. She ordered quickly. If we fall, you must pass on what we have learned to the new queen that Numbers Eight and Nine will raise.

The pain that washed out from her children was apparent at the mention of what she was suggesting. Be strong my children. We will overcome this threat.

A loud rumble echoed down the tunnels accompanied by the quaking of the ground beneath them. The hatchery had been sealed and they would have to dig it back out once everything was over.

Mother! They're here! A panicked cry entered her mind at the same time that shouts echoed down through the tunnels. It was far too soon. Even if they knew where the entrance was, these creatures were moving far too fast. Her children hadn't had enough time to prepare.

Just as quickly as what had happened in the forest, a dozen of her children went silent. A chill ran down her spine when she realized that Numbers Five and Seven were among them. "So fast..." She trembled at the sensations she was feeling. None of these ponies had ever put up much of a fight before now. "What did we miss?"

Her escort shuffled uneasily on their hooves. Like the rest of her children, they could sense her mood and right now it was making them uneasy.

Mother! Came Number Three's panicked cries. They're in the pod room! I... Ah!!

Thoughts and sensations were rushing into her, granted to her by each of her children on their dying breath. She saw as the invaders, armored in gold as they were, rushed into the hive and crushed her children as they stood against them. Her heart ached, she felt like she was falling apart with every life that was snuffed out.

"What's going on in here?" She heard voices coming from Number Three. The connection was weak, they were just barely holding onto life. "Your Grace," Number Three focused her eyes on the armored pony that spoke. They were saluting one of the smooth browed ones, one of the earth ponies. The earth pony was wearing a finely trimmed jacket over their brown coat and they appeared to have made some effort to shape and trim the red hair that grew on their face. "It appears these are the ponies that've been going missing. Look, I see our missing scouts from earlier today." A look of disgust make its way onto the face of their leader. "Disgusting," he shied away from the pods that held the hive's food source. "Get those ponies down from there. We're ending this infestation, today. I'm sick of scrabbling about in the dirt like some commoner. Daybreaker will have to see my worth after this."

Warcries from the invaders and the screams of her children echoed through the tunnels and into her ears, pulling her attention away from Number Three's plight. The sounds of dozens of hooves trampled the ground like rain, and now she was starting to believe that it'd be the last thing she ever heard.

Her guards snapped to attention. She could almost hear the sound of their chitin grinding against itself with how tense they were. They had to know how hopeless it was, but they were still going to give their all to protect her.

A force of armored ponies rushed into her room. The short time they took to assess the situation before moving to action was uncanny. Barely a moment passed before three of the earth ponies converged on Number One while unicorns fired beams of light shot over their backs to pin Number Two back against the wall.

Mother averted her eyes from the blinding light, the sounds of combat and the cracking of chitin filling her senses. When the light died down, one of the earth ponies had staggered back, now favoring one hoof over the other. However, Number One, the strongest of her children, was now crumpled into a pile in the corner with their head caved in. She backed away as the invaders began to advance on her while she shot a look to Number Two. No movement came from the last of her guards. The light that pinned them against the wall wasn't stopped by their body, instead it had passed on through, leaving dozens of new holes peppering their entire body. Mother now found herself in the worst place any changeling queen could possibly be, alone and surrounded by enemies.

When they struck, it was just as fast as it had been with her children. She felt solid hooves dig into her abdomen and at the same time, the light that had ended her strongest guards tore past her, stealing her breath as she felt searing pain tear through her wings. She barely had time to register how hurt she was before her legs were swept out from under her. Pain shot through her skull as her face crashed into the ground so hard that part of her jagged horn chipped and broke on impact. Air rushed up through her once she stopped moving, causing her to cough up a glob of green blood.

Somehow, through all that, she was still alive. She couldn't even move and she was so disoriented that she couldn't sense any of her children, although they may now all be dead with how quickly these ponies had dispatched the finest of her guards. Mother peered up from her position, seeing the faces of her captors look at her with mixed expressions of either disgust or detachment. They had torn through her hive so quickly, but why hadn't they finished her off yet?

The answer was soon to come as the pony that Number Three had seen in charge of this group slowly walked into the room and peered down his nose at her. His irritation was palpable, like the act of wiping out her hive was more of an annoyance than anything else.

"So this is the creature behind the abductions," he said as he walked up to her. He pushed a hoof under her chin and lifted her face until he met her eyes. "Absolutely repugnant," he admonished. "To think I had to use my own resources to take care of this infestation." He leaned down and looked closer at her. "So tell me, monster," he said in a voice that was far too calm. "Were you planning on eating these ponies? Or is there something else you use them for? It doesn't matter," he shook his head. "It ends now."

He looked to the rest of the ponies surrounding him. "Continue searching the caves," he ordered as he swept a hoof across the room. "I don't want a single one of these vermin to get away. Make sure they're not holed up anywhere. Check for any recently collapsed tunnels, I don't want to find out that they went and buried themselves somewhere. We'll keep this one intact. The researchers back home could use something interesting to dissect."

Panic settled into Mother. If they were as good at searching as they were at disposing of her children, then it was only a matter of time before they found and dug out the hatchery that was the only chance of her hive surviving. Numbers Eight and Nine! She desperately called out over the hive mind, her thoughts felt cloudy though. It was around now that she caught the glint of something shiny on her head. Something had been placed on her horn. It was cold and bent hastily into shape, and she found that she couldn't feel anything past it, not even her own horn. If there was a chance that any of her children were still alive, she couldn't feel them without access to her horn.

Another one of the ponies rushed into the room at a mad gallop, sweat was steaming off his coat and one of his eyes were swollen shut. "Duke Greengrass!" He shouted. "We've had some trouble with freeing the prisoners."

The duke didn't look like he enjoyed the interruption. "What?" He snapped as he recognized the pony. "Did these foul insects actually manage to levy a counterattack?"

"It wasn't the bugs..." He got out between rapid breaths. "One of the captives went on a rampage when we freed them."

"Is that all?" The duke started to laugh. Several of the soldiers began to laugh along with him. "You almost worried me for a moment there. I'm sure more than a few ponies would be erratic after being cooped up like that. Begone with you, and don't bother me again unless something actually important happens."

"But..." He started to say.

"But nothing," Greengrass shooed him off with a hoof. "Don't forget what I pay you for."

"It's Clover!!" He shouted out in desperation.

The laughter died down immediately and Mother noticed a significant drop in the temperature of the room as everyone stared at the entrance. The duke didn't share the concern of the others as he scoffed. "Oh please," he said. "Don't tell me you all believe the stories about how he tore through the royal guard after the defeat of Nightmare Moon. There's no way any pony could possibly..."

A loud boom reverberated through the only tunnel out of the room. The force of the vibration was so powerful that it left Mother's teeth chattering. A second shockwave passed through the room, this time accompanied by several high pitched screams.

Every last pony, including the duke, turned to face the entrance, leaving Mother to wonder what new threat had made its way into her home.

The ground shook a third time and this time the screams were cut short.

The earth ponies hastily formed a line in front of the entrance while unicorns lined up behind them. Some of them conjured a shield in front of their defenders, while others looked to be preparing an attack.

Every creature in the room was deathly silent as they all watched the entrance, even the duke was starting to look worried at this point.

Prey 42 stepped into view, his coat was damp and darkened with the viscous green sludge that hung from his body, his mane was padded against the back of his neck, and his eyes... The anger that seemed to radiate from them... "How dare you ponies wake me up!" The rage that poured from his words washed over everyone, causing several of them to step back. "How dare you drag me back into your world!"

The nerve of one of the earth ponies broke as he began to scream hysterically before charging in. Prey 42 snapped his eyes to the assailant and a moment later they found their head planted neck deep in the ground with a hoof planted firmly on the back of their head. The rest of their body twitched violently for a moment before collapsing limply to the ground.

As if that had been the que for the rest of them, the other earth ponies rushed in even as unicorn fire lanced over their heads. Mother couldn't do anything but sit and watch as Prey 42 effortlessly destroyed the same force that had ravaged her hive. Bodies were left in his wake, some of them just barely managing to survive contact, but were still clearly out of the fight with the way they now lay on the ground.

Behind him, dozens of her remaining changelings swarmed into the room and began using their resin to secure the fallen attackers. He turned his attention to the unicorns as their magic bounced off some sort of shield that wrapped itself tightly around his body. She didn't even see him move when one of the attacking unicorns suddenly fell screaming to the ground, the horn upon their head now a broken mess as blood gushed out around their skull. That was all it took for two of the remaining casters to tuck themselves to the ground in submission while the last of them broke into hysterics and ran face first into a nearby wall, knocking themselves out.

"It's true... It's all true. Clover... You're a monster," the duke pressed himself against a wall as mad trembling ran through his entire body. "Why?! Why would you turn your back on your own kind?! Why have you sided with these bugs?!"

Clover, as Mother now knew him, turned his attention to the one that had torn her hive apart. A green glow wrapped and pulled at the earth pony, bringing him face to face with Clover. "Because," Clover said through a sneer. "Whatever strange magics these creatures employ, it keeps me from having to feel anything." He casually tossed the duke into the waiting embrace of the hive before stepping up to stand before Mother.

Even though she was much larger than him, she felt small under his gaze. A feeling of fear and excitement coursed through her body as he watched her. She should be looking for a place to hide, but something deep inside pulled at her, pushing her to get closer to him.

She tried to push herself back up, but her injuries barely allowed her to sit up. There was pain, yes. Pain and something else she couldn't identify just yet. There was also the silence. Mother could see her children from across the room, but she still couldn't hear them.

Clover moved closer yet as he began to examine her with a look of curiosity. His unique smell began to fill her nostrils. Past the smell of sweat and slime, there was a grassy, musky scent to him that tickled at her senses. She felt a pinch of pressure on her horn before Clover backed away and let the broken ring fall to the ground.

Mother! Mother! The shouts from Number Three were clear as day once the object was removed.

I'm here, my child, she breathed a sigh of relief as she reassured one of the few guards that still remained in her hive. I think we're out of danger.

The emotions that flowed into her from all over the hive made her heart ache. The ever-present feelings she lived with every day felt strange when she had only spent a very short time separated from them.

She looked up at the pony that had come to the rescue of her and her hive. A desire, a craving, began to rush through her. It filled her chest and worked its way down to her loins. Her eyes widened as it dawned on her what was happening.

Mother, are you alright? I sense you're in distress. Number Three quickly came to her aid.

I think, Mother didn't want to say it. Saying it would make it true, no matter how bad the timing was. But there was no way she'd be able to hide this. I think I'm in heat.

A deafening pause was the response she received. Either Number Three hadn't heard her or was busy coming to the same conclusions she had. There couldn't be worse timing for you to go into your final laying.

The hive was in ruin and she was in heat. Their chances of survival couldn't be much lower. She turned her attention to the pony that still stood in the room, he seemed uninterested in his surroundings as he just stared off into space. Hunger continued to build inside her the longer she watched him. It wasn't the sort of hunger that she and her children lived with on a daily basis, the kind that pushed them to feed on love. This hunger was far more primal, the sort of hunger that imprinted itself on her body once it had decided on her mate, and this hunger could not be denied for long.
> Chapter 7: The House of Pancake
> --------------------------------------------------------------------------

Clover eventually made his escape from the depths of the hive with his student, Onyx, in tow. He wasn't a prisoner, not by any stretch of the imagination, but he already felt like he needed some space. After leaving Spectrum to the tender care of a changeling queen, his stay had been... eventful. He had been exploring the underground of Manehattan, looked through the shops run by both changelings and ponies, and sampled a number of dishes in an effort to keep his magically enhanced appetite at bay.

He had also garnished a certain kind of attention in his wanderings. It might not have been so bad if it were just the changelings down here, as they just tended to treat him with a degree of reverence. However, the ponies, namely the mares, were a completely different story.

He could barely get a moment to himself before another one would find her way to his side. They would bat their eyes and wiggle their hips in an attempt to draw his attention, but then things got out of hand when one of them brushed alongside him in a far more possessive manner. He managed to escape the ensuing bloodbath that followed, but enough was enough. Sure, there were a number of stallions who would've loved to be in his position, but he wasn't one of them. An old friend of his would've enjoyed the attention, even relished in it, but Clover did not. There had only even been two mares he had ever sought companionship from, and since he'd been back, he barely had a single night alone with Luna. Clover's eyes dropped to study the floor as he remembered the other one. Before Luna, there had been...

Onyx didn't miss the sigh that escaped him as the elevator made its climb back to the surface. "Master Clover, is everything alright?"

"Huh?" The question snapped him back to reality. He had completely forgotten that he wasn't alone. "Sorry," he said. "I've just got a lot on my mind."

"Does it have anything to do with the appointment you received from Princess Celestia?" Onyx asked, making an educated guess.

A smirk found its way onto Clover's face as he reached up and ruffled the teenager's mane. "Is that what you think I'm preoccupied with? Tell me then, what do you think about that move she made?"

Onyx pulled away in annoyance and straightened his mane before answering, "I had a chance to speak with her during the three days you slept. Please don't take offense, but she seems very wise and nothing like the 'obstinate brat' you always made her out to be. She clearly sees some advantage in keeping you close at hoof."

The smile on Clover's face was a bit more relaxed now. He had to remember that Onyx was originally raised as a prince, of course he'd be reading into the actions of those in power. "Indeed she does," he said. "That's something I'll have to figure out when I'm next in Canterlot. I still don't know what exactly an archmage is supposed to do in this day and age."

"Canterlot is the current capital, correct?" Onyx asked.

"Yeah," said Clover. "The seat of power was moved from their castle in the forest to the unicorn city in the mountains after the two sisters fought." He grew quiet as he seemed to reflect on that for a moment. "I guess she didn't want to keep living in the place they grew up after everything that happened."

"If you're not thinking about the Princess's appointment," Onyx went back to thinking. "Then perhaps it would be the attentions you've been drawing from the fairer sex?"

A single chuckle bubbled up from Clover's throat. "Well, aren't you perceptive? Or have you been thinking about your own prospects? Don't forget that anyone in this age is gonna think you're too young for a while yet."

Onyx grumbled under his breath as the elevator came to a stop and opened up into the lobby.

They made their way through the lobby, where Clover received several awkward bows from the ponies already there, leaving the ones out of the loop to gossip amongst themselves, and asking if he was someone important. By the time they stepped out onto the street, Clover was already looking worn out, despite how early it still was.

"Master Clover?" Onyx asked worriedly. "Are you sure you're alright?"

Clover took a deep breath of the stagnant city air. "I'll be fine after some fresh air and a little breakfast. I sure hope whatever I end up doing in Canterlot doesn't have me dealing with this much attention on a daily basis."





They made their way down a few blocks, before stepping into a small little diner. After being shown to their table and sitting down, Clover looked far more relaxed than he had all morning.

"Finally," he remarked as he sank into his seat. "Some peace and quiet."

"Is that really all you've been seeking this morning?" Onyx inquired, finding his master's antics amusing. "And are you going to eat as much as you did yesterday? Forgive my rudeness, but watching you eat is a bit horrifying."

Clover grimaced. "I don't think it can be helped right now," he said apologetically. "I actually find it more unusual that I'm going through this a second time. The first time I awoke to find myself changed, my appetite took a couple years to settle down and when the royal sisters had a similar experience, I was able to observe this same behavior in them as well. Whatever it is that happens early in an alicorn's life seems to give them an absurd appetite. I imagine young miss Twilight Sparkle has already had her own fit of hunger pains to deal with." A wry chuckle escaped his lips. "I can't imagine what would happen if one were to find themselves with foal. If that's even possible."

Onyx looked like he had more he wanted to ask, but that was when the waitress made her way to their table. "Sorry for the wait," she said. "My name is Quartz and I'll be taking your order."

Clover looked up from the menu and had to blink a couple times at the one taking their order. Very rarely did he see a pony whose coat matched their mane, and never had he seen both be the purest white. Realizing he was staring, he looked down to his menu and placed his order. "Sorry," he quickly apologized. "I'll have the all-you-can-eat waffle breakfast."

"Ok," said Quartz as she jotted it down before looking to Onyx. "And for you?"

However, Onyx was doing his best to look small as he hid behind his menu. "I'll just have the haycakes," he said in as quiet a voice as he could manage.

"Ok," she said as she marked off her pad again. She clearly didn't have any trouble hearing the youth, who decided to get shy all of a sudden. "I'll have put these in right away. It shouldn't be too long." She turned to leave, but then looked back right at Clover, a confused look on her face. "I'm sorry, but have we met before?"

"I don't think so," Clover said instantly, he had already thought about it after all. "I think I would've remembered somepony like you."

She took another moment to consider him before nervously nodding and ducking back into the kitchen. Once she was out of sight, Clover turned his attention back to Onyx, who was just now coming out of hiding. "What was that all about?" He admonished. "It's not like you to get all shy all of a sudden. Unless..." He trailed off. They had been talking about relationships earlier. "Do you find her cute?"

"What?!" Onyx slammed down his menu, his perked up ears now getting red at the tips. "No! It's nothing like that!" He began to trace a hoof around on the table. "Sure she's pretty and she looks like she's around my age, but..."

"So talk to her, what's the worst that could happen?" He asked. Clover wasn't much for this kind of thing himself, but even he knew that the worst thing that could happen is that she was either not available or wasn't interested.

"It's not that simple," said Onyx as he folded his menu back up. "Master," he said, a serious look on his face. "That was a crystal pony."

Clover's eyes grew wide. "Oh," was all he could think to say. "Should we go somewhere else?"

"No," Onyx was quick to shut that down. "I'll be alright. Besides, I'm not going to be able to avoid them forever."

"I thought I saw yous come in!" Came a call from the direction of the kitchen. Onyx was about to hide under the table when he noticed that this voice was male. He looked back in the direction of the kitchen to find a very familiar earth pony with a dark patch of fur over one eye and wearing an apron.

"Waffles!?" Exclaimed Onyx. It had been a few days since he fought with the pony and he had mostly forgotten about him. "What're you doing here?"

"Pfff," Waffles scoffed. "I live here." He slammed his hooves sharply on the table and looked back and forth between them. "What about yous?" He said. "Last I saw yas, those bugs were dragging you away to their lair or somethin'."

"I think you made a friend, Onyx," Clover couldn't help but be amused by the wannabe punk's reappearance. It was certainly a refreshing break from having every mare in the underground proposition him.

"No one's askin' you, old timer," Waffles dismissed Clover out of turn. "Last I saw yous, yous were letting other ponies do your fightin' for yas." His eyes looked back and forth between the two of them. "I see you're still wearin' my gang's colors. You tryin' to start somethin'?"

"I've actually been dressing this way long before you were born," Clover normally wouldn't entertain this conversation, but something about this youth amused him. "If you don't mind me asking, why does your gang dress this way as well?"

"You're a special kind of stupid, ain't yas?" It was almost cute with how he kept putting up the tough act. "We dress this way to honor one of the founders of Manehattan. I guess yous didn't know that Clover the Clever went on to help found this city after founding the nation, did yas?"

The self-same Clover was trying really hard not to burst out laughing at the absurdity of the current situation. "Actually..." He started.

"Chocolate Chip!!!" Came a bellowing roar from the direction of the kitchen. "Get your flank back in the kitchen, or so help me Celestia."

All three ponies snapped their heads in the direction of the shout to find a plump brown earth pony standing there and glaring daggers in their direction. Clover and Onyx also noticed the indominable Waffles, or Chocolate Chip as it turned out, was wilting under her glare. "I'm Sorry, Mama Pancake," he said quickly, dropping the apparently fake accent in the process. "I was just saying hi to some friends."

"Well, you can talk to them when you're off work! These waffles ain't gonna cook themselves!" Mama Pancake shouted back.

All around the diner, the other patrons began to chuckle and gossip amongst themselves. This probably wasn't the first time something like this had happened here, as evidenced by how red with embarrassment Chip was currently turning. "This ain't over," he said quickly under his breath. "Don't forget, Onyx, that we's still have a score to settle."

Just like that he was gone, along with their early morning entertainment, if the grin on Clover's face was anything to go by.

"Master Clover," Onyx looked at him puzzlingly. "Forgive me, but I don't see what's so amusing."

Clover waved off the statement. "I probably shouldn't be laughing," he said. "It's just been so long since I've seen that much youthful bravado all at once. He actually reminds me of a friend I once had. It'll make sense when you get older."

"If you say so, Master Clover," said Onyx as he settled back in his seat. He wasn't used to seeing him act like this. Maybe the attention he had been getting back at the hive really was starting to get to him.

The sound of breaking glasses and shattering plates once again drew their attention to the kitchen. This time it was once again Quartz standing there with broken porcelain around her hooves. "I thought I recognized you. You're Clover the Clever, aren't you?" She turned her attention to the pony sitting across from him. Her eyes narrowed to pinpricks and despite her white coat, she managed to turn even paler. "It can't be..." Her bottom lip began to quiver as she slowly backed away. She was shaking her head like she was trying to forget something. "No... Not again... Not Sombra..."

Quartz bolted for the kitchen, slamming the doors open as she galloped through them. The place she once stood was left as a veritable minefield of broken glassware. The incident had made quite a scene and it hadn't failed to draw in the attention of any of the other patrons.

Onyx lowered his gaze and pulled the hood of his cloak far over his head. He began to shake in place as tears fell from his face to splash against the table. "This was a mistake," he said before jumping from his seat and galloping from the diner as fast as his hooves could carry him.

Clover made to run after him, but as if she had materialized from the woodwork, the same large pony from earlier appeared in front of him and cut off his escape.

"Ok then," said Mama Pancake, her presence making it very clear that escape was no longer an option. "What exactly did you do to make poor little Quartz cry?"
> Chapter 8: Aftermath, Part 1
> --------------------------------------------------------------------------

Ruby continued to take very interesting and detailed notes, while Sapphire proceeded to turn very, very red. She had peeked in on her mother's trip down memory lane and was now regretting it.

"No need to act so embarrassed," Ruby said with both a level of scientific investment and motherly snark. "It's a very natural part of life." She began to get a starry look in her eyes, like she was remembering something from long ago. "Why, I remember when I went into my final laying," she said. "The heat was unbearable. Fortunately, your father was ready and willing. I'll never forget that night..."

