> Integration
>  by Raugos
> --------------------------------------------------------------------------

> Chapter 1
> --------------------------------------------------------------------------

	
Sixteen years before Integration…



“Caramel and Sassaflash, sitting in a tree, K – I – S – S – I – N – G!” sang the fillies and colts as they pranced around him and the turquoise pegasus.

“Hey, knock it off, we just happen to be eating at the same table, that’s all!” squeaked Caramel, shaking a hoof at his twelve classmates. They simply laughed and sang louder, and he could feel his whole face turning red.

“He’s a special somepony, she’s a special somepony!” they chorused. Shining Armour and Lucky, the oldest colts in the class, were the ones singing the loudest, as well as having the biggest, dumbest grins on their dumb faces.

“Gah, quit it, you guys!” Caramel yelled at the unicorn and earth pony. He was sorely tempted to lob his bowl of cereal at them. Preferably at Shining.

“Meh, ignore them,” Sassaflash said, waving a hoof at them as if their classmates were little more than pesky flies. “My mom says ponies like them just want attention. They want everypony to see how ‘clever’ and ‘cool’ they are for making fun of other ponies. And that’s needy.”

“Sash, why don’t you sit at our place for once?” asked Minuette, gesturing towards another table. “You don’t have to sit with Caramel all the time.”

Sassaflash raised an eyebrow at the blue unicorn. “What’s wrong with sitting with Caramel?”

“Kinda everything,” Lucky piped up. “Have you seen him play hoof ball? He went crying to Miss Ruby after falling down. Once.” 

“That’s not what I meant…” Minuette mumbled.

Caramel’s forehoof instinctively went to the plaster on his flank where he’d scraped himself on a rock at the game yesterday. It wasn’t his fault it hurt so much, and it wasn’t fair that the teacher didn’t believe him when he told her that it had been one of the older colts who had pushed him!

“Yeah, what a cry-baby,” Shining added with a snigger. “Come on, Sash, you can sit with us.”

Caramel blinked hard, feeling a sniffle coming on. 

Not again! 

Why did he always cry so easily when he was teased? He really didn’t want to. It wasn’t fair! 

Sassaflash suddenly got up from the table. Caramel stared at the pale turquoise pegasus, the only one in school whom he might call a friend, even though he couldn’t figure out why she even liked him. But he did know that he liked her company more than being alone. Was she going to leave now? He wouldn’t blame her; Shining Armour was a handsome unicorn with that white coat and blue mane, and even though Lucky was just an earth pony like him, at least the grey colt was tough. He was a monster on the hoof ball field, and everypony always wanted to have him on their team.

The filly trotted up to the older colts, who both gave Caramel looks that pretty much said “See? This is what being cool is like.” She gave them both a sweet smile and gestured for them to lead the way, and when they'd both turned their backs to her, she casually bucked them right in the rumps. One hind hoof for each colt.

They went crashing into the dirt like a pair of potato sacks.

“Blargh, what was that for?” sputtered Lucky, spitting soil and grass out of his mouth.

Shining Armour was sprawled on the ground, speechless for once. He was simply staring at Sassaflash in surprise.

Everypony else had hushed, too. There was a bit of murmuring here and there, but on the whole, everypony’s attention was on Sash and the two bullies.

“That was for being mean,” she replied, turning and making her way back to Caramel’s table. As she trotted, there was a flash of green on her hind quarters, and when it faded, there were two yellow lightning bolts on her previously bare flank. She paused and inspected them in surprise, saying, “Huh, would you look at that?”

“Hey, you got your cutie mark!” Minuette cried. 

“What does it mean?” another filly, Berry Punch, asked. “Those lightning bolts look really cool!”

“Well, I’ll figure it out later,” Sassaflash huffed, taking back her seat opposite Caramel.

Shining Armour and Lucky approached their table with determined expressions, as if they had something mean to say, but when Sash gave them a sweet smile and an oddly piercing look, they seemed to think better of it and began trotting away, trying to pretend that they hadn’t just been scared off by a filly almost half their size. Others tried to crowd in after they’d left, to have a better look at Sash’s cutie mark and to talk about it, but she gave them all a similarly unreceptive treatment, and one by one, they reluctantly sidled away.

“Thanks,” Caramel mumbled, absentmindedly stirring his cereal. “For, you know… that.”

“You’re welcome!” she replied with a cheerful grin. “Those bullies had it coming.”

Caramel didn’t feel like saying more, since he hadn’t been the one to teach them a lesson, but when the silence stretched on, the turquoise filly suddenly stretched out a hoof and asked, “Best friends forever?”

“Uh… yeah. Okay,” he replied, hesitantly bumping her hoof with his own. It wasn’t that he didn’t want to be friends with her, but he was feeling kind of confused right now. There was a warmth spreading out in his heart, sort of like the feeling you had for Mom and Dad when they hugged you, but just a little different. Was his heart beating a little faster than usual? Maybe it was. There was nothing wrong with that, right? If that feeling stayed, then maybe this year of school wasn’t going to be as bad as he thought.

They ate their meals in silence after that. But when the bell rang and recess was over, just when they were on the way back to class, Sassaflash trotted up right next to him and nuzzled him on the cheek. He froze and stared straight ahead, but she simply smiled and trotted onward and into the schoolhouse. There was that warm feeling in his chest again. And on his face, too, as he realised with a mix of surprise and horror that some of the fillies who’d seen were giggling at him. 



*  *  *  *  *



Three months before Integration…



It had taken Caramel ages of stumbling about in the semi-arid wilderness, far from civilisation and eating nothing but scrawny berries and dry grass and drinking dirty rainwater, but he’d finally found what he was looking for. 

The hole was about ten feet wide and almost perfectly circular, descending at a gentle incline from an entrance that was partially hidden by gnarled, dead trees. When he tapped its walls, he found that it was made of a hard but lightweight-sounding material, being porous, rough to the touch and seemingly impervious to scratches. Almost like a cross between cardboard and limestone, judging by the hollow sounds it produced. 

He looked skyward and spent the next minute or two simply watching the sparse clouds sail across the blue sky, savouring every second of the sun’s warmth and committing it to memory. It might be his last chance to see the surface for a long time. Once satisfied, he retrieved his last flashlight from his saddlebag, silently cursing his carelessness for losing the rest. It was a good thing he’d brought six from the start, or he’d be left to wander into the hole without so much as a firefly by way of illumination. 

I guess there really is such a thing as a talent for losing stuff. 

The tunnel quickly became pitch black once he’d gone round the first bend, but every now and then, he’d glimpse something in the blackness beyond: little specks of blue light that flickered out whenever he shone the light on them, revealing empty space or holes that led into more darkness. The humidity was increasing, too. Some sections of the tunnel walls here were covered in something with a glossy, green sheen, but he knew better than to go around touching stuff like that.

It wasn’t long after he’d gone about fifty feet below the surface when something landed heavily on his back, smashing him onto the grimy floor. He spat out his flashlight in surprise, and it bounced several times on the ground before clattering merrily down the tunnel. Then it went around a bend and left him in total darkness. But a second later, there was a burst of green light, and when he craned his neck around he realised that his assailant had a ball of light hovering on the tip of its horn.

“Hold still, or I’ll chew your head off,” hissed the changeling.

Caramel’s knees were badly scraped and his heart was pounding, but he had decided long ago that showing weakness would have been the worst way to approach this. Twilight Sparkle had mentioned in her changeling awareness seminars that fear was amongst the few emotions that would actually whet the appetite of a changeling. And in his situation, that would’ve been pretty bad.

“I’m not here to cause trouble,” Caramel explained, ignoring the burning pain in his scraped knees. He then stared straight into those blue, unblinking eyes and growled, “But with all due respect, I’m not here to be your doormat, either.”

Taking care to make no sudden movements, he straightened out and rose to all fours slowly but steadily, noting with some satisfaction that the changeling wasn’t strong enough to hold him down by itself. He simply shrugged it off and stood still. And when it grabbed onto his saddlebag and hooked a foreleg around his neck in an attempt to pull him off balance, he simply shoved it away with a shoulder, not too hard that it might be taken as an attack, but just with enough force to show that he was not in a mood to foal around.

News flash: I’m bigger than you, he thought.

When the changeling realised that its efforts at restraining him were getting nowhere, it backed away and made some clicky, screechy noises, which were soon followed by the sounds of shifting gravel and dirt. All of a sudden, sections of the tunnel walls collapsed, pouring out several more changelings along with earth and grime.

What the hay? How could they crawl out of the freaking walls, just like that? He was pretty sure that there hadn’t been so many large holes everywhere a few seconds ago!

No, he told himself. Focus. Bewilderment wasn’t good, either. Caramel shoved off his original attacker and stood his ground, completely surrounded by bug-ponies. Giving each of them what he hoped was a look that was aggressively nonchalant, he said, “I would like to see your queen. Could you please show me the way?”

His demand was met with wide-eyed, incredulous stares, followed by a lot of hissing and chittering. It took him a moment to realise that they were laughing at him. 

“I’m serious,” he growled, scowling at the lot of them. “I really want to see her.”

One of the changelings approached him. It was a little different from the others, having a thicker and shinier carapace, as well as larger horn and wings. 

“And what, stupid pony,” it said with a husky voice and derisive tone, “makes you think that our queen would even want to see you? What’s stopping us from just stuffing you into a cocoon and feasting on your sweet dreams for the rest of your pathetic life?”

The other changelings buzzed with what he assumed was agreement, and they began to close in on him, fangs bared and wings all a-twitching.

Now or never. This is what you came for.

Before they could swarm him and end his quest prematurely, he stood up to his full height and said loudly, “My name is Caramel, and I’m here to join your hive.”

Silence greeted his words. All changelings were staring at him, eyes wide. Some were slack-jawed. He could have sworn he heard a cricket chirping somewhere. 

“Well, this is new…” one changeling muttered.
	
	
	
	
	
> Chapter 2
> --------------------------------------------------------------------------


Fourteen years before Integration…



Caramel stared at his newly acquired cutie mark. Three blue horseshoes going in a circle. What did it mean, and what was his special talent? Just what exactly did he do to get that? As far as he knew, he hadn’t done anything particularly special that day.

“Maybe your talent is making shoes,” Lucky suggested. 

“Or maybe you just like running around in circles,” Shining Armour piped up. He snickered and bumped hooves with the grey colt.

“Yeah, yeah, very clever.” Caramel rolled his eyes.

They were all sitting around a little campfire in the middle of Pebble Woods, under a lightly clouded sky of deep blue and sparkly stars. A sharp gust rustled the great pines towering over them, and quite a few colts and fillies shivered in response. Everypony huddled closer to the fire, but with the wind sweeping over them like that, its warmth kind of got blown away. So some of them resorted to snuggling up to each other instead. Cherry Berry, Minuette and Berry Punch were huddled together in a tight bundle, Noteworthy was nervously pawing the ground as he was hugged by Vinyl, and Lily was lying on the ground next to Roseluck.

Naturally, Sassaflash was right beside Caramel. They pressed together for warmth, shared a look, then shot smug grins at Lucky and Shining together. The two colts were the only ones without filly buddies at the moment, which left them with the agonising choice of freezing their tails off or cuddling together. Personally, Caramel was hoping they’d cave in and do the second. It would provide the class with enough teasing material to last them through till next term.

Shining and Lucky simply glanced at each other before awkwardly shifting to lean on each other’s back for warmth. Not quite enough to qualify, but spiky-maned Vinyl did mouth the word ‘boyfriends’ to everypony. Amidst the giggling and smirks, the two colts didn’t find that particularly funny. 

Hee hee! Payback was always so deliciously sweet.

“Gosh, kids, half of you look ready to freeze to death,” said Mister Oakey as he came trotting back to camp. The big, red earth stallion deposited a large cooking pot next to the fire and added, “You should have called for me sooner; I didn’t know that the fire was almost ready to go out.”

As their teacher tossed more wood into the campfire and poked around the embers to help them catch, Caramel’s thoughts wandered back to the cutie mark he’d gotten. He hadn’t noticed when it had appeared, which meant that he couldn’t be sure of what he was doing at the time of its appearance. He certainly hadn’t done anything that was related to horseshoes, that was for sure.

Nopony else seemed interested in talking about it, either. Maybe it was because they’d all grown out of the magical moment, with him being the last in their class to get one. Or maybe they were all waiting until he could actually tell them what it was in the first place. Noteworthy could sing, Shining was protective of his little sister, and Lucky was, well… lucky. Why’d he get saddled with the one that was all deep and symbolic and stuff? At least, Caramel hoped it was symbolic. A talent all about horseshoes was probably about as interesting as watching grass grow. 

“Okay, that’s much better,” said Mister Oakey as he gave the crackling logs a final prod. “Now that we’ve got a proper fire going, who wants to help me make the stew?” He rummaged through a saddlebag stuffed to the brim with various vegetables, naming each as he placed them into the cooking pot, “Bit of seasoning, carrots, potatoes, onions, and of course, the special ingredient…”

The stallion paused, staring at the now-empty saddlebag with his eyebrows raised. “Hmm, I was certain the mushrooms were in here. Caramel, where’d you put them?”

Huh, what?

Mister Oakey was giving him a patient but firm look. “Remember the king boletes? You were taking them back for me.”

Oh, right. Caramel had been with the teacher before dark had set in, when they were still collecting firewood and all that. Mister Oakey had been plucking some mushrooms and had asked him to carry the little bag of them back to camp whilst he stayed behind to chop a fallen tree into more manageable pieces. The trouble was that he couldn’t remember what he’d done with them…

“Did you wander around instead of going back to camp like I told you to?”

“Err…” Caramel hung his head. He had wandered off a bit, earlier. He’d spotted some colourful fish swimming in the stream on the way back, and had put the bag somewhere because he didn’t want the mushrooms to get wet as he trotted downstream a bit to watch the rainbow trout. He couldn’t remember for how long.

“Can’t he just go look for them since he was the one that lost them?” asked Cherry Berry.

Almost all of his classmates murmured in agreement.

“Well, I can help,” Sash piped up. Caramel felt a small surge of relief; at least somepony was on his side here.

Mister Oakey shook his head. “It’s dark. You wouldn’t be able to find them.”

“I have good eyes,” the turquoise filly insisted.

The stallion shook his head again and replied, “I’ll not take the risk. And besides, it’s not the end of the world. We’ll just make do without the special ingredient. I’m sure my cooking skills are up to the task!”

Caramel wasn’t paying much attention to Mister Oakey as he rambled on about the basics of making a good stew. He was thinking about what Shining Armour had said earlier, along with their teacher’s words. 

‘Maybe you just like going in circles.’ ‘Did you wander around...?’

Three horseshoes going in a never-ending circle. Wandering. Was that his special talent? Being scatter-brained and losing stuff?

“What’re you thinking about?” asked Sassaflash, gently nudging his shoulder.

Caramel blinked and pointedly shook his head. “Uh, nothing. I’m okay.”

“Are you sure?”

Sometimes, it seemed like she could see right through him. Gazing into her big, orange eyes filled with concern, he sighed and said, “I’m not sure what to think about my cutie mark.” He followed her eyes to his flank and quickly looked somewhere else. “I mean, do you think I’m, err… forgetful?” 

It took her a while to answer. When he turned back, he found her looking at Mister Oakey, who was currently showing a very enthusiastic Berry Punch the basics of making tea. She then glanced at Shining and Lucky, who were chatting amongst themselves. Her eyes narrowed, and she suddenly sat straighter. “Oh,” she said, turning back to him, “are you seriously that worried about your cutie mark? You know, even if your mark means what I think you think it does, you should know there’s more to a pony than a picture on your flank. You decide who you are. I think the pictures only show you half the way there.”

Huh. Caramel had never thought of cutie marks that way. They were kind of a big deal to everypony around here, but maybe ponies from other places had different ideas. “Where did you say you were from, again?” he suddenly asked. “I think I’ve forgotten.”

The question seemed to surprise Sash. Her brows creased, and she seemed to take a moment to think about it before answering, “My hometown’s a bit south of Baltimare, a long way from here. I don’t think anypony here is familiar with it. Why do you ask?”

Caramel shrugged. “I don’t know. You just have different ideas. Sometimes you talk a lot like a grown-up.”

“Oh.” Sash seemed to relax. She smiled and shifted until she found a more comfortable position next to him. A couple of years back, he might have felt nervous about being seen by everypony, but now he was just grateful that she was taking the edge off the cold wind blowing through the woods.

“I just happen to have a strict mom who prepared me well for life,” she explained.



*  *  *  *  *




Three months before Integration…



Caramel considered himself lucky that the changelings were so accommodating. He’d half expected them to simply beat him into submission and wrap him up in one of those sticky cocoons that he’d seen during the Canterlot invasion. 

Instead, they’d merely stripped him of his saddlebags and hustled him down the tunnel like a dirty animal that nopony was particularly keen on keeping in their house, but had to because it was important to somepony else. The leading changeling had extinguished the light on its horn, so Caramel was basically walking blind, until they came up to the place where his flashlight had settled after its roll down the tunnel. 

“Just a minute, guys.” He slowed and bent down to pick it up, but before he could get a hold of it, a black hoof came down hard on its head, shattering the glass and releasing a tiny shower of sparks from the bulb. Darkness swallowed everything up once more, and Caramel glared in the general direction of the culprit and said, “Was that really necessary? I just need a little light.”

“There’s enough light in here, so stop complaining,” the changeling growled in response.

Oh, yeah, tonnes of it. 

Sure, there were little lumps of green, luminescent stuff plastered to the walls, but they weren’t exactly the sort of things that you’d trust to light your house, much less a dark, dirty tunnel full of who knows what. At best, they only allowed him to make out the faintest of outlines or silhouettes, and even then only if there were enough of the luminescent nodes clustered together in one place.

He wondered if they could see him rolling his eyes. The quick smack to the back of his head confirmed it, and he was shoved back into a forced march down the tunnel.