"LA LA LA LA!" Sapphire slammed her hooves over her ears as she tried to drown out the stories of her conception. "I'm not having this conversation with my mother!"

Ruby let out a sigh that still held the hints of a smile. "You know, if you spent a fraction of the time that you spend on your career, you might have found your own very special somepony by now."

Sapphire felt like she might explode from the direction this was going. She was only 30 for Celestia's sake! She had at least another 10 years before she really had to worry about this. Fortunately, she was saved by a whole contingent of her changelings entering the chamber. She stood up and left the room as fast as she could, if only to get away from the prodding of her mother. But not before assigning a few of them to make sure that her mother didn't get too enthusiastic with her patient.

Ruby scoffed as she watched changelings take up positions around the chamber and pull out their own paper fans. A few of them even started to watch her eagerly, probably hoping she'd give them an excuse to use them.

It really was a shame that her daughter didn't share the same passion in uncovering the secrets of their past. However, she guessed that their honored guest, Clover, wouldn't take too kindly to the kind of research she really wanted to do. Oh well, she thought as she turned her attention back to her subject. "Where were we?"





Mother wearily dragged herself down to the pod room along with the remnants of her hive. She found Number Three there in the process of setting her own leg and coughing up a thick resin to hold it in place. Around the edges of the chamber, several of her children were slumped against the wall with a number of injuries clearly visible on their bodies. Even the ones who came in behind her, while hauling in the first of the bound invaders, weren't faring too well. They were sporting everything from a torn wing to a missing eye, while countless others were looking beaten and bruised as they focused on the task of gathering up the dead.

She staggered up and practically collapsed next to one of the few guards she had left. "Be honest with me, child," she asked in a whisper, not wanting to alert the rest of the hive to her concern by using the hive mind. "How bad is it?"

Number Three winced as she finished tightening the binding on her leg, letting out a small gasp as she did so. "We were able to secure our food source after the invaders woke up Prey 42." Their voice seemed to quiver. It would've been expected from any of her other children after everything that just happened, but Number Three was a guard and none of them were shaken easily. "I don't understand," she said. "Nothing in the changes to Number 47's behavior even remotely hinted that we were keeping such a monster trapped here. Not even the minotaur wrought as much devastation as what I witnessed. Sure the invaders were a far more formidable than what I saw during recon, but this..." She gestured to the fresh holes in the walls, some of which had crumpled bodies pressed into the back of them. "Nothing I saw compares to this."

Mother looked out over the room, seeking Number 47. She hadn't even though about his fate through all the confusion. It didn't take long to spot him as he was the only one among her children who had escaped the ordeal uninjured. She saw him visibly wince as she brushed against his consciousness, before busying himself with whatever tasks he was tending to.

Her guard could sense the question burdening her and offered the information before she had a chance to ask. "He hid during the fighting," she said. It was unthinkable for anyone to cower in the defense of the hive and such a thing would have to be made example of, except... except right now they couldn't spare anyone under the current circumstances.

"How many do we have left?" Mother opted to ask instead.

"Fifteen by my last count," Number Three said. "We won't know for certain for a while yet, but I can tell you right now that some of the survivors won't survive the night. Not with their current injuries."

"And last I checked, we only had about a half-dozen grubs left in the nursery." This was bad. The hive had never been brought so low. Not when they took on the minotaur and not even when the hive transitioned from her own mother to her. She took a deep breath. As much as she didn't want to know, it was imperative to their survival that she find out. "Number Three," she said, getting their attention. "I need to know for certain."

The guard bowed their head and hobbled around to Mother's side. They didn't have to ask what she wanted to know, she had already voiced her suspicions. Of all her children, her guards were the closest to her, and they deeply shared in her worries. A harsh warmth permeated her side as magic pierced her abdomen. It wasn't a particularly pleasant experience, but she needed answers, and there was no faster way to get them. She felt the consternation from her guard long before they spoke, confirming her suspicions.

"They're gone," Number Three said in resignation as they broke off the contact. "There's a few traces of them left, but your body's reabsorbed your remaining eggs. There's only a single one left and everything's being channeled through it."

"I was afraid of that," said Mother as she gnawed on the end of one hoof. The heat radiating from her abdomen had momentarily worsened with the invasive prodding she had just been subjected to. "Only one more changeling will be born from my body, but it requires that I mate."

"But..." Number Three started, stating the horrible truth they all already knew. "We're not ready. There's no way we can subjugate a suitable male with the hive as weak as it is now."

"Don't you think I don't know that!?" Don't you think I don't know that!? Mother snapped. The rest of hive went silent. She never raised her voice like that and her frustration was so strong that she inadvertently voiced it over the link.

"What about the grubs?" Number Three voiced the only other option they really had. "We have plenty of royal jelly in storage. We could mature one of them into a pseudo-queen."

"We might have to," Mother didn't like the option. While they could raise one of them into a pseudo-queen like Number Three suggested, the hive wouldn't get any stronger and it would be the same as admitting that her generation failed its predecessors. They would also have to be very careful that nothing happened to that changeling, since they would be fragile for at least a year while the changes took place. That and the whole time she would spend raising her replacement, she would have to live with the cravings of her body to take her chosen mate into her clutches. A pony that, after everything she had just witnessed, would be impossible for them to subdue.

Her musings were interrupted as the very creature she was thinking of strolled into the room. Prey 42, or Clover as she had heard the intruders cry out as he crushed them, passed between what remained of her children. He seemed to be focused on something as he walked past them. Mother felt her breath catch in her chest and that same building heat, that had recently shown itself to her, spiked for a moment to almost unbearable levels. Her mind started going fuzzy and her children started to twitch anxiously in time with Mother's heartbeat as buzzing echoed throughout the chamber. Throughout the mind-numbing euphoria, she watched as Clover stepped up to the pods that had been freshly filled with the intruders. When he came to the pony that had been in charge of the whole group, the horn upon his head glowed for a moment and with a flash the earth pony that had been entombed appeared next to him. He was still drenched in thick goop as he expelled the fluid through pained coughs. Clover only gave him a moment before grabbing him roughly by his mane and dragging him back into the depths of the chamber.

An unbearable itch had been threatening to drive her mad and it didn't settle down until Clover was once again out of sight. She let out an exhausted breath and looked down at her children. Each and every one of them were red in the face and she could feel their nervous energy flowing through her as they returned to their tasks.

"Oh..." Said Number Three, breaking the silence. "Oh dear. Mother, are you alright?"

"I... I want him," she muttered between deep breaths. She could hardly believe the words that were coming out of her mouth. She knew she shouldn't be feeling like this. It was unnatural for her or any of her children to crave the touch of another creature, not like this anyway. Her eyes darted back and forth while a number of scenarios played out in her head. Unfortunately, none of them ended with her getting what she wanted. "I don't think we have any chance of subduing him." She said aloud. Her instincts were telling her to order her children to restrain him so she could take what she wanted... what she needed. But her reason kept reminding her of the carnage he had just dealt to his own race, and they had been strong enough to almost wipe out the entire hive.

"Mother, are you sure?" Her trusted guard asked. "We've already seen the irregularities in Number 47. We can't guarantee that any offspring of the new queen won't turn out the same."

"Yes, I'm sure," she answered almost too quickly. Her body's reactions to any sort of stimuli were making her increasingly uncomfortable. "We've already seen how much these ponies have been spreading. We won't survive another attack like this one and our end is certain unless I have a strong mate to ensure a strong heir."

Number Three gave her a deep bow. "As you wish, Mother," she said. "It may take time, but we will find a way for you to mate with this male."

She bit her lip in frustration. She had no idea how to even start going about accomplishing her goal.

Her musings were interrupted as Clover came back into view. The moment she saw him again, she felt herself start to seize up again. He was looking right at her as he walked in her direction. She could almost swear he was looking at her with a hungry look in his eye. Or was that just her mind playing tricks on her? He stopped in front her and opened his mouth. "Do any of you speak my language?" He asked in the tongue the ponies used. "I haven't heard anything but clicks and chirps since I got here and my news is urgent."

Mother stepped forward to speak, but surprisingly Number Three held out a hoof to hold her back. She looked down at the guard that stared back at her in defiance, but they refused to back down. "Mother," she said. "All of us can tell you're not completely in your right mind right now, the feedback we're getting from the hive mind is more than enough proof. Let me handle this and maybe we'll find a way to get what you're after."

Mother took a moment to parse her words. Number Three had slightly higher intelligence than many of her children. In fact, all of her guards did. They did mainly because she couldn't be everywhere at once and it made delegating the tasks to the rest of her children far easier to manage with one of them close by. The other job they had was to stop her from making bad decisions, like Number Three was doing now. A similar situation happened years ago with the minotaur incident and she had regretted ignoring their council ever since.

Mother nodded her consent and took a step back, allowing her guard to step forward and bring Clover's attention to them. "I can speak for the hive," she said in the same tongue. Their voice had taken on a feminine tone and was apparently well spoken enough that the stallion raised an eyebrow in surprise.

"You're very well spoken for this not being your native language," he said as he looked Mother straight in the eye. "I would've thought her to be your leader."

"She is," Number Three said in response. "However, the recent attack has left her a bit on edge, so I will speak in her stead."

Mother knew that wasn't the whole truth, but her child seemed to have some idea of how to handle this stallion. It probably came from the infiltration mission she had been in charge of a few years back.

Clover considered them for a moment before seeming to accept the answer as a green aura wrapped around his horn. The earth pony from earlier was bodily dragged out from somewhere behind him. Duke Greengrass was looking rather rough from his recent treatment at the hooves of Clover. Between that and the amorphous sludge that had already started to partially soak his coat from his brief stint in the feeding pod, there didn't seem to be any sign remaining of the obnoxiously proud pony that had laid waste to the hive.

"Tell them what you told me," he ordered him as he deposited him roughly on the ground in front of him.

"I can't," sniveled the despondent pony. They were making a conscious effort to keep Clover out of their line of vision, he seemed to be absolutely terrified of him. "If Daybreaker finds out I warned you..."

Clover apparently didn't like that answer. He raised a hoof and placed it on the small of his back, and like a tiger playing with its cub, he effortlessly pushed the earth pony's body down into the ground. There had been a momentary sign of resistance in the otherwise sturdy pony, but it was insufficient against the unstoppable force that was this unicorn. The duke let out a high pitched squeak as air was forced from his lungs. Mother should've been terrified from being so close to a source of overwhelming force, but with the way her body was rebelling against her, it only served to excite her.

Get a hold of yourself, Number Three silently cautioned her, fully aware of her condition.

Clover didn't show any sign that he had noticed her reaction as he leaned over the other male with malice in his eyes. "You ponies reaped what you sowed," he said. "I heard about the way you all celebrated Nightmare Moon's defeat. How did you think Celestia would respond?"

"I... I..." Greengrass wheezed out between shallow breaths.

"My patience runs thin," Clover hissed into his ear. "Now tell them."

The hoof buried into his back let up its relentless pressure. The duke took deep, painful gasps of air with intermittent coughs. He looked up from his place on the ground and slowly curled into a ball as one eye met with his tormentor. "Fine, I'll tell you," he said in a whimper, a look of defeat on his face. "She ordered us to find the source of the ponies that had gone missing and told us we were not to return until we had completed our mission. When we failed to return to the surface, our pegasus scout will have flown back to tell the tale of our failure." He began to shiver on the ground. "Daybreaker doesn't tolerate failure and she makes a point of making an example of those who do so." His eyes narrowed into pinpricks. "She's coming and she'll see us all burn."
> Chapter 9: Aftermath, Part 2
> --------------------------------------------------------------------------

Ruby felt a shiver run down her spine. Daybreaker, she'd heard that name before. It was mentioned in some dusty old tomes that had turned up in the less savory part of town. The story went that after Princess Celestia's younger sister grew jealous of the attention her older sister was getting, she transformed into a dark entity known as Nightmare Moon. Everyone knew about Nightmare Moon though, they did have an annual holiday dedicated to it after all.

What wasn't widely known, in fact it had been mostly forgotten, was how intense the grief was that Princess Celestia suffered after banishing her sister to the moon. That grief made way for anger, and that anger transformed her the same way it had her younger sister. For a number of years, she became little more than a tyrant, punishing anyone who ever dare to even look at her the wrong way. The one thing she couldn't find any record of, no matter how hard she looked, was what it was that eventually brought her back to herself and turned her into the benevolent ruler she was today.

Ruby took a deep breath and tried to settle her nerves. As interesting as this was, it wasn't the focus of her study. Still, it left her thinking back to her pony husband, Dusty Tomes. He was an absolutely brilliant earth pony and he never balked at any mystery that laid at his hooves. It had been his insatiable thirst for knowledge that had drawn her to him and his passionate pursuit of that knowledge that eventually made her fall in love with him.

He would've absolutely loved solving the mystery of what caused this one changeling to outlive generation after generation of queens. She moved up to the edge of the healing pool and looked at the changeling that slept within. Spectrum was still sleeping peacefully deep in the love-permeated waters. His chitin had softened somewhat from soaking the last couple days. Many of the holes that had been torn through his damaged body were mostly healed by now and a new set of wings were growing from his back to replace the ones that had been destroyed. As hurt as he had been, Ruby expected him to have woken back up by now. She set her horn alight and began casting the spells that would allow her to check that everything was healing as it should.

She jumped at the sound of a sharp snap and sneered at the drone that had just issued their warning with a paper fan. She had completely forgotten that Sapphire insisted she have a chaperone. She wasn't going to do anything. Honest. She would've liked to, but Clover did say he wanted him back in one piece. It's a shame she wouldn't get her chance, though.

"He's taking too long to heal," she told the drone. "I need to make sure nothing's wrong."

The drone looked to carefully consider her words and then took a step back, taking their accursed fan with them.

Ruby returned her attention to the pool and sent magic snaking into it. She felt a little resistance when it reached the sleeping form, which wasn't too surprising. Spectrum did express his distaste for how she had been treating him, which didn't make any sense to her. All she had done was offer to help him uncover any secrets that were tucked away in his unusual body.

She nodded to herself in satisfaction as she checked his internal workings. His body was successfully soaking up the love from the pool and sending it flowing where it needed to go. Some of it did take a detour through the gemstone-like fixtures upon his chest, which apparently were used to store far more energy than any other changeling, short of a queen, that is.

Aside from that oddity, everything else she checked seemed fine. She still couldn't find anything else that really stood out. The only thing left to really check was the part of his brain that would connect to a hive mind. If their story was to be believed, it should've remained unused for many, many years. And while she might be overstepping her bounds a tiny little bit, who was really going to know.

Ruby barely brushed against the link when a jolt of foreign magic shot back into her. It was so sharp and so sudden, that it knocked her back on her flank, leaving her seeing stars for a long minute.

She had no clue what that was, but it served to reignite her curiosity. She quickly returned to her table and excitedly began scrambling over her notes. She finally had a lead on what made this changeling so different.





Number 47 was in trouble. Not in any sort of physical trouble, but as everyone prepared to abandon their home, he could feel Mother's attention fall on him from time to time. She was not pleased.

The poor drone's mind had been changing ever since Mother had performed the experiment with Clover's blood. He didn't understand what was happening at the time, in fact, he hadn't even had enough awareness to really care. When the experiment started, he had stood there and watched as the previous drone was scraped off a stone slab, having expired from the same experiment. Thinking back, that still didn't bother him. What really bothered him now was that he hardly recognized himself anymore. Until this recent event, he had followed every order and acted as a good drone should, but he still found himself asking questions he hadn't before. Questions he could tell were constantly annoying his siblings, especially the guards. Namely... Why? Why did they live in the jungle? Why did they hunt the way they did? And why didn't they utilize their shapeshifting abilities more in their hunts?

When this recent attack happened, he was scared. More scared than he had ever been before. He feared what might happen to them, and he feared for his own safety. He hadn't even registered what he was doing until he had already buried himself in a wall and well out of the way of the invaders.

And then the shame started to kick in as he sat there and heard the dying screams of the hive. He should be out there, but out there doing what? What would be the point? From what he could tell, none of them stood any chance against the invaders, and all he would end up being is another corpse on the pile.

When the invaders began freeing the captured ponies, the guilt building up inside him threatened to tear them apart. He tried to ignore it, but the longer he resisted, the worse it got. By the time he had built up the courage to climb out of hiding, the fighting was already over. Several sets of eyes immediately noticed him and he could feel the whispers in the back of his mind as Mother was told of his cowardice. He quickly busied himself, doing his best to help tend to the wounded while hoping that Mother didn't...

I will deal with you later. Number 47 seized up as he heard Mother address him directly. I cannot spare any of my children right now, but don't think you've escaped punishment.

Yes, Mother, he quietly acknowledged. What else could he say? Acting as he had was unthinkable among the hive.

We've just cleared the tunnel into the nursery.

Number 47 let out a sigh. That would be either Numbers Eight or Nine that just reported over the link. Why did the guards get to have a higher level of independence than the rest of the hive?

"Ooof," he collided with something solid before falling to the ground. What did he run into? He hadn't really been watching where he was going, but he usually didn't really need to. Connected as they all were, everyone in the hive usually knew where each other was. He rubbed his sore head as he looked up from the ground to find Clover looking down at him.

"Are you alright?" Clover asked as he reached down to help them up.

"Yeah," said Number 47. "I just wasn't watching where I was going."

"Oh," he sounded surprised. "So you also speak my language. I was under the impression that very few of you spoke it."

The drone froze. He hadn't spoken the pony's language, at least he didn't think he did. "You can understand me?" He asked with a sense of trepidation.

"Yes..." The question left the pony looking just as confused as the drone was.

Mother!? He cried out in a panic. Something's wrong!

You better have a good reason for bothering me right now, she snapped back. You're in enough trouble as it is.

Number 47 began explaining what happened, only to be interrupted as Number Three chimed in. That shouldn't be possible, she said. Ponies are a very verbal species, so they shouldn't have any form of telepathy. I'd love to look more into this development.

Later. We don't have time for this, said Mother. Whoever this Daybreaker is that Greengrass mentioned, she seemed to have Clover spooked. We need to evacuate the hive as soon as possible.

He's afraid? He understood fear far better than he had before. Fear was what pushed them to survive. Everyone in the hive lived with it every day of their lives and they knew very well when there was a fight better left avoided. However, after witnessing this Clover fight, he seemed far more predator than prey. What could scare a creature like that?

It seems that way. Mother seemed to take a moment to think things over, letting the silence stretch out for an uncomfortably long time. We'll have to explore this more later. We're going to take advantage of the fact that you can understand each other. For now, you're going to stay by his side and assist him. Is that understood?

Yes Mother, He acknowledged as he focused his attention back on Clover. He was currently looking over the remnants of the other ponies that were strewn out before him. They were looking worn and ragged, especially the ones who had just been pulled out of the pods.

While Number 47 watched, the earth pony they had captured earlier that day climbed to his hooves. His legs were still shaking and he clearly didn't have enough strength to stand properly, but it seemed that his stubbornness won out. He stood up and staggered to stand in front of Clover with defiance in his eyes. "What makes you think we're going anywhere with you?" he growled through his exhaustion.

The pony might not have been so brave had he witnessed the brutality caused by the same pony he was now challenging. The scout's eyes went wide as Clover placed a hoof on his shoulder and, with an almost bored expression, forced him to sit back down. He looked like he might be stubborn enough to try again, but then one of the ponies involved in the assault held him back before he had a chance to consider. "That's Clover the Clever," they said. "You know, the one that supposedly turned Daybreaker to stone."

The words didn't make any sense to Number 47, but they seemed to have some kind of effect as the fire in the earth pony's eyes was quickly extinguished. The drone approached the group, eager to not displease Mother further. Clover's ears perked up as they got closer before turning to face them. "What is it about you that feels so different than everypony else?"

The drone shook their head. "I don't know," he said. "But Mother wishes for me to stay by your side and help."

Clover raised an eyebrow, "can you understand anypony else or just me?"

"Just you, it seems," their eyes darted between Clover and the ponies he was keeping prisoner just by his presence. It was a strange sight to see. There was nothing restraining them, but they seemed to turn mostly docile in the unicorn's presence.

"What's going to happen to us?" Whispers came from the few females in this small herd of ponies.

"These bugs seem to feed off of us," responded another.

"Is that why they're moving us about like livestock?" Came yet another.

"I'd rather be livestock than dead. Daybreaker's going to torch this place when she gets here."

"Is Clover talking to that bug?"

"What kind of monster is he?"

Clover let out a sigh before stomping his hoof, quickly forcing them all to silence. He looked down at them out of the corner of his eye, the spite clearly visible in his glare. "You should be glad I'm even letting you live as livestock after what you all did to Luna."

Number 47 wasn't sure if it was just the sheer extent of Clover's pent up rage or if it was his own ability to tune into the emotions of other creatures, but whoever this Luna was seemed really important to Clover. He took a few steps backwards, needing to get some distance from Clover before he felt like he could breathe again. He heaved in several large breaths, even as he heard Mother's voice fill the link.

Everything's ready, my children, she said sadly. We're leaving the hive.
> Chapter 10: Lost in Manehattan
> --------------------------------------------------------------------------

Onyx galloped through the city streets as fast as his legs could carry him. When he couldn't keep up the pace any longer, he found a secluded corner to finish crying his eyes out. He thought he was stronger than this, but when he saw the look of sheer terror on that crystal pony's face, it had broken him.

Without realizing it, he had gotten himself lost. That was fine, he didn't want to see anyone else right now anyway. He was a mess from his run and by the time he started to calm down, rain had already been falling for a while. He was tired, he was angry with himself, and all he wanted to do was disappear. He reached out and grabbed the edges of his cloak, and with a tug, he pulled them around himself. Taking advantage of the enchantments that Master Clover had taught him to weave into his garments to keep himself warm and dry, Onyx soon fell asleep.





It was late evening by the time Onyx woke back up; and while he managed to stay warm despite the rain, he still had no idea where he was. A thick fog had rolled in over the city, making it impossible to see more than a couple dozen feet in any direction.