They prodded him with their horns if he moved too slowly, and allowed him to stumble or outright bang his head against rocky projections if he went too fast or didn’t watch where he was going. 

Oh, that’s right, I can’t.

They proceeded thus for several minutes, and after a while, Caramel sensed that the tunnel was growing wider and  branching out. The change in echoes and the sound of their hoofsteps also made it clear that the ground on which they trotted was a lot more solid than higher up. Probably rock. 

There were twists and turns, and several times he’d felt something hard and pokey brush past him, clicking and hissing away. There were more changelings in the tunnels now, ones that had businesses other than herding him around, though why they never reacted to his presence was a mystery. Maybe that was how ponies were treated before they got sealed up in a green pod? Hayseed, maybe he should have thought of a Plan B. He had no way of knowing if his ‘escorts’ were even leading him to their queen.

Well, they’d not harmed him excessively so far, so the reasonable part of him decided that he could spare some trust for the time being.

Trusting a creature that is now well-known for deceit? Yeah, there is no way this could possibly go wrong.

The tunnel abruptly opened up into a massive chamber, one that was well lit when compared to the passages he’d been through. There were green orbs that hung from the ceiling on long and dark strands of stuff that looked like dried mucus, emitting a soft, steady green light. Pillars of jagged rock coated in grime rose up haphazardly into the darkness throughout the chamber, and at its centre stood a mound that was seemingly made of silk dipped in sticky mud and glue. It had a single opening at the top which was rimmed with tiny spines, and as they approached it, a tall figure gracefully crept out, silent as a spider.

The changeling queen. She was a match for Princess Celestia in stature, but whilst the alicorn shone with benevolence and kindness in her countenance, the queen seemed to radiate an atmosphere of tension and anxiety. She showed no expression other than a mildly contemptuous sneer, and —

Did she just lick her fangs? His hairs were suddenly standing on end.

“Kneel. You are in the presence of Queen Chrysalis,” one of his escorts hissed in his ear.

Caramel obeyed, and the leader of his captors, the one with thicker armour, bowed to the queen and said, “Your Highness, this pony wishes to join the hive. What will you have us do?” 

The monarch, or tyrant, as Caramel was led to believe, appraised him with cold eyes. He shifted uncomfortably. He’d seen that look before; it was the kind of look that a cat had before it started playing with its food. 

But in the next moment, the queen suddenly seemed to lose interest. “Toss him in with the others,” she said, waving a holey leg dismissively. “I have no use for him.”

No! He’d not come all this way for nothing. Come fire or lightning, he was not going to leave this place without at least saying goodbye to Sassaflash!

Caramel dug in his hooves as his escorts tried to drag him away and yelled, “Didn’t you hear correctly? I’m here to join your hive!”

The queen was unimpressed. “You seem to be working under the delusion that you’re in a position to make demands, pony,” she replied. “Why should I accept you? You’re an earth pony. You cannot influence the weather, you cannot use magic, and your kind’s affinity with agriculture is useless down here. What could you possibly offer us?”

“Undying loyalty!” he shouted frantically. He’d lost his footing and the changelings were already carrying him off. 

Queen Chrysalis gave a sharp chirp, followed by a series of rapid clicks. His captors immediately stopped and unceremoniously dropped him on the ground before skittering off to the edges of the cavern. He picked himself up and trotted towards her, stopping just short of what he assumed was the appropriate personal space of a monarch.

“I mean it,” he said. “I will serve you.”

“Intriguing,” the queen mused, “But I’m sensing an ‘if’ in there.”

“I want to be with Sassaflash.”

She raised an eyebrow. “Who?”

Caramel sighed. “She’s one of yours. I… well…”

Understanding dawned on Chrysalis’ face. “Oh my, so it is for love that you’ve come to us! How touching.” She grinned wickedly and added, “Tell me: how did you find out? Was her disguise destroyed at the wedding? Or was it because she told you out of love, out of the hope that you ponies might accept her for what she was? It’s not unheard of, you know, for some of my children to lose themselves on the surface world.”

Caramel remembered, all right, but it wasn’t something he wanted to tell anypony at the moment. “I…”

“What did she do with the original? Come on, don’t stammer, the suspense is killing me!” 

“She didn’t replace anypony. She had always been one of yours,” he growled. “And how I found out is none of your business.”

Chrysalis stalked down from her mound until she was towering over him and flashed a toothy grin. “You are aware that you are in my domain, right?”

A sudden pressure clamped down on Caramel, and a quick glance downwards confirmed that he was enshrouded in a green aura. He felt his weight lessen, and he involuntarily flailed his hooves a little as he was lifted bodily into the air. 

“Being defiant isn’t going to earn you much patience from me, and crushing you will be pitifully easy,” Chrysalis continued. 

Caramel grimaced as the pressure on his body increased, and a groan escaped him as he tensed his muscles in response. It was almost like he was being squeezed from every direction at once. He gasped when he finally needed to draw breath, and the pressure was suddenly gone. The green aura disappeared, and he landed on all fours and only just managed to avoid toppling over. After taking a moment to recover, he turned his gaze upwards, back to the queen.

Show no fear. Come on, you can do it.

Her fangs were so sharp, and her jagged horn was still glowing with menace. This was the creature who had defeated Princess Celestia in single combat. What hope did he have against her? His limbs were quivering, and his bladder felt quite ready to empty itself there and then. But the memory of the day Sash first got her cutie mark flashed in his mind, and he took a deep, calming breath and ignored the urge to simply turn tail and run. 

He stood as tall and firmly as he could and replied, “It won’t change anything. I’m still here for Sassaflash. And if you let me speak to her, you can do whatever you want with me after that. I won’t even struggle.”

“Well, at least you’ve got a shell. Or a spine, in your case,” she said, putting a hoof to her chin. She then shot a sidelong glance at the changelings watching them and added, “The swarm could certainly use more with your qualities. The invasion might have gone differently, had that been the case.”

There were quite a few things on Caramel’s mind, but the wedding was pretty low on the list of priorities. “So… may I see her?”

“Fine, you’ll get a few minutes.” She made those hissing and clicking noises again, and one of the changelings replied in kind. She frowned for a bit, but gave a sharp response, and her minion skittered off into the darkness. As they waited for Sash to arrive, Queen Chrysalis trotted in a circle around Caramel, inspecting him in a way that was not unlike how a farmer inspected a vegetable that she was going to harvest.

“You will quickly come to realise that I do not tolerate weakness in my hive,” she said. “How certain are you that this is what you wish to do?”

“I know with all my heart that my place is by Sash’s side,” he answered, looking her right in the eyes. “Besides, I don’t think I’ll be much better off saying no.”

The queen grinned. “True, but at least you won’t need to exercise willpower when you’re in a cocoon. And it will save me the trouble of trying to fit you in with the rest of my children.”

He shook his head. “I’ll join, and not as a victim.”

“Caramel, what are you doing here?” a familiar voice cried.

Whirling round, he spotted her crawling out of a narrow passage. The green lighting in the chamber distorted her colours, but he was sure that they were the right ones. Besides, he recognised the style of her mane and the intelligent curve of her brows. And, of course, her twin lightning bolts cutie mark was unmistakable. He ran straight towards her.

As they embraced, she said with a quivering voice, “Oh, thank the stars. I knew you’d come for me.”

Wait… 

Caramel pulled out of the hug and stared at Sash. Her eyes were wide open and watery, and when she blinked, two lines of tears slid down her cheeks. She tried to draw closer, but he kept his composure and continued to look her in the eyes. Slowly, her smile faded. She sniffed, drew in a shaky breath and asked, “What’s wrong?”

Everything.

“How’d I get my cutie mark?” he asked.

She blinked. “What – I don’t understand.”

“Sash, please answer me,” Caramel insisted, gently but firmly.

More tears came, and Sash gave him a reproachful look as she began to sob. “Caramel, why are you asking me this? After all we’ve been through? Don’t you—”

“Drop it,” Queen Chrysalis interjected, “He’s not an idiot.”

Sash blinked, and all at once, her demeanour went from anxious and reproachful to sportingly disappointed. “Drat. What gave me away?” asked ‘Sash’ as her coat, feathers and colours melted away into green flames, to be replaced by a hard, black carapace with a chitinous frill for a mane and stiff, translucent shreds as wings.

Sash was never this sappy. 

Although Caramel sort of expected it, he still recoiled when he found himself half-hugging a giant bug in his forelegs. “Why should I even tell you?” he groused as he pushed it away.

“Because he asked nicely?” Queen Chrysalis suggested.

He?

“You had a male pretend to be Sash?” Caramel blurted, staring at the changeling in front of him, which was grinning like a prankster that had just one-upped Pinkie Pie. He wouldn’t have guessed in a million years. All the creatures looked the same to him.

“Is there a problem?” Chrysalis shot him another smirk. “Come to think of it, do you even know if ‘Sash’ is really female?” Her eyes widened for a second, and her expression suddenly became more evil and delighted, if that was even possible. “Wait a minute, have you two ever had, you know, intimate contact?”

“What are you – wait, no!” Caramel felt his hindquarters thump to the floor as he considered the implications of this latest bit of information. They’d never done that, but they had gone a little beyond – no, he didn’t want to think about that right now. He realised with a start that the changelings were making those chittery noises again, laughing at him. 

“Jerks,” he growled.

“Meh, just ignore them,” said another voice. It was shallow and scratchy, but its tone was familiar. 

Caramel turned to face the source of the voice, and saw another changeling stepping out of the shadows. 

“They just want attention,” it continued. “They want everypony to see how cool and clever they are. And that’s needy.”

His eyes widened. “Sash.” 

She trotted towards him and pulled him into a light embrace, and Caramel decided that it didn’t matter that she hadn’t changed back into pony form. He hugged her back, hard carapace, holey legs and all. 

“Yes,” she said. “And if it will set your mind at ease, I am female.”

“Wonderful. You just ruined everyone’s fun,” Chrysalis muttered. Caramel turned and saw the queen frowning in disappointment. It was almost a sulk. “Oh well,” she added, “at least I have one more surprise for you. Did you know that she was one of your escorts?”

Caramel turned back to Sash and saw her nod silently.

Hayseed. He hadn’t even recognised her when she’d been with him all the way! Was it coincidence that she’d been amongst those taking him in? Which one had she been? Why didn’t she say anything earlier? How could he not even recognise his very special somepony when she’d been right by his side the whole time?

His bewilderment must have shown, for Sash said, “It’s nothing to be ashamed of. We’re changelings. It’s what we do best.”

“This is your last chance, pony,” the queen added, striding towards them. “For the amusement you’ve provided, I’m willing to let you go free if you decide you want nothing to do with her anymore. But if you choose to join us, you should know that you’ll be doing it for someone you wouldn’t even be able to recognise if she didn’t want you to.”

Caramel gazed at Sassaflash. Her eyes were now blue and lacked pupils of any sort, but they were still filled with concern for him, that much he could see. The curved, sharp horn on her forehead looked dangerous, but he’d never seen her use it to harm anypony, and he was sure that she would not, ever. It didn’t matter that she was now covered in a black shell, or had legs that were full of creepy holes. This was still the same Sassaflash that had gone to school with him and laughed and cried with him all the way. He hadn’t quite gotten used to the fact that she was a changeling, but by the stars, he was not going to let that come between them. He’d learn to accept; she deserved better from him.

“Don’t throw everything away, Caramel,” she said, averting her eyes. “Ponies are not meant to live under the world.”

“And I’m not leaving you alone with this bunch of jerks,” he said, shooting a glare at some of the changelings present.

“But… why would you do that?”

“Best friends forever, remember?” he replied, lifting a hoof. When she didn’t bump it, he softly added, “And more than a friend.” 

Turning towards the queen, he sighed heavily and announced, “A deal’s a deal. I’m all yours.”

He didn’t know, but Chrysalis somehow managed to cram both motherliness and pure evil into that one smile. She gestured grandly at the chamber and tunnels all around them with a foreleg and said, “Welcome to the hive, Caramel.”
	
	
	
> Chapter 3
> --------------------------------------------------------------------------

	
Thirteen years before Integration…



“All right, class, say Hi to your new teacher, Miss Cheerilee!” said Mister Oakey, gesturing at the mare standing by the door.

“Hi, Miss Cheerilee!” everypony chorused. 

The purple coated, pink-and-frizzy-maned teacher was wearing a pair of huge earrings plus a ridiculous number of bracelets, and her smile revealed a set of shiny braces. She waved energetically at them all as she trotted into the classroom and gushed, “Shucks, that’s so sweet of you kids, thank you. I think we’re going to have a wonderful time!”

“Did she just step out of a dance club?” Shining Armour murmured to Lucky with a conspiratorial grin. “Just look at that mane. Even my mom wouldn’t have it like that!”

The grey colt was staring. “Yeah, I’d dance with her…” he droned with a dreamy, crooked smile on his face.

One of Shining’s eyes twitched; he looked like he’d just witnessed his best friend do something really gross, like eating a worm or something. He frowned and waved a hoof in front of Lucky’s muzzle, saying, “Helloooo, anypony home? Equestria to Lucky, helloooo…”  

Hah, somepony’s got a crush! Caramel snickered and covered his mouth with a hoof. Shining Armour wasn’t having much luck with getting Lucky’s attention; he barely got more than a dim-witted ‘Huh?’ when he resorted to digging his hoof into his friend’s ribs. 

“Well, my little ponies, the first thing on the agenda is for me to get to know your names.” Miss Cheerilee smiled and glanced at Vinyl, who was sitting at the left-most desk in the class. “So, we’ll just be going one by one from left to right. As you all know, my name is Cheerilee. What’s yours?” She then indicated to the spiky-maned filly with a welcoming hoof.

“Vinyl Scratch, ma’am!” she sang out.

“Berry Punch!” said the plum filly on her right.

“Noteworthy,” mumbled the blue colt.

Caramel found himself thinking that somepony’s name was going to be missing from this roll call. Sassaflash always disappeared for a couple of weeks every few months. The first time he’d asked about it, she’d said that some relatives from far away were visiting, and she absolutely wasn’t allowed to miss the family reunion. The next time, it was something about a drought back home, and she had to help out with troubles in the town. Then it was a bad storm, then a dragon migration… Even though it was a different thing every time, he could see that it was sort of a regular thing. 

“Psst.”

She was always worn out and a little quiet when she finally came back to school, but she seemed to get back to normal pretty quickly once she’d spent some time in the classroom, strangely enough.

“Psst!”

Funny how none of the teachers seemed to mind, though. Maybe Sash’s parents or guardians had already told them something about—

Yikes! Caramel yelped when his chair suddenly jerked forward after being kicked by somepony from behind. He whirled round and shot a glare at Lyra. 

What the heck was that for?

The teal unicorn’s eyes were half-lidded, and she had her forelegs folded in front of her chest. She almost looked bored. Without saying a word, she raised an eyebrow and pointed a hoof at something over his shoulder. 

Then, Caramel realised that everypony was looking at him. Shining Armour was smirking, Berry Punch and Vinyl were giggling, and he could imagine the rest were going ‘Ooh, busted!’ in their heads. He could feel his ears drooping as he turned around slowly and saw the new teacher watching him intently, with a patient smile on her face.

Aagh! 

“Miss Cheerilee!” he blurted.

She chuckled along with the rest of the class’s giggling and replied, “I believe that’s my name, dear. But what’s yours?”

Please don’t send me to detention! 

“Sorry!” he yelped.

More giggles and snorts followed.

He groaned and planted his face on the desk and covered his head with both forelegs. “I mean, I’m Caramel,” he mumbled into the wood.

“Thank you, dear.”

Caramel didn’t remove his face from the desk as others continued to announce their names to Miss Cheerilee. His was sure his cheeks were redder than Vinyl’s eyes by now, and probably giving off enough heat to power a train all the way to the next city.



*   *   *   *   *




Three months before Integration…



Changeling infrastructure was confusing. After just a minute of following Queen Chrysalis through the winding tunnels, Caramel had lost his sense of direction and was hard-pressed to even guess how many turns they’d taken or what direction he was currently facing. Left, right, front, behind—they were all starting to feel the same to him. If the queen hadn’t kept a ball of green light hovering on the tip of her horn, he was sure that he wouldn’t have been able to keep up with her at all.

“Why can’t Sash follow us?” he asked.

“Because she has to work,” replied Chrysalis without even looking back. “As I said, I don’t tolerate dead weight in my hive. There are very few excuses, and a visiting boyfriend isn’t one of them.”

It was difficult to argue with that, really. Or rather, he could argue, and very stubbornly at that, but it wouldn’t really accomplish anything other than make him sound like a whiny brat. And maybe get himself supped on, in spite of the queen’s promise to keep him from harm so long as he didn’t do anything stupid. Whenever they trotted past other changelings, he couldn’t quite shake off the feeling that they were looking at him with some teeny, tiny bit of hunger in their blue eyes.

He shuddered and changed the subject. “What does Sash do over here, anyway?” 

“You’ll find out soon enough. Also, the name is cute, but I would suggest you start learning to use her real one.”

Caramel frowned. “What do you have against pony names?”

“Nothing. What do you have against changeling names?”

“Err, nothing. But she never told me what it was.”

Without stopping, she turned her head and gave him a penetrating look. “Do you have any interest in finding out?” 

Caramel felt inclined to be indignant for a moment. Of course he was going to find out; she was his special somepony! But then he realised that he’d not even given it thought in the time after she’d revealed her true form to him, and any annoyance he’d felt about the question wilted away. It was something that he should have considered sooner, and it had taken Sash’s mother to point that out to him. Not exactly a prime example of gentlecoltly behaviour.

“I do,” he mumbled, staring at the floor. 

“Good enough.” 

Chrysalis stopped, and he very nearly collided with her rump. The light from her horn revealed that the tunnel had widened into a chamber of some sort. The ceiling was rather low and had several stalactites poking downwards like fangs, but the floor of the chamber was shrouded in darkness, too far down for the green light to reach the bottom. They were standing on a ledge that was just wide enough for both of them to stand side by side. There were no other tunnels visible.