He wandered out into the streets, marveling that there were still ponies moving about despite how late it was. Lights filtered through the fog, giving everything a ghastly glow to it, and Onyx continued trying to get his bearings. He had been hoping he could've at least spotted the horsehead statue that crowned the hotel, but it was a lost cause. The young pony took a moment to look at the strange carts that filled the road. He had seen them when they first came into town, but he still couldn't think of why ponies would make carts to pull other ponies and then move slower than if they had just walked themselves. It might've made more sense if they were offering rides to the elderly, but ponies of all ages were waiting in lines to get on these unusual pony-pulled carriages.

Onyx pulled himself away from the enigma and picked a direction to just start walking. Any direction had to be better than just standing around. A few more hours of wandering around in the fog and he started to hear the sound of water breaking against the docks. He stood there, watching the water move as his mind continued to run over the scenario at the diner. Was there anything he could've done differently? Was this how it was always going to be whenever he ran into another crystal pony? "How am I supposed to live like this?" He asked the last question aloud, feeling like he would explode if he kept all his worries bottled up inside.

"The water has that effect on some ponies," came a voice to his right, breaking the silence.

Onyx almost jumped halfway out of his skin. He focused in on the source of the voice to find that he had been standing next to a light blue pegasus with a scraggly white mane and beard. The fishing pole he was holding bobbed along as he started to laugh.

"Sorry young 'un," he apologized as he got his mirth under control. "I didn't mean to scare ya like that. You musta been so lost in your own little world that you didn't see me sittin' here."

Onyx gave the old fisherpony a short bow once he caught his breath. "Sorry to bother you, sir. I'll be on my way."

"Now hold on," he said, clearly not wanting to see company depart so soon. "You look like somepony that's got something on your mind. An' I'd be a fool to let you wander off into the dark and the fog while carrying such a heavy burden." He beckoned the youth over and padded the spot next to him. "Have a seat. Take a load off."

Onyx hesitated for a moment before padding up next to him and sitting down. He sat there for a while in silence and watched the slowly moving water. Before long, his thoughts began to wander again. His eyes began to dart back and forth as the events that led him up to this point played out in his head and he grit his teeth as the regrets that piled up threatened to suffocate him.

"Now, why don't you tell me what's bothering you?" The fisher asked without taking his eyes off the water.

The young colt let out the breath that had been building up in his chest as he looked at the old-timer out of the corner of his eye. "Is it that obvious?" He asked.

"You don't get to be my age without seeing a fair share of life and its troubles," he said with a soft smile. "So what is it? Having a fight with your parents? Trouble at school?" He gave a sly smirk. "Maybe there's a cute little filly your own age, and you don't know how to get her attention?"

Onyx anxiously rubbed at his foreleg. The mere idea of a relationship was probably the furthest thing from his mind. "You wouldn't understand," he said. "My life... My life is a bit of a mess."

"Surely it can't be all that bad," the old pony talked into the mist.

"I don't know," said Onyx. "It's a bit of a crazy story. I doubt you'd believe me."

He shook his head. "It doesn't matter if I believe you or not. Sometimes all we need is somepony who's willing to listen. You'll feel better if you do."

And so Onyx hesitantly began to tell his tale. He told him about how he had been born into the royal family of the Crystal Empire a thousand years ago. How Clover had wandered into the hidden city and offered to take him on as an apprentice. He told him about how he had seen Equestria for the first time back when it consisted of little more than a few small towns.

Onyx grit his teeth as he continued his tale, coming to the part that still brought him grief to this day. "I was so foolish," he said, the shell on his emotions beginning to crack. "My master had left me to my studies in order to search for a lost friend. While he was gone, I went through the books he said I wasn't ready for and I tried casting one of the more difficult spells, hoping to impress him when he returned and..."

He looked up to see how the fisher was reacting to his story. Far from looks of disbelief, he continued to calmly listen while smoking on a pipe he had retrieved at some point. So Onyx continued.

He went on to tell him about how he had accidentally pulled something sinister out of the void and how it had seized control of his body. The floodgates broke as tears once again began to stream down his face. "The things I saw, the things it made me do, my mother..."

He felt a comforting hoof rest across his back and he looked up to see the sympathetic look he was getting from his companion. "Just let it all out," he said.

"Once everything was over, I saw the way the crystal ponies looked at me." The tears continued to fall as the pain ached in his chest. "Even if everypony keeps telling me it wasn't my fault, I was still the avatar of everything they went through." He swallowed hard as he tried to get himself under control. "I saw the wise and compassionate rulers that had taken up the throne. They'll do right by the crystal ponies, and they don't need the constant reminder of what happened by me staying. So, I left."

The fisherpony took a long deep breath of his pipe as he processed everything he just heard. "You sound like you believe you've got the weight of the world on your shoulders," he said.

"Like I said. I understand if you don't believe me," Onyx said somberly.

He shook his head in response, "and like I told you, it's not a matter of whether or not I believe you. It looks like this has been weighing you down."

"There's more," said the youth, earning himself a raised eyebrow from the old-timer.

It only took a few more minutes for Onyx to recall what had happened at the diner, to which the pony said, "ah... So that's the real issue. You're not sure what you're supposed to do when you run into one of these crystal ponies?" He asked, to which Onyx nodded.

"Well then," the fisher said. "I need to ask you something. Have you forgiven yourself yet?"

"I don't see how I can," he said as he looked down at the water. "What I did can't really be forgiven."

"There's a big difference between forgive and forget," the old fisher said. "None of us ever really forget the wrongs done either to us or by us. But we can move on by putting our best hoof forward."

"You make it sound so easy," the youth said.

A chortle escaped his companion's throat. "Hardly," he said. "It can be one of the hardest things you ever do, but if you're sincere and be the best you can be, you'll eventually find your way."

Onyx looked up from his thoughts and saw the sun peeking up over the horizon. Without realizing it, they had been talking all night and the morning light was now starting to clear the fog. "I should get going," he said. "Somepony will be wondering where I've been."

The fisherpony nodded as Onyx turned away. "You and Clover are staying with the hive, right? If you see Ruby, let her know that ol' Water Strider says hello."

Onyx's eyes widened as he turned to look back at where the old pony had been sitting, only to now find himself alone on the docks.
> Chapter 11: Facing the Unknown, Part 1
> --------------------------------------------------------------------------

Sapphire stomped her hooves as she stormed into her mother's lab. Changelings practically dove to get out of the way of their upset queen. She marched over and collapsed into her seat so hard that it sounded like it was threatening to break with the way it was creaking.

The spectacle was enough to momentarily tear Ruby away from her notes. She had seen her daughter in a bad mood before, but it had been a while since she last saw it this bad. "Sapphire, dear," she said. "Is everything alright?" She took on a  nurturing tone that was so rarely heard coming from her, that it caught several of the changelings around the room off guard. None of them were really sure they had just heard that.

"Tsk. It's fine," Sapphire sulked. She almost tore the drink offered to her by a drone. She downed the whole thing in a terrifying show of fortitude and frustration, leaving the poor creature to rush off to get another one. "I'm just having a bad day."

"How bad can it be? Didn't you have one of your famous shows last night?" Ruby let out a small gasp when she saw how tired Sapphire looked. "Oh no," she said. "You're not going to tell me that nopony showed up, are you?"

Sapphire sighed loudly. "No," she said. "It wasn't quite that bad." She began tapping a hoof hard on the ground, clearly debating with herself if she should say more. "There were a few more empty seats than I would've liked, and a few of my attendants overheard ponies comparing me to that upstart Countess Coloratura."

"Is that all?" Ruby said as she turned back to her work. Her daughter was clearly getting worked up over nothing. "You said yourself that you can't please everypony. I don't see why you're getting so worked up."

Sapphire wasn't done though. "And then this morning, I received word that my next venue cancelled on me. Said they only have room for 'real' celebrities."

Ruby recoiled at the last bit of news so badly, that she ended up slipping and leaving a thick black streak across her notes. "Okay," she said as she quickly did her best to clean up the mess. "I guess that would upset anypony. So what are you going to do now?"

"I don't know," Sapphire slumped back in her seat, clearly worn out despite it being so early in the day. "One way or another, I'll figure it out," she casually attempted to wave the problem away. "It might be a good time for me to disappear from showbiz until ponies get tired of the hot new thing. Besides. I still need to figure out how I'm going to respond to that letter from Princess Celestia." She turned her attention back to her mother, "so did I miss anything? We have any leads on our sleeping friend?"

"Oh!" Ruby perked up at the mention of her study. "I had a breakthrough last night. Turns out there's something odd about the part of his brain that governs the link. I tried to take a closer look, but it lashed out at me."

Sapphire raised an eyebrow at Ruby, just before shooting a nasty look at the changelings that were supposed to be watching her. "Ignoring the fact that you went poking around where you shouldn't. What do you think it is?"

The elder queen didn't even seem to notice her daughter's displeasure as she continued. "I have no idea! Isn't it fascinating!"

Sapphire couldn't help but facehoof at her mother's lack of scruples. She was going to have to keep a closer eye on her.





The trek through the forest was absolutely miserable. It wouldn't have been much of a problem if it was just a single healthy squad flitting their way through the trees. Aside from Number 47, who had hidden during the assault, and Numbers Eight and Nine, who had buried themselves in the hatchery as ordered; none of them were in good enough shape to be moving as fast as they were.

While a few of them had perished during their attack on the hive, even before having the misfortune to wake up a vengeful soul with no reservations against turning on his own kind; the ponies that remained weren't faring much better. Many of them had been beaten and bruised, and the ones that had been extracted from the pods were still disoriented and malnourished. Yet they all still had to keep up the pace or risk being left behind.

"I don't know why we're just going along with this," complained the scout in a low whisper. Despite being very thoroughly poisoned earlier that day and deposited in the feeding pods, he still trotted along while carrying his fellow scout on his back. He had the pony leader's attention at this point. "I say we jump Clover while his back is turned and make a run for it."

"Rockheart, watch what you say," Greengrass said in a hush, his eyes darted back and forth as he watched each of the changelings patrolling around them to see if any of them reacted. "Some of these creatures can understand us and I'm still not sure which ones."

Mother had clearly heard what they were saying, but didn't bother to do more than listen. Clover had already put the fear of the abyss into most of them, and it was unlikely that any of them would be willing to try anything.

"Their queen obviously can," said Rockheart. "And the shorter one next to her with the broken leg," he said, referring to Number Three by her side. "Aside from them, I don't think any of them have a clue what we're saying."

"Still," Greengrass kept to his voice low. "I don't know what he learned from Starswirl, but you didn't see Clover fight back there. You won't make it very far."

"He's way too concerned about distancing himself from Daybreaker, I heard him earlier." Rockheart shifted anxiously, causing the unicorn to flop lifelessly on his back. "Besides, I'm not gonna let these bugs play with our lives, or eat us, or whatever it is they're planning to do."

Before the other earth pony had a chance to talk him out of it, the scout bolted for the trees. He successfully managed to elude Clover's notice, and none of the changelings were in any shape to chase after him.

Barely a moment later, a blood-curdling scream sounded through the forest from the direction he just ran. The ponies in their entourage began to skitter about nervously at the sound. When the same pony ran right back into view, a hungry manticore was now right behind him.

"You fool!" Shouted Greengrass. "Don't lead that thing back here!"

The manticore paused at the sound of another creature other than the one it was chasing. It looked around at the group and licked its lips. It glanced at the insects for a moment, but it seemed to be far more interested in the ponies. The creature paced back and forth around the crowd before settling on one of the unicorns with a limp to their step. Its next meal selected, it bunched up its hind legs and it launched itself at the lamed equine faster than anyone could follow. However, before it reached its target, it found itself colliding with the wall of light that had appeared in front of it.

Both the manticore and the pony stumbled backward, one from pure shock and the other from the shock of hitting a wall. As the beast shook out its feline features, Clover appeared between it and the shield with a pop of magic. The oversized cat's eyes locked on the new appearance and growled as its scorpion tail hovered threateningly over its back. The unicorn took an unwavering step towards the manticore, causing the creature to flinch at the sudden approach.

Everyone held their breath as they stared each other down, until the manticore began to back off before bounding off into the trees. "What happened?" Clover asked in a tone that sounded more annoyed than anything else. Fortunately, no one was hurt during the brief exchange. Both pony and changeling eyes shot towards the embarrassed earth pony that had drawn the manticore's attention. Clover let out a long sigh, and didn't even bother to reprimand the scout further as he walked past him and made his way back to the front of the group.





They stopped on the edge of the forest after a few more hours of walking. Fortunately, the rest of their trip had been uneventful since the manticore attack.

Clover stood on the edge of the clearing and looked up at the sky. "Something's not right," he said under his breath. "Greengrass," he addressed the former noble, who immediately recoiled after hearing Clover speak his name. "What season is this?"

The Duke breathed a sigh of relief when he found that the unicorn was only asking him a simple question. "It should only be late spring, but the days have been longer ever since Daybreaker came to power."

"I see," Clover seemed lost in his own thoughts. "That explains why it isn't dark yet." He looked around at the creatures spread out before him. "I was hoping we'd be able to cross the plain under the cover of night. The ponies would likely still go ignored, but the other ones will stand out too much in the daylight."

Mother was standing close enough to hear the unicorn mull over the problem. What do you think? She voiced the question over the link. Should we use that ability? I don't like the idea of revealing everything we're capable of.

I don't think we should, Number Three answered back. I don't understand why this Clover's helping us, but I don't think we should let the rest of them know what we can do.

I think we should, much to everyone's surprise, it was Number 47 that spoke up. Mother searched the crowd and found him standing beside Clover. He flinched when he realized he had her undivided attention, but still continued. I mean... our numbers are greatly reduced, and while I think it'll put the ponies on guard for a time, I don't think they'll try anything with Clover here. He paused for a moment when he realized that the entire hive had turned their attention on him. Besides... It may eventually help with getting Clover to drop his guard and give Mother the opportunity she's looking for.

The argument wasn't completely sound, but the drone did point out some long-term benefits that she hadn't thought of. When did he start getting so smart? Was it because he survived receiving Clover's blood, or was there something else going on? Either way, he was changing, and she wasn't sure what he was becoming.

Mother?... Number Three asked nervously. They're all watching us. What do we do?

Sure enough, all the ponies had noticed their silent conversation, and were currently staring. She let out a long sigh. She'd have to figure out the bigger questions later. Do it, my children. Complete secrecy is not a luxury we can afford right now. Whatever it is we're running from, we'll have to put our trust in this Clover.

Startled cries came from each of the ponies as plumes of green flame overtook each of the changelings. Mother never had a reason to use this ability herself, but she still remembered how it worked. As her own flames climbed up her body and consumed her, she caught a glimpse of a raised eyebrow from the object of her desire. She had been doing her best to suppress her instinct since they left the hive, but the way he was currently watching her was exhilarating. It didn't make any sense to her, but right now she wanted nothing more than to take him for herself, to rush and pin him beneath her. To lower her head and sink her fangs deep into his neck. To...

Mother!! The panicked cry from Number Three sounded over the link. Control yourself! We all know how badly you want him, but you must be patient. Don't forget what happened with the minotaur.

The reminder of that terrible event had a sobering effect on her. She lifted a hoof, now a milky white color, to her chest and did her best to steady her breathing. She had been so caught up in her delusions, that she had missed the ponies' reactions to their shape changing ability. From what she could tell now, there had clearly been some panic among them. Some of them were doing their best to back away from their recently introduced twin, while a few others were slowly approached with a hint of curiosity. Meanwhile, Clover was standing right in front of her with a hoof raised and was allowing some of her now pink hairs to flow from it.

Panic seized her yet again. Her heart raced as the source of her desire was standing so close and he was actually touching her. It was getting increasingly more difficult to keep herself in check with him standing so close. When she looked at his face though, she found herself feeling confused more than anything else. It felt more like he was looking through her than at her. "You look just like her..." He was so quiet that she might not have heard him had he not been standing so close. What did he mean by that, though?

She caught one of Clover's ears flicker out of the corner of her eye. His eyes grew wide with panic as he jumped back and whirred his head in the direction they had traveled from. Everyone had noticed his sudden anxiety as ponies and changelings turned their attention away from each other and watched him. None of them missed it when this indominable creature began to sweat.

"Hide," he said through trembling lips. When everyone continued to stand in shocked silence, he tried again. "Hide!" He shouted, the panic in his voice wasn't even remotely masked.

The mixed herd of equines scrambled to do as they were told. They began to trip over each other as they desperately fought to find cover. In the midst of all the confusion, Mother had found herself hiding under the same bush as Clover with him partially straddling her. His scent was overpowering with him being so close, and it tickled the more primal parts of her brain. The only thing that kept her from losing herself to it was the distinct smell of fear mixed in with it.

Mother followed his unwavering gaze to a spot where the sky had managed to break through the trees. She thought she could just barely make something out in the sky. It had wings and a similar shape to her own, but it looked far too large to be a pony. Also, its mane seemed far too bright to be natural.

Without warning, a pillar a fire shot up from the ground, engulfing the pony in the process. The conflagration quickly began to pulse and twist, until it had transformed itself into a cyclone of pure destruction. Tongues of fire spiraled outward, licking at the clouds and causing them to explode into a scorching mist that washed over everything. The wind carried the smell of ash, of a dozen things that had just burned to cinders. The anomaly was miles away, but the waves of heat were so intense that it felt like she would soon melt if she stayed here.

"What is that?!" She couldn't stop herself from asking.

"That's Daybreaker," said Clover as they both watched the last remains of her hive, her home, go up in flames.
> Chapter 12: Facing the Unknown, Part 2
> --------------------------------------------------------------------------

Over the next few days, Mother was still feeling awestruck by the sheer magnitude of the destruction they had witnessed. The thought about how a single individual could be capable of wiping out her hive, and probably a good portion of the surrounding forest in the process, still sent a shiver down her spine. It now made a lot more sense why Clover was so eager to distance himself from her. Sure, he was the strongest creature the changeling queen had ever seen up close and personal, but she doubted that he could even come close to what this Daybreaker was capable of.

Witnessing the conflagration also seemed to take the fight out of the ponies. Even the more troublesome ones, like Rockheart, had become lethargic and downtrodden. They didn't even try to resist when her children fed off them, although the amount of love they could harvest from each pony had gone down considerably. She hadn't figured out what had so thoroughly dampened their spirits until a couple nights later when she overheard a couple of them grumbling around the campfire. Even though they had managed to escape the raging inferno, the fact that it had been Daybreaker to cast it may as well have been a death sentence. As a result, they no longer had a home to return to.

Clover calmed down considerably once the other ponies stopped causing trouble for him; and Mother finally had a chance to see what he was like when he wasn't utilizing his overwhelming strength and presence. He never seemed to make any effort to socialize with the others of his kind. Opting instead to sit by himself and stare up at the moon for several hours every night, like he was doing now.

"Are you sure this is going to work?" Mother was already having her doubts about this plan.

"Of course I'm sure," said the earth pony that pushed her along. Number Three had taken on the appearance of a pink pony with a blonde mane. Apparently, it was the disguise she used back when she did her recon work. "I've been paying close attention to his movements ever since we left the forest. Personality-wise, he's just like any other stallion. Plus, I saw the way he was looking at you when you first transformed. I think he's got a thing for cherrytops."

"A what?" Mother had trouble understanding Number Three when she started using terms she had clearly heard back when she infiltrated a pony village. However, based on what she heard Clover say, she clearly reminded him of someone.

"Doesn't matter," Number Three rapidly shook her head. "The point is he could use some company, and who better than somepony he's already shown interest in."

Are you sure this is a good idea? Number 47 added from wherever he was hiding. He doesn't seem like he wants anyone bothering him.

I know what I'm doing, she snapped back. "Now come on," she began pushing their mother towards the clearing. To any outside observer, they would've just looked like two mares trying to psych each other up, instead of two shapeshifters attempting to produce a changeling princess. "Now get out there and put a smile on that stallion's face." She punctuated the last note with a solid smack to the rear.

The strike had been so sudden that it caused her to jump and stumble the rest of the way into the clearing. Her less than graceful entrance didn't go unnoticed by her target.

Clover snapped his head in her direction and visibly tensed up for several moments. Mother found herself holding her breath until she saw him relax. "Oh," he said. "It's you again." He turned his attention back towards the moon, already seeming to dismiss her presence.

The changeling queen started mentally going over everything they had been going over as they traveled. She had to be calm, yet aggressive; interested, but not clingy; and inviting, but she had to keep her distance. All in all, everything her guard had been trying to teach her sounded like a lot of contradictions.

"Do you mind if I sit with you?" She said after walking up beside him. She turned her head and allowed her pink locks to slowly flow off her back and down her side. She looked at him with half-lidded eyes while trying to adopt a "sultry" look. She was trying to use what she had learned, but if she was being honest with herself, she had no idea what she was doing. She wasn't even completely sure what response she was trying to get out of him, but it probably wasn't...

"If you want," Clover shrugged his shoulders, but otherwise took no notice of her actions.

Mother waited for a moment to see if any of her watching children said anything. When they didn't, she delicately sat down beside him, making sure there was only a small amount of space between them.

She sat there for a long minute, hoping that Clover would show some sign. Anything. Some indication that she could convince him to show an interest in her. It felt strange, trying to convince a male to pursue her instead of plotting and scheming to take him by force. Number Three had ensured her that despite how detached Clover acted from the rest of the ponies, he was still a stallion. He should both notice and take interest in her heat.

She hadn't been this close to him since the day they left the hive. She felt that same burning itch growing deep inside her as she once again took in his earthy scent. As much as she wanted to take him right at this moment, her children kept chattering in the back of her head, reminding her how dangerous he was, and that she really needed to goad him into making the first move.

Unfortunately, he wasn't showing any of the signs she'd been told to look for. No flaring of the nostrils as he breathed in her scent, and no shifting uncomfortably from having a mare sitting so close to him. He wasn't even doing as much as peeking at her out of the corner of his eye. For whatever reason, his gaze stayed locked on the moon. He didn't blink and his attention didn't waver. She might've questioned if he was even alive, if it weren't for the slow rising and falling of his chest.