Caramel edged closer to the precipice. “What’s this place supposed to be?” he asked, peering down into the pit. It was roughly circular in shape, and its walls were dotted with more of the blue, luminescent specks. He could see them further down where it was dark enough for their light to be noticeable. 

“Your room,” Queen Chrysalis replied.

What? He turned and found her watching him intently. A little too intently for his liking, and his heart rate shot up when he realised that she was blocking the only exit. 

“Can you fly?” she asked.

“Huh?” The question was so unrelated to the situation that Caramel was drawing blanks in his attempts to answer it. I’m an earth pony. Why would you even need to ask? He frowned and glanced at his bare back, then back to her. “What kind of question is that?”

Chrysalis leaned in close and leered at him. “One that you’d better answer,” she growled.

Her bluish-green hair, if it could be called that, smelled like damp, rotting wood. It was in stark contrast to the dry atmosphere in the tunnels. And her breath was… unusual. Not bad as in bad breath, but more like peat. What do changelings eat, anyway? There must be something that those teeth are used for, and—

Belatedly, Caramel realised that he was inspecting her teeth in a way that would have been totally creepy to a regular mare. And he still hadn’t answered her question. He hastily pretended to be very busy looking at his surroundings and said, “Err, no. I can’t fly, Your Highness.”

Chrysalis snorted. “There, was that so hard?” She then placed a foreleg firmly on his shoulder and steered him closer to the edge, and then gestured towards the darkness below. “And to answer your question,” she continued, “this will be your room until you can leave it on your own.”

Uh oh.

Caramel tried to bolt, but it was already too late. She shoved him hard, and he found himself tumbling head over hooves into the black pit. A wordless cry of terror escaped him as he felt his stomach leap into his throat. The darkness swallowed him, and he could hear the wind roaring in his ears—

“Oof!” 

The air was driven out of his lungs when his back slammed into something soft and grainy. After a bit of sputtering and flailing around, he realised that it was sand. Lots of it. Deep and fine enough that it had broken his fall without really hurting him. He looked up and saw the changeling queen partially obscured by the glare of her horn’s light, about three or four storeys above.

That’s all? He was sure that he’d fallen a much greater distance than that. 

The green light vanished, and so did everything else. There was only darkness, and the faint, receding clip clop of Chrysalis’ hooves as she went away. 

“Hey! What’s this all about?” Caramel shouted.

Nopony answered. He continued to yell until he was hoarse, after which he gave up and sat on the sand. Well, he hadn’t expected to be thrown into a dark, lightless pit so soon after joining the changelings. Then again, he hadn’t been thinking very far ahead. Things had basically boiled down to getting caught and stuffed into a cocoon, or having Sash somehow stay with him throughout, or the two of them escaping and going back to Ponyville. 

Disgusted with his lack of foresight, he kicked at the sand and lay on his back in resignation, staring up into the great emptiness above. His eyes had adjusted by now, and the luminescent splotches on the walls were clearly visible, like little blue eyes that never blinked. They were a poor substitute for stars, though. There was no wind underground, or the sweet scent of wet grass, the rustling of trees or the rich glow of the night sky. And then the realisation hit struck him like a party cannon to the face; he was trapped. 

He eventually got tired of moping and feeling sorry for himself, though. What sort of stallion could expect to have everything easily resolved, least of all a quest to earn his place by Sash’s side once more? He had made a conscious decision to join the changelings, and though they hadn’t shown much in the way of hospitality so far, he still had to honour his part of the bargain. He was going to make himself useful in spite of how hopeless the queen seemed to think he was!

Chrysalis had said that earth pony skill in agriculture was useless down here. Obviously. There wasn’t any sunlight to begin with. But he had noted that, arid though the surface was, it was probably feasible to get an apple plantation going with proper irrigation. The Appleloosans had made do with a land that was just as dry; he only needed to somehow convince the changelings to cooperate. He’d learnt a fair bit from his time helping out on the Apple family farm in Ponyville and was confident that he knew enough to make it work. Plus, if the changelings could get a steady supply of food, they might be less inclined to go after ponies. At least, that was what he hoped. 

So he began to draw up plans in his mind, setting up an imaginary orchard with what he could remember of the surface landscape. He’d found several reliable sources of fresh water when he was wandering out in the wilderness, and given the elaborate underground home of the changelings, he was sure that they’d be amazing at working the soil. And seeds could be easily gotten from a quick trip back to town. 

By the time he was ready to think about the more complex logistics of running an apple orchard in the middle of nowhere, he realised that his eyelids were drooping. It felt like it had been hours since he entered the tunnel, and his limbs were aching slightly in spite of the fact that he was lying down. He had to admit that the cool sand was rather comfortable, even though it wasn’t so pleasant on the places where he had been scraped during the initial scuffle with the changeling sentry. It had been a long day filled with the excitement of getting mobbed by changelings, roughed up by their queen, and then thrown into a pit. He could easily get back to planning after a quick, much-needed nap. 



*   *   *   *   *



The first thing he realised when he woke up was that it was pitch-black; he couldn’t even see his snout. 

What the hay? He abruptly sat up, breathing heavily as he whipped his head back and forth like a desperate, cornered animal. His heart fluttered like a mad thing in his chest as he went through a dozen or so explanations in his mind for his waking up in total darkness. As far as he knew, he had been out in the wilderness not too long ago, looking for… Oh, right. He remembered now. He’d just pledged his life to a possibly psychopathic half-bug-half-pony queen whose house was several hundred feet underground. And—

His mouth was parched. There was sand on his tongue, and little needles of pain stabbed right through it when he tried to lick the inside of his mouth to get some saliva flowing. There was little to be had. He tried to swallow, and the insides of his throat and mouth stuck together painfully wherever their surfaces came into contact with each other. And his lips felt like they were going to crack.

Water. He needed water. The air down here must be substantially drier than even on the arid surface, and all that sand wasn’t helping. He had been dehydrating the whole time without even realising it.

Just then, a loud gurgle came from his midsection, followed by a pang of hunger. Oh, that’s just great. Just how long had he been asleep for? He needed food, too, and his saddlebags were nowhere to be found, courtesy of his most thoughtful hosts.

Muttering under his breath, Caramel trotted to the edge of the pit and looked up in what he hoped was the direction of the exit tunnel. “Hey, I don’t know about you guys, but ponies need water to survive!” he bellowed, and winced when his dry throat and mouth protested with more pricks of agony.

All he got for an answer was a shower of dust from somewhere above. Somehow, that didn’t surprise him. Were they testing him? Seeing how long he could last before he started begging?

Fine, be that way. Jerks.

Caramel began scrounging around his little pit, feeling about blindly with both forelegs, mentally cataloguing every little nook and cranny he touched. The sand on which he stood was as dry as sawdust and it took only a little bit of digging to convince him that there was nothing worthwhile buried beneath him, least of all water. The walls of the pit were more promising, though. They were rough to the touch, and there was no shortage of cracks and depressions. Unfortunately, he had found nothing of interest even after he had made a complete round, and it was too steep for him to climb higher than double his own height. All the while, his stomach continued to growl and clench. He gave up and simply curled into a ball, hoping to supress the pangs of hunger and burning thirst. 

“Sash, where are you?” he tried to shout, but it came out more like a croak. He coughed and swallowed the gummy remains of his saliva, blinking away tears. Did she know of what the changelings were doing to him? Did she care? Could she do anything about it even if she knew? It was with these questions burning in his mind that Caramel settled into a daze, staring into the darkness, with only his thirst and hunger as companions. There was nothing for him to do but wait.

It was difficult to tell how much time had passed, since there was pretty much nothing to help him gauge its passing. There was no sun or moon to track across the sky, and it was deathly quiet in his ‘room’. But after an indistinct amount of time, a droning sound roused him from his stupor. He pricked his ears and raised his head off the sand, listening intently. Wings. Somepony was flying down into the pit.

Green light flared into existence above the pit, and Caramel gasped when the brightness stung his eyes. He turned away and hid face with a foreleg, gradually easing it away to give his eyes time to adjust. By the time he could see again, Queen Chrysalis was standing in front of him, watching with an expression that seemed to be equal parts scorn and pity. 

Come to gloat, Your Highness? He might have said it aloud if his throat wasn’t so dry.

Without saying a word, Chrysalis levitated a round-ish object and set it on the sand in front of his muzzle. Caramel eyed it suspiciously at first; it was the size of an average fishbowl and looked like it was made of black, dried-up resin, and it was filled with fluid. 

Water.

He looked up at the queen, tacitly asking for permission. Her nod was almost imperceptible, but it was all he could do to not abandon all sense of dignity and gulp all of it down. He took the bowl and drank greedily, inwardly sighing in relief as the cool liquid soothed his parched mouth and throat. It even lessened his hunger, somewhat. 

“That’s enough,” Chrysalis said.

What? The bowl was still half full, for crying out loud! Caramel slowed down a little, but continued to drink. His thirst wasn’t slaked yet.

“I said that’s enough!” 

The bowl glowed green and was yanked out of his hooves even as he tried to get another sip. It hovered high up, out of his reach. A hoof crashed down into the sand right in front of him, and he yelped and scrambled backwards as the queen advanced on him like an angry bull. He retreated until his back was pressed to the wall and bit his lip as he stared at her stern face.

“Do you realise that you’ve just drunk the daily water rations of three changelings in one go?” she hissed, baring her fangs. 

Three? You’ve got to be kidding me.

“You’re eating into the rations of my children, your foster siblings, so I suggest you show a little consideration and restraint,” she continued, ignoring his incredulous stare. “This land is dry for most of the year. Water is scarce, and even though we don’t need very much of it, it’s still essential for our survival.”

Caramel cringed and averted his eyes. “Sorry. I didn’t know.” 

Her wings buzzed irritably for a moment, but then her expression softened and she settled into a more relaxed stance. “Well, now you do,” she huffed.

If what she said was true, then the changelings were being a whole lot more hospitable than he’d thought. Or Chrysalis was, at any rate. Merely keeping him alive was going to be a strain on their supplies. 

Queen Chrysalis made a cricket-like sound with her wings, and a regular changeling hovered down, carrying another resinous bowl just like the previous one. It placed the container before Caramel, then retreated off to one side and watched silently. He squinted at the dark, viscous contents, wondering what it was supposed to be. 

“Eat up,” the queen said, gesturing at the bowl with a hoof. “I prepared this just for you.” 

“I… thanks.” He peered into the bowl and sniffed. It smelled like honey and looked sort of similar, but it was hard to tell in the green light. 

“Royal jelly,” Chrysalis explained. “It’s normally reserved for our nymphs, but it’s the only thing we have that won’t make you sick.”

That didn’t do much to reassure him, though. He was doubtful that anything normally eaten by half-bug ponies was going to be appetising by any stretch of the imagination. And the green sparks didn’t look very—

Caramel blinked and stared into the bowl. Maybe it was just the light playing tricks on him, but he was quite sure that he just saw magical sparks coursing through the stuff a second ago. He gave Chrysalis a quizzical look, but all it took was a raised eyebrow from her to send his suspicion scampering for cover under obedience. He didn’t dare to offend her now, not so soon after helping himself to what she considered more than his fair share of water rations. 

So he bent down and gingerly took a mouthful of the stuff. It tasted like honey, all right. But it was also waxy and extremely awkward for eating, being too thick to drink up and not solid enough to chew. Queen Chrysalis watched him the whole while—a fact that he studiously tried to ignore. 

He ate slowly, fearing another reprimand from Chrysalis, but she made no move to stop him as he took mouthful after mouthful. But when the bowl was half empty, he was beginning to feel a little bloated. He hadn’t eaten all that much, but the stuff was extremely rich and heavy.

Chrysalis inspected the half-empty bowl and gave him a small, slightly devious smile. “Not bad. I was expecting you to throw up after your first swallow.” She then chirped and magically tossed the bowl over her shoulder, after which the changeling in the corner darted forward and caught it. She made some clicking noises, and the servant buzzed up and out of the pit. 

Caramel wiped his mouth with a hoof. “What happens now?”

Her horn flared up, and she levitated the bowl of water over to him and placed it on the sand. “This is meant to last you for the whole of tomorrow. Whether you drink it slowly or all at once is up to you.” Her voice and expression hardened. “But don’t come whining to me if you want more—you won’t get any until the time is right. Is that clear?”

He gulped and nodded. “Rationing. Got it.”

“Let that be your first lesson,” Chrysalis intoned. “Down here, I rule. I decide who eats and who starves, and your relationship with one of my children isn’t going to save you if you prove to be more trouble than you’re worth.”

Caramel nodded solemnly.

“Rest, now. There is a lot that you will have to adapt to in the next few hours.”

A few hours? Does she seriously expect me to get over this so soon? “Is that all I’m going to be doing down here?”

She gave him a toothy grin. “Oh, don’t thank me yet. I have plans for you, and you’d best be ready when it is time for you to do your part in serving the hive.”

Before he could ask her what exactly that entailed, she’d already spread her wings and was spiralling up and out of his pit. The light on her horn went out, and the darkness engulfed him once more.

Oddly enough, that no longer seemed to trouble him. His hunger and thirst were gone, and he had no desire to add further to the contents of his stomach. After placing the bowl of precious water somewhere safe and out of the way, he eased himself into the sand, savouring its cool caress, and yawned widely. He briefly wondered whether Chrysalis had slipped something into the jelly to make him feel like this, but quickly dismissed the idea. He was too pleasantly tired to care. 



*   *   *   *   *



Caramel was reclining against the trunk of an apple tree, happily munching on one of the fruits he’d bucked down. It was a nice, cool evening, and he had an amazing view of the orange sunset from the top of the hill on Sweet Apple Acres.

“I thought I told you not to eat the seeds,” said Sassaflash as she trotted over to join him. “They’ll give you a tummy ache.”

He raised an eyebrow and inspected his apple. He’d bitten halfway through the core, but he’d already swallowed. Turning back to Sash, he snorted and said, “Nah, I’ll be fine. The seeds go in, the seeds go out; nothing happens in between.”

The pale turquoise pegasus raised an eyebrow. “Then why is your stomach like that?” So saying, she prodded his belly with a hoof.

“Ouch!” Caramel sat bolt upright and stared at his friend in surprise. “Why’d you do that?” He looked down and continued, “My stomach’s fine. You didn’t have… to…” His words trailed off. His belly was twice its usual size and bulging out. And he suddenly realised that it hurt.

“What the?” he gasped. “When did this happen?”

“The seeds have sprouted in your stomach. You really should have listened to me,” Sash replied. She shook her head in pity and turned away. “You never listen. That’s the problem.”

“What? How did—no! Seeds can’t grow like this!” he blabbered. “I can’t have a tree growing—aagh!” 

The rest of his words ended in a cry of alarm as something in his belly throbbed. Roots, he thought. The seeds really were growing inside of him! His belly ballooned up and grew tight, and the pain increased from a dull ache to twisting agony. It felt ten times worse than the worst stomach cramp he’d ever experienced. He groaned and rolled to his side, but that only made things worse.

“Help me!” he cried.

But Sassaflash was gone. He was alone on the hilltop, far from anypony, and miles away from the nearest hospital. There was only the pain…



*   *   *   *   *



Caramel gasped and coughed when his mouth filled with sand. He spat and tried to rise, but fell back down almost instantly. When did everything get so cold? Even though the air was still, the place felt like the inside of a freezer, and there was a deep aching sensation in his muscles and joints. 

He shivered and curled up into a tight ball. His pulse was incredibly loud; it was pounding in his ears like an internalised drum, and the veins in his extremities were throbbing to the rhythm of his racing heart. Even the insides of his eyes were somehow aching. Something had given him a fever. 

“Urghh,” he groaned. The memory of it came back at once. Whatever Chrysalis had fed him, it wasn’t pony-friendly. 

The only thing that wouldn’t make you sick, she’d said. Liar. His stomach felt like it had had a whole buffet stuffed into it. The throbbing discomfort was as bad as the time after he’d been dared by Lucky and Shining Armour to eat some mouldy hay. And he’d been just as stupid as his past self in simply listening to everything the queen had ordered him to. 

He retched as a wave of nausea washed over him, but nothing came out no matter how much he wanted to empty his stomach of its offending contents. 

“Stupid, stupid, stupid,” he muttered to himself. 

But what was done was done. The only thing left to do was to wait it out. He eventually broke out into a cold sweat, and his heavy breathing echoed noisily in the darkness.



*   *   *   *   *



It took Caramel some time to realise that he’d somehow fallen asleep again. Some things had changed; his stomach no longer hurt so much, and he was no longer sweaty. But he still felt cold, and his limbs were stricken with weariness and aching from the fever. 

Well, this has been a swell day. Or days. He couldn’t tell. Time had little meaning when there was neither light nor anything to do. 

A shiver went through his body as he opened his eyes, and he failed to suppress a moan when he tried to dig himself deeper into the sand to hide from the cold. But something soft and warm brushed up against his side, and it was so unexpected that he instinctively jerked away. Or tried to, at any rate. His body wasn’t very keen on doing what he told it to. His heart was the only thing that got itself worked up to any appreciable measure of speed.

But in the next moment, he calmed down somewhat when he realised it was Sassaflash lying next to him. 

Wait.

He could see! Glancing upwards, he noted that the luminescent nodes dotted on the walls and ceiling were much brighter than before. Everything was bathed in a cool, green light that reminded him somewhat of the decorations and lightings used on Nightmare Night every year. Or like those glow-in-the-dark stickers that he used to place on the ceiling of his room when he was younger, making the place look like a starry night sky.

Another shiver suddenly went through him, and he released a shuddering breath. Then, a warm body pressed up against him and feathery wing draped over his shoulder. He started, but quickly remembered that it was Sassaflash. He sighed in relief and gazed at her; she was in her pony shape again, and was biting her lip in worry as she stroked his back to warm him. 