Mother joined Clover in his moon gazing. While it barely served to distract her from her rebelling body, she could already tell that she needed to learn more about him before she made her move. She stared at the moon, puzzled and unsure of how it became so pockmarked and blemished until it took on an equine visage. She couldn't even imagine how it would've happened. All she knew was that it hadn't looked like that until a few years ago. Did Clover know something about the moon she didn't? She looked over to the pony sitting beside her, fully intending to ask. However, when she saw the tears running down his face and tasted the air, thick with sadness, she kept her silence.





"We call her Nightmare Moon," said Carnelian the following night as they all gathered around the fire. "The stories say that she grew jealous of Daybreaker and that she called upon dark magics in an attempt to overthrow her."

"And this Nightmare Moon," Mother asked of the unicorn. "Was there some connection between her and Clover?"

"I don't think so," said Carnelian after giving it some careful thought. She still seemed a little nervous around them, but otherwise seemed alright as long as Rockheart stayed nearby. "Not much is really known about Clover. We're not even sure which family he comes from."

"Which family he's from?" Number Three asked. "Why does that matter?"

"Um..." The unicorn's eyes darted back and forth as she looked for an answer. "Sorry," she apologized. "Some ponies tell me it's important, but nopony in my village really cared all that much."

It was Greengrass who came to her rescue. "I can answer that," he said. "Many of the court nobles believe he must've come from a influential family or at least had some connections to one of them. That's the only explanation anypony's been able to come up with on how he ended up apprenticed to a member of the prestigious Star family."

Now it was once again Mother's turn to be confused. She understood the words they were saying, but the meaning completely escaped her. Before she had a chance to ask what any of that meant, the former noble continued.

"Nightmare Moon used to be known as the Princess Luna," he said. "I heard that she and Clover were planning to run away together, and her older sister, Daybreaker, wouldn't hear of it."

"Wait," Carnelian looked even more confused, now. "Daybreaker has a sister?"

"With coat of the darkest blue and with stars dancing in her mane," the duke recounted. "She was rarely seen in the palace, since she usually slept during the day."

"Is it true that Clover kept her bed warm at night?" Another mare jumped into the conversation, eager to learn more.

"So about this Princess Luna..." Mother started.

"I heard Clover was driven mad with grief when he heard she'd been slain by her older sister." One of the other ponies stepped in as well. "That's why he went on a rampage and swore revenge against Daybreaker."

"Well I heard he's actually possessed by an evil spirit," said yet another. "The same spirit that possessed Nightmare Moon."

"I heard she carved her sister's visage into the moon as a warning to those who would stand against her."

Mother could do nothing more than sit there and listen as each pony joined in and told their own version of events. What exactly is happening? She silently asked Number Three. I'm having a hard time keeping track of the details.

Ponies like to gossip. Number Three answered back. When Mother continued to give her a confused look, she explained further. Some of what they're saying might be true, but the bulk of it is probably just wild speculation and stories to make life sound more exciting.

She still understand, but just quietly listened as the ponies spun their while stories. Some of them were obviously made up, I mean, who's honestly going to believe that ponies are capable of moving the sun and moon. She did manage to pick up on at least one interesting tidbit that stayed consistent throughout all the wild speculations. Whoever this Luna was, she was someone important to Clover. Could she use that, somehow?

"RAAAAWWWWRRRR!!!"

An ear-splitting roar shook the night, causing the gossiping ponies to fall silent. Even the mental chattering of her children went quiet.

"What was that?" She gasped out. The sound had shook her down to her very core, making it hard to speak.

"Spread out," Greengrass ordered in a level voice.

The ponies gathered around the campfire didn't have to be told a second time. Moving with the same efficiency they had when they attacked the hive, they followed the order and moved to form a circle around the camp. "Does anyone see anything?" Greengrass asked after a few moments when no one said anything.

"Sorry, sir," said one of the earth ponies. "It's too dark to see anything."

Mother finally collected herself. Whatever was out there had these ponies thoroughly spooked and Clover had yet to speak up about the situation. "My children!" She called out out loud, more for the pony's benefit than for her children. "Take to the air, find out where it's coming from!"

Very few ponies spared a glance as several changelings dropped their disguises and quickly flitted into the air. While it was still true that they couldn't see as far as a pegasus, they were still able to see in the dark.

"That way," she pointed east after only a moment. "It's faint, but there's something heading this way."

No one questioned how she was so sure, choosing instead to focus their attention in the new direction. Where was Clover? He handled the manticore with minimal effort. If something was coming for them, she'd feel a lot safer if she knew where he was. Number 47! She called out over the link. Where's Clover? We need him!

He's uh... kinda busy at the moment, the drone sounded like he was out of breath.

"Look out!" Someone shouted right before Mother felt strong hooves carry her off the ground. They went tumbling through the grass in a tangle of limbs before skidding to a stop. She was about to protest the rough treatment, but that was when she saw what had just charged in and scattered their camp.

It looked like some kind of giant bear, far larger than anything she had ever seen before. It was at least 20 feet tall and had fur so dark and so blue, that it looked like it was attempting to pull in the night itself. What was the most surprising about it though, were the stars she could see dancing throughout its body.

"It can't be," said Carnelian as they all stared wide-eyed at the beast before them. "Is that an Ursa?"

"A what?" Several voices asked all at once.

"An Ursa Major," she continued. "I've heard stories about them, but I didn't think they were real. Just some superstitious nonsense somepony made up."

"Great story," said Rockheart as he stood guard near the unicorn. "What do we do about it?!"

"I... I don't know," she said as the Ursa reared up on its hind legs. The thing now looked twice as tall as it did before. It glared at them with its yellow eyes as it slammed its paws down in an attempt to squash the surrounding ponies.

Mother felt the same strong grip as before lift her up and carry her out of harm's way. It still caught her off guard, but not as much as it had when she saw who it was that was protecting her.

"Are you alright?" Greengrass gasped between breaths. He was also looking a little worse for wear after their tumble through the grass.

"You saved me," she said. She could see her children beginning to swarm the Ursa. They weren't going to sit idly by while she was in danger. "Why? Clover isn't here right now and you could easily escape if you wanted to."

"I'm not quite sure," he said as the ponies joined in with the changelings to bring the bear down. "Maybe it's because I think Clover would hunt me down, but I think its more likely that I don't want to squander this second chance we've been given. None of us ever expected to escape the situation in Equestria. Right now," he said as he sat up. "Even if we didn't meet under the best circumstances, we're all we have, and the ponies look out for each other. Now where is Clover? You don't think he left, do you?"

Mother shook her head as she tried to focus. Number 47! She tried calling out again. Where is Clover?! We're under attack by an Ursa Major!

There's two of these things?! He responded in shock. How did we miss a second purple bear, the size of a mountain?!

She felt her stomach drop at those words. That sounded far worse than what they were dealing with.

The next thing she heard sounded surprisingly relieved. Wait... no... Clover says it's not possible for two of these things to exist. He said you probably have the Ursa Minor there. Far more manageable than what we're dealing with.

She didn't know whether to curse her luck, or breathe a sigh of relief at what she was hearing. "It sounds like Clover's dealing with something far worse," she told the earth pony next to her. "It looks like we're on our own."

"Then we're going to have to make due with what we have," he said as he pushed himself back to his hooves. "Ponies!" He shouted to the crowd. They had been standing around in shock while changelings swarmed the Ursa and just barely managed to keep it at bay. "Are you all just going to stand there?!" He accused them. Unfortunately, he barely managed to get their attention in the face of such a monstrous beast.

"Greengrass is right," Rockheart stepped up and continued where the other pony left off. "Equestria is lost to us, but we are also lost to Equestria. We have an opportunity to make a new life for ourselves. Sure it may not be the life any of us ever dreamed of having, but it's ours." Unlike with Greengrass, he actually managed to capture their attention. "The three pony tribes fought and bickered, but they eventually managed to use their unique strengths to overcome hardship. And while this may not be the same situation, why can't we do the same!?"

The combined "huzzah" the ponies shouted out shook the air and even caused the Ursa to pause in its rampage. The changelings were granted a short reprieve, while the same ponies they had been keeping captive took up positions around the star bear and began to stomp the ground in unison. The Ursa reared up and roared again, but unlike last time, the creatures at its feet didn't run in fear. Instead, they attacked.

Earth ponies rushed in and together they bucked at one of the bear's hind legs. Alone, they would've barely been an annoyance to the larger target, but together, they were more than enough to cause it to lose its balance and fall onto its rump. The attack didn't stop there. With the monster off-balance, unicorns began to throw their magic at its head in an attempt to roll it onto its back.

It didn't take long to accomplish their task, and the bear probably wasn't expecting this retaliation, but eventually the ponies had it on its back. The Ursa bucked and flailed, throwing the earth ponies away that were trying to hold it in place. They quickly scrambled back to their hooves and rushed back in an effort to keep the creature from moving.

Mother knew there was no way they'd be able to keep it restrained, and so did her children. She didn't even have to tell them and they started swarming all over the Ursa with reckless abandon. It wasn't a completely seamless cooperation, but eventually the changelings and ponies worked themselves into a rhythm. Instead of trying to hold the much larger animal down, they instead managed to pin each of its muscular limbs against its own body, where changelings began to apply their resin until they eventually had the creature completely bound in a massive cocoon.

The Ursa Minor continued trying to thrash about, but it wasn't long before it gave up even that effort. It continued to glare at the surrounding equines and growled at them through its now muzzled jaw, but otherwise, there was nothing more it could do.

Changeling and pony alike collapsed from exhaustion. The monster had been far more than either group would've been able to take down on their own, and they had done so without Clover's help. They looked back and forth at each other, a smile and a laugh threatening to break the silence.

Their relief was short-lived, because what little they could still see of the star bear's fur through its bindings began to glow. They nervously looked at each other as they braced themselves for what else could go wrong tonight.
> Chapter 13: Facing the Unknown, Part 3
> --------------------------------------------------------------------------

"Oh crap! Oh crap! Oh crap!" Number 47 chanted to himself as he bolted away from the Ursa Major. Why had he done that?! The Ursa Major was frantically pawing at its face, as it tried to remove the resin that the brave little changeling had spat in its eyes, before flying away as fast as his wings could carry him.

He landed beside where Clover had fallen after failing to dodge one of the beast's massive claws. The unicorn was currently sitting in a pool of his own blood, but by some miracle, he was still breathing. "Don't you die on me," he said as he began to weave resin as best he could over the crimson gashes that broke through the pony's golden fur.

The only response he got was for Clover to heave in a large breath and immediately cough out a mouthful of blood. "Damn it," he cursed. "What in the abyss am I doing?"

"Don't try to move," Number 47 encouraged when Clover started to push himself back up. Something was clearly wrong with this pony's sense of self-preservation. He had practically thrown himself at the giant purple bear and nearly gotten himself killed for his trouble. And to make matters worse, it sounded like their camp was currently under attack by a smaller version of this same creature.

"The celestial bears. The Ursas Minor and Major," Clover muttered under under his breath as he sat in the blood and mud. "While the lesser of the two may be bested, the same cannot be said of the greater." A chuckle escaped his lips, making the changeling by his side further question his sanity. "I really am a fool. Professor Cygnus would be rolling in his grave if he saw me now."

"I'm sorry. What?" The stallion must've hit his head pretty hard. Nothing Clover was saying made any sense.

Somehow the unicorn managed to push himself back to his hooves even with how much blood he had already lost. By all rights, he should be dead right now. "I never should've tried fighting this thing," he said. "I wanted to keep it from coming after the camp, but in my haste, I forgot my old lessons."

Number 47 was going to say more, but when Clover's horn began to glow, he fell silent. He had noticed a while ago that the unicorn didn't cast spells all that often. He still used basic levitation just like the other unicorns in camp, but rarely was he seeing doing anything more.

The emerald glow of his horn grew brighter around the same time the Ursa Major managed to clear the gunk from its face. The anger emanating from the bear was palpable as its eyes honed in on the light that was quickly growing too bright to maintain its green hue. It didn't have to run to get in range, it was too big for that, but it took a single step forward and raised its boulder-sized paw with every intention of crushing the two creatures flat.

So much magic was pouring off Clover's body at this point that it was causing the changeling's chest to throb from standing too close. There was no way he'd be able pull Clover out of the way now. Mother was going to kill him for letting her chosen mate die like this. There was nothing he could do as he watched the bear bring down it's massive paw.

Suddenly, everything just stopped. As soon as Clover had released his spell, the Ursa Major stopped moving. It's paw halted only a few inches from its target, but what really drew the changeling's attention was what was happening inside the Ursa's body.

The stars inside the violet fur began to emit a soft glow and twinkled in time with the stars overhead. Number 47 tried to shake the confusion out of his own head, because it looked like the stars inside the enormous bear were beginning to overlap and mix with the ones overhead until they could no longer be told apart.

As for Clover, he seemed to be flowing into the river of magic that had sprung up around him. His body seemed almost completely incorporeal except for the silhouettes breaking through the deluge that seemed far too large to have come from him.

The drone was starting to have even more trouble looking at the Ursa Major. It seemed as if its body was melting away and the stars inside its body were being pulled into the ephemeral river. It only took another moment before there was no longer any sign of either Clover or the monster. The stars rose into the sky as they pulled free of any attachment to the earth, until every last one of them found a spot to rest in the heavens.

Number 47 released the breath he didn't know he was still holding, as the impossible pony faded back into view. His injuries were completely gone and the ghostly form of a much larger equine wrapped itself around his body. Gradually, the shadowy form faded back into nothing and Clover was once again fully corporeal.

The changeling rushed forward as he saw Clover stumble and collapse to the ground. The unicorn looked up at him with a glazed look in his eyes. Whatever he had just done left him feeling far more worn out than being as close to death as he just was.

"What..." The drone swallowed hard through his now dry throat, he was still in shock from what he just saw. "What did you do?!"

Clover was barely able to keep himself upright, but somehow managed to avoid collapsing completely. "I sent it home," he said calmly. "Both it and its child."

The explanation did nothing but leave the changeling even more confused than he already was. "But... What?... How?" He sputtered the words.

"It would take too long to explain," Clover said through staggered breaths. "Normally you'd need at least a dozen, well trained unicorns to pull that off."

"But... How?... What?... What?" Number 47's grasp on what was and wasn't possible seemed to be slipping away from him.

"Come on," said Clover as he somehow managed to find the strength to stand back up. "Let's get back to the camp."





They had a bit of a scare when the Ursa Minor started glowing. All the ponies and changelings tensed up, expected some new threat to show itself. When the bear vanished completely, it was at least a solid minute before the first of them relaxed.

Nervous laughter slowly began to fill their camp until it evolved into full on cheering. Ponies began to dance around the now empty cocoon, they scooped each other up into energetic hugs, and even a few changelings started to get pulled into their revelries.

Mother found herself distracted by the vibrant energy that permeated the camp. It wasn't love as she knew it. It had more of a tangy, yet sweet taste to it. Was that joy? Happiness and love was certainly mixed with the sensation, but what really caught her off guard was how freely it was being offered.

Her changelings were able to just scoop it up by the mouthful, they didn't really even have to make much effort to collect it. The hive had never been able to gather so much at one time before, not even from Clover. It wasn't until she saw the nervous smiles around her that she noticed that the rising emotions were beginning to have an intoxicating effect. Not even the ponies were safe from it.

Carnelian marched right up to Rockheart with a hungry look in her eyes. She grabbed him with both her hooves and her magic, and planted one big kiss on the lips of the earth pony. The shocked look on his face when he realized what was happening, made way as he returned the affection. They wrapped their hooves around each other and began to roll in the grass as they continued to pepper each other with kisses.

When the antics of the two new-found lovers began to take a more carnal direction, the laughter suddenly stopped. There were a few shocked expressions, but they soon made way for a fresh wave of cheers. It wasn't much longer after that before the relief of having survived their recent encounter, coupled with just the simple joy of being alive, caused a number of ponies to pair off and engage in similar activities.

When the sounds and smells of ponies rutting hit her senses, her own heat returned with a vengeance. She was already having difficulty keeping herself in check, but the combined scents of love and lust shattered her defenses. Her head began to get cloudy, a  tingling sensation crawled down her spine and into her abdomen, and when an intense itch started crawling up between her legs, she almost collapsed as her breath was stolen from her.

Even worse, she had inadvertently broadcast the sensation throughout the rest of the hive mind. Her changelings began to act on her suppressed impulses and joined in on the frivolities along with the rest of the ponies and before she knew it, the camp had devolved into full-blown debauchery. The desire to throw caution to wind and sate herself right then and there was unbearable. Her body was practically screaming at her to do so and the feedback she started getting from her children wasn't helping. Even Number Three had succumbed to the euphoria that now plagued the camp, as evidenced by how vigorously she and Greengrass were now going at it. She needed to get away, and it took every ounce of her rapidly waning willpower to limp away from the fire and the rest of the camp before she ended up taking a mate other than the one she wanted.

Every step was agony, but the changeling queen finally had a moment's reprieve once she was far enough away that all she could smell was the cool night air. She knew it would only offer her temporary relief. It certainly wasn't the release she so desperately needed, but it was the best she could manage under the current circumstances.

And then, as if her prayers had been answered, she spotted Clover and Number 47 coming up over the distant hill. The unicorn had a slight limp to his step and he was looking completely exhausted, while the changeling by his side seemed to staring blanking off into the distance. She hadn't been paying much attention to the drone while the camp had dealt with the Ursa Minor, but she could tell something had shocked him to the core. Whatever had happened, it was strong enough that it stopped him from falling victim to the sensations currently flooding through the link.

That wasn't important, though. This was her chance! She could get to Clover while he was worn out and his defenses were down. Her body moved on its own as she began to walk towards her chosen mate. She had just learned the disguise that would solidify her success, too. With a newfound sense of purpose, she cast magic over her body and began to alter her disguise. She darkened her white coat until it was a deep shade of blue. Next was her mane, she needed it blue as well, but it needed to be so dark, it was almost black. The stars were a bit tricky, she didn't understand how a pony could have stars in her mane and she doubted she could do a perfect job without seeing the pony in question. But after some quick experimentation, she managed to fill it with little flecks of white that seemed to glitter when the moonlight caught them just right. Lastly, she added a pair of feathery wings similar to what she had glanced from Daybreaker, albeit darker in color.

Her modified disguise complete, she began to creep through the shadows as she watched her prey approach the camp. For once, she wasn't having any trouble staying focused on her task. The overwhelming desire to mate was lending her the strength she needed, instead of distracting her from it.

She wanted to say that Clover was a very fine specimen of his species, but aside from the power he'd demonstrated, he looked very average compared to the others in the camp. That was fine, though. That strength was what she really wanted to gift to her descendants anyway.

Mother watched as Clover sat down a good distance away from the camp. He had definitely noticed what was happening in the camp by the way one of his ears swiveled in its direction and from the way his nostrils flared as he took in the faint scent. But aside from a passing glance, he didn't seem to care too much as he lay down in the soft grass.

What had actually happened out there to wear him out so much? She gathered he had been dealing with the larger Ursa and while she would've liked to get some of the details from Number 47 as he retreated some distance away from his charge, the link was still far too oversaturated with the sensations coming from the camp to make out anything else.

Once again, she had to remind herself that it wasn't important. Whatever else had happened while Clover was away from the camp, it presented an opportunity she'd be a fool not to take full advantage of.

The queen carefully closed the distance as she watched her target close his eyes. Soon, she heard the steady rhythm of his breathing as he drifted off to sleep.

She made sure she was right next to him before letting herself relax a bit. Even though Clover was asleep, his unconscious body was already showing a keen reaction to the scent of a nearby mare in heat. A bit of drool ran off the disguised queen's mouth as she eyed him. Her prize was right there for the taking, there just wasn't any way to take it without waking the sleeping stallion. She took a steadying breath as she leaned forward and mentally preparing herself to use everything she had learned.

"My love," she gently whispered in his ear.

In an instant, Clover's eyes shot open and looked right at her. His pupils dilated, he let out a sharp breath, and even though he was still half asleep, his attention didn't waver from her in the slightest. "Luna?" He said, the disbelief clear in his voice. "It can't be... Is it really you?"

Mother silently congratulated herself on her skilled shapeshifting prowess as she reached forward and cradled the side of his face. "Yes, my love. It is I." She leaned down to kiss him, but was thrown off-guard when he lunged forward and stole one from her instead.

Her surprise deepened as she felt the stallion press into her. His hooves wrapped themselves tightly around her body and she could feel the throbbing of his heart beating against her chest. He had yet to give her more than just the one kiss, but the grassy smell and taste of his musk was already working its way into the more primal parts of her brain.

And then there was the love. Ancestors be still, there was the love! If she thought the emotions overrunning the camp were intense, then this was on a whole other level. While there wasn't near as much of it as there was hovering around the camp, every last bit of it was directed right at her. Even though she craved a different form of sustenance to sate her hunger, she eagerly drank it in.

As she did, and the consumed love coursed through her body, every nerve was set alight by how desperately she wanted to take him. Combined with how full she was starting to feel, she may soon go mad if she didn't do something soon. Fortunately, she was granted a moment to catch her breath as Clover pulled away. The cold air surrounding them barely registered as she looked back at her, hopefully soon to be, lover.

"But I don't understand," Clover shook his head once he had broken off the kiss. "How can you be here? The moon... The elements... I didn't think you'd ever be able to come back."

The disguised changeling held onto him and made sure he couldn't pull too far away. "It doesn't matter," she said. "What matters is that I am here now and I so desperately need you, Clover. The nights have been too cold while we've been apart." She turned her back and presented herself as she flagged her tail out of the way. She was rewarded as she looked back and saw him eagerly taking in her scent as his whole length extended just for her.

This was it! She thought, her body screaming at her as her breath and pulse quickened. She was finally going to have what she wanted. She'd be able to produce her heir, and most importantly, her line would survive. She barely managed to hold onto what remained of her patience as Clover nuzzled into her side. A pair of hooves came down around her as she felt warm breath tickle the back of her neck. He nibbled on her ear for a moment, eliciting a soft moan from her, and then she felt something solid press up against her marehood.

Fire rushed through Mother's body as the anticipation devoured what was left of her sanity. She was but a moment away from having him as she felt his weight push into her. She was caught a bit off guard when his hooves started to dig into her back, but she quickly dismissed it as him just being the type who was particularly aggressive during sex.

But then it started to hurt, like really hurt. It began with just a dull throb, but eventually, her legs buckled and collapsed under the pressure. When her chest slammed into the ground and air was forced from her lungs, she began to worry.

The love that had been flowing into her was slowing becoming tainted with something else. It began to taste bitter and just a tad bit spicy, but it wasn't until it completely overpowered the previous sensations that she recognized it as seething rage. She craned her neck to look back at the pony straddling her, and when she did, she felt herself being drawn in by the emerald fire that seemed to burn deep within Clover's eyes.

"How dare you..." She heard him growl through his teeth.

Mother's instincts were now desperately screaming at her to get away, to flee, to run as fast as she could and not look back at the monster that now had her in its clutches. Try as she might, she couldn't even get a single hoof under herself. The ground was now pushing up around her as she was pressed ever harder into it. She couldn't breathe, and it had been so long since she had been able to take her last breath that she could feel her children beginning to take notice of her distress.

"Did you think I wouldn't notice her presence still trapped within the moon?!" More than just his body, his very existence seemed to press down on her from all sides. "Do you take me for the fool? DID YOU THINK YOU COULD GET AWAY WITH PLAYING WITH MY HEART?!!!"

As Clover roared that last line, the ground exploded around her. Dirt and rocks went flying everywhere, and her disguise rapidly started falling apart as the pressure that only threatened to suffocate her before, now ran the very real risk of cracking her open like an egg. Her children were now in a mad scramble as they broke off from their respective partners and even now were bolting across the plains to come to her aid. The panic was clear in their combined voices. They knew and she knew that there was no chance they would make it in time to save her. Only one of them was close enough and there was no way he'd be able to save her on his own. She doubted that even the whole camp would've been capable of such a feat.

As she lay there, able to do no more than wait for the end, she looked up past Clover and to the moon overhead. The face that appeared on its surface seemed to be glaring down at her with intense disapproval. She only had a moment to wonder what it really meant before she felt a sharp crack resonate throughout her entire body and send her mind reeling into oblivion.
> Chapter 14: City Under Siege
> --------------------------------------------------------------------------

Clover was currently stretched out on his belly. The king sized bed was more than enough to accompany him, even with his wings extended to their full length. He felt more relaxed than he had been in many, many years. Possibly even centuries.

That wasn't to say that he wasn't still worried. After finally having escaped from the dreaded Mama Pancake, he ran all over the city trying to find where Onyx had disappeared to. For several hours he searched, he even enlisted some help, but found himself unable to find any sign of the elusive teen.

"You're making that face again," said Blossomforth as she kneaded her hooves into one of Clover's outstretched wings. "I told you, he's fine. We just heard back from one of grandmother's old guards. It sounds like he bumped into Onyx while he was out fishing. I tell you, the colt is fine."

"Besides," Cloud Kicker continued from the opposite side where she was working the other wing. "You said yourself that he's smart enough to take care of himself." She went back to preening the golden feathers beneath her, a task she seemed to be enjoying a little too much.

"Yeah, but I still wish I had at least shown him how to hail a cab," Clover lamented. "He probably saw them running the streets and thought they were silly. Which they would be," he added. "If the ponies pulling them weren't so good at navigating the fog."

"Well don't you worry about it for another moment," said Blossomforth. "He'll turn up sooner or later and... Cloudy..." She trailed off as her attention was directed elsewhere. "What are you doing?"

"I can't help it," she said as she continued nuzzling into the fur at the base of his wing. "He just smells so good."

"You promised me you'd behave yourself," Blossomforth snapped as she climbed over Clover and tried to pull Cloud Kicker off of him. All that accomplished was for the jasmine mare to hold on tighter to the stallion, who was now finding himself in a bit of an awkward spot.

"Come on, Cloudy," Blossomforth huffed, finding herself no match for the pegasus's strength. "He's been getting enough of that downstairs. We're trying to help him relaaaaax!!!"

That last word came out more like a squeal as something wrapped itself around the candy-striped mare's hind leg, just before whipping her off the bed and into the air.

The sound of genuine panic was more than enough to sober up the other girl. She rolled off the bed and was just barely able to dodge the other vine making a grab for her.

Clover scrambled to push himself back up. Despite just having two mares wrestling on top of him, he really had gotten quite relaxed and it took a moment before his body wanted to answer his command. He felt a slight tingling sensation against his wings as he folded them up, and he turned around just in time to see some black dust pepper the sheets around him. It took another moment for his eyes to focus in on his surroundings, and in that time, Cloud Kicker lost the fight against the strange intruder. She now found herself hoisted in the air and dangling beside a distraught Blossomforth, who had managed to lose a hold of her transformed state, leaving a white-backed changeling in her place.

"What are these things?" Both of them loudly protested. They kicked and bucked at the black vines littered with bright blue thorns, but all their struggles earned them was to end up further entangled in the strange plants.

Clover looked curiously at the vines littering the floor. Even though it had coiled in on itself like a snake, he could still make out the burnt ends from where it had apparently tried to catch him as well.

He experimentally reached a hoof towards it, a hunch building in his mind that could not go ignored. No sooner had he started reaching for it, then it recoiled away from him.

"Clover?!" Shouted Blossomforth in a high-pitched buzz. "What are you doing?"

Instead of answering, he tried to pounce on the retreating herbage. It soon became apparent that the vines really didn't want him touching them. They twisted and snapped and began throwing small bits of furniture at him, but eventually Clover managed to pin one of the tendrils down. The moment he touched it, the vine went slack as it began to hiss and smolder before crumpling to dust.

After that, it was short affair to free the girls from their bonds. They did their best to shake off the remains of the dead vines as they took in the damages dealt to the room.

"What exactly was that?" Asked Cloud Kicker as she began following the trail of ash to an open window.

"Nevermind that," said Blossomforth as she looked at Clover. "What did you do to it? I thought you said your magic wasn't working."

"It isn't," admitted Clover. "Not outside simple levitation anyway. It's been like that ever since the Crystal Empire." He looked down at his hoof. He only had to touch it for it to fall apart. That didn't make any sense. Unless...

"Everypony! Come look!" Shouted Cloud Kicker. "Something's wrong with the sky."

The others moved to join her at the window. What they saw when they got there left them completely speechless.

The sky had been split in two, like someone had taken both the day and night skies and sewn them together. And hanging there for all the world to see, were both the sun and the moon.





Once the fog had cleared, Onyx was once again able to find his way through the city. He didn't make it far before he realized that something was wrong. The ground began trembling, and ponies were running back and forth as their strange carts were tossed around and flipped to their sides.

Vines shot up out of the ground around him, breaking the pavement as one of them just barely missed him. He broke into a gallop as another made a grab for him. As he dodged, a collective gasp from the ponies nearby caught his attention as he saw them pointing towards the sky. He turned his head to look and his jaw dropped when he saw what they were pointing at.

The sky wasn't supposed to be doing that, was it? Clover taught him about how the sun and the moon were controlled by the princesses and he had plenty of opportunity to watch them do so while they were all still back in the Crystal Empire. However, nothing explained why both celestial bodies would be visible at the same time.

His ponderings were interrupted as something wrapped around his hind leg and hoisted him into the air. The sudden shift in position left him feeling dazed as his cloak fell up around his head and he was stuck with only having a view of the ground beneath him. He wrestled the cloth out of the way and craned back to look at the thing grabbing him.

He tried to wrench himself free with his magic. Not only did it not have any effect, but it also seemed to attract the other vines nearby. He quickly switched tactics as the white glow from his horn began to conjure a dark crystal beside him. With a force of will, he shaped and sharpened the crystal into a makeshift blade.

Seeming satisfied, Onyx took a firm hold of his creation and used his magic to swing it down at the tether. He met resistance at first, but after pushing a little harder, the black blade passed on through with a meaty slurp.

Free of his restraint, he tumbled to the ground in a heap. He quickly straightened the cloak that had fallen around his head, while making sure to keep his weapon at the ready for anything else that made a move on him.

No longer seeming completely helpless, the remaining vines seemed to lose interest in him as they ventured towards the rest of the city in their quest to find something to latch on to.

Once his breathing was back under control, he looked back up at the split sky. If anyone could tell him what that meant, it would be Master Clover. The grey unicorn turned and galloped as fast as he could, working his way through the crowded streets as he continued to avoid the creeping vines and the chaos they were stirring up. He now had no problem seeing the hotel in the distance, but getting there was going to be its own problem.

Onyx might've run right past them had he not recognized them. But he screeched to a halt in front of a vine-laden diner surrounded by a bunch of young ponies dressed the same as himself.

"What are yous doin here," came an unfriendly sounding voice. A familiar earth pony broke off from the rest of the gang to meet him.

"Chocolate Chip," said Onyx, making said pony cringe at the name. "What's happening in the city."

"This don't concern yous," Chip sneered. "And it's Waffles to you. Only my mama calls me Chocolate Chip." He stood directly in front of Onyx, preventing him from getting closer to the building. He seemed to be studying the unicorn with a newfound apprehension. "Quartz told us what who you are and what yous did." His face softened slightly as he paused. "And who that pony I keep seeing yous with is supposed to be. She's been through enough already, so yous best stay away from her."

Onyx recoiled at the accusation, but then he blanched as he latched onto something Waffles had said. "Quartz?! Is she trapped inside?!"

"Not your problem," said Waffles.

One of the unicorns in Waffles' gang stepped away from the building and the ineffective fire spell they had been using. They looked tired, like they had been at it for a while, but weren't any closer to getting through. "Waffles' Mama and Quartz are trapped inside," she said. "Nothing works on these vines. If you know something that'll work..."

"Hey!" Waffles cut her off. "We don't need his help."

"We're not any closer to getting inside," she argued back. "If Onyx can help, you should let him."

The earth pony grumbled something inaudible before coming to a decision. "Fine," he said, not completely fine with the situation. He turned back to Onyx, who had already moved to the front door of the diner. "Hey!" He shouted. "Who said you could get near there."

Onyx ignored the protests as he bit down and pulled one of the ends away from the tangle of vines that filled the doorway. Once he had pulled a decent amount free from the bundle, he pulled his makeshift knife out from beneath his cloak and brought it down on the offending vine.

A collective gasp escaped the gathered ponies as they watched the remains squirm in Onyx's grip before going slack. After that, they wasted no time as everyone rushed forward to find their own vines to grab a hold of. By tooth or by magic, many of the vines were pulled free and taut. One by one, Onyx's blade came down, leaving the remains bunched on the ground like so much inky spaghetti.

"How are yous doin that?" Said Waffles in astonishment as Onyx hacked his way to the door. There was no doubt that he didn't want Onyx anywhere near the crystal pony, but it seemed he had decided to set that aside for now.

Onyx didn't slow down as they finally cleared the front door. "Black crystals absorb magic as well as light," he said. "These vines are clearly magical in nature."

"Alright," he said as they managed to free some of the ponies trapped inside. "Why are yous doin this though?" He asked as he narrowed his eyes at the grey unicorn. "Don't think she'll be happy to see you."

Onyx paused for a moment as he considered his actions. Why was he doing this? Was he expecting some sort of gratitude? He wasn't completely sure why it mattered so much to him, all he knew was... "Because I need to," he said resolutely. "I won't let a single crystal pony come to harm if I can help it."

"Alright," said the other teen. It seems he wasn't going to get more of an answer than that. "Onyx..." he changed the subject as he trailed off, he sounded a bit nervous. "Dat pony I keep seein' yous with. Is he really..."

"I can introduce you to Master Clover once this is all over," Onyx interrupted. "After everypony is safe."

The state of the kitchen was just as bad as the rest of the diner. The same black vines tangled around every corner, wrapping around tables and suspended various tools. With as torn up as the place was, it was more of a surprise that a fire hadn't started up by now.

Their attention was drawn to a single corner where the vines had gathered around two forms. One of them layed unconscious on the floor while the other one, Quartz herself from the looks of it, was doing her best to ward off the intruding plant life. She didn't see them come in, since she was far too focused on the strange mawed flower that had sprouted up amidst the vines.

"Is the city always this exciting?" Onyx asked as a loud clang filled their ears from the frying pan that Quartz had just smacked the flower with.

"Quartz!" Shouted Waffles when he saw her fighting off the plant. "Are you ok? What happened to mama?"

The crystal pony stole a quick look in their direction, but if she had any displeasure to express from seeing Onyx there, she was too focused on staying alive to say anything. "Mama Pancake is alright, she just hit her head."

The flower looked like it was getting ready to swoop in again. Onyx didn't want to give it a chance to hurt anyone else as he launched his blade at it. The weapon easily pierced the magical flower and its weight carried through to staple it to a nearby wall. He breathed a little easier when it stopped moving and he turned his attention to the pony who now had her full attention on him. He could see traces of the fear in her eyes, but unlike before, she now seemed conflicted after being saved by him.

They relaxed a bit too early as a second flower rose up behind Quartz. Onyx rushed forward and shoved her out of the way just as a green mist sprayed out of the flower's mouth. He took it right in the face and instantly found himself feeling groggy as whatever that mist had been worked its way into his lungs. He was fading fast and it took everything he had left just to summon a second weapon. He swung the fresh blade, trying to quickly end the fight while he could still stand. In his delirium, he just barely missed his mark and the weapon went skittering across the floor as he took a second blast of the mist at point blank.

The former prince's legs gave out and he collapsed to the floor. As he finally lost the fight to stay in the waking world, he was just barely able to make out Waffles cleaving the flower in half with his discarded weapon.
> Chapter 15: An Unwelcome Visitor
> --------------------------------------------------------------------------

Ruby and Sapphire were pulled away from the memory dive when changelings began to rush into the room en masse. They started chattering in a maddened rush and whatever they were trying to say only managed to come across as random gibberish. The most anyone could understand throughout their incessant rambling was something about vines destroying the underground.

Enough! Sapphire shouted over the link for the first time in ages to exert her absolute authority. She almost never had to use the hive mind to get their attention and they weren't used to hearing her use it, so it came as no surprise when every single one of her changelings scattered about the city grew quiet and waited for her to speak.

Over the next several minutes, she basked in their shared consciousness and absorbed everything that had worked her children into such a panic. Once she had finished taking stock of the situation, she quickly directed them to start clearing the streets, helping the ponies that were displaced from their homes, and working with the city council to put things back in order. Only then did she address the cave-in that her children were already dealing with in the underground. Fortunately, no one had been seriously injured.

Her labors done and her children set to their tasks, Sapphire sat back down and breathed a deep sigh of relief. The hive mind was still buzzing in the back of her head and would continue to do so for a while yet. She was going to need a stiff drink to help chase off the headache that was already building.

"Are you going to be alright, dear?" Her mother, Ruby, looked at her with concern.

"I'll be fine," Sapphire said in return. "I'm just not used to hearing everypony at once."

"Well, you're still young," she chuckled at her daughter. "And when was the last time you used the hive mind?"

"The Manehattan blackout a couple years back," it took her a moment to remember the last time. It really had been a while since she last had to exert herself like this.

"That was ten years ago," Ruby shook her head in disapproval as she floated a glass of water over to her daughter. "You really should get more practice than that."

"I know," Sapphire said as she took the glass. She eagerly drank the cooling liquid. It helped a little bit, but she was still looking forward to something stronger later. "Do you think our ancestors had any trouble with this."

"I doubt it," her mother said thoughtfully. "From what we have recorded and if what we've been seeing through Spectrum's memories are anything to go by, they were using it continuously for everyday tasks. Remember how our ancestor's children acted when they were suddenly cut off from her?"

She nodded. "They went into a panicked frenzy. Like they were incomplete without it."

Their conversation was interrupted by the sound of cracking stone filling the chamber. The same black vines that her children had been scrambling to deal with began to weave their way into the room, blocking the entrance and tearing up the furniture in the room.

Sapphire swallowed hard as she ignored her headache and reached out with her mind again. My children! She shouted over the link. The vines are here! Me and my mother are trapped in her lab!

She didn't get a chance to listen for a response, for at that moment, they were suddenly preoccupied with dodging the spikey rope started whipping through the room.

"Fascinating," remarked Ruby as she adjusted her glasses. "The way they move and the speed with which they seem to seek us out. You might almost think they're sentient."

"Mother!?" Sapphire panicked as she watched her mother slip back into scholar mode. "This isn't exactly the time for this!"

The vines continued to wrap themselves around the room until a tendril moved to the center of the room and began to coil in on itself. The pile continued to grow in size until you couldn't tell where it started or where it ended. A sprout pushed its way out from the center, where it began to bloom into a brilliantly blue flower. However it stopped seeming innocent when the petals unfolded to reveal its center. A serpentine face with long fangs, dripping with venom, pushed its way out and began to eye the two changeling queens while showing obvious signs of hunger.

It stretched out its neck until it completely towered over them. A rattling noise filled the room, seeming to come from everywhere at once. A forked, green tongue slithered out of its mouth and licked its lips before the whole creature began to coil in on itself, like a spring ready to release itself.

"Look out!" Shouted Ruby as she pushed her daughter out of the way of the lunging snake. Sapphire went tumbling across the cavern floor and whipped her head back, dreading what she was about to see.

However, the snake had frozen a mere foot away from the retired queen. The light left its eyes and its black skin began to turn even darker even further until it began to crumble away to ash. It wasn't just the snake, either. All around the room, a multitude of vines began to convulse as a number of them shriveled up. The vines blocking the door soon collapsed into a dusty heap and and revealed an out of breath alicorn as Clover stepped over the wreckage.

"Looks like I'm not too late," he winced as he folded his outstretched wings against his body, like someone who had just pulled something. "Blossomforth told me you were in trouble," he brushed against one of the few remaining vines, which began smoldering, just as the other ones had. "I'm getting too old for this," he complained. "Are both of you alright?"

"We're fine," said Sapphire when she realized how close a thing it had been. She cautiously moved forward to examine what remained of the snake before the last of it crumbled away. "What exactly did you do to it?"

Clover let out a tired breath. "Nothing," he said. "My very existence seems to be an anathema to whatever these things are. I think I have a pretty good idea why, though."

"Why's that?" Ruby was all the more curious now.

Clover finally had his breathing under control again as he straightened himself up. "Discord!" He shouted into the air. "I know you're there! What are you up to this time?!"

"Moi?" The answer came from a voice that drifted through the room like it had always been there.

"Yes, you," Clover shot back like talking to a disembodied voice was completely normal. "What sort of game are you playing this time?"

The reality-bending chimera known as Discord sudden appeared next to one of the walls, along with a fully stocked bar. The Lord of Chaos looked completely relaxed on one of the barstools as he busied himself with a thick book with way too many bookmarks sticking out of the pages. His double stood across from him as he used an antler to pop the cap off a bottle, before returning said antler to his own head. After tilting the bottle in one of his mismatched claws, the glass poured off it until it congealed into a bowl of cereal in the space below. He then passed what still remained in paw to the first one that spoke.

"What makes you think I had anything to do with this, my dear Clover?" Discord defended as he took a hold of the not-bottle and began chewing on the end. He placed it down on the counter before continuing to scribble away with a quill that Clover was sure hadn't been there a moment ago.

"This kind of thing has your name all over it," Clover narrowed his eyes at the God of Chaos. "But why, though? I heard you were playing nice with the ponies."

"Well, I am," he said, looking all hurt. "Ok, fine. You caught me," he resigned as he returned the quill to his eyebrow, where it belonged. "I see you're still failing to see the bigger picture, as always." He let out a sigh. "Even so, I guess it was just a bit too easy to tell I had a claw in this, huh? What, with the way chaos seems to fall apart when you get too close. We just can't fit anymore in there, can we?" He let out a chuckle, accentuated with a hard tap on Clover's forehead. When Clover failed to give the reaction he was clearly fishing for, he turned his attention to the pile of ashes that had been a large snake only moments before. "Poor Jerry, gone before his time. Talk about Chekov's gun having a misfire." He sounded more annoyed than anything else.

"Well?..." Clover said as he impatiently tapped a hoof. "What made you decide to start causing trouble now?"

Discord seemed a bit taken aback. "Why, I'm a bit taken aback," he said while striking a dramatic pose. "Just because I planted some fun little seeds a couple centuries back before taking my little stone nap, doesn't necessarily mean I did anything recently. They just took a little longer to sprout than I expected. What, with that bothersome tree deep in the Everfree getting in the way."

"And how am I supposed to believe that?" Clover looked at him skeptically.

Discord looked quite aghast. "I can do my own narrative, thank you very much," he said to the open air before turning his attention back to Clover. "Why, I am quite aghast that you would so openly accuse me," he said. "I was just minding my own business and making a few memos in Twilight's little 'friendship journal' when this whole mess started." He mockingly gestured to the open book in front of him.

"A friendship journal?" Clover raised a curious eyebrow as he observed the thick tome. "And what's your interest in Miss Sparkle's personal memoirs?"

"Memoirs?" Said Discord. "I suppose that's one way to put it. Well, she hasn't actually started writing it just yet," he said as he slammed the book shut, at which point it disappeared in a puff of smoke. "I was just feeling a bit bored and decided to go ahead and get a head start on next year."

Clover reached up and rubbed the bridge of his nose. He wasn't sure why he expected anything less than a headache when dealing with the cryptic draconequus.

"Besides," Discord continued without being prompted. He pulled up a sleeve he hadn't been wearing a moment before to reveal a wristwatch. "We've only got until about... Oh, I don't know. Sometime around now before everything puts itself back together again."

They all sat there, waiting for something to happen. When nothing did, Discord tapped his watch a few times while looking concerned. "Is this thing broken?"

A few more claw taps later, a wave of blinding light washed over the room. Once it died down, not even ashes remained of the chaos-spawned plants. Discord for his part, looked so many different levels of excited. "I'm so many different levels of..." he started to say, before looking at the narrator in annoyance. "You know what. Fine. That joke was already getting old anyway." He snapped a claw and in a flash, the bar disappeared and it was only the four of them left in the room. "Looks like Twilight and her little friends just finished putting the Elements of Harmony back in the tree where they belong. Well... It's been fun catching up, but I have a plucky purple pony princess to positively pester." With one final snap of the claw, he completely disappeared from sight.

"Discord! Wait!" Clover called after him. When Discord failed to reappear, he just groaned to himself. "Two thousand years and I'm still no closer to understanding him."