“It’s me,” she soothed. “Just rest. You’ve had a rough night.”

“No kidding,” he mumbled. 

A green aura flashed on her horn – She has a horn! – and a roughshod black bowl hovered over to his muzzle. 

“Drink,” she instructed. “You’ve been sweating a lot.”

He swallowed and realised that his mouth was dry once again. He bent down, but stopped just short. “I can’t. Chrysalis told me—” he began, but was cut off by her angry snort.

“I’m sure she did,” Sash growled. “But Mother said nothing against you getting more water from me. Besides, you’re not well, and even we take care of family when things get difficult.”

“If—if you say so.” He sipped from the bowl and savoured the wetness. But even though it provided some relief, he was still running a fever, and another groan escaped him as he was wracked by a wave of bone-deep aches. 

Sash took the bowl away and hugged him gently. Guilt welled up in his chest as he realised just how much of an inconvenience he was being. He had come to the hive and joined them to keep Sash company, not the other way around! He tried to think of something to say that might make her worry less about him, but nothing came to mind. The silence grew deafening.

“Please don’t leave me,” he eventually whispered.

Gee, way to go, tough guy.

She nuzzled him in response. “I’ll stay as long as I can. But I’ll have to go when it’s my turn to work. My brothers and sisters need me too.”

Caramel’s eyelids were growing heavy again. Even thinking was beginning to take more effort than he seemed able to give. He was dimly aware that Sash was humming something. 

~ My name is Pinkie Pie, and I am here to say, I’m gonna make you smile and I will brighten up your da-a-a-ay! ~

One of Pinkie Pie’s songs. The one that he happened to like. Sash, where will I be without you? He rocked gently to the tune, and the last thing he saw as his eyelids slid closed was a faint glow on Sash’s newly-acquired horn.



*   *   *   *   *



She was gone when he next woke up. He yawned and carefully stretched himself out on the sand, mildly enjoying the feeling of his joints popping. The fever was gone, but he wasn’t back at full strength. Still, it was a far sight better than how he’d felt the last time he was awake. The ache in his limbs and stomach had receded to the point where he could almost ignore them, and he no longer felt chilly. 

Chrysalis poisoned me.

The memory being reduced to a shivering, helpless lump of a pony in the darkness was enough to make him wince. Why had she done it? To prove a point? That he couldn’t survive down here? That he was no use to them? But what good would that do? If they really didn’t want him, they could have just put him in a cocoon and be done with it. It didn’t make any sense!

Caramel scowled and looked up to the entrance to his pit, hoping to find a changeling there to interrogate. He found no one, of course. 

Whilst pondering, he absentmindedly scratched at an itch on his forehead, and realised two things. The first was that he could actually see. The place was nowhere near as dark as when he had first been tossed in; it was even bright enough for him to make out the individual hairs on his tail. The second was that there was a hard lump right in the middle of his forehead, underneath the skin. It was too prominent to be a bit of swelling from an impact, and it didn’t hurt at all. He pressed on it with his hoof, and found that it had a rather sharp point when it pricked the inside of his skin.

Then, everything clicked into place. The indigestion, the fever, the brightness of the place, the thing on his forehead, all of it. 

Okay, so she didn’t poison me. 

What she had really done was much, much worse. Caramel wasn’t particularly prone to panic attacks, but he felt that the situation genuinely called for one. His breathing quickened, and he began to pace aimlessly about.

“Aww, ponyfeathers. This was not part of the plan!”
	
	
	
	
> Chapter 4
> --------------------------------------------------------------------------


Twelve years before Integration…



Lake Misty Mellow was one of Caramel’s favourite summer getaways. It was huge—large enough that it had waves of its own, and it was just only possible to see the other side of the shore on a clear day. It had gravelly beaches all around, and was surrounded by loads of tall trees that kept the winds pretty calm so long as he didn’t go too far out. And the best part was that it was free of any of the nasties that usually lived in deep water. The lake was one of the few under Princess Celestia’s protection, and everypony knew that she always made sure that nothing dangerous could move into it. 

So it was without hesitation that Caramel and his classmates waded into the waters, not worried in the slightest even when they were out where it was too deep to stand in. It was safe, and they all knew how to swim anyway.

“Cannonball!” yelled Lucky and Shining Armour.

Caramel whirled around in the water just in time to see the pair of colts leap from a rocky outcrop from over the water’s edge. They sailed through the air for a short distance before hurtling onto the surface near him and creating two enormous splashes that drenched through and through. He wiped his now wet mane out of his eyes, snorted out water, and then glared at the pair of them. 

Normally, they would have laughed at him and carried on, but their horse play had also drenched Lyra, Vinyl Scratch and Berry Punch, who were giving them similarly unimpressed looks. Vinyl’s mane was glistening, matted and plastered to her head and neck like a hunk of lightning-blue sea grass. And there were little twigs stuck in it, too.

Shining and Lucky grinned nervously. Nopony messed with Vinyl’s mane. Ever. Her mouth twisted into a mean grin as she slowly and deliberately wiped away a lock of hair from her face. Her horn glowed blue, and the water around them rippled. 

Lyra was sportingly ticked off too; golden sparks erupted from her horn, and a globule of water separated itself from the lake’s surface and hovered by her side. 

Uh oh. Unicorn water fight. Caramel knew better than to get involved in those. He quickly dove under the surface just before they started lobbing water globes at each other. It was crystal clear, and he could easily see everypony treading water as they joined or watched the unicorns’ battle. He was content to stay out of it for now, and turned and swam towards the edge of the lake where Miss Cheerilee was keeping an eye on all of them. 

When he surfaced a little closer to shore, he heard Sassaflash saying, “—be fine. I’m happy just staying here.”

Miss Cheerilee looked a little puzzled. She was sitting on a picnic mat on the gravelly shore with Sassaflash, and was holding a pair of bright orange water wings in her forehooves. Sash was lying on the mat and staring out towards the lake with a distant look in her eyes. 

What’s going on? Caramel waded to shore and trotted over to them, dripping wet.

“But, my dear,” said their teacher, “are you sure you really just want to stay here? The whole point of coming to the lake was to go swimming!” She turned when Caramel was close and smiled at him, and then turned back to Sash and said, “Don’t you want to join your friends? They look like they’re having fun. You just need to put these on and you’ll be okay.”

Sash eyed the water wings and wrinkled her nose. “They’re demeaning. Those things are only for foals.”

Miss Cheerilee sighed, but her patient smile didn’t waver. “They’re for ponies who are learning to swim. There’s nothing wrong with that. You have to start somewhere, don’t you?”

“Yeah,” Caramel piped up. “My mom made me wear them too when I was learning. They’re not too bad.”

“Hmph.” Sash didn’t sound convinced. She looked wistfully at the lake where the rest of the class were shouting and squealing and laughing as they splashed each other silly, but her ears suddenly drooped back and she turned away, refusing to look any of them in the eye.

Miss Cheerilee put a hoof on her shoulder. “Well, if you really don’t want to, then that’s fine, I suppose. I guess it’s a good thing I brought some board games. We can—” she suddenly paused, looked at Caramel for a second, then exclaimed, “I’ve got an idea!”

Caramel took a step back. I don’t like where this is going.

“Will you wear your water wings if Caramel wears a pair, too? I brought some extras!”

Before he could whirl around and trot off whilst whistling a minding-my-own-business tune, Sash mumbled, “I suppose.”

They both turned to him, and judging by Miss Cheerilee’s smile, he was well and truly cornered. He sighed and shrugged. “Yeah, okay.”

It took their teacher only moments to blow up another pair of water wings and slide them snugly up his forelegs. Sash reluctantly allowed Miss Cheerilee to put hers on as well, and then they were both herded to the water’s edge. 

Caramel got in without hesitation, but Miss Cheerilee stuck close to Sash as the turquoise filly waded in slowly. She looked a pretty nervous, almost as if she was expecting a hydra to pop out of the water any second. Her wings didn’t stop twitching, and her legs moved like they were made of wood. 

“Relax, it’s hard to swim when you’re all stiff like that,” he advised. 

Sash just nodded.

“You’re doing great,” Miss Cheerilee said. “Just a little bit deeper and you’ll be able to join your friends.”

Sash flinched when a wave came and the water wings lifted them so that their hooves no longer touched the bottom. Their hooves hit the lake bed again as soon as the wave passed, but Sash had stopped moving. 

Caramel gave her a little nudge. “It’s okay, we’ll just float when we go deep enough. We won’t even need to tread water with these on.”

She looked at him for a brief moment, then reluctantly waded on. “I nearly drowned once, you know,” she said under her breath. 

“Oh.” Caramel really didn’t know what to say to that. Did Miss Cheerilee know? Maybe she wouldn’t have insisted on getting Sassaflash into the water if that was the case. He slowed down a little and added, “Err, I didn’t know. Do you want to get out of here?”

A look of determination crossed her face. “I’m already here. No reason to quit. I just... Woah.” She smiled in surprise. They were already floating in deep water. “Huh, that wasn’t so bad. I guess I just needed to get used to it.” She waggled her forelegs in emphasis. “It’s not so easy to sink with these.”

Caramel raised an eyebrow. “Well, yeah... Isn’t that the whole point of water wings? Are you saying that you weren’t wearing any floaties the first time you tried to swim?” 

Sash’s eyes widened for a second, but in the next instant she chuckled and nodded. “Uh, yeah. That’s what I meant. It was a little stupid of me. Heh.”

He decided not to press further. It was obvious that she didn’t want to talk about it. He glanced around to find something else to talk about, and he saw Miss Cheerilee hanging back a bit, keeping an eye on both of them. She smiled encouragingly when she saw him looking and motioned him to carry on with showing Sash what to do.

“Hey, look at the baby lovebirds. They look so cute with their water wings!” Lucky hollered, interrupting his thoughts. 

Oh joy. Caramel could feel the tips of his ears heating up. Shining and Lucky were snickering amongst themselves about ten paces away. They sounded a little out of breath, though, which wasn’t surprising, given the water fight they’d just had. And then he had an idea. He pulled a foreleg back and thrust it forward on the water surface quickly and efficiently, creating a long-reaching splash of water that smacked both colts in the face. Their snickering ended in sputters.

“Well, this ‘baby’ can still give you a run for your bits in a water fight,” Caramel retorted with a smirk. 

Shining Armour snorted. “Pfft. You and what army?” His horn lit up, and several water globes lifted out of the lake’s surface. 

Lucky swam to the side to flank Caramel and added, “Prepare to lose, wimps. Nopony can beat us!” 

You asked for it. Caramel’s smirk widened. “Me and this army.” He then put both hooves to his muzzle and shouted, “Hey, everypony, Shining and Lucky say that nopony can beat them in a water fight! Who wants to have another go at them?”

All heads turned to the two big colts, whose jaws suddenly dropped in horror. Everypony was closing in on them. Caramel and Sash were at their front, Lyra and Berry Punch had them flanked, and Cherry Berry and Vinyl were approaching from their rears.

“Ooh, ready for round two?” Vinyl asked. “I could use more target practice!”

“Hey, no fair!” Lucky protested.

But Shining Armour poked him in the ribs and said, “Shush. We can take them!” A purple dome of magic suddenly formed over the two colts, and Shining Armour blew a raspberry at everypony from behind his barrier. “This is the last stand of Princess Celestia’s army! We will never surrender!”

“Confident, aren’t they?” Sash commented as they bobbed up and down in the water. “Maybe we should take them down a notch.”

Caramel shared a grin with her and turned towards Shining and Lucky. He then adjusted his water wings so that he’d have a little more freedom of movement and shouted, “Chaaarge!” 



*   *   *   *   *




Three months before Integration…



“Eat your food,” chirped the changeling after placing another bowl of royal jelly on the sand.

Caramel glared at it in distaste. He knew that it wasn’t to blame for his daily ordeal, but he couldn’t help resenting it all the same. After all, it was the one responsible for reporting to Chrysalis about his daily intake of the horrible stuff. He’d refused to eat any of it the first time it had come alone, knowing what the jelly was doing to him, and the bug pony had simply shrugged and gone off to rat him out to the queen. She’d then come and throttled him with magic, allowing him only two or three breaths in exchange for every mouthful of the stuff he took, and since then he’d known better than to disobey.

So he sighed and gulped it all down with no complaint. When he was finished, the changeling took the bowl and left without another word. He watched it leave, then flopped onto the sand of his pit and sighed, counting down the minutes. It was almost like clockwork; first there would be the bellyache which would last an hour or two, followed by a racing heart, weak and twitchy limbs, itching skin, nausea and a general feeling of misery and hopelessness as he lamented his brilliance in coming up with the idea of joining the changelings.

But after his regular session of dry heaving, his head would clear and he would always remember the reason why he came in the first place. Sassaflash always visited him after the worst of it was over, sometimes even during. Changelings, as he’d discovered, didn’t keep twenty-four hour days since there was no day or night to keep track of. Instead, they did everything in cycles of roughly seven to eight hours, if his calculations based on his sleeping patterns and bowel movements were accurate. If that was the case, this was going to be his ninth or tenth day in the hive.

Something was different about his royal jelly treatment this day, though. The bellyache wasn’t as intense and gut-twisting as before, and it was over a lot quicker. The fever and aching didn’t come either, although his heart rate did go up. And he ended up feeling more bored than miserable during that period. Sometimes, he really wished the changelings would take a leaf out of ponies’ books and actually have some form of entertainment. Heck, board games, cards or even paper and crayons would be an improvement over sitting in the dim pit with nothing to do but daydream and doodle stuff in the sand. And they apparently weren’t that big on conversations either.

Eventually, the sleepiness came. That much hadn’t changed, at least. He’d go to sleep for several hours, and possibly find a few more surprises waiting for him when he woke up. By now, his coat was patchy and discoloured above and around his fetlocks, and his stubby horn had already pierced the skin on his forehead, poking out an inch. He was pretty sure he was losing hair on his tail, too. But those really couldn’t compare to the fact that several of his front teeth were coming loose, and for a stallion who had always brushed and flossed carefully, it was ridiculously unfair! 

He lay down and shut his eyes, thinking of the various things Minuette was going to say to him if she ever found out that all of her hard work of setting his teeth straight was going down the drain.



*   *   *   *   *



The forest was deep, the trees were tall, and the undergrowth was choking. There were clusters of twigs and leaves of every shape and size around him, and everything was bathed in a deep, purple light that seemed to come from no particular source, painting silhouettes at odd and impossible angles. The air was completely still and cloying with humidity. 

Caramel fought his way through the brambles and shrubs, grimacing as twigs and leaves slapped his face and thorns pricked his hide. He had to get through; he had to find a way. No matter what came along, he was going to face it and beat it back down.

Suddenly, the trees behind him rustled. He whirled around and cried out in alarm. “Who’s there?” 

As if in answer, a small patch of shrubs rustled. He squinted at it, but could not make out what it was. The purple light wasn’t bright enough, but he could clearly tell that there was something in there. And for some reason, he didn’t want to find out what exactly was lurking in the shadows. Even as he tried to discern its features, he could feel his courage melting away like an ice cube under the sun. An otherworldly terror took hold of him as he turned tail and ran deeper into the dark forest. 

And the thing followed. He could hear it slithering, crawling… surging from behind, mindlessly hungering for him. Caramel didn’t know how he knew, but it wanted him. And he was pretty sure that that wasn’t a good thing. It was making garbled sounds like a mixture of whispering and vomiting, horribly breathy and squelchy noises that reminded him of things living in rot and mud. So he galloped harder, ignoring the fresh cuts and bruises that appeared as he tore through thorny brambles and whip-like vines. 

The thing was persistent at first, always keeping within a hair’s breadth of his tail, but it eventually fell behind, keeping farther and farther away. Which was a good thing, too, because the forest had gotten so dense that he could go no deeper. He sat down in the shadows and damp undergrowth, panting for breath, and watched the thing. It had stopped moving, but it wasn’t sitting, and it certainly wasn’t floating either. It was just… there. Whatever it was. But he could sense it observing him, even though it had no eyes. 

Suddenly, the thing lunged forward, and was upon him in an instant. Caramel yelped and flailed at it with his hooves, but it held him down fast. Again, he couldn’t see how it did so, but he was quickly immobilised, and could only stare at the indistinct mass of something as it lowered its… face? A gaping, pink-fleshed hole opened on its surface, rimmed with teeth. This time, Caramel was too terrified to make a sound. Instead, he swatted at it with a hoof and felt it connect with something hard…



*   *   *   *   *



“Oww!”

Caramel gasped and leapt to all fours, ready to buck at his attacker, but froze when he saw a teal-coated, yellow-maned pegasus tenderly rubbing her jaw. It was Sassaflash in pony form.

Just another dream. A surprisingly lucid one, but still a dream. His shoulders slumped, and he rushed over to her side and sheepishly said, “Sorry. It was a pretty bad nightmare.”

Sash snorted. “I could see that much. You were galloping in your sleep. It was kinda cute at first.” She smiled and pointed at a patch of sand that had an imprint of his head, neck and body, along with wide, sweeping depressions where his legs had been in constant motion. Then her smile turned into a frown, and she continued, “Except for the part where you started freaking out. I tried to calm you down, but you wouldn’t wake up. Must’ve been pretty awful.”

“You could say that,” he mumbled. You have no idea. Even though he was awake and could think clearly, the memory of the creature chasing him was still enough to make his legs quivery.

“Well, nightmares can’t get you when you’re awake,” she soothed, and wrapped him in a tight hug. “Feel better now?”

Surprisingly, he did feel better. 

“How are you holding up? I see you’ve just got your wing buds.” She stroked his back, and he felt an odd sensation somewhere behind his shoulders. He craned his neck around and saw two large lumps bulging out from underneath his hide. They felt a little bony, and bits of his coat fell away when he rubbed them, revealing pink, raw skin beneath. 

“Leave it,” Sash advised. “Let everything come and go on its own. If you rub or scratch yourself until you bleed, you might get an infection, which would be pretty bad down here.”