The two queens had been caught so off-guard by the appearance of the self proclaimed God of Chaos, that they had remained silent during the whole exchange. When they finally broke their silence, it was Sapphire who spoke first. "So that was Discord, then?" She had, of course, heard about him, everyone had. It was hard not to after the chocolate monsoon that washed through the whole city a while back.

"Yeah, it was. I wouldn't worry about him too much, though," he reassured her. "Whatever he's up to doesn't seem to involve either you or the city. It looks like Manehattan was a temporary distraction... this time anyway," he added at the end. "Still, I wonder what's got him so excited..."
> Chapter 16: New Life, Part 1
> --------------------------------------------------------------------------

Her whole world was agony.

Mother didn't know what was happening or why she was in so much pain, but by the time she clawed her way back to consciousness, it had at least subsided to a dull throb.

"I think she's waking up!" Came an excited voice to her side. "Somepony go find Red Cross!" A heavy creaking, followed by the rapid padding of hooves, filtered through her muffled hearing as her eyes crept open.

A unicorn sat beside her, a look of anticipation on her face. "How are you feeling? What's the last thing you remember? Do you recognize me?" She rapidly fired off the questions.

Mother squinted at the pony, still not sure of what was happening or why this pony was watching over her. "You're one of the unicorns we captured," she finally said. "Carnation... I think." Her throat felt dry, causing the words to come out raspy.

The unicorn visibly relaxed after hearing her speak. "That's good," she said. "You don't sound completely addled. It's Carnelian, by the way," she added at the end.

"Carnelian..." she tried out the name on her tongue. Her head still felt foggy, leaving her feeling uneasy. "Where am I?"

"I think it would be best if I let Red Cross explain," she said as she pushed open the door set in the wall to peek outside. Bright light poured in during that brief moment, causing Mother to wince as the light hit her sensitive eyes. "Besides, I think you'd rather have somepony familiar explain everything that's happened."

She strained her memory, despite how much her head hurt. She was pretty sure she didn't know anyone named Red Cross. "Who..." She started to ask.

The door flew open and a red maned pony rushed in. A look of unbound joy appeared on the newcomer's face as she met her gaze. Without warning, the pony threw herself at the changeling queen and wrapped her hooves tightly around her. "Mother!" She cried. "You're finally awake."

Mother let out a small squeak as she came into contact with this creature. Now she was certain she hadn't seen this pony before. "Who are you?" She demanded. "What's going on?"

The pony pulled back and looked a bit sheepish. "Oh, right," she said, seeming a bit embarrassed. "You wouldn't recognize me right now. How's your head?" Red sounded genuinely concerned. "The link's been completely down while you've been out."

It was then that the changeling queen realized the biggest thing that was different. Everything was far too quiet. She couldn't hear any of her children. How had she not noticed? She reached inward for the connection they all shared and tried to feel out the rest of her hive. It took some considerable effort on her part, but she eventually managed to reach out with the link just long enough to feel everyone turn their attention to her. Unfortunately, pain and exhaustion soon began pressing down on her, forcing her to abandon her efforts.

Hooves found their way to her chest. "You shouldn't push yourself so hard," said Red Cross, the changeling she could now identify as Number Three through the short-lived connection. "You've been asleep for two weeks. We thought we lost you."

"Two weeks?!" She exclaimed. What had caused her to sleep for so long? It probably explained why she was feeling so sluggish. She did her best to try and remember what last happened. It wasn't easy, but eventually she was able to remember what had happened. A chill ran down her spine and she wrapped her forelegs around herself, her eyes widening in horror as recent events came rushing back. Her failed attempt, the unbridled rage she had invoked in her mate, and the retaliation she had suffered, which could account for her weakened state.

"Number 47 somehow managed to get Clover off of you before it was too late," Red Cross scuffed at the ground. "It still took some time to dig you out of the crater we found you in, though."

"Where... Where is Clover now?" She struggled to ask. She had been so dangerously close to her own death, a feeling that wouldn't abandon her any time soon.

Red shook her head. "We don't know," she said. "Once he calmed down and saw what he had done, he ran away. We haven't seen him since."

"We have to find him," Mother said in a hurry as she stood up. "We have to..." The sudden movement left her feeling dizzy and even after she sat back down, the room felt like it was still spinning.

"You're in no shape to be doing anything," Red said sternly as she rushed forward to catch her. "And you're going to be staying in bed until I say otherwise."

Mother looked dumbfounded at the guard who had just given her an order. She was about to reprimand her but she soon found a hoof to her lips, forcing her to keep her silence.

"I know I spoke out of turn, but a lot has happened while you've been out. The hive has had to cope without access to the link the whole time you've been unconscious. Besides," she said. "Have you even seen yourself, yet?" A green glow lit upon Red's horn, slowly filling the room with its light.

With the added illumination, she was able to properly see her surroundings for the first time. There wasn't anything too elaborate about the wooden structure she was housed in, except for the telltale signs of resin she could barely make out holding the edges together. When her gaze fell on her own body, she saw what had the other changeling in the room so concerned.

Long cracks ran up and down her forelegs. She followed the lines and found that they went straight up into her chest and down her sides. Thinking that it was just a trick of the light, she made a few experimental motions, only to cringe when she realized that the damage that had been done to her chitin was indeed real. How deep did the injuries go? Concern gripped her as she wrapped a hoof around her abdomen. Most of her body still felt numb and she was having trouble assessing her own condition.

"Your injuries didn't make it quite that deep," Red offered her consolation before she had a chance to ask. "Although," she quickly continued like Mother wasn't going to like the next thing she told her. "You should probably give up on Clover."

"What!?" Protested the incensed queen before wincing at her own outburst. "How could you say that? You know he's the one I need... we need to make the hive stronger."

"We almost lost you that night," tears began to run down Red's face as she spoke. "And we don't have any other options left," she said. "The remaining grubs that Eight and Nine were carrying pupated when the camp became so oversaturated with love."

Mother visibly cringed as memories of the camp breaking out into a veritable breeding frenzy bubbled back to the surface. Something didn't seem right about the whole ordeal. From everything the hive had learned about these ponies before the attack, their mating rituals were usually a very private affair. "What exactly happened that night?" She asked, now that her head wasn't muddled by the scents and sounds of out-of-control libidos.

"We're still not sure what happened," Red admitted sheepishly. "We were far too busy trying to keep you alive to question what had happened." She scratched the underside of her chin before continuing. "We did discuss it later once we were sure you'd live. A few of the unicorns theorized that our different magics had combined and rebounded off itself, causing that effect."

"That aside," she was beginning to blush furiously as she pawed at the ground. "We had no idea that love offered so freely would be so potent. I certainly didn't."

Mother wasn't about to give up so easily. "What of Number 47?" She asked eagerly. "Where is he? Is he still following Clover?"

"Probably..." Red tilted her head as she thought it over. "He disappeared the same night as Clover."

Mother's ears perked up. There was still a chance, then. She mentally braced herself against the impending discomfort as she reached out into the link and began searching for the changeling in question. She ignored the looks that Red started giving her as she searched. It took a while to find him, but find him she did. Number 47! She called out, hopeful when she could feel his attention look her way.

"Mother! No!" Red shouted, causing her attention to waver for a moment. She tried to ignore the protests, but she couldn't pull herself away from her pleading eyes.

Mother? Is that you? Number 47 sounded relieved. You're alright! I was so worried.

Despite how taxing it was to maintain the link, she didn't answer right away. Red's concerned look had captured her attention, and not even her rapidly building headache could pull her away from the concerns of her guard.

The concerns were more than valid. Mother had almost died that night. She would've passed away without leaving an heir to take her place. Combined with the fact that there were no longer any grubs left for plan B, she couldn't afford to take any more risks.

With a heavy sigh, she again reached out to the drone assigned to Clover. Number 47, she resigned herself as she gave the dreaded order. Return to the hive. We will no longer be pursuing Clover.

The ensuing silence was painful. After everything she had done in an attempt to strengthen the hive, it felt wrong to give up after everything they went through.

I'm sorry, Mother, but I can't do that. The unexpected answer she received from Number 47 left her feeling so stunned that it took her a moment to process what she heard.

Number 47, she said more sternly, her headache beginning to worsen. Return to the hive. Clover is no longer your responsibility.

There was no way he didn't hear her. To the best of her knowledge, it was impossible for any of her children to ignore her outright, but that's exactly what happened. He had just openly disobeyed her, and in front of the entire hive, no less. There was no way they weren't listening in on the exchange. She was about to tell him off for his disobedience, but her headache had grown to the point that she couldn't simply ignore it. The link completely fell apart, once again leaving her and her children alone with their own thoughts.

Mother found the comforting touch of a gentle hoof resting against her side, and she looked down at the trusted guard who had been by her side with everything they had gone through. "You've only just woken up," she said with apparent concern. "You need more rest."

The changeling queen didn't have the energy to argue, the brief time she had been awake had already taken its toll on her. She still despaired at the state of her hive. Despite her best efforts, there was nothing more she could do at this moment. So she did the only thing she could; she laid her head back down and let sleep claim her.





A few days later she was finally feeling well enough to leave her bed. It was a good thing too, she had started to get restless and felt like she might go mad if she stayed cooped up any longer. That, and she still wanted to know how well her children had managed without her.

Red Cross opened the door for her and she stepped out into sun. It took a moment for her eyes to readjust after being in the dark for so long. Frequent visits while she rested had allowed her to gather bits and pieces about how things had changed in her absence, but seeing it herself for the first time was a whole different story.

A large chunk of forest had been cleared out around them, evidenced by the fallen trees and torn up stumps she could see littering the camp. All throughout the clearing, there were ponies and changelings working in tandem as they used crude tools to strip and work the wood while others moved it to the cleared ground. Once there, ponies and changelings worked together to lift and reposition the rough lumber, fastening it in place with changeling resin once it was in the desired configuration.

Elsewhere, they found an earth pony busy directing and teaching others how to till and ready the ground for planting. At first she thought that more ponies had joined their mixed hive, or was it more of a herd now, but as she reached out with her slowly recovering connection, she saw that a number of her children had begun taking on unique identities, making it far more difficult to tell them apart from the actual ponies.

She took a closer look at the changelings around the camp. Most of them had taken on unique appearances, it wasn't just her trained infiltrators anymore. Aside from the ones that were helping with construction, and a discreet underground location she could just barely sense the young being cared for, everyone was wearing a pony facade. Strangely, it made her feel a bit self-conscious to be walking around in nothing but her cracked and damaged chitin.

Those fears were put to rest as a number of the workers caught sight of her. Changeling and pony alike greeted her with a smile, some even gave her a friendly wave, before returning to their work.

Red Cross continued to guide her through the camp until they found the former noble that had originally put the hive on the brink of extinction. Greengrass was busily hunched over a rough table as he passed notes and directed the others gathered around him. He caught sight of the pair just as he finished instructing the last of the ponies, and hastily trotted up to meet them. He surprised Mother as he threw a hoof around Red Cross and pulled her in for a kiss; the love exchanged in the gesture being so freely given.

"Glad to see you up and moving about," said Greengrass as the pair pulled out of their embrace. His demeanor had been changing over the course of the journey, and during the two weeks she had slept, there didn't seem to be anything left of the once pompous noble that had raided her hive. "I meant to come visit, but... well... It's been a bit busy around here."

"I can see that," Mother noted as she took another look around the camp. "What exactly are we trying to accomplish here?"

"Well," said Red Cross as she resettled on her hooves. "After we made sure you were stable, we had to vacate the camp in a hurry. One of the unicorns mentioned that there was enough residual magic leftover from the departed Ursa to draw attention from other passing predators, and possibly even from Equestria itself. Eventually, we managed to find a fairly safe plot of land surrounded by water and set up a more permanent residence."

Mother raised an eyebrow at the explanation, but the duke continued before she could voice any concerns. "We all agreed it was the best thing for everypony. We should be far enough away from Equestria by now and the changelings wanted to get you properly settled so you could recover and hopefully let you finish your final laying."

She winced at the reminder of how much trouble her final laying had brought everyone. Now, more than ever, she needed to finish her final task if her hive was to have any chance of survival.

"Oh," Greengrass nervously looked over to Red. "Did you not tell her yet?"

She shook her head in response, "no," she said. "I was waiting until she was feeling better."

Mother looked at the two of them as something seemed to silently pass between them. There had been more than a few developments while she'd been sleeping and she wasn't just talking about all the construction. "Tell me what?" She asked.

The stallion looked a bit embarrassed as he rubbed the back of his head. Whatever it was he wanted to say, it looked like it was taking him some effort. "We talked about it," he said as he fished for the right words. "All of us did, the entire camp, and... it won't make up for what we did," he bowed his head to her. "I would like to help you finish your final laying."

Words escaped her as she processed what had just happened. One of these ponies had just openly offered to help her carry out her sacred duty to the hive. However, she still felt a bit conflicted by the offer. She had always had her mind set on breeding with a physically strong male and she didn't feel that described the pony standing across from her.

She continued to ponder the offer as she looked out over the camp and saw how everyone was busy with a sense of purpose. This pony had managed to organize the two different species into a collective unit without access to something as useful as a hive mind. She couldn't deny the impressive sight that lay before her. This earth pony certainly had some strong leadership skills. That could be considered a form of strength, couldn't it?

He wasn't the worst possible choice, but still. Mother felt a sick feeling twist in her gut after everything they had been through. They had brought so much unwanted attention down on their heads, and for what? The hive had been decimated, they had been forced to flee the forest that had been theirs for generations, and even though everything looked pretty good for the moment, the future was more uncertain than it had ever been before.

Then she looked at the two of them, pony and changeling, that had managed to come together despite their differences and their less than pleasant start. It wasn't the future she planned for her children, but it seems it was the future that had been chosen for them. "Very well," she conceded, doing her best to maintain her dignity. "I will accept your offer."

A comforting hoof rested on her shoulder and she once again looked into the eyes of Red Cross, the guard that had taken up the mantle of caring for the hive in her absence. "Thank you, Mother," she said, tearing up as she did. "With this, we can finally have a future again."

"When do you want to do this?" Greengrass asked, still looking a bit wary.

"As soon as possible," she said. Mother was more than ready to get this over with. While the itch to fill herself had been momentarily sedated as she recovered. It was slowly starting to make itself known again.

"I should be able to pull myself away from my work later tonight," he said as he turned his attention back to his notes. "Far too much still needs to be done while we still have some daylight left and..." he stole a nervous glance in her direction. "Don't take this the wrong way, but from what I've been told to expect, the whole process sounds a bit unpleasant. I need some time to steel my nerve."

Mother nodded along with the stallion's admission. If he already knew what the process entailed and was still willing to go through with it, she couldn't blame him for needing time to prepare himself. With nothing else left to occupy her time, she contented herself with returning to her cabin to rest up for the coming night.
> Chapter 17: New Life, Part 2 (NSFW)
> --------------------------------------------------------------------------

Mother rested in her cabin as the day crawled on by. Several times she tried to get some sleep. It should've been easy since she hadn't fully recovered yet. However, shortly after she lay down, she soon learned that sleep would be eluding her for the foreseeable future.

It wasn't just the anticipation that left her feeling restless, her own body seemed to have gotten tired of waiting. While the sensations that had nagged at her over the course of their journey had been mostly absent while she was still recovering, they now returned with a vengeance. It was almost as bad as that night in the camp. At least this time she wasn't stuck dealing with feedback from the hive mind bombarding her senses and leaving her wits scrambled.

Regardless, she still had several episodes throughout the course of the day where she felt like she might go mad if she didn't soon have something to fill her cravings. The first time they became unbearable, she had run out of her cabin, determined to take the first stallion she could get her hooves on. Fortunately, the camp had already been warned well in advance about her potentially volatile state. She had been unable to catch any of the elusive equines, and her children managed to subdue her before she ended up hurting someone.

The second time she had tried to leave, she had been met with a door that refused to budge. They had trapped her in her own room! She pounded on the door in her frustration. She began to yell and scream, and shout vague threats anytime she thought she heard hoofsteps pass nearby. When that got her nowhere, she fumed as she paced around the room in angry circles. It only served to wear her out and leave her in a bad mood.

The third time it happened, she was determined to find some semblance of relief as she lay on her back and attempted to relieve herself on her own. She reached for the place between her hind legs and rubbed experimentally at her entrance. When that did nothing to help, she tried massaging her abdomen where the itch felt strongest. That didn't help, either. The spot that needed tending was just too deep for her to get at. She eventually resigned herself to rolling on her side and weeping softly as there was nothing left for her to do but wait.

Mother's hunger was beginning to peak for a fourth time when she heard the telltale creak of the opening door and the scuffing of hooves as they made their way through the darkness. A toothy grin stretched across her face as she took in the unmistakable musk of a male's scent. That stallion sure took his sweet time getting here. Greengrass must've finally be ready to deliver on his promise. That didn't mean she wasn't going to savor the hunt.

She slowly stalked her prey from the shadows. The only thing left to illuminate the room was the scarce moonlight that stole its way in from the edges of the crude building. The stallion's face was still obscured by the shadows, and he showed no sign of having seen her yet. She carefully approached as she continued breathing in his scent, his grassy musk driving her mind and body wild, addled as they were by her long suppressed libido. She coiled up on her hind legs, ready to pounce as she waited for just the right moment. The stallion shifted into the moonlight just as she made her move, his face becoming visible just as she reached him.

A chill ran down her spine and Mother skid to a halt as she found it wasn't Greengrass, but Clover that stood before her. The one who had protected her hive when it was invaded, the one she had decided would be her mate, and the one who had almost killed her during her last attempt. He must have returned to finish the job. Escape. She needed to run away, but Clover was currently standing between her and the room's only exit. She seized up as she realized there was no escape for her. Even if she somehow managed to slip by him, she vividly remembered how fast he was. If he intended to take her life, nothing was going to stop him.

Mother flinched as she watched him reach towards her, sure that her life was about to come to its abrupt end. When she felt him carefully take hold of one of her hole riddled hooves, followed by the soft sound of sobbing, her fear began to make way for confusion.

"This is all my fault," he said, breaking the silence as he lifted the other hoof to rest atop hers. He took a moment to trace the cracks that ran up and down her leg before speaking further. "I never wanted to hurt you," something cold splashed against her leg. "I should've realized what you had done sooner. But when I saw her again. Saw the mockery somepony had made of my dear Luna, I couldn't stop myself."

He was actually crying, the changeling queen realized as she looked into his eyes. His sorrow was palpable as she watched the tears stream down his face. She actually found herself feeling bad for all her scheming, for hurting him while in pursuit of her own goals. "I regret doing that," Mother said as she looked down at her cracked chitin. "It's just... You were... I couldn't just give up when you weren't drawn to my first form. When you clearly didn't find it attractive, I had to try something."

"I did find it attractive." Clover seemed to get lost in thought as he stared off into the distance. "I don't know how it happened, but you looked just like... no... forget it. She died a long time ago."

"Who did?" Mother asked as she stared into his glazed eyes. Wherever his mind had wandered off to, it was far from here.

Clover blinked rapidly, his eyes coming back into focus as he did. "Please..." He softly pleaded, "forget I said anything."

She nodded slowly. Whatever it was he had started to say, he clearly didn't want to talk about it. "So," she said instead. "Why did you come back?"

A short laugh escaped his throat. "Spectrum," he said.

"Spectrum?" She asked. She wasn't sure what he was talking about.

"That changeling you had following me around. I had to call him something," he said. "It took a while, but I was finally able to weasel out of him what you've been trying to do. I wish you had just asked. I would've preferred to just give you what you were after, before somepony had gone and done something foolish."

Mother's heart skipped a beat and her breath caught in her throat as she heard those words. She could've just asked this whole time?!

"It's actually kind of fascinating," he said as he began to trail off again. "That your kind seeks to strengthen itself by mating with other species. Now that I know that, it actually makes a bit of sense why you would come after me. However, I should let you know," he continued, making her stomach lurch for a moment. "Your progeny probably won't inherit the strength that draws you to me."

Why wouldn't her children get stronger by adding his strength to their own. Clover was nothing if not powerful. "Why do you say that?" She wanted to know why he thought that.

He gestured to himself. "I'm not as strong as you think. Not really," he said under his breath.

"Then how..." She started to ask, but was cut off.

"It has to do with the magic I wield. What I really am," Clover said as he gestured to himself. "I'd be just like any other unicorn without it."

Mother didn't understand and she said as much. "Then... what makes you so different? How are you so strong?"

"It doesn't matter," he quickly dismissed without explaining further. "The point is, what are you going to do now? What do you want to do if my seed won't give your daughter the power you've been seeking?"

Mother fell silent as she thought things over. If what he said was to be believed, then there was no real benefit from mating with him specifically. She could just as easily get the same results from Greengrass, who had offered himself earlier that same day and had already shown himself to be quite the asset. Also, if she took Number 47's recent shifts in personality into account, her daughter would likely grow up being far more curious than she herself was and possibly be a bit of a rebel.

Any need to think on it further was pushed out of her head as her instincts made up her mind for her. Nature still demanded that she pursue the strong, and with a specimen as strong as the one that stood before her, the time for thinking was over. Mother leered at him and licked her lips, taking a moment to feel out the edges of her fangs as she pressed up into him.

Clover was caught so off guard by her sudden advance, that he ended up tripping and falling onto his back. The changeling queen now stood over him, saliva dripping from her fangs as she lowered them towards his neck.

She hesitated for a moment as she realized what she had just done, the position she was now in. The thrill of subjugating a strong mate, along with the burning desire to sate herself, was being tempered by her recent brushes with death at the hooves of the same creature she now had beneath her. She looked down at the stallion and still felt a measure of fear as her eyes locked with his. She had always pictured her mating going differently, with her chosen being strongly bound after being heavily sedated by her children. Those same children standing by and watching as she propagated the next generation of the hive. Instead she found herself with a willing participant, who just looked back at her before giving her a small nod and leaning his head back, exposing his neck to her.

Was that consent? It was a foreign concept to her. Her and her children had primarily been living as ambush predators. Even the idea of another creature willing to leave themselves to her mercy was a strange concept.

She leaned in closer. The smell of sweat in his fur filled her nostrils even as she felt the rhythmic rising and falling of his chest. She opened her mouth and meticulously raked her needle-like fangs through his coat as she sought a place to sink them into. She settled on a place just above his shoulder and slowly sunk them in, relishing in the sensation as they slid into place.

The venom that filled the bite of a changeling queen was different than that of her children, she knew that. Whereas the bite of the hive's drones carried a paralytic effect, hers existed only for this moment. It took a moment, but she could feel the changes in her mate as the powerful aphrodisiac pumped into his body.

Clover's breath caught in his throat for a moment before he eagerly began to suck in air. Mother grinned when she felt the beating in his chest quicken, but what really got her excited was when his lower body finally reacted to the bite. She watched eagerly as the organ between his legs began to firm and stretch as it reached out towards her. She had never felt one of those inside her, and this was the only time in her life it was necessary for her to do so.

She held on as long as she could while Clover's length finished growing to its full size. It brushed up against her belly as she felt it begin to throb. She carefully repositioned her nethers over the flared tip, catching a glance of the stallion's face as she did so. A deep blush graced his features, along with the expected flare of passion that started to radiate off his being. He had remained silent since she pushed him down, but he was now starting to breathe heavily due to the venom that coursed through his veins.

Mother groaned as she pushed herself down on top of him. The experience was unlike anything she could've imagined. As she pulled him into herself, the itch she couldn't reach no matter how hard she tried was finally starting to feel relieved. Furthermore, feeling the pulse of another creature pound away at her insides was empowering, and she eagerly drank in the sensation.

She let out an involuntary gasp when she felt his body shift beneath her, along with the feeling of movement deep inside her. Wave after wave of pleasure coursed through her body with every motion and before she knew it, she was moving in time with her partner, further intensifying the sensation flowing through her.

Things came to a head as Clover began to speed up. It wasn't long before he was moving so fast that she had trouble breathing. Mother's sex-addled mind didn't have the time or the energy to focus on anything else except filling herself, the need that had been eating away at her was finally being satiated.

Just when it seemed like there would be no end to the feeling, her mate tensed up before making one last thrust inside her. A rush of warm fluid shot into her insides, triggering her instincts. She clamped down hard and spines slid into place, ensuring that her mate could not escape until the job was done.

Her mate must've been startled by the sudden change and sharp jolt of pain. He spent a panicked moment attempting to pull himself out without success. For all he struggled, the only reward the stallion got for his efforts was to get pulled even further inside.

Mother tingled with the sensations that were racing through her body. Invigorated as she was, she wasn't quite done. She needed more. With Clover still locked inside her, she leaned over to the other side of his neck and bit him a second time, harder than she had before. His response was instantaneous as this second bite invoked a second burst of seed to instantly explode out of him. With how deeply he was lodged inside of her, every last drop of the life-giving ambrosia went right to where she needed it the most.

She collapsed on top on him, exhausted but finally satisfied after waiting so long to get to this point. It wouldn't last forever. Content as she now felt, the changeling queen began to relax. Her insides finally released her mate, allowing Clover to pull himself free. He winced as he finally cleared her entrance with an audible slurp, the length of his stallionhood lined with tiny, bloody pinpricks. A memento of their recent coupling.

Clover didn't make it much further than that as Mother felt the need to latch onto the nearest source of warmth. Her entire body felt like it was glowing, and that was before she started drinking in the love she was able to pull from her partner. She peeked a single eye open at the stallion in her grasp. Some of the tension that had been ever-present within him seemed to have taken its leave as she felt him relax.

"Mother!" The panicked shout of Red Cross came from the other side of the door, along with the sound of a struggle. "What's happening in there?! Are you all right? Number 47 won't let us in!"

Mother softly smiled as she looked down at the stallion now sleeping in her grasp. "I'm alright, my child," she said. "Everything is just perfect."
> Chapter 18: New Life, Part 3
> --------------------------------------------------------------------------

The next few months in the camp were mostly uneventful. Sure, they had their occasional timberwolf or lumbermoose wander in, but it wasn't anything they couldn't handle as the changelings and ponies built a new home for themselves. The only time they had a real problem was when heavy rainfall caused the lake that bordered their settlement to overflow and flood their settlement. This caused most of the new homes to fall apart due to their poor construction.

The hive mind had never really been the same after the night of the Ursa attack, when Mother almost died at the hooves of Clover. She could only keep it active for short spurts, in the event that there was some sort of emergency to deal with. It tended to leave her completely exhausted, so everyone did their best to cope without it. As a result, the remnants of her hive had been taking after the ponies more and more every day. Most of them were now fairly fluent in the ponies' language and they tended to stay disguised round the clock. A few undisguised individuals would occasionally be seen running around, but they were usually the few remaining young changelings that had just finished their metamorphosis into drones, and giving their caretakers no end of trouble. 

Clear Shores, Mother of The Hive, had followed the example of her children and taken on the appearance of a milky blue pegasus. She gingerly made her way through their small town, burdened as she was by the exceptionally large egg still growing inside her. She expected that she might have another month before she'd be forced to retreat to her chambers, where she'd lay this one last egg, protecting it until her heir could fend for herself. But until then, she wanted to move around as much as her body would allow.

As for Clover, he surprised them all when he decided to stay. Everyone had expected him to leave after the night he spent with the changeling queen, providing her with the heir she so desperately needed. When anyone was brave enough to voice the question, the only answer they got from the unusual unicorn was that he needed time to think before moving on. However, when Shores pressed him further behind closed doors, he couldn't deny that he was a bit curious about the child he helped sire.

However, he didn't just sit still while he waited. After one too many houses fell apart due to the poor tools and building materials, and finding out that no one knew the first thing about smithing, Clover busied himself with setting up a forge. Rough-cut logs and resin worked great if they only needed temporary lodgings, but it was a sorry substitute compared to what they could do with proper tools and some good old-fashioned nails.

"Son of a griffon's left nut!" Cursing, followed by the sound of something metallic hitting the ground, came from said forge. Clover may have been the only one among them that had the first idea about how to work metal, but that didn't mean he was necessarily good at it.

Shores sighed as she altered her path in order to check on the accident-prone stallion. This wasn't the first time he had hurt himself during his daily tasks and she doubted it would be the last. If anything, how fast he healed probably didn't help with how clumsy he could actually...

She was pulled away from her idle thoughts by... something. She couldn't really tell what it was, but something suddenly felt really weird about the day she was having. It was like something had changed, but she couldn't tell what. She looked around, unsure of what had alerted her. Was it just her imagination? It was a day just like any other. It was a hot, humid day, and there was a slight breeze that did little to calm the angry sun that always beat down on them.

Clear Shores peered up at the sky, noticing that the light of the sun didn't feel near as intense as it usually did. At first she thought it was just her mind playing tricks on her, but the more she breathed in the afternoon air, the more calming it felt. Unable to shake the feeling, she jogged the rest of the short distance to the smithy and threw the door open to find Clover just as she expected she would, hunched over while cradling a rapidly healing broken hoof.

He looked up to meet her gaze, the last drops of blood that stained his coat already flaking away. "You'd figure I'd eventually get better at this," he complained like someone who had done little more than trip over their own hooves.

She giggled at his complaints. "Well everypony's still impressed you even managed to set this place up in the first place." She glanced around his small workshop, noticing the various tools had had crafted since starting. "You're really sure you've never done this before?"

Clover nodded as he tested the recently healed hoof. "I watched the castle smith ply his craft a couple times and he was more than willing to entertain my questions. Unfortunately, that's a poor substitute for actual experience."

"What exactly were you even trying to do?" Shores asked as looked over to where he had been working. Spectrum had dressed himself up to look like a color-swapped version of Clover and was busying himself by collecting the nails that had been scattered all over the floor. "Surely you're not still having trouble with nails, are you? I though you had those down a while ago."

Clover grew quiet as a more serious expression came over his features. "It's not that," he said calmly, the sort of calm that usually preludes a storm. "Something distracted me."

Her face fell as she saw the look in his eyes. She had gotten to know him far better since their mating, and every so often, he got a look in his eyes like he was watching something from far away. "Does this have anything to how it started feeling cooler all of a sudden?"

"Maybe," he said as he stepped past her and looked right into the sun. "Something's changed... or moved... I can't tell just yet, but it has something to do with the sun."

"Do I need to warn my children?" The queen asked, ready to call out to them in an instant if there was any danger.

Clover shook his head. "I don't think you need to use the hive mind just yet," he said. "We should still keep an eye out for any wayward pegasus. Maybe tell Greengrass and Red Cross that they need to be ready to receive guests at a moment's notice."





The warning seemed justified when barely a week later, a multitude of shadows appeared overhead. Dozens of eyes turned skyward to see the silhouettes of descending wings against the backdrop of the midday sun.

Ponies were thrown into a panic as they scrambled about in an attempt to clear the streets before the platoon of pegasi finished landing. Carts and piles of lumber were quickly pulled out in an attempt to put a barricade between the creatures of the colony and the ones that were now landing. Everyone watched anxiously as the invading force finished landing and spread out in a circle.

A collective breath resonated throughout the crowd as the last pony landed in the center of the circle. She stood a head taller than the rest of them and her head was graced with a multicolored mane longer than it had any right to be. A golden necklace rested against her white coat, matching the crown and shoes she wore. Finally, upon her flank was a cutie mark of the midday sun.

Clear Shores watched from her place in hiding as the imposing figure approach the crowd. Even though she was entranced and mystified by the newcomer, she had heard enough stories to guess who that was. "Is that...?" She started to ask as she looked to Clover who was hiding alongside her.

"Princess Celestia," Clover confirmed as he kept his eye's trained on the proceedings. "Looks like my suspicions were correct. It seems she finally calmed down."

"Calmed down?!" She exclaimed in a whisper. This was her first time seeing the alicorn princess up close and even if she hadn't been told that she was the one that burned her home to cinders, anyone could see the way this pony carried real power on her shoulders.

The armored pegasi around Celestia bowed as she approached the makeshift phalanx the colony had slapped together in a hurry. There wasn't any anger in her eyes, instead she looked like she carried the weight of the world on her shoulders. She stood up straight as she looked over the ponies around her and took in a long breath.

"It pleases me to no end to see everypony doing so well," she said, a small measure of nervousness in her voice. "Tell me, who represents you."

They had discussed at length what to do if a representative of Equestria were to ever find their little settlement, but none of them expected that Celestia herself would be the one to visit.

True to his assigned role, the former Duke Greengrass pushed his way out of the crowd. Everyone had to admire his courage for not flinching at the presence of the solar monarch, although they certainly noticed the look of surprise that appeared on her face.

"Duke Greengrass," said Celestia as she collected her wits. "I am surprised to see you alive and well."

"Yes, your highness," Greengrass said as he bowed deeply to the ground. Shores noticed Celestia's eye twitching at the gesture, it was a reaction so slight, that it probably would've gone unnoticed if she had done as much as blink.

"We would've thought you to have perished during the ponynapping case," Celestia continued. "Where have you been all this time?"

"We actually finished with the case," Greengrass lied through his teeth. "The threat no longer exists, but my guard and I were not eager to return given Equestria's current climate."

"I see," Celestia mused as she glanced around at the surrounding buildings. "You seem to be doing well for yourself. Better than a lot of the nobles I scattered to the winds," she sorrowfully added under her breath.

She turned her full attention back to the earth pony in front of her. "In light of the recent... change in climate, as you would put it," she said. "I have been seeking out any who remain amongst the ruling class. The nation is in shambles and I would be honored to have a pony as capable as yourself to help us put everything back in order." She gave a small bow with the request. Shocked gasps were heard from among the colonists, including the stallion hiding besides Shores.

"Celestia's actually bowing to somepony?!" Clover gasped between breaths. "What happened after I left the castle?!"

"She doesn't seem anything like the pony you described," Shores commented. "Are you going to show yourself to her?"

Clover shook his head. "It's almost like she's a completely different pony, but no. Last time I saw her was right after she banished Lu... her sister to the moon," he cut the words off like even saying her name was painful to him. "Besides, I don't want to risk a confrontation by talking to her right now."

She saw the tear threatening to form in the corner of his eye before turning her attention back to the conversing leaders. Red Cross had broken off from the crowd and was now standing besides Greengrass with a hoof thrown across his back.

"I appreciate the offer, your Highness, but I'll have to decline," Greengrass told the waiting Princess Celestia. He leaned into the disguised changeling he had grown attached to in recent days. "Everypony needs me here and I finally found a place I belong."

Celestia looked between the two of them, the first real smile finding its way onto her face. "Very well," she said as she gestured to one of her guards. Said guard approached Greengrass before reaching into their bag and procuring a small cylinder. Greengrass took the proffered item before the pony went back to stand beside the other guards.

"You're not the first group of ponies to decide against returning to Equestria and I doubt you'll be the last." Celestia nodded to the item Greengrass now held. "Take this dragonfire candle," she explained. "So you'll have a way to reach us should the need arise."

"Thank you, your highness," Greengrass and Red Cross both bowed in unison. "We will graciously accept this gift."

Celestia turned to leave, but at the last moment, something seemed to catch her eye. Shores felt her heart catch in her throat as Princess Celestia tilted her head and looked directly at their hiding place. An unsettling feeling came over her as she felt the eyes of the alicorn princess look right into her very soul. Not a single doubt remained in her head that the princess knew she was there.

"One last question," Celestia appeared more curious than ever as she turned her attention back to the duke. "Have any of you heard from Clover?" The ponies that had started chattering amongst themselves suddenly grew quiet again. "We haven't seen him nor heard of his whereabouts for many moons."

The former duke deserved a medal for how calm he kept under pressure. "I'm sorry, your Highness," he said. "I haven't personally seen him since before the Crystal Empire disappeared."

"I see," said Celestia as she turned to leave again. "If you should ever run into him again, would you please let him know that I'm sorry. Sorry for the way everything turned out."

Shores jumped with a start as Clover let out the breath she hadn't known he'd been holding until now.

"She knows I'm here," he said regretfully. "Looks like I can't stay here any longer."
> Chapter 19: Bonds
> --------------------------------------------------------------------------

"Are you sure you have to leave?" More than one pony had asked the question already. After Celestia left with her guard in tow, the entire colony had gotten together to discuss the encounter. That was when Clover made his intentions known.

"Yes, I'm sure," he said. "Princess Celestia definitely knows I'm here, and I don't want to risk a confrontation."

Several creatures looked like they had more to say, but before they had the chance, they were silenced by Clear Shores stepping forward. While she wasn't the acting leader of the colony, that had been decided months ago after seeing how well Greengrass and Red Cross kept everything in order during her coma, her voice still held sway over a good number of them.

"Is this about Luna?" Clear Shores asked as a few faces winced at her question. It had become a bit of an unspoken rule to ask Clover about anything regarding his past. It was only the changeling queen who was still brazen enough to ask such a question.

Clover didn't show much reaction as he nodded, like he had already rehearsed this out in his head. "My conflict with Celestia cost both of us something precious. I don't want to live with the constant reminder, and I doubt she would want to either. Besides," he said as he looked over everyone present. "She might have a relapse just from being around me. It wouldn't be safe. Not for anypony."

The disguised queen could hear the unspoken words as Clover's eyes ran over her body. Her attention was once again drawn to her own belly, it had thoroughly engorged itself over the last couple months. It had even gotten to a point where it even showed through her disguise. Of course, she wasn't the only one that was carrying by this point, two of the other mares were as well. It wasn't much of a surprise, not with all the time everyone spent together.

"But that's no reason to leave!" Spectrum shouted as he spoke up for the first time in a long while. It was unusual to hear the changeling speak up against Clover, or at all for that matter. He had been shadowing him for months and most of the time, everyone tended to forget he was there. "We can hide you, I'm sure we can. Maybe you could come up with a spell to change your appearance. That should be easy enough, right?"

Clover turned his attention to his twin, for that's what they looked like when they were standing so close together. "And then what?" He retorted. "Even if I managed to elude the princess, I would still be found out eventually."

"But it's only us here," Spectrum retorted. "Nopony here would ever think of exposing you."

Clover then turned his attention to Greengrass, startling the earth pony who wasn't expecting to get pulled into this. "Tell me, Duke Greengrass," said Clover, clearly making sure the pony heard him use his title. "What are the chances that this settlement is now on the map? What are the chances that there will be ponies interested in moving and settling down here?"

The most likely reinstated noble's eyes grew wide as the gears turned in his head. "I expect we'll start seeing pegasi looking for work before the end of the week. We could certainly use the help with getting the weather under control," he said. "The other tribes might take up to a month, but they'll come. Why wouldn't they? We're on a prime piece of land and there's always ponies looking for work. It actually wouldn't be too surprising to see our little settlement turning into a city in the next ten to twenty years."

Clover turned back to Spectrum. "I don't age and I don't injure easily, if at all. With all the new faces that are bound to start showing up, it's only a matter of time before something slips. I think it's for the best if I just disappear until the world forgets all about the pony known as Clover."

"I can see your mind's made up," Clear Shores said with resignation. She had already tried to talk him out of it, even before this impromptu meeting, but her luck hadn't been much better. "But don't think you can simply just disappear, I'll make sure of it. I'll make sure my descendants never have the chance to forget what you did for us, and we'll make sure that you always have a place you can return."





True to his word, Clover was gone by the next morning. Furthermore, Spectrum had vanished alongside him. No one was really all that surprised to see him missing as well. The two of them had been inseparable ever since he had convinced Clover to return in order give Mother the mate she sought after. Mother could still feel faint traces of his consciousness when she reached out through the link. However, by the time she thought to look for him, he was already so far away that she couldn't do much more than confirm he was still alive.

Duke Greengrass' predictions were spot on, and new ponies began to show up before too much time had passed. Sure enough, the first couple pegasi to arrive wasted no time in organizing a local weather team. Once they had a chance to work the sky, the weather was a lot less chaotic from that day forward.

Next came the earth ponies. Unlike the ones who were trained soldiers, these ones were specialized farmers and cultivators. No longer were the ponies of the colony forced to live on nothing but hard grain and whatever they could forage from the wilds, but now they had access to cabbage, cherries, and some peppers that were a bit too spicy until you got used to them.

Clear Shores didn't get a chance to see what the unicorns contributed to the colony. A week before they were expected to arrive, her body was seized by terrible cramps and she was forced to retreat to her underground sanctuary to lay her final egg.

"How is she?" Greengrass stood deep in the most fortified part of the colony. Changelings clung to the walls, ready to come to Mother's aid at a moment's notice should the need arise.

Red Cross pushed open a flap and stepped out from the back room along with a doctor she had managed to find among the unicorns that could be trusted to keep a secret. "She's weak," said the nameless doctor. "If I had more time to study the physiology of these changelings, I could tell you more. But from what I can tell, she seems to be directing every scrap of energy she can get her hooves on towards keeping her egg alive."

"That makes sense," said Greengrass as he nodded along. "She's been really protective over the last couple months, ever since she laid her egg."

Red Cross placed a hoof on his shoulder, a solemn look on her face. "She asking for you," she said.

"Me?" He looked back at her in confusion. "What could she possibly want from me?" He asked as he followed his partner into the back room.

There wasn't much to the inside of the chamber except for a hollowed out space. The changeling queen lay in the center curled around a large green egg. A trickle of energy dripped off her horn as she guided it down to her unborn young. The queen's body had grown thin and the cracks in her chitin, which had mostly healed by the time she secluded herself, were now far more pronounced than they had ever been. Furthermore, her emerald eyes, which had once contributed to her piercing gaze, were clouded by a milky film, and they didn't show any reaction to the creatures in the room.

"You said she was weak," the duke gasped at her appearance. "You didn't say it had gotten this bad."

"Mother has been getting worse by the day," said Number Eight, one of the two guards that stayed by her side day and night. Them and their partner, Number Nine, had been the sole changelings that refused to take on permanent pony identities. Instead they had kept to their appointed task of taking care of the hive's young and producing jelly to store the hive's excess love. That supply had run out shortly after the queen laid her egg, the needs of the soon to be born queen as voracious as they were.

"The egg should've hatched long ago, all the signs are there," Number Nine piped in. "We just can't feed it enough love so it has the strength to break free."

"Is that him?" Mother's voice was raspy and barely came out in a whisper. "Is that Greengrass?"

"I'm here," he said as he stepped closer, the concern clear on his face. "You shouldn't push yourself."

The corner of her mouth turned up into a weak smile. "There will be plenty of time to rest later. I need... I need to say this while I still can."

It was more than apparent how badly the queen was faring, so instead of continuing to insist that she rest, the stallion took a closer step so he could hear her more clearly.

"When I'm gone, I need you to look after my daughter," she said, those few words seemed to take most of her waning strength.

Greengrass snapped his head back so his eyes met hers. "But you can't die," he protested. "If you die, then..."

"Then the guard dies as well," Red Cross finished the statement. "We know. We've been busy preparing the remaining drones for this."

He looked back at his partner with tears in his eyes. "But you told me there was a way..."

Red shook her head, "there is, but that window closed months ago. We no longer have the time or means to take that option." She stepped forward to nuzzle him, hoping to provide some small comfort, "I was hoping the pony doctor would have another solution to help us save Mother, but she's already dying and there's nothing we can do to stop it."

"Why me, though?" He leaned into the support, the tears still rolling down his face.

Mother's eyes seemed to watch the two of them even though she could no longer see. "The love you have shared with Red has been some of the strongest in the colony and what she's shared with me has played a big part in helping my daughter mature." She carefully rubbed at the surface of the egg she was clutching. "She is just as much your daughter as she is Clover's and she'll need guidance. I can't think of anypony else as well suited to the task as you."

"But it was our fault that the hive ended up in such a sorry state," he argued back. "Why would you trust something so important to me?"

A weak laugh escaped her lips. "That feels like a lifetime ago, now. You're not the same pony you once were, none of us are. Promise me," the words took a visible toll on her. "Promise me you'll look after my daughter."

"But I..." His words were cut off as another set of lips pressed against his own.

Red Cross pulled away from the contact, her own eyes shedding tears. "We didn't have long together and we might've had longer, but Mother needs us to help her one last time."

"One last time?" He looked back at her in confusion. "What are you going to do?"