“I sure hope that I’ll at least be able to fly at the end of all this,” he muttered. “Would be nice to see the perks of turning into one of you guys.” 

It was only after the words had left his mouth that he realised just what exactly he was saying. He snapped his mouth shut before he spouted any more nonsense, but from the solemn look he was getting from Sash, it was too late to think of a less offensive way of stating it. He had no excuse, especially not when it involved his marefriend. The awkward silence stretched on for quite a while, until he finally worked up the courage to speak again.

“Can I see you in your true form?” he asked.

A frown creased her brow. “I think I can see where this is going. Haven’t we already gone through this?” She sighed and shook her head. “Caramel, I’ve had this form for ages. This is me. Nothing has changed. I’m still the same pony you knew all these years.”

He gave her a wry grin and replied, “Since when do pegasi have horns?”

“That doesn’t count. I just don’t have a reason to hide it anymore.”

“Exactly.”

Sash snorted and playfully slapped his shoulder with a feathery wing. “Okay, fine. You got me there, smart guy.”

Caramel shrugged. “It’s not that I think you’re somepony else now. More like there’s a part of you I don’t know yet.” He scratched his forehead and winced when his hoof rubbed against the tender skin around his new horn. “I mean, if your mom has her way, it looks like I’m going to have a lot to find out about myself, too. And pretty soon, from the looks of things.” 

“You know, you’re taking this rather well.”

I nearly tried to bite your mom. Best not to mention his hysterics the first time the queen had checked up on him since his horn popped out, then. He smiled, leaned forward and nuzzled her on the cheek. “I guess I just have a good reason to not complain too much.”

Green fire flared to life all over her, eating up her yellow mane and tail. The teal hairs on her coat retreated into her body, leaving her pink skin to harden and blacken until it was the glossy black carapace of a changeling. She blinked, and her eyes were a pure blue when she opened them again. A fish-like crest sprouted from the back of her head and down her neck to replace her mane, and her horn grew curved and sharp. Blue, translucent wings popped out of her back, and the fire disappeared after that.

“Still no complaints?” she asked in a raspy voice.

Without hesitation, he nuzzled her again. Her cheek was stiffer than before and a little rougher, too, but it wasn’t hard and cold as he’d expected. He smiled and replied, “Like you said, nothing has changed.”

“Oh, ha ha. You’re awfully funny today,” she drawled. At least changeling smiles could look warm, even though those fangs made them look rather predatory. They sat together for a while, this time in companionable silence. 

“So… what’s your first name?” 

“Hmm?”

“You know…” He made a vague gesture with his hoof. “What were you called before we met in school?”

“Calyx.”

Caramel frowned as he racked his brain. “That sounds awfully familiar.”

“You probably remember it from Mrs Sprout’s botany classes. It’s a part of a flower.”

He chuckled. “Hmm. Calyx. I like your real name too.”

“Sassaflash is just as real as Calyx. I’ve answered to both names for most of my life, so it doesn’t matter which one you call me,” she said. “But you could do with learning the names of my brothers and sisters, if you want to.”

“Sure. But I don’t really get visitors down here, and the changeling who brings my food isn’t all that big on talk.”

“Well, that’s because not all of us can speak Equestrian very well. Most of us understand it, but only those who go on the surface have put any real effort into mastering it. Down here, we all speak Vespid.” At Caramel’s blank look, she chuckled and added, “And I’m going to have to teach you a bit of that, I guess. For starters, we use other parts as much as our mouths when we communicate. Like this—” Her wings flickered for a split second, making a chirping sound. “That means ‘yes’. And this…” She chirped with her wings again, “—means ‘no’.”

This is going to be worse than learning fancy talk, isn’t it? Caramel bit his lip. “They both sound the same to me.”

“Well, you’ll get used to it. Maybe your ears have to change a little more before you can hear the difference. In any case,” she snuggled up to him, “I’ll be here to teach you our language. The same goes for flight when your wings mature. I think that’s one lesson that you can really look forward to.”

Caramel glanced back at the knobs on his back. Wings... He was going to get wings. He’d gone through a phase of envying pegasi when he was younger – every earth pony did – but he’d never thought he’d see the day when he would actually be getting exactly what he’d asked for. 

Wish upon a star for wings of my own? Yeah, whoop-dee-doo. That’ll teach me. 



*   *   *   *   *



The next time the changeling came into his pit to feed him, after gulping down the last mouthful of royal jelly, he trotted right up to it and said, “So, umm, I guess I should start by apologising.” He rubbed the back of his head. “I mean, you’ve been doing this for me for quite a while, but I know that it’s not because you want to hurt me, even if that stuff keeps making me miserable. So, I’m sorry for being rude and thinking of you as a jerk.”

The changeling blinked.

“My name is Caramel. What’s yours?”

Still no answer. It simply gazed at him for a long moment, and he found himself wondering if it had understood at all. But it should have, since it had spoken to him before, even if only a little. Those pupil-less blue eyes were a little disconcerting, though.

“Umm, I’m sorry if I had offended you or anything, but—”

“Chitin.”

It was his turn to blink. “Eh?”

The changeling tilted its head and said, “My name is Chitin.”

“Oh. Nice to meet you. And, err…” He could feel his cheeks going red as he fumbled with the next question. “Are you male or female? I mean, I don’t know how to tell you guys apart. Not yet, anyway.”

“I’m female.” 

He was just opening his mouth to say “I see,” but the changeling was suddenly engulfed in green fire, and in its place stood a pure white pegasus stallion, with bright blue eyes and a short-cropped mane and tail. Except for the lack of armour, it looked exactly like one of Princess Celestia’s royal guards.

The ‘guard’ smiled in delight and said in a fairly deep voice, “But I can look like a male, too, if that would make you more comfortable.”

Caramel couldn’t decide whether there was a double meaning behind that statement or not, and he probably didn’t want to know either way. He grinned awkwardly and shook his head. “Umm, there’s no need for that. I’m okay with your real form, thanks.”

Chitin reverted to changeling form in a flash, took the empty bowl and flew out of his pit. But just before disappearing over the edge and out of sight, she waved down at him. “See you later.”

Caramel waved back. “Yeah, later.”

Well, that went okay. He only had several hundred more changelings to get to know at the very least, depending on the size of Sash’s family.

Big Mac’s family reunion’s got nothing on this.
	
	
	
	
> Chapter 5
> --------------------------------------------------------------------------


Ten years before Integration…



The start of the school term was probably Caramel’s least favourite time of the year. It usually meant increasing responsibilities, homework and expectations, and also less time for foaling around. This year was going to be especially difficult because his parents had moved and dragged him along to Ponyville High. Granted, they were no longer colts and fillies, but that shouldn’t mean that all the fun should stop, right? What he wouldn’t give to enjoy having no responsibilities once again…

“Hey, Dreamy, you gonna pick something to eat or not?” somepony asked.

“Uh, sorry.” Caramel mentally shook himself and smiled apologetically at the exasperated pony behind him. He then quickly dumped an assortment of hay fries, lettuce, carrots and a cup of orange juice on his lunch tray. 

After paying for them at the counter, he went off in search of a seat. There were lots of new faces in school this year, and the crowded cafeteria was quite literally a sea of strangers to him. And they weren’t all that friendly, either. Whenever he trotted close to an empty seat, the ponies nearby would give him those sidelong glances that basically said, Sorry, this one’s for a friend. I won’t stop you, but it wouldn’t be nice to take my friend’s place, would it? Caramel couldn’t really blame them, though. He couldn’t honestly say for certain that he wouldn’t have felt the same way if he were in their place. High school wasn’t the best place for opening yourself up to complete strangers.

After another minute of fruitless searching, his jaw was beginning to tire from holding his tray for so long. But then he caught sight of a familiar grey coat, and the trio of four-leafed clovers cutie mark confirmed its owner’s identity. He trotted over to the little table at the farthest corner of the cafeteria, and once he was near its lone occupant he cleared his throat. “Mind if I sit here?” he asked.

Lucky turned to look at him and his eyes widened in surprise. He then scooted to the side of the bench to make room and said, “Nope. Go ahead.” 

Caramel nodded and sat down, placing his tray next to Lucky’s. They ate in companionable silence at first; Caramel was just grateful to have found a familiar face around. It was strange to find Lucky here, though. The last time he’d seen him was just after they'd graduated from primary school. And it seemed that he’d changed quite a bit in the intervening years. For starters, his voice had cracked and gotten a lot deeper, and he had distinctly grown taller and heavier. But he also seemed rather subdued, and it took Caramel a moment to realise what was so different about this picture.

“Hey, where’s Shining Armour?” he asked.

“He went to Canterlot and joined the Royal Corps. He’s going to become a guard.”

Caramel was swallowing at the same time, and felt a bit of fried hay go down the wrong pipe. He choked and coughed up the offending bit of food and then stared at Lucky. “Wait—what did you say?”

Lucky chuckled. “Yeah, I know. Who’d have thought, huh?”

“Good for him, I suppose. But what about you? Did you try to sign up as well?”

Lucky hung his head. “Yeah. And I was rejected. And he still went ahead with it.” He threw his hooves up in the air despairingly and then covered his face. “He abandoned me! I thought we were buddies!”

Caramel bit his lip, unsure as to whether it would be smarter to comfort Lucky or to let him be. “Umm, I’m… sorry to hear that?”

The grey stallion suddenly made a little choking noise, and Caramel narrowed his eyes in suspicion. It almost sounded as if Lucky was—

And then Lucky burst out laughing. His loud guffaws drew odd looks from nearby tables and he nearly lost his balance. Caramel could only roll his eyes. Well, some things never change.

After a moment, Lucky had calmed down sufficiently to sigh and say, “Sorry. Couldn’t resist.” But then his expression grew sober once more. “Nah, I didn’t try to follow him. I think I’d like to accomplish more than learn how to be a statue in front of the Princess’ door, thank you very much. Besides, you know me; I’d probably get myself court marshalled or something on my first day.”

Caramel chuckled. He couldn’t quite see Shining faring much better. 

“Also, he’s totally missing out. Ponyville’s got a lot of pretty mares,” Lucky added gleefully. “Just look at the view we’ve got from here!”

Caramel rolled his eyes again. Lucky had been quick enough in getting over his crush on Miss Cheerilee, but since then he’d started this weird habit of periodically getting himself smitten with every other mare who trotted in his field of vision. And apparently, it was still true. 

“See that filly over there?” whispered Lucky, nudging him with an elbow.

Caramel followed his eyes and saw a lean, cream coloured mare whose mane and tail had equal lengths of indigo and purplish-pink in them. She had her back to them, oblivious to the appreciative gaze that she was getting from Lucky.

“You really like her, huh?” 

“Well, look at her!” Lucky gestured at the mare with both hooves in emphasis. He was sporting his trademark dreamy smile again. “She seems like the sweet sort, just like her cutie mark...”

Caramel shrugged. “I guess.”

It was Lucky’s turn to roll his eyes. “Oh, right. I almost forgot. Of course you wouldn’t be all that interested, eh?” He grinned and waggled his eyebrows at him.

“Huh?” What in the world is that supposed to mean?

“Where’s Sassaflash?”

“Sash is in her hometown right now. She had to help out with a family emergency. But she’ll be here, too, when she gets back. It’s kind of weird that she moved just about the same time I did.”

Lucky nodded. “Must be the price of property here. Ponies don’t like staying so close to the Everfree Forest. The houses are almost dirt cheap compared to other places.”

“Mm hmm.”

Having seemingly exhausted the conversation for the time being, they went back to their meals in silence. The bell rang just when Caramel was downing the last of his orange juice. He got up and made ready to leave.

“Hey…” said Lucky uncertainly.

Caramel raised his eyebrows in query.

Lucky held out a hoof. “It’s good to see you again.”

He bumped it and grinned. “Yeah.”



*   *   *   *   *




Two months before Integration…



Caramel was having a hard time stopping himself from fiddling with his loose front teeth. There was something almost habitually addictive about nudging them with his tongue, anticipating the mild buzz of discomfort as they swayed back and forth. It was like losing his milk teeth all over again, except that this time almost every single one was loose, and he wasn’t sure what was supposed to replace them when they finally did pop out. What did changelings need fangs for, anyway? A disturbing thought came to him, but he quickly dismissed it on the grounds that changelings fed on love, and it would be counter-productive for them to try to have their cake and eat it, so to speak.

He sighed. What I wouldn’t give for a bath right now. He had long gotten used to the scarcity of water in the hive – he was already capable of lasting a whole day on a single sip – but the dryness also meant that keeping clean was going to be a bit of a problem. His coat was growing patchy around his legs and was getting filthier by the day; his breath stank, his mane was greasy and unkempt, and he could probably grow potatoes in his ears by now. 

Provided they stopped shrinking, that is. Changeling ears were tubular and narrow; the lower halves of his were starting to curl up and merge at the bottom like a trumpet, and the edges were developing stiff, serrated projections like the teeth on a saw. Not the most flattering of looks in the world, but at least it wasn’t uncomfortable. The real problem was somewhere else.

Sometime before, he had partially solved his personal hygiene issues by using sand to scrub himself clean, but that pretty much went out the window when the wounds started opening up on his legs. First, his coat had receded entirely from his knees and below, and then his skin had gone all loose and flaky, and then torn right open during his sleep. His exposed flesh was unnervingly greyish and blotchy, the sores constantly leaked a clear fluid, and getting sand in them was just about as painful as it sounded. He couldn’t wash them out, and he certainly wasn’t going to lick them clean. But thankfully, the sensitivity of the sores was lessening even as they grew deeper each day. And his hooves were becoming disturbingly porous and bristly on their undersides. Almost like hoof rot, except for the fact that they neither stank nor went soft. 

Boom.

Caramel perked his ears. That doesn’t sound good. It felt like an Ursa Major’s footfall, or maybe a dragon’s. Was there one moving about on the surface? If so, he hoped that it had no interest in changeling hives. He waited in silence, anticipating another thud, but it never came. Instead, his ears picked up some reverberation passing through the cavern, like a distant rumble of thunder, causing puffs of dust to come drifting down from the ceiling. 

Caramel did not like that at all. He ran up to the side of his pit, reared up and placed both forelegs on the wall and shouted, “Hey, did any of you hear that? What’s going on up there?”

No answer, unsurprisingly. He sighed and backed down, but found that he could not—his front hooves simply refused to come away from the rocky surface. He started and jerked away in fear, thinking that something had grabbed his hoof or that he’d placed it on something sticky; he overbalanced and thumped into the sand when his hooves suddenly parted from the wall.

What in the world?

He inspected the spot where he’d placed his hooves, but found nothing other than smooth rock and the glistening patches dotted with the luminescent blue and green nodes that were the hive’s main form of lighting. 

Caramel then raised a hoof and scrutinised its underside. Dark bristles and lots of little holes. Definitely not hoof rot. He placed it on the rocky wall again and pulled away, but nothing unusual happened. Frowning, he tried again, but this time patiently waited when the underside of his hoof came into contact with the surface. 

His eyes widened. Oh boy. He could feel something different about his hooves. The rock felt cool and dry, but there was this other sensation that he couldn’t quite put a word to. The closest he could come up with was as if he’d just discovered muscles he never knew he had before. He explored the odd sensation with his mind, still trying to determine what it was supposed to be. 

Suddenly, something in his hoof flexed. Well, that may not have been the right word, but he was still certain that his hoof was somehow in a different state at that point. He tried to pull away, but it remained firmly glued to the rock. He drew in a sharp breath in surprise, and his hoof ‘relaxed’ and detached from the wall without a sound. It felt uncannily similar to the feeling of pulling two magnets apart.

Caramel planted his rump in the sand and appraised both of his front hooves. Just how long have I had this? Those holes and bristles… He tried doing the same thing with the sand, but found that he was unable to replicate the sensation. But after managing to do it again with the rock, he realised that he’d not noticed it before simply because it required a solid surface. After several minutes of successfully gluing his hooves to the wall, he felt a little grin coming on. 

This time, he placed a second hoof higher than the first one. He did the same with his hind hooves. They all stuck fast. He detached one and placed it further up, pulling himself higher and higher. He felt his grin turn into a bout of gleeful chuckling. It was like rock-climbing, but without a safety harness and any sort of hoof-holds! 

And that was when he realised that he was one storey up, and there was no harness or safety net to save him if something went wrong. Which was exactly what happened. His muscles went slack at the thought of plunging to his doom had it been a real mountain, and every single one of his hooves relaxed and popped off of the wall, giving him an express fall all the way to the sandy bottom.

“Oof!”

After calming down, catching his breath and nursing the freshly sanded sores on his legs, he ground his teeth and leaped back onto the wall. Oh no, I’m not done with you just yet! One sticky step after another, he climbed. This time, he made it up to his previous height and paused for breath. Once he’d made sure that his grip was secure, he forced himself to look down. 

Yes! His hooves didn’t give way. His heart was pounding, sure, but he had his nerves under better control now. He adjusted himself so that he was hanging on sideways, then again so that he was facing down, head-first into the pit. Oddly enough, he didn’t experience any sensation of blood rushing to his head, or any of the dizziness that he would have expected from being in such a precarious position. Once he’d forced his brain to get over the notion that he was doing something nopony was supposed to, everything just felt so… natural.

Okay, so changelings do have some cool stuff. 

And then he froze as the realisation hit him; he could leave his pit. After all the misery and boredom, he could finally leave this dumb, dark hole! 

He began to climb with renewed vigour and anticipation, lengthening the distance between each hoof placement. One, two, three, four… The top grew closer, and his grin widened. After days and days of helplessness, he was finally accomplishing something! A tiny part at the back of his mind told him that he was being silly and reckless, but he ignored it and carried on. Forget caution. He needed to feel independent just this once for crying out loud!

Almost there… He placed one hoof on the ledge and pulled himself up—

And then a pair of enormous green eyes appeared right in front of his face.

“Yaaagh!” he cried.

For the second time, everything went slack. His hind hooves slipped and he scraped his chest on the rough ledge as he scrabbled at the rock with both forelegs. He felt himself slip over the edge in a shower of dust and gravel… But in the next second, a strong force supported him from below as he was enveloped in a green aura, and he was lifted back up and dumped onto the ledge.

“Well, this is a pleasant surprise,” said Queen Chrysalis. “To think that I had planned a whole session of teaching you how to use those legs of yours, and I find you already out of your room. I’m impressed.”

Caramel scratched his forehead and heaved a sigh of relief. “Umm, thanks for catching me.” 

“What are mothers for?” replied Chrysalis.

He didn’t answer. There was something in his mouth, a small, sharp and hard object with a weird taste. He felt it with his tongue and realised that it was a tooth. A second later, he found the empty spot which it used to occupy, and at that moment accidentally dislodged another two teeth with his tongue. Ouch. He must have clenched pretty hard when he fell. But that still didn’t explain the taste. It was metallic, just like blood, which should have been the obvious explanation, except that the taste was somehow way off. It was a little bitter and sour as well. Had he gotten something else in his mouth by accident? Maybe a bug?

More than a little worried, he quickly spat out all three teeth. They landed with soft clicks on the stony floor, along with spatters of saliva and blood. He frowned and peered at them. Nothing unusual, as far as he could tell. So why does it taste so different?

His teeth glowed green and levitated off the floor, reminding him of Chrysalis’ presence. She inspected them as one would some rather expensive jewellery, and as she did so he felt an itch skittering about inside his forehead. He scratched at it, but found his hoof obstructed by the stubby projection on his head. Stupid horn. He simply couldn’t reach the gnawing itch! He shook his head vigorously, but to no avail. But then Chrysalis dropped his teeth, and the sensation faded altogether. And then he realised why: he had been sensing her magic. 

So, I’m part unicorn now. He definitely did not envy them if every little bit of magic in their vicinity could cause such an abominable itch in their heads. He really hoped this was just a phase. But if he could eventually learn to cast spells…

“Are you even listening?”

Eh?

Chrysalis was sporting a mixture of supreme boredom and mild exasperation on her face. She had the underside of one hoof outstretched towards him, as if expecting him to pass her something. “I told you to spit; it wasn’t a request,” she growled.

He complied and spat out a glob of saliva and remnant blood, and immediately froze in horror. He’d just spat on her hoof. What was he thinking? He was pretty sure that doing that to royalty would’ve meant a swift tackle from the guards followed by a free ticket to the dungeon. But she asked for it! Or was it a trick? Hayseed, he was really starting to dislike this back-and-forth between sincerity and deceit from the queen.

If Chrysalis was aware of his inward complaining, she gave no indication of it. She sniffed at the oozing spittle on her hoof, then casually wiped it on the tunnel wall. Her horn flared, and Caramel felt her seize his forelegs with magic. He jumped at first, remembering how sensitive the sores on his legs were, but her grip was surprisingly gentle. The glow on her horn brightened as she inspected his forelegs, and the inside of his head began to itch again, confirming earlier suspicions about his new sense. A pricking sensation followed in his forelegs as he saw individual grains of sand floating out of the sores. When she was done with his forelegs, she released them and wasted no time in lifting up his hind legs and giving them the same treatment.

When his wounds were thoroughly cleaned out, she released her hold of him and said, “They’re developing quite nicely. Come, follow me.” She casually trotted up the sloping tunnel, leaving him to follow, still slightly confused. As they went on to who knew where, she added, “It’s time you started pulling your weight around here. You’re finally ready for work.”

Caramel had to canter a little to keep up with her swift gait. “What kind of work?”

A little smile turned up the corner of her mouth. “You’ll see.”

It wasn’t easy keeping track of the twists and turns that Chrysalis led him through. There were many off-shooting tunnels from the one they were in, and she was very brief in her description of each as they passed them, saying little more than where it led to and whether he was allowed to go there or not. Those that led to the surface were pretty much off limits to him, as were the ones that went to the lower levels of the hive. “For your own safety”, she claimed. He wasn’t so sure he believed that.

In any case, based on her descriptions and his crude mental map, the changeling hive was as wide as Canterlot City from end to end, and maybe a little deeper than that. His pit was pretty close to its centre and their destination happened to be somewhere a little lower down, farther out on the extremities of the hive. They met other changelings on the way, but apart from a few curious glances and a few short exchanges in Vespid with Chrysalis, they kept well out of their way. 

The air grew increasingly humid as they went on, until it was almost as cloying as a rainforest in the middle of summer. The tunnel walls were coated in a thin layer of resin that shone with droplets of condensation. It was in stark contrast to the dryness of the rest of the hive that he’d seen so far. 

Chrysalis stopped when the tunnel widened out into a chamber of sorts and called out sharply, “Anther!”

Caramel figured that it must have been a changeling she was looking for. He could hear a skittering sound approaching, but no one came from any of the adjacent tunnels. It wasn’t until a head popped out of a hole in the ceiling that he reminded himself that changelings could travel vertically just as easily as in any other direction. 

The newcomer hissed something, and Chrysalis turned back to Caramel and asked, “How are your speaking lessons coming along?”

“I know some… but talk it… bad,” he replied in mangled Vespid. Sash was a great teacher, but he still lacked some of the body parts necessary to ‘speak’ certain words, and simple phrases were already stretching the limits of his vocabulary. He briefly wondered whether there were any changelings as finicky about grammar as some ponies were.

“Hmm.” Chrysalis turned to the changeling hanging from the ceiling and said, “I’ve brought you a new worker, and I want you to speak Equestrian for his benefit. Try to group him with those who have surface experience.”

The changeling buzzed down, and Caramel saw that it was one of those higher-ranked fellows with a longer horn and slightly iridescent carapace. It knelt before the queen and said in a husky voice, “As you wish.”

Before Caramel could say anything, Chrysalis was already ambling off and he was left alone with the changeling. They stared at each other for several seconds, he in nervousness and it in curiosity. Finally it broke the silence and said in smooth Equestrian, “Okay, let’s get this over with. I’m Anther, and I’ll be your Overseer until further notice. You have been assigned to Forager Caste; we’re basically the gatherers of the hive.” 

Caramel blinked. “Gatherers?”

“Yes. We grow the hive’s primary food source. Follow me.” 

Primary food? So changelings did eat something other than love. He licked his still-bloody gums from where his teeth had fallen out, feeling the tips of his new teeth just beginning to poke out. It looked like he was finally going to find out what those fangs were for. 

Anther led him down an incline, deeper into the chamber, and before long Caramel noticed that every surface was coated in a thick, spongy material. It was greyish in colour with white veins creeping over its surface, and their steps left depressions in it wherever they went. But the stuff did not take long to spring back into shape once their hooves were lifted. Globes of luminescence hung from the ceiling like eerie lanterns, and in their green light he could see that the chamber was littered with mounds and mounds of detritus. A closer inspection of one of the mounds told him that they consisted mostly of rotting branches, logs, and even a few piles of leaves. The whole lump was basically garden refuse. And creeping over those mounds were more of those white veins, this time with fluffy fibres sprouting from their tips. There were many places where the veins clustered together, coalescing into yellowish-white, grapefruit-sized blobs.

Fungus. So that was what the spongy stuff was—the entire cavern was covered in it. A soft whistle escaped him as he surveyed the place, feeling like a small animal trapped in the stomach of some gigantic monster. 

About twenty other changelings were trundling purposefully about the place, backs laden with woven, resinous baskets stuffed with fungus blobs and the occasional mushroom. Well, so much for the apple orchard idea. The changelings clearly had their own form of agriculture, and it didn’t look like they would need anything else anytime soon.

He jumped when something fell across his back, and turned to find a pair of empty baskets slung on either side of him. Anther was grinning and promptly pointed a holey foreleg at one of the mounds. “Well, get to work. It’s harvest time!”

Caramel trotted over to the mound and stared at the nearest lump of fungus. He lifted a hoof, but just before touching it turned back to Anther to get some confirmation as to whether that was the right thing to do. The overseer was already at a different mound, chattering away with another changeling as they worked. There was going to be no help from him, then.

Oh well. Pony see, pony do. The task looked simple enough; all he had to do was pluck the blobs off the pale rooty things and stuff them into the baskets. He grabbed a medium-sized one with both front hooves and pulled. The ‘roots’ beneath it stretched a little, but did not give way. He frowned when he saw other changelings harvesting theirs with apparent ease, and tugged a little harder on the blob. The stupid thing still refused to yield. Gritting his teeth, he braced himself and heaved… and the blob promptly imploded with a wet splat as its roots snapped back into place, leaving what looked like the bottom half of a muffin stuck to the mound and a dozen chunks of oozing fungus stuck to his hooves and face. 

“Well done, numbskull. You’ve wasted good food,” a new voice rasped. 

Caramel turned and grunted in surprise as a pair of changelings shouldered past him. After wiping the dripping pieces off his face, he scowled at the newcomers and protested, “Well it’s my first time. I wasn’t exactly given a tutorial on how to do this.”

“Yes, Rax, give the pony a break,” said the other changeling. “You were nearly as bad as him when you first showed up here.” It waved a hoof at Caramel to get his attention, then forced it beneath the base of a fungus blob and pulled at the top with its other hoof. The fungus came off with a soft snap. It then tossed the blob into one of Caramel’s baskets and said, “Easy as pie. You just use one of the sharper edges of your hoof holes to slice at the roots.”

“Umm…” Caramel lifted up a foreleg. There were no holes in his leg—not yet, anyway.

The second changeling blinked. “Oh, that’s too bad, then. I suppose you’ll have to do without. Try twisting them at the base; it usually helps.”

Caramel followed its advice, and found it rather more effective. The blob didn’t come off as easily as he’d seen; it still broke off and left a little of its base behind, but at least its top didn’t come apart like the previous one. 

“Thanks,” he said to the helpful changeling.

“You’re welcome.”

“I’m Caramel, by the way.” 

“Mantis.” The changeling didn’t smile, but her tone wasn’t hostile, either. Caramel wasn’t sure how, but he somehow knew that Mantis was female. Now that he thought about it, he’d registered Anther as a male without giving it much thought either. It was puzzling. Maybe changelings all had some other sense that he hadn’t been aware of.

“And this little spot of sunshine is Thorax,” Mantis continued with a grin, indicating to the one that had mocked him earlier. Again, he could tell that that changeling was male.

Caramel nodded amicably, but got no acknowledgement from Thorax. He simply carried on plucking fungus blobs without even sparing him a glance. Caramel maintained his friendliness for a moment longer, just in case he changed his mind. 

The changeling eventually did turn to him, though it was with a scowl. “What do you want—a hug? I’m not here to be your friend.”

Caramel instantly dropped his smile and traded it for a frown. And a jolly good day to you, too…

“Oh, just ignore him,” Mantis said, waving a hoof. “He’s just sore about being forced to work in Forager caste. Thinks that just because he’s Warrior caste he’s too good for us, or something.” She then leaned closer to Caramel and whispered conspiratorially, “Of course, if you ask some of us, it was probably because he’d ticked off the queen. We found him drunk as a skunk outside of Canterlot after the royals brought the shield back up, which was pretty bad form considering he was supposed to be our leading infiltrator.”

“I’m here because I was ordered to fill in for the slackers who didn’t return to their posts after the invasion,” snapped Thorax. “And the other bit was only because the princess had stuffed me into a barrel of apple cider during the fighting.”

“I was at the wedding,” Caramel interjected. “Princess Celestia was beaten by your queen. When did she get a chance to do that?”

“Told you he’s a fibber,” Mantis whispered again.

Thorax shot her a glare. “The other princess, dimwit.”

Caramel blinked. “But… I heard that she was asleep during the attack.”

“She was.” Thorax grimaced, as if remembering something rather painful. “Do any of you ponies know that she sleepwalks? And that she can out-shout a dragon in her sleep? I still don’t think my eardrums have recovered from that.”

Princess Luna? Sleepwalking? That’s crazy! He turned to Mantis for verification, but she only shook her head and shrugged. 

Thorax grumbled to himself and resumed his work, muttering, “I don’t know why I bother…”

Caramel took that as a reminder to get back to work, too. Most of the other changelings were very sparing in their conversations, and it probably wouldn’t do to give Chrysalis a bad first impression of his work ethic. So he set his mind to the task at hoof, plucking one fungus lump after another and tossing them into his baskets. There were scores and scores of them to harvest, and even with Mantis’ advice on how to pluck them more efficiently, it was still a lot of work. Whenever his baskets were full, other changelings came over to relieve him of them and to provide him with new, empty ones. When a mound was cleared of all its fungus, they simply moved to the next one. This went on for almost two hours straight, and by that time Caramel was feeling dreadfully hot and sweaty.

He slumped to the floor and sighed. The last lump of fungus in sight had been plucked; every mound was bare save for the white veins. Though he was tired, it was a good kind of tiredness—he felt like he had done something productive. 

“Hey, get up—we’re not done yet!” Thorax snapped.

Caramel glanced around the chamber and gave him a blank look. “What else is there to do? There’s nothing left.”

“Exactly. That’s why we’re going to clear the mounds. They all need a turning over,” the irritable changeling replied, buzzing his wings impatiently. 

Caramel didn’t move quickly enough, and Thorax zapped him on the cutie mark with a little green bolt of energy from his horn, causing him to yelp and jump up. “Okay, okay, I got it!” he muttered, rubbing his flank. Sheesh. Some ponies.

Mantis was already chewing through the white veins creeping over the detritus. Once they were severed, Thorax motioned Caramel to help him with moving a particularly large log. Together, they heaved and managed to drag it out of the main pile, causing a miniature avalanche of rotting sticks, leaves and other dirty things. 

“Spread them around,” Mantis instructed. “The fungus needs fresh fertiliser on its surface, and the stuff underneath is already all used up.”

Caramel winced as they dug deeper into the pile. She wasn’t kidding—the bottom of the pile was mushy and stank of rot and filth. He was pretty sure he hadn’t imagined the noxious yellow cloud that wafted out of the stuff. Neither changeling seemed bothered in the least, though, so he grimaced and continued to help them in hauling the stuff around, doing his best to ignore his nostrils’ pleas for mercy. 

They spread the detritus out onto the cleaner surfaces of the spongy floor, forming new piles which he surmised were to provide the next harvest. Every now and then, another changeling would trudge by to deposit fresh refuse, no doubt collected from the surface. Once the mound was complete, Mantis and Thorax started weaving their forelegs back and forth over the refuse. Something thick and viscous oozed out of the holes in their legs, and they were careful to spread it evenly over the pile. Caramel was unable to contribute, but gladly took the opportunity to simply watch and catch his breath. 

It was the same with the next mound, and the next one after that. The changelings were clearly intent on redistributing every single pile of refuse in the cavern. Sighing heavily, Caramel resigned himself to another two hours or more of labour. 



*   *   *   *   *



It was on demolishing their last mound that Caramel dug out something rather interesting. It was black and round, and had a curved, sharp projection on one side of it. When he felt along its surface, some dirt caved in to reveal a large opening, and his other hoof penetrated to form a second hole right next to it. He felt his blood go cold. It was a skull.

He cried out in a voice that was far too high-pitched for a stallion and dropped it back into the pile of detritus. This mound wasn’t as far gone as the rest had been. He saw it in a different light, now. A long rod-like thing with a broken, jagged end poking out of some dead branches; curved, shattered half-loops buried under some leaves; a hollow cylindrical object dotted with holes. This wasn’t just a pile of garden refuse; it was a changeling grave.

Caramel looked up and found his two workmates silently observing him. Mantis seemed to be a little perplexed, whilst Thorax was wearing that smug, superior look that Shining Armour used to give any filly who freaked out whenever there was a spider around. He picked up the skull, grinning in a manner uncannily similar to Shining’s, and waved it in front of Caramel, saying, “What, you never seen someone’s moult before? It’s just dead skin and shell. Perfectly harmless, even to ponies.” 

Caramel sighed. False alarm, then. 

“Yup,” agreed Mantis. She then dug into the mound and pulled up a similar round object, showing it off to Caramel. It was shiny and black, too, but it also looked more solid than the one he’d previously touched. She grinned and said, “Now, this is a skull. I think it’s Palp’s—he’s not looking too good now, is he?”

“What do you expect?” Thorax replied. “It’s been almost a year. Never liked him much anyway, the dumb grub.” 

Caramel suddenly felt ill. The changelings were holding the skull of their deceased relative in their hooves, and they were talking about him as if he was just some ornament on the mantelpiece! And they were feeding his remains to a fungus, leaving them to rot in a filthy pile of goodness knows what else, like common fertiliser, no less. He abruptly sat on his haunches and tried to quell his churning stomach. There wasn’t much in there, but that didn’t make it any less difficult or unpleasant.

“How can you even think about putting one of your relatives in one of these…” he waved a hoof at the mound, “—these things? They’re your brothers and sisters! Don’t they deserve better than that?”

“That’s debatable,” muttered Thorax. “Anyway, what do you expect us to do—toss them into a river? It’s a waste of time and resources. Literally. They’re better off down here helping to feed the rest of us. Besides, it’s not all that different from the way you ponies bury your dead. They will fertilise the ground, wherever they are.”

Caramel frowned and sputtered with indignation. “But—but… It’s not the same! We don’t use them, not like that!”

Mantis piped up, “Well, if you want to look at it that way… Isn’t it a compliment to them that they’re being helpful even after they’re gone? They make better fertiliser than any of the plant matter we gather from the surface. The only things longer-lasting and more effective are dragon bones and scales, and those are pretty hard to find. If we don’t do this, the fungus will take even longer to fruit, and one harvest a year is long enough.”

Caramel was silent as he pondered those words. It still felt wrong to him, even though he could see the sense in them. If this was a cultural thing, did it make it okay to use one’s kin like that? It was just so outlandish. He glanced about the cavern and shivered at the sight of the omnipresent white veins creeping along the floor and walls. Those things have tasted flesh, and they’re all around you, some panicky part of him whispered. 

“I… I think I’m going to be sick,” he groaned.

“Well, be sick into the pile, if that’s the case,” Thorax bluntly replied. “It’ll make good fertiliser, too.”

Caramel snorted. He suddenly felt like holding it in just to spite him. 

“Having fun? You seem to be getting along rather well.”

Caramel whirled round when he heard the extra voice and recognised Anther. 

“He’s okay,” said Mantis. “Although he’s quite squeamish. Almost as bad as a filly.”

Am not! Caramel was about to snap a sharp retort, but stopped when he saw that Thorax was scowling rather intently at the overseer. 

“No thanks to you,” grumbled Thorax. “Shouldn’t you be the one babysitting him? Queen Chrysalis said—”

“Absolutely nothing about me delegating the duty to more qualified individuals,” Anther cut him off. He grinned. “And since you seem to be doing it so well…”

Thorax’s eyes widened, and then narrowed again as he levelled a furious glare at Anther. “Oh, no you don’t. If you think that I’m going to do the stupid work that the queen gave you, you are—”

“I’m not thinking it; I know it.” Anther was also staring rather intensely at Thorax. “From now on, you’re going to show Caramel how things are done in the hive. Where he eats, sleeps, works, and whatever else the queen sees fit for him to do. And you are not to let any harm come to him.”

Caramel looked back and forth between the two changelings in bewilderment. There was something going on between the two of them, but he wasn’t quite sure what. Thorax was gritting his teeth as if he’d been told to solve a calculus problem in five seconds or less. A moment later, the changeling sagged and vehemently growled, “Fine.”

“Good.” Anther smiled and trotted away.

“Stupid grub,” Thorax mumbled in Vespid.

The overseer whirled round. “What was that, Rax?”

“Nothing.”

Mantis snickered, and Thorax shot her a venomous look. He then turned to Caramel and snapped, “Well, what are you waiting for? Let’s finish off this stupid pile and get this stupid chore over with.”



*   *   *   *   *



When they were finally done with the mounds, Caramel was willing to trade a leg for a shower. Or maybe even for a puddle to roll in. His coat was caked with dirt and sweat, and try as he might, he hadn’t completely avoided getting some grime into the sores on his legs. He was also weary to the bone. But he kept silent and simply followed as Thorax led him towards the resting chambers.

They had to go through a vertical shaft to reach it from the fungal chamber, and Caramel was relieved to find that climbing was still within his capacity, in spite of his weariness. Surprisingly, he found himself more concerned about Thorax than himself. The changeling was decidedly moody as he crawled up the shaft, barging past other changelings going in the opposite direction and being generally prickly whenever any tried to speak to him. 

“Hey, you okay?” Caramel asked.

“I’m fine, just shut up and follow,” Thorax groused.

In spite of his companion’s sharp tone, Caramel’s curiosity won over caution. “What happened back there?”

Thorax stopped, crawled back down to Caramel’s level, and then jabbed a hoof into his chest. “Anther made me do his job, that’s what; looking after you.”

“Can’t you take this up to Chrysalis? You don’t really have to do what he says, right?”

“He’s an overseer,” Thorax replied, as if that was all the answer needed. He then continued climbing, and that was apparently the end of the discussion. Caramel wasn’t sure why, but he suddenly felt guilty about being an inconvenience to him, even though it technically wasn’t his fault. Anther was starting to appear the jerk in this case, but he really couldn’t say for sure without getting to know more about them. Heck, Thorax himself seemed quite like a jerk, too. 

The shaft eventually opened up into a chamber interspersed with columns of rock. The lighting was even dimmer than the rest of the hive, and there were dark shapes all along the walls and ceiling. It took Caramel a moment to realise that they were all changelings – forty or so of them – clinging to the rock. Their eyes were shut, and aside from their breathing and the occasional wing twitch, they were completely still.

“Get some sleep. We’ll get back to harvesting in four hours,” said Thorax in an undertone.

“Err, I’m guessing that that wasn’t the only plantation, then.”

“Of course not. There are twenty other chambers like it. Five are done, the rest will need our attention soon.”

Caramel slumped to the floor.

“Tough. Get used to it,” Thorax growled.

“Yeah, yeah, I will,” Caramel replied, squaring his shoulders. “Us ponies aren’t as useless as some of you think.”

Thorax stalked off without another word.

Caramel watched him go, and then called out, “Hey...” 

The changeling paused, and he could tell from the way his ears twitched that he was listening. 

“Thanks. I mean, I appreciate what you’re doing for me, even if it wasn’t your choice. I know it’s not easy playing nice with strangers.” 

Thorax stood silently for a moment. Then, after quickly glancing around, he took something out of one of the holes on his legs and tossed it over to Caramel. He caught it and realised that it was a chunk of fungus. He tried to give Thorax a questioning look, but the changeling was already gone.

So, it’s a present? Judging by the changeling’s mannerisms, it was probably one that he shouldn’t be giving.

He gingerly bit into the lump with his remaining good teeth. It was tasteless and rubbery on the outside, but the inside was spongy and sweet, with a slightly bitter aftertaste. He chewed on it for a while, wondering. Thorax didn’t seem like the sort to give away things for no reason.

The fungus was surprisingly filling for such a little piece—either that, or his stomach was shrinking. Whatever the case, Caramel was too tired to care. He wandered around a bit, but found that this stretch of the hive was little more than a dormitory. He picked a bare spot with the fewest changelings clinging to the ceiling overhead, and then curled up with his back against a rock column. 

One last thought ran through his mind before sleep took him. 

Weird. Did I just make a friend?
	
	
	
> Chapter 6
> --------------------------------------------------------------------------



Eight years before Integration…



“Winter Wrap Up, Winter Wrap Up!”

“Let’s finish our holiday cheer!” sang a group of brown-vested colts and fillies as they trotted past, pulling along little carts of twigs and straw for the animals to make their nests. 

Caramel watched them go for a little while before resuming his trot towards Sweet Apple Acres. The sun was already clearing the horizon, but it was still obscured by a heavy cover of clouds and its muted light painted everything with a light blue hue. Ponies were purposefully trotting towards their team’s assigned posts. Blue-vested pegasi were doing laps up in the sky above Ponyville, warming up for the strenuous work ahead. Some of them were already angling off south, no doubt to fetch the birds back for spring. He shivered a little as a stiff breeze swept through the town; it easily bit through the green vest that marked him as a member of the plant team for Winter Wrap Up. 

“Morning, Caramel!”

He looked up just as Sash zipped overhead and landed on top of a lamppost. He stopped and waved at her. “Morning.”

“Trying out for the plant team this year?” she asked.

“Yeah.” 

She beamed and swooped down to his side. “Well, so am I!”

“That’s ni—” Caramel stopped when he realised that she was wearing a green vest just like his. That was odd. She’d been in the weather team for the past two years. He cocked an eyebrow and asked, “Why the change? I heard that you were doing a pretty good job with clearing the clouds.”

Her enthusiasm wavered a little. “Well, you know… after the little incident last year…”

Oh, right.

Caramel didn’t need her to finish the sentence. He winced at the memory of the ‘little’ incident. He had been assigned to the team of earth ponies skating over the lake to make the ice easier to melt, and things had gone rather well at first. But when the ice had cracked unexpectedly beneath him, he had panicked and clammed up right in the middle of the lake. Unaware of his predicament, Sash and her team had already been busy clearing the clouds, and it hadn’t taken long for the sun to do the rest of the work.

Just then, another gust of chilly wind blew over, and he shivered at the memory of plunging into the icy lake. Luckily for him, the frigid water had shocked him back into action, and he was able to swim partway to the shore before a couple of ponies dove in to help haul his frozen flank to safety. Sash had been particularly mortified, apparently because she had failed to notice or to help him out of the lake because she was still kind of afraid of deep water. She still only swam if she had water wings.

“You’re not beating yourself up over that, are you?” he asked. “It was just an accident.”

She shrugged. “I guess. But I thought it would be a nice change of pace, anyhow. Berry Punch thinks I’m not strong enough to push a snow plough.” Her mouth curled into a sporting smile. “I intend to show her otherwise.”

Caramel chuckled. He couldn’t complain. It would be great to have somepony familiar to work with.

They fell in step together as they made their way towards the Apple family farm, which was to be the headquarters for this year’s plant team. Snow crunched underhoof as he accelerated into a brisk trot to warm himself up. The pegasi had stopped all snowfall for the day, but between all of the snow already on the ground and the sun being hidden by the heavy clouds it was a little colder than he would have liked. 

“Besides,” Sash playfully thumped him on the shoulder, “Plant team has it really simple. No ice skating, no messing around with animals—just shovelling snow, digging holes and planting seeds. There’s no way we can muck it up.”

“Ssshhh, don’t jinx it!” Caramel hissed, shortly before they both burst out laughing as they carried on to Sweet Apple Acres.

The pony in charge of the plant team was an orange-maned, red-coated guy named Big Macintosh. As they neared the hilltop on which the crowd of green-vested ponies were standing, he could hear the huge stallion barking out instructions for everypony. Caramel and Sash broke into a canter to catch up, and by the time they got there, the stallion’s last words were, “—so work in teams. Don’t bite off more than you can chew.”

Ponies began to break off from the main group to work the snow ploughs lined up by the edges of the snowy fields. Caramel turned to Sash, and at her nod, they both followed suit. There was no shortage of more experienced ponies willing to show them how things were done, and every now and then a member of the Apple family would trot over to bark out instructions and encouragement for everypony. 

It was a strenuous day of clearing snow, ploughing the ground, planting seeds and watering the fields. By sunset, Caramel was sweaty, covered in dirt, and thoroughly worn out—his legs were a little shaky, and the cart of farming tools and empty seed bags he was pulling felt like it was growing heavier by the minute. For some reason, Sash had fared better than him, though he suspected that she was using her wings to help with propulsion. But only slightly. She was also panting and puffing like a pair of bellows and her tongue was lolling out rather comically.

The crickets were out and chirping when they crested the final hill to the barn. Lamps were posted about the fences far below, and Caramel could see the last ponies making a straight line for it from all over the orchard. The stars were out in the purple twilight, and the orange glow of the west horizon was already fading away. 

It was a breath-taking view from the hilltop—and he couldn’t give a single hoot about how pretty it was.

“Ugh, kill me now,” Caramel groaned as he removed his harness and flopped onto his back, right next to the cart. The ground was a little damp from the melted snow, but he really couldn’t care less about hygiene at the moment. He simply lay there, content to watch the moon rise into the sky as he waited for the aching in his muscles to fade away. They were already late—a few more minutes of dawdling wouldn’t hurt.

Sash had also removed her harness and was lying on the ground next to him. “Wow, I think I’m not going to be able to walk tomorrow.” She winced as she stretched her limbs. “Or the day after, for that matter.”

“Yeah. They really should put some oil on these things.” Caramel thumped his hoof on the nearest wheel on his cart in emphasis. It creaked rather loudly in protest. And then creaked some more as it started to move.

Caramel’s eyes widened. Oh, hayseed, I’m a stupid pony. He’d parked his cart too close to the slope!

He sprang up and gasped as his muscles cramped, but just managed to grab onto the edge of the cart’s compartment. He dug his hind hooves in, but the cart was too heavy, and most of its weight was already off the trail and on the steep grassy slope, past the point of no return. 

“Caramel, just let it go!” Sash cried from behind him. 

He ground his teeth as his hooves slid and dug furrows in the ground. There was no way he was ending this Winter Wrap Up with another embarrassing blunder!

It turned out that sheer stubbornness wasn’t enough to stop the cart, though. He was forced to let go when it threatened to drag him down with it. But barely a second after he had released, somepony crashed into his back, and the world became a blurry tumble of sky, dirt, grass and stars. 

He crashed into a large, thick bush at the bottom of the hill, shortly before somepony tumbled in and landed right on top of him.

“Oof!”

It took him a moment to get his eyes to stop spinning in their sockets. When he was finally able to focus, he found a rather dizzy Sash lying on his chest. 

“Uh, what happened?” he slurred.

She shook her head and squinted at him in confusion, then blushed and grinned sheepishly. “Sorry. Thought you were going down with the cart—I wanted to pull you back but didn’t expect you to let go of that thing.”

They stared at each other for a moment, and then started giggling. 

“You’re a mess,” Caramel said, reaching out to brush off a smudge of dirt and crushed grass from her cheek.

“Pfft, as if you look any better,” she retorted with a grin.

“Hey, are you guys okay?” a stallion’s voice called out. Hoof steps became audible, and then the branches of the bush above them were suddenly parted. “I saw the runaway cart and—” the stallion’s words trailed off. 

An awkward silence ensued. They simply stared at the newcomer, who was suddenly extremely fidgety. The fact that they were panting from near-exhaustion and the unexpected tumble down the hill didn’t help matters at all.

The stallion allowed the branches to spring back into place, blocking them from view. “Umm, never mind,” he said. “I’ll just… find somepony else to… help move the carts. Yep. Don’t mind me.”

“Did he just think we were doing… something?” Sash asked when the hoof steps had faded away.

Caramel’s face and ears were burning. “Err, I’m not sure we can blame him. Could you, uh, get off me, please?”

“Oh, right.” Sash chuckled nervously as she clambered off of him.

She’s really cute when she does that… 

The branches of the bush rustled as Sash barged through them and out into the open. “Come on,” she said, “let’s go get your runaway cart. Hope it didn’t get too busted up.”

For some reason, Caramel found himself thinking that even if it was, it was would be totally worth it.



*   *   *   *   *




Two months before Integration…



The ravine was narrow and very deep. It was also cold and dark. Even with his altered eyes, it was difficult to see anything clearly. The only light came from the cracks above, a dreary sort of orange-purple that did little more than outline the black silhouettes of the vegetation growing above. It was uncomfortably damp where he lay, but he didn’t want to move. 

There was something out there. He could hear it… whispering and slithering on the surface, searching for him. He cowered in the darkness, fearing that his pounding heart might give him away any second. A swirling mass of black mist peeked over the edge of the ravine, vaguely shaped like a pony head. Though it had no visible eyes, he could tell that it was searching the darkness, turning this way and that, slowly and patiently. He held his breath as its gaze swept over him. It lingered over him for some time, but it eventually turned away and started looking in a different direction. Lungs burning, he sighed in relief.

That was when his back started to itch. He ignored it at first, but it steadily grew in intensity as the seconds ticked by. Even more inconveniently, the mist refused to leave, so he dared not scratch. He ground his teeth. What had started as a little scratching tickle in his back had now grown into a burning itch that clamoured for his attention. He arched his back and bent here and there in an attempt to relieve it, but to no avail. It was unbearable! Groaning inwardly, he decided to take a risk and tried to scratch it with a hoof, but was foiled when he found that he couldn’t reach it.

Then the itch started spreading. Throwing caution to the winds, he got up and pressed his back against the rough wall of the ravine, scouring it up and down. Oh, sweet relief! He sighed contentedly and looked up—and realised that the black mist was looking directly at him. His heart jumped in his chest as the black mass poured over the edge and into the ravine like a torrent of water. It was going to devour him!

He yelped and scrambled away just before it struck, and he broke into an all-out gallop down the ravine. Gravel and forest litter crunched beneath his hooves as he bolted in the darkness, with only the occasional shaft of orange-purple light to illuminate his way. It was a miracle that he hadn’t tripped yet. 

When he could no longer keep up the breakneck pace, he slowed to a brisk trot and risked a glance back. He moaned when he saw the mist still trailing him. It didn’t seem to be trying particularly hard to catch him—it was just matching his pace, keeping a ten-foot distance between them. He sped up to a canter, and so did the mist. But his burning lungs were already giving out, and he was soon forced to stagger to a slow crawl. 

“Leave… me… alone,” he rasped between laboured breaths. 

The mist stopped. “Wait…” it whispered.

He blinked. Did it just speak? No. He knew better than to trust it. With a groan he hauled himself up and stumbled away. There was absolutely no chance he was sticking around to find out what the thing wanted with him. Nothing good, that was for sure.

“Stop,” it whispered again. This time its tone was almost pleading.

He shook his head and carried on, keeping a close eye on it. He knew it was just waiting to pounce on him when he turned his back. Well, he wasn’t going to let that happen!

The distance between them grew. A swirling tendril extended from the cloud and waved frantically, like somepony’s mad gesturing when somepony else was about to do something incredibly stupid. Then came the ghostly whisper again; “Wait… don’t!”

Yeah, righ—

His hoof descended into empty air. He whipped his head around and gasped at the sight of the chasm gaping before him, just as the rest of his body followed his misplaced hoof. The rush of air grew into a roar as he plummeted into complete darkness, the spot of light above shrinking until it was a tiny, purple speck. He tensed up, awaiting the inevitable part where he was dashed to pieces…

“Hrrkk!” 

Caramel awoke with a gasp. A couple of the changelings hanging from the ceiling directly above him had their eyes slightly open in sleepy curiosity. He mouthed a word of apology for waking them, and they soon went back to sleep. He couldn’t, though. The nightmare was still too fresh in his mind. 

The dream was recurring with unnerving regularity, usually in the second or third eight-hour cycle of the day, and it was always some variation of being chased by that nameless creature. Today was unusual, though, in that some parts of it had mimicked pony shapes and that it had actually spoken to him…

He really hoped that it wasn’t a side-effect of his daily dose of royal jelly. Chitin still brought him a bowl of it every day, although the amount was steadily decreasing as time went along. He had enough to deal with without—

Oh, ponyfeathers…

His suddenly realised that his back was itching, and that it was the same infernal itch that had plagued him in his dream! He reached with a hoof to scratch his back, but found that it was also in exactly the spot where he couldn’t properly reach. The itch was inside his wing buds.

Now that it had his full attention, the itch was steadily growing in intensity, burning like wildfire under his skin. Oh, no you don’t! Gritting his teeth, Caramel rolled onto his back and writhed around, feeling like a dog rolling in the grass. The floor was decent at roughing up his back, but not nearly good enough at reaching the deep itch. He needed more force.

Grunting in frustration at the burning itch, he got up and leaned with his back against the rocky wall, pushing himself up with his hind legs and letting himself slide down again, scouring his back across the rocky surface. He sighed in relief. Finally, some results! He continued grinding his back against the wall, ignoring the little stabs of pain elsewhere that meant that he was probably losing some of his coat in the process. The feeling of destroying that horrible itch was simply too good for him to stop. 

At least, that was until something burst on his back with a wet splat, and the sweet relief was replaced by jarring pain. He gasped and quickly righted himself, inspecting his back for any sign of injury. He’d lost a bit of coat, all right, but he had also busted his wing buds. The formerly hard and bulging lumps were now gashed and weeping a clear fluid, and he could see bluish, floppy things underneath the chitinous shreds. It was uncomfortable to the point of distraction, like having something in his eye. He really needed to free his wings.

Oh, this is just great. This really wasn’t the time and place! Glancing around, he could see that his dorm mates were all asleep, and he didn’t want to bother them with a problem like this. He tried to peel off the strips of hard skin with a hoof, but encountered the same problem of having them in a very awkward position for reaching with his hooves. After much twisting, turning and mental ranting, he managed to pull off a strip, and found himself glaring the pair of busted wing buds in frustration. The itch was coming back.

Oh, come on! 

And then they did. A couple of strips suddenly glowed green and tore themselves away, causing him to yelp in surprise. He glanced around, looking for the culprit, but saw no one but the sleeping changelings. At the same time, he realised that there was a faint glow above his field of vision; he looked up, but it wasn’t coming from the changelings hanging directly over him. It was coming from—

My horn.

Caramel felt it with a hoof; it had grown significantly longer in the days since he’d started working, and was now six inches of hard, curved and jagged chitin. There had been times when he thought he could feel a sort of involuntary twitching inside it, but this was the first time he had actually done anything with it other than sense the magic of others.

He closed his eyes and focused again, taking his time to explore the new sensation, much like how he had learnt how to walk on walls. There was this little feeling of pressure inside his horn, like a tense muscle that was just waiting to relax. He couldn’t get it to ease up, though. He was stumped for a moment, and grew a little worried when the pressure didn’t let up—until it occurred to him that he hadn’t given it an outlet to begin with. 

He opened his eyes and focused on his back once more, willing the shreds of skin to come loose. He smiled a little when he felt the pressure in his horn shift, and the strips glowed and moved. It was nowhere near as forceful as before, and manipulating them felt rather awkward and clumsy, but he eventually managed to peel off the remnants of his wing buds with little discomfort. The itching finally stopped.

Once they were free, his crumpled, blue-hued, semi-transparent wings began to pulsate. He could actually feel his blood pumping through their veins, straightening them out. It was slow going, but as the minutes ticked by, they eventually became properly erect and stiffened out. 

His wings were shaped like daggers and had notches and holes along their edges, almost exactly like other changelings’, except that they were small. He noted with a twinge of disappointment that they were more suited to a filly or colt—there was no way that those things would be able to lift him. He sighed, and his wings buzzed for a second, seemingly in response to his emotions. Maybe they just needed some time to grow.

Feeling a little worn out, he leaned against the rocky column – carefully, after figuring out how to fold his wings flat on his back – and waited for Sash to come by. It would soon be time for his speaking lessons. 

Sure enough, a sharp click announced Sash’s presence, and he got up and trotted after her to a secluded tunnel where they could have some privacy.

“Morning,” he greeted, once they were out of earshot of his sleeping dorm mates.

“Yeah, morning.” Sash was busy inspecting his wings. “Can you move them?”

He took a moment to find the right muscles, then he made them flutter for a second. 

Sash smiled. “Give them a few months to grow, and I’ll be giving you flying lessons!”

“I used magic, too,” he announced.

Sash blinked in surprise. She scrounged around for a bit and picked up a pebble from a dark corner and offered it to him, saying, “Show me.”

His second attempt at manipulating something with magic was wasn’t any less awkward as the first. The pebble wobbled around furiously like a drunken housefly, but at least he was able to lift it completely off her hoof. 

“Not bad. I think it may be time for you to move on,” she announced, after tossing away the pebble. “You’re developing all the necessary qualities for the next task Mother has in store for you. Come on—let’s see those legs of yours.”

Caramel complied. His legs already had a few holes that went clean through them, and a few others that were close to reaching that state. The skin on the lower parts of his legs had grown hard, with a slight sheen around the edges of the holes. They no longer hurt like the open wounds they had once been, and although he had almost lost all feeling on the surface of his forelegs, his hooves had become remarkably sensitive to compensate. There were times when he thought he could almost taste something just by touching it.

He had also grown skinnier. Any fat that he’d retained from his previous lifestyle had long since been burned away; his waist was narrower than before and his ribs were clearly visible. His meals in the hive consisted mostly of royal jelly, plus the occasional portion of fungus that Overseer Anther saw fit to distribute. Even though they’d harvested a huge amount of it, the next harvest was a long time off, and rationing was pretty tight. Strangely enough, he didn’t seem to be losing weight. He never felt weak—in fact, with all the work they’d made him do in the past week, he was developing the dense, wiry kind of strength that changelings seemed to have.

Most of his front teeth had already fallen out, and in their place had erupted fangs, two of which were always poking out. As for his tail, he’d lost half of the hair on it. The base was still covered in brown hair, but its end was thick, stiff and grey, like a fish fin. Sash fiddled with it playfully and chuckled. 

“You’re turning into quite the changeling,” she said. “A few more weeks and you could probably learn to shape-change.”

Caramel patted his mane—he was thankful that it was still relatively intact, dirty though it was. “Not completely, I hope. Never thought I would go bald before having grandkids. It’s crazy.”

Sash raised an eyebrow. “You got a problem with bald ponies?”

He opened his mouth, thought about it for a second, then snapped it shut. Uh oh. Save for the queen, all changelings were bald.

Sash was tapping a hoof. “Well?”

“Umm… oops?” He grinned sheepishly.

“That’s it, no more hugs for a week,” she growled.

“Oh come on,” he pleaded. He scooted closer to her, but she simply scoffed and turned away in mock disdain. A thought occurred to him then, and he grinned. 

“Technically, you guys still have manes, right?” He stroked the fin-like crest that ran down the back of her neck all the way to her shoulders. “And yours is smoother and curvier than the others I’ve seen.” He gave her his best smile. “I like it.”

Sash snorted. “Hmph. B for effort, I suppose.” She turned around and grinned, spreading both forelegs wide. “C’mere, you.”

It felt good to be with Sash. She visited him regularly to teach him Vespid, and sometimes even managed to take time away from her regular duties to spend extra time with him. Whenever she did, she always left him feeling revitalised, somehow.

“Okay, class is in session.” She released him from her tight hug and pointed at his wings. “Now that you’ve got those, let’s see how much control you have over them—you should finally be able to speak the full range of our language.”



*   *   *   *   *



“You’re vibrating your wings a little too long, there. Your tone sounds sarcastic,” Sash commented. 

Caramel produced a chirp with his mouth and buzzed his wings for a split second. Small though they were, and pretty easy to manipulate, they had muscles of their own that could get tired. And after almost an hour of Vespid lessons, they were starting to get a little numb. It didn’t help that it was rather difficult for him to differentiate between the non-verbal ‘words’ of Vespid.

Sassaflash cringed a little. “Umm, that’s better, but now you sound like you’re tipsy. 

“Tchaak,” he muttered. 

She frowned and narrowed her eyes at him. “I’m pretty sure I didn’t teach you that. Thorax has been showing you how to swear, hasn’t he?”

He shrugged. “First words everypony learns for a new language, right?” 

Sash rolled her eyes. “Oh yeah, that makes it perfectly excusable.” Then, her expression softened. “Oh well, you’ve made progress—we can pick this up again later.”

Hoof steps announced the presence of others in their secluded spot. Caramel turned and saw Queen Chrysalis stalking towards them, with Thorax in tow not far behind. He gave them a sharp chirp in greeting, which the newcomers returned, almost lazily. 

Chrysalis turned her eyes to Sash and said, “Report.”

Sash quickly launched into a summary of his recent changes and what they had covered in his latest lesson. Chrysalis seemed only mildly interested throughout, even when she mentioned his newly acquired wings. But when Sash spoke of his budding proficiency in magic, the queen smiled.

“Is that so?” Chysalis asked. “Come here.”

He obeyed and trotted up to her, feeling his heart flutter with a little apprehension. 

“Hold still, and tell me if you can feel this.” She inclined her horn towards his.

Green magic flared on her jagged appendage, and he felt the spell as a steady sort of hum in his mind. He closed his eyes and tried to filter out his other senses. There was something odd about her magic. The spell seemed to have a will of its own, seeking his presence, and when it did he recoiled in surprise. It felt eerily similar to the feeling of being hunted by the shadow in his dreams. He opened his eyes and realised that he had shrunk away from the queen.

“It’s good that you can feel it, but don’t run from my magic,” Chrysalis chided. “Just accept the connection.”

Caramel approached her once more, ignoring the curious gazes of Sash and Thorax from behind the queen.  

The hunted feeling came again, but this time, he allowed the tendril of magic to connect with him instead of fleeing from it. And with it came an unexpected surge of power. He gasped in surprise. It was sheer potential—the ability to do anything he wanted, on whatever he wanted; and it was all in his own. It didn’t last for very long, though. After a few seconds, the magical link was severed. But it did leave something behind. If the power he had sensed earlier had been an avalanche, then the charge it had given him was like a snowdrift. And it alerted him to a new sense of being—where he had once only felt emotional willpower and physical strength, he now could clearly feel magical reserves. 

“Feels good, doesn’t it?” Chrysalis asked with a toothy grin.

Caramel nodded. Just like how happiness could give energy to somepony who was otherwise tired, the concentration of magic in his horn was making him a little giddy. 

“Good. Now give it back. That portion came from a mix of love and hope, and it’s too good to waste on you.”

“How do I do that?”

“Figure it out,” she replied. “I’m here just in case you hurt yourself.”

Gee, that makes me feel so much better. He tried to channel the power in his horn back into a form that he could transfer—with little result. Closing his eyes and feeling a little self-conscious about how he probably looked constipated, he tried to push the magic out of his horn once more.

“Give it an outlet,” Sash advised. “You can try pretending to give your horn instructions—it’s harder to do anything if you don’t think of details.”

Easier said than done. He took a deep, calming breath and focused again. I want to give power back to Chrysalis, he thought to himself, willing his horn to do something, anything. Still, nothing happened. He could feel pressure building in his horn as his frustration grew.

“Focus on her horn, Genius,” Thorax suddenly chittered in exasperation. “Try picturing—”

“I’m trying—shush!” Caramel snapped, picturing himself throwing a book or something at the changeling. He really didn’t need the distraction!

He suddenly saw a flash of light through his closed eyelids and felt a concussive force erupt from his horn, throwing him off balance. A split-second later, he heard something crash into the tunnel wall. He shook his head to clear the sudden onset of double vision, and saw Thorax crumpled up against the wall, upside down. There was an outline of his body plastered on the grey rock, surrounded by black soot. The changeling himself looked a little dazed, and steam was coming off of his carapace. Chrysalis and Sash had backed off a little, apparently just as surprised as he was by the little explosion.

“Oh, hayseed.” Caramel rushed to Thorax and helped him back onto his hooves. “Sorry about that. I didn’t know that was going to happen.”

Thorax grunted and pushed him away. “Hmph. That’s the last time I’m giving you tips on magic,” he growled as he dusted himself off. 

Chrysalis was cackling. “Hah! You’re getting there. The concept of transferring energy is very similar—only gentler. Try again, but on me this time. Amusing as it is, blasting Thorax is a waste of magic.” 

Gentleness, he thought as he shut his eyes once more. I need to give. Not throw a tantrum. An idea occurred to him, and he pictured himself holding out a bowl like the one they used to feed him royal jelly. He filled it with magical power, felt the energy flow into the space in his mind that was not really his own, and imagined offering it with both fore hooves to Chrysalis. This time, he felt a tendril of magic extend from his horn, like a second, prehensile tail. His heart pounded in excitement as he sent it towards Chrysalis’ horn, and he felt that vast reservoir of power once more as they connected. Only this time, he was giving away what little he had. At the last moment, he remembered to break off and severed the connection.

Chrysalis was smiling in satisfaction when he opened his eyes. “Much better.” She then turned to Sash and said, “Attend to your other duties. I will take him to the nursery.” To Thorax, she added, “You will accompany us. I’m transferring both of you to Keeper Caste until further notice.”

Caramel saw Thorax’s jaw drop. He clearly wanted to protest the decision, but didn’t for obvious reasons. Gonna have to ask him about that later, he thought.



*   *   *   *   *



Chrysalis made him practice channelling magic several times more before they departed, until she was certain that he could do it consistently without dispersing it into his surroundings and wasting it all. 

The nursery was a part of the hive that he’d never been to before. It was deeper than the fungus chambers, but where those had been humid and warm, the air in the tunnel leading to the nursery was cool and dry. The surfaces of the walls were porous and hard to the touch, and it occurred to him that changelings had pretty impressive climate control for a community that didn’t use tools and machinery. 

“Caramel, meet Tibia,” said Chrysalis, gesturing with a hoof towards the female changeling that came trotting over to greet them. “She’s in charge of Keeper Caste, and she will be your overseer from now on.”

“What would you have him do?” asked Tibia. 

“I’ve given him some love. Let him feed the young ones.”

Tibia nodded, then cast a glance at Thorax. “What about him?”

The queen paused in thought. “Do as you please. Rax is here to assist you in making sure the pony doesn’t get himself or anyone else in trouble. He’s hopeless at finding his way around, sometimes.” With that said, she left the three of them together.

Thorax looked like he had just resigned himself to a fate worse than death, or something. “Great. Now I’m literally foalsitting. This is beneath me.”

“Oh, quit complaining,” Caramel replied. “How bad can it be?”

“Very bad if you hurt any of the nymphs. I’d chew you to pieces and bury you alive,” said Tibia with a cheerful smile. “Follow me. It’s just a little ways in.”

In contrast to the mannerisms of the previous overseers he’d seen, Caramel thought that Tibia was rather… nice. Although she had given a rather macabre warning in a joking manner, her voice was smoother and more pleasant to listen to than most other changelings. Unless she was deliberately altering her voice, it came pretty close to a pony’s. Also, she didn’t have that predatory sort of stare that most other changelings gave him when they first met. So it was with unusual optimism that he followed her into the nursery.

Between the natural rock columns and artificially dug tunnels, hollowed out chambers and arched ceilings, the place had the appearance of a catacomb like those illustrated in the books of ancient architecture. It was also very dim in there, even by changeling standards. He found himself wishing that the place was a little brighter, and to his surprise, it did become brighter. He could feel a gentle tingling on the tip of his horn as green light shone on—

Eggs. There were hundreds of them scattered in clusters throughout the place. Each was oval in shape and almost as large as a beach ball, seemingly glued to the ground by lumps of resin at its base. There were also huge, sagging sheets of brownish, semi-transparent material suspended from the ceiling on strands of dry resin. An empty husk, shaped like a dragonfly’s abdomen. 

Caramel froze as little blue eyes blinked in the darkness beyond the reach of his light. Something chittered close by, off to his side, and when he turned to look, he found a pair of blue eyes staring at him just inches away from his face.

“Whoah!” he exclaimed, hastily jumping backwards. The little changeling clinging to the ceiling gave a frightened chirp and skittered to hide behind a nearby stalactite. 

“Nice one. You’re clearly foalsitting material,” Thorax said. 

Tibia, however, was watching Caramel expectantly. She kind of looked like Miss Cheerilee when she was giving somepony a chance to set things right before she intervened. Gulping, he trotted over to the stalactite.

“Hey there. I’m sorry about that—you just startled me,” he said. 

The little changeling peeked out from behind the rock formation and edged closer to him, until their faces were inches apart, with it upside down and he, right side up. It sniffed at him and chirped, “Love?”

“Err...” Caramel turned to Tibia for help.

“Feed him,” she said. “Chrysalis showed you how, didn’t she?”

He turned back to the little changeling, and found about a dozen others nearby, on the walls, ceiling and floor. Some were no bigger than foals, whilst others were the size of school-age colts and fillies. Wingless, too. And they were watching him eagerly, like children who had been just told that they were about to receive presents from somepony. 

“Go on,” Tibia coaxed. “The nymphs won’t hurt you. They’re your little brothers and sisters, after all.”

Brothers? Sisters? Caramel had to take a moment to process that. While it was true that, technically, just about everyone in the hive was a foster sibling if Chrysalis had taken the role of a surrogate mother, they were all his betters when it came to experience of life in the hive. Any one of them could easily look down on him. But now, there were going to be others that might actually look up to him…

Turning to the nymphs, he repeated the process of transferring magic as he had done with the queen, gingerly sending out a tendril of power to one of the little changelings. But instead of the vast reserve of power that he had sensed in Chrysalis, he encountered a small, dense pocket of curiosity, playfulness, and hunger in the little one, along with a tinge of impatience. There were others as well, on the edge of his consciousness. They were all hungry.

The nymph happily siphoned off a small portion of his reserves before breaking the connection, after which a second prick of consciousness pounced on his own, clamouring for attention. He made another connection and felt another one feed off of his magic.

Somewhere at the back of his mind, he heard Tibia asking Thorax, “Aren’t you going to help him?” 

“What for?”

“Come on, he’s getting swamped. I’m going to help, but it would be better if you did, too. Be nice for a change.”

“I don’t do nice.”

Caramel was feeding the fifth or sixth one now. It was hard to keep track with their collective consciousness crowding in on him. At one point, the mental din lessened a little as someone else, probably Tibia, joined in feeding