"We're hoping a large surge of energy will make her egg hatch," Number Eight said, their voice devoid of any emotion.

"Mother plans to give everything her life has left to see it happen and since we can't live without her," Number Nine continued. "We'll be joining her."

"Just promise us that you'll look after the new queen," Red Cross begged as she held him close.

"Fine," he choked out, realizing there was no way to talk them out of this. "I promise." Red Cross reluctantly pulled herself away from the embrace and a green flash of fire later, there were three changeling guards and a dying queen in the room.

A pink mist began to leak from the bodies of the guards and started circulating around the room. A dull hum shook the air as the mist began to collect around the fallen queen. Her body glowed and for the first time in weeks she pushed herself up to a sitting position. Color seemed to pull itself out of the room as the bodies of Eight and Nine suddenly dropped to the ground. Red Cross, Number Three, wasn't far behind as she collapsed alongside her siblings, the light now gone from her eyes. Finally it was the queen's turn as the numerous cracks throughout her chitin began to dull as she pulled everything that remained into a single point at the tip of her horn.

With a force of will that would have made any creature jealous, the power she now held left her in its journey to the unborn life in her care. The egg sucked in every ounce of energy that was offered to it and when the last of the light was pulled inside, its slimy surface began to tremble.

The queen's body fell to the ground in a heap beside her egg. Her breathing stopped and she lay motionless on the ground. Her heart ground to a stop and as the last iota of strength left her, a single crack broke the surface of her egg.





"AHH!!" Spectrum cried out as it felt like someone had just run a hot spike through the back of his skull. Fortunately, they were traveling alone through the desert, so no one was around to watch as his disguise rapidly fell apart.

"Spectrum? What's wrong?!" Clover was by his side in an instant. The changeling began shivering as he lay on the ground, he was starting to feel cold, despite the hot sand that ran through the holes in his legs. His mind felt like it was tearing itself apart, and everything felt far too quiet.

"I don't know," he said. Something didn't feel right, this wasn't like anything he had ever felt before. He couldn't even find the right words to describe what he was feeling. He tried to reach out to the hive mind only to find himself completely alone. That can't be right. "Mother was there a second ago, but now... now I can't feel any of them."

"What happened to her?" Clover grabbed and carefully shook his friend to get his attention. "What happened to Clear Shores?" He asked, using her pony name.

"I... I don't know," Spectrum quivered as he desperately tried to find an answer while enduring the pain that threatened to split his head open. "Last thing I heard was that Mother was having trouble hatching her egg. She was even considering..." His eyes grew wide as he realized what had happened. "Oh no," he gasped. "She actually did it."

"What?!" Clover snapped. "What did she do?!"

"Mother's dead... She sacrificed herself and..." He went back to clutching his head, the pain was unbearable and it felt like he was being torn apart from the inside.

"Stay with me," Clover said in a panic as he scanned the horizon. He scooped up the changeling in his magic, and a quick flash of light later, they found themselves in the shade of a palm tree. "Does that help?"

It would if the sun had anything to do with what was wrong. Spectrum weakly shook his head, but he couldn't summon the energy to speak. He was forced to just lay there, paralyzed by the pain as he was. It didn't even register to him as Clover's magic squeezed through the cracks in his chitin and began to probe his insides.

As the world around him went black and whatever was happening to him continued to tear him apart, a singular light peered down at him. Desperate for anything that would mean an end to the pain, he reached for it, unaware of what he was really doing.

The instant he touched it, a soothing warmth washed over him. It worked its way into his chitin and into the rest of his body. Euphoria filled his mind as the darkness began peeling away from his vision. He never lost sight of the light he held, and when the darkness finished clearing, he found a relieved Clover standing over him.

"Are you still with me?" He asked.

Spectrum easily nodded his head, the pain that was consuming him quickly becoming a distant memory. Far from it, he felt good, better than he had felt in his entire life. He looked down at his own body, surprised to see the chitin had taken on a dark green color. Gone were the familiar holes that had always filled his legs, and on his chest were what looked like three pitch black gemstones.

He looked back at Clover, the confusion clear on his face. "What just happened?"





The surface of the pool, which had been mostly undisturbed over the last week, exploded as a face broke through the surface. The being that face belonged to scrambled about until his hooves found solid ground. Once he had managed to pull himself free of his viscous bedding, Spectrum began coughing violently as the contents, that had worked its way into his lungs, expelled itself.

As the queen's attendants helped him clean the slime that still clung to his body, they got their first real look at the anomalous changeling that had arrived alongside their patriarch. They hadn't been able to tell much about his appearance through the bandages he had been wearing. The only thing they had seen before were his wings, which even now were stretched out behind him, whole and unblemished, as they dried themselves off.

"So," he said, his previous annoyance working its way back to the surface. "Was the time you spent digging around in my head worth all the trouble?"

Sapphire lightly nodded as she continued to hold a glass of something cold against the side of her head. "We actually learned quite a bit," she said with a tired smile. "We have scarce few records from the founding of the city, but we've been able to fill in a lot of the gaps with what you provided."

"Did you at least figure out why I'm still alive?" Spectrum asked through staggered breaths. "That's been eating away at me for the last several centuries."

That question seemed to be enough to pull Ruby away from her rabid theorizing, evidenced by the thick cloud of chalk dust that was currently floating over some very full blackboards. "Oh I've got so many ideas on that front," she said as she slid over.

"At first I thought that it might've been all the time you've spent around an alicorn like Clover," she started. "But then I realized that would be silly. I mean, imagine if all the ponies that hang around Celestia started living much longer."

"So..." Spectrum started to say, but was cut off as Ruby began to trail off into her own little world.

"Continuous exposure to the source material must have caused a synchronous effect over a long period of time," she said as she went back to looking over her notes. "That doesn't explain how a partial deep-bond joined him to the parent without her being aware." She seemed to think over it the problem. "It could be an advanced mutation to the link that was instigated by heightened emotions. That one night did seem pretty intense."

"Umm..." Spectrum wasn't following at all.

"That might account for the severing feedback," Ruby rubbed at her chin. "The link being in a fragile state at the moment of deterioration might account for survival instinct taking over and latching onto whatever it could." She tapped at the board a few more times, her eyes lighting up like genius had struck her right in the face.

"Eureka!!!" She cheered. "That's it!" She began rapidly scratching a fresh set of notes. "He had already formed half a bond, and when that bond was severed, he latched onto the other half of his own genome. Clover was right there. It would've been easy, especially as close as they had grown. That would also account for the longevity."

Spectrum looked to Sapphire, hoping that she could shed some light on what her mother was talking about. He certainly couldn't follow her train of thought.

Sapphire finished taking a long drink from her glass before returning it to the side of her head. There was a slight glow to the space below her eyes, hinting that she was drinking something a bit stronger than water. "Short answer," she said, clearly not drunk enough yet to stop making sense. "Congratulations. You're a changeling guard. Only you're bound to an alicorn instead of a changeling queen."

"But how am I still alive?" That was the original question after all.

Sapphire sighed, apparently this changeling didn't know all the details of his own race. "Changeling guards enjoy a longer than normal natural life," she said. "As long as you don't go and get yourself run over by a carriage or something, you won't expire until Clover does. At least, as far as we know."

His eyes widened as the information finally clicked in his head. However, he couldn't spare the time to comprehend his longevity much longer, because at that moment, Ruby had taken a hold of him, pulling him out of his stupor.

She was breathing heavily and a hint of drool was dripping down from the corner of her mouth. "Think of everything we could learn," she panted. "With a specimen as well preserved as you are..."

That was more than enough crazy for Spectrum to want to make a quick exit. With his body and, more importantly, his magic restored, he began casting a spell. Even though he hadn't been able to use it since he'd been hurt, the spell was a familiar one, and endless hours of practice had made him far more proficient with it than even the best spellcasters could boast. His dark green chitin began to turn even darker. It was quickly as black at the creature that was holding onto him, but it didn't stop there. It grew darker still until his very body began fading from the room.

Ruby fell forward as Spectrum's body became just as tangible as a shadow. She pushed herself up and whirled around just in time to see his silhouette spare her a quick wink before completely vanishing from the room.
> Chapter 20: Epilogue
> --------------------------------------------------------------------------

Onyx groaned as he clawed his way back into the waking world. He vaguely remembered fighting... something. A plant, maybe? He sort of remembered a pungent smell that left his head feeling fuzzy. Whatever that stuff was, his senses were still feeling a bit muffled. He tried to push himself up, only to find something holding him down, something warm and soft. 

After another moment, the pressure lessened and he was able to turn his head to identify the source of the foreign warmth. He managed to look up just in time to find a pair of glistening black eyes looking back at him.

Having been found out, Quartz quickly jumped away in a panic, letting out a high-pitched squeak in the process. A deep crimson graced her cheeks, but before Onyx had a chance to ask what she had been doing, she bolted from the room.

Onyx now felt confused for a completely new reason. He still wanted to know what had caused the city to fall into chaos, but it now seemed a little less important in the face of what he had just woken up to.

"So, you're the little pony that saved our lives," a strong, yet feminine voice spoke, causing him to jump. Onyx wasn't sure why, but when he realized that this large, chocolate-colored mare had been witness to what just happened, he wanted to find a deep hole to hide in.

"Yes, ma'am," Onyx answered quickly. He did his best to mind his manners, despite how much he really wanted to disappear right now.

"Well, ain't you the sweetest thing," the pony gave a hearty laugh that seemed to light up her entire body. "Don't worry, Mama Pancake ain't gonna eat ya." She seemed lost in thought as she fiddled with a cigarette that Onyx hadn't noticed until now. "So..." She said, her eyes narrowing a bit. "You're supposed to be this dreaded King Sombra that little Quartz was fussin' about."

The accusation stung like a knife to the heart. Of course Quartz would've said something after seeing him the other day. He didn't want to admit it, but what would be the point. "Yes ma'am, but..."

"It's complicated?" Pancake summed up for him. "I figured it would be. Nothing with magic ever seems to be that simple." She watched him with her deep red eyes, eyes that seemed to cut deep into his soul. "You know, she refused to leave your side the whole time you were sleeping." She chuckled to herself. "When I first found her wanderin' the streets, hungry and alone, I thought, 'here's a pony who's runnin' from somethin'. It took me a while before I got her to open up about it."

Onyx averted his eyes, not sure what to make of what she was telling him. He didn't notice when she walked up right next to him and ruffled his mane. "You're still trying to figure things out as well, I take it. You saving little Quartz has her all sorts of confused, but I still think it's a good first step."

The moment was interrupted as a crash and shouting broke through from the other room. Pancake gave a long sigh as she turned to the door. "If you ever need a place to go while you sort things out, you be sure to let Mama Pancake know. Now if you excuse me, I need to see what kind of trouble that colt of mine has gotten himself into... this time."





Once he was able to stand again, Onyx pushed open the door leading into the diner to find Mama Pancake arguing with someone he recognized. It was the same officer that had approached him and Master Clover their first day in the city.

"Don't you have anything better to do than bother colts that've been gettin into mischief," Mama Pancake argued with Officer Special Case. "In case you didn't notice, the city's a mess right now."

"I can't do that ma'am," Case argued as he leaned back from the mare that was getting in his face. "Your colt's been getting into more than just simple mischief. Him and his gang have been vandalizing private property, harassing several well known figures around the city, and overall disturbing public order."

"When are any of you adults gonna listen to me?!" Chip protested with a look of indignation on his face. "We've been invaded by changelings! I bet they're even behind the vines that were overrunning the city."

"Everypony you've been bothering are upstanding citizens of Manehattan," Case responded as he watched him out of the corner of his eye. He shouldered Mama Pancake out of the way and reached back to pull a long sharp piece of black crystal from a pouch. "And what were you planning on doing with this?!" He resorted to holding it in his hoof when he failed to pick it up with magic. The magic from his horn seemed to roll off the item and ultimately just failed to interact with it. "I don't know where you found something like this, but given your track record, I can only imagine what you plan on doing with it."

"But that's..." Chip started, averting his eyes

"That's mine, sir," Onyx stepped up, drawing the officer's attention.

"You?" Special Case turned to the newcomer. He scowled when he saw who had spoken. "You again?!" He said. "I thought you weren't part of his gang?"

"You should be careful with that," said Onyx as a white glow from his horn extended to envelop the black chunk of crystal the officer was holding. Unlike the other unicorn, Onyx had no trouble using his magic to manipulate it. He easily balanced the small knife in his magic like it wasn't anything special. "Dark crystals are difficult to harvest, and even harder to conjure," he said as he examined his earlier craftsmanship. "It interferes with any and all magical connections, and can be a lot of trouble in the wrong hooves." As he held the knife, the edges of it began to run off and liquefy before dissipating into mist.

"What the... How did you..." Officer Case was left dumbfounded when the mysterious and obviously dangerous weapon simply evaporated.

"So this is where you've run off to," a familiar voice drifted in from the entrance, breaking the officer from his stupor. "Do you have any idea how worried I've been?"

The city official groaned as he turned to face the newcomer, the day had left him with far too much extra work and he didn't relish having any more to add to it. When he saw the pony who just walked in, as well as what he was wearing, he groaned inwardly. "I thought I told you that it's a bad idea to dress like that in this city," he said.

Clover raised an eyebrow before sparing a glance at the green cloak he had quickly thrown on before leaving the hotel. He had been dressing this way for so long that he didn't really give it much thought. "Sorry," he said, not really feeling all that sorry. "But this is just how I dress."

Chip took advantage of the momentary distraction to slip around the cop and hide behind Clover. "You're supposed to be Clover the Clever, ain't ya? Yous gotta help me. I keep tellin' 'em that Manehattan's been invaded by changelings and nopony wants to believe meee.. ow ow ow ow."

No one had seen her move, but apparently Mama Pancake was only a few steps behind her troublesome child. Looking more annoyed than angry, she swiftly bit down and began to drag him away by the ear. "That's because everypony's been too busy cleaning up after the messes that you and your gang keep makin'," she grumbled through her teeth.

The back and forth that continued between Mama Pancake and Officer Case left poor Chip looking like he was stuck between a rock and a hard place. Based on how much she refused to back down, this probably hadn't been the first time she had to defend her troublesome colt from the authorities.

During all this, Onyx had made his way over to Clover's side. "Master Clover," he said, looking sheepish. He already knew from the look he was getting that Clover really had been worried about him. "Is there anything you can do? It's sort of my fault he's in trouble right now."

Clover studied his apprentice. They couldn't have had much of a chance to get to know each other, but Onyx was willing to stick his neck out to help someone out he viewed as a friend. What all had happened to him after he had gone missing?

Clover sighed as he reached into his cloak. Whatever was happening, he did have the power to do something about it. It would mean drawing some unwanted attention to himself, though. "Officer Case, was it?" He called out. "A word, please."

The other unicorn didn't look particularly pleased with how his day was going. He probably woke up this morning looking forward to a relatively easy shift, but after the mysterious vines tore up half the city, he was sure all the extra paperwork was going to haunt his dreams. He groaned as he approached the newcomer to the city, certain that he was about to add even more to his workload. "Now listen here, whatever your name is. Please don't get involved with..."

His words were cut off as Clover produced a golden badge from within the folds of his cloak. His eyes grew wide and everyone else in the room grew quiet as they could see the gears turning in the poor stallion's head. "Oh, great..." He grumbled as recognized the badge of a government official. He never liked dealing with the higher ups, it usually led to the biggest headaches. "Let me see that," he groaned as he reached for the proffered badge. Nothing for it at this point. May as well get this over with.

A smile threatened to show at the corner of Clover's mouth as he handed over his badge of office. He still had mixed feelings about Princess Celestia saddling him with his new position. He certainly wasn't expecting to put it to use so soon.

Officer Case carefully inspected the badge in his hooves. It only took a moment to tell it was real and not some elaborate forgery. The magic for determining a government official was very basic and it was one of the first spells they taunt unicorns at the academy. However, as he continued to verify the unicorn's position, he wasn't prepared for everything he gleaned from the badge.

Case began to sweat as he stared wide-eyed at the pony standing across from him. Without any further hesitation, he quickly straightened up as he stood at attention, his earlier lackadaisical attitude quickly making way for pure professionalism. "Please forgive my rudeness, Prince Clover," he said. "I had no idea who you were."

The smile that had almost made its way onto Clover's face was quickly replaced by a deep frown. A hoof quickly made its way to cover his face, but it wasn't fast enough to completely hide the blush that washed over his features. Of course Princess Celestia would've included his royal title along with his official one when she had his badge made.

He took a deep breath before turning his attention back to the pony who hadn't moved an inch after he had inadvertently left Clover feeling completely embarrassed. "You can relax, officer," Clover said as he placed a hoof on his shoulder. "And please don't call me prince." Clover visibly cringed as the repeated the title. "The title makes me feel a bit... uncomfortable."

"Yes sir," said Officer Case, still stiff as a board. "Whatever you wish, Your Highness..." He trailed off as he noticed the cross look he was still getting. He swallowed hard and let his shoulders relax the slightest bit. "I mean... Archmage Clover..."

"Thank you. Now," Clover said with a smile as he turned his attention back to original point. "I don't suppose we could let Chip here off with a little warning, could we?"

"I... I mean... I could... well... maybe..." Case's eyes darted back and forth. "I would," he said as he finally started getting his nerves under control. "But he's been harassing a number of important individuals around the city. With everything else that's been happening recently, my boss wants me to make sure he can't make the situation any worse by harassing the city's VIPs."

"I keep tellin' you, you stupid copper!" Chip protested as he fought against Mama Pancake's grasp. "They're not ponies! We've been invaded by changelings! Why won't anypony believe me?!"

The youth continued to remain defiant. Under different circumstances, someone may have paid closer attention to him. However, all anyone saw when they looked at him was a young pony looking for attention. Anyway, it's not like it would've mattered. The local changelings were far too ingrained in the city's structure, they had been since the place was little more than a refugee camp. Manehattan would likely fall apart without their influence.

Clover kept his peace as he stepped away from the still nervous Officer Case and up to the rebellious youth. Both Chip and his mother grew quiet when they saw the newcomer standing over them. He lowered his head to the pony that had managed to get himself in trouble. "Chocolate Chip," he said, sure he had his attention.

"Yes sir," Chip said nervously.

"Leave the changelings in the city alone," he said, evoking a wide-eyed response from the youth. "They're currently busy negotiating peace talks with the princesses."

"But..." the young earth pony started to say.

Clover raised a hoof to cut him off, "you wouldn't want to disappoint Princess Celestia, would you?"

That shut him up, he knew it would. While he himself had his own issues to work out with her, he wasn't above using her name to quickly end a conflict. Clover looked back to the slack-jawed officer who was watching intently as he straight up admitted that there actually were changelings in the city. "So what do you think, officer?" He said. "Can we let him off with a warning? I would consider it favor to the crown."

It took a moment for Officer Case to realize that he was being addressed again. "I suppose," he finally said. "As long as he doesn't cause any more trouble."

"You got that, Chip?" Clover said as he looked back to the young pony. "Think you can behave for me?"

Chip rapidly nodded his head up and down, excited for some reason. Clover wasn't completely sure why, until he remembered what Chip had mentioned when he came here to eat the other day. Oh great, he thought to himself. I have a fan.

"Clover! Here you are!" Came yet another new voice. For the second time in a short while, a pony stumbled in through the front door.

Clover slumped his shoulders, he was still feeling worn out from his flight through the tunnels and from finally tracking down his student. He was looking forward to a nap, but he supposed that would have to wait for a bit longer. "Can I help you?" He asked as he turned towards the source of the voice. However, when he saw the pony standing there, he felt his heart stop.

A cream-colored unicorn was standing there while looking out of breath. She had pink hair and eyes, and an all too familiar flowery cutie mark. Behind her was an equally out-of-breath earth pony, who looked like he really didn't want to be there. "Grandma Ruby," said Clear Mind. "You can't just run off like that. The city is still in complete disarray."

Ignoring the protests, Ruby waltzed into the trashed diner while glancing around the room like she was trying to find lost change. "Is he here?" She said. "He ran away right after waking up. I still had so many questions for him."

It wasn't hard to figure out who she was talking about since Clover had just spotted a wince from his own shadow, namely from the changeling who was most likely hiding there. "Ruby," he said, not once breaking eye contact, now that he knew who he was talking to. "That form," he said as he gestured to all of her. "Where did you find that? Or is this just a really bad coincidence?"

"Oh this?" She said, looking herself over. "I actually wanted to ask you about this," she said as she continued unabated. "I saw the old queen take this form while I was going through Spectrum's memories. You seemed to recognize her and I was hoping you could tell me who she... was..."

Ruby grew silent as she looked into Clover's eyes. Even with how much she tended to miss or ignore social cues, not even she could brush off the cold look he was now giving her. He very clearly did not want to talk about it.





Clover sat at the station, his mind lost in thought as he waited for the train to Canterlot to arrive. His stay in Manehattan had been mostly uneventful with the exception of this last day, but now that Spectrum had finished his recovery, it was high time he make his way to the castle to figure out what this Archmage job entails.

"I thought we'd never escape her," said a green-maned unicorn as he sat down beside him while holding a box with a half-dozen tacos. He took one of them for himself before passing the rest of the box to Clover. "Also, I didn't expect you to let Onyx stay in the city. What's up with that?"

Clover idly turned the food in his grasp. It wouldn't take long for the alicorn to down the entire box, but he didn't seem to have much of an appetite at the moment. "Onyx said he wanted to look after his new friend," he said automatically. "Besides, some time out in the world would probably do him some good."

"Did you see the look that crystal pony was giving him?" Spectrum said as he began to nibble at his food. "I wonder how that's going to develop."

"I don't know," said Clover. He was only half paying attention as his mind had wandered to a time long since passed.

Spectrum let out a long sigh, "you're thinking about her again, aren't you? Listen," he said. "I'm sorry Ruby had to go and stir up some bad memories. I actually forgot that my mother took on her appearance back then until they started poking around in my head."

"Don't worry about it," Clover took in a deep breath as he stared off into the distance. "It's my problem, anyway. It's just... you know..." He slowly exhaled. "You'd figured I'd be over it after all these years, but I guess it's true what they say. You never truly forget your first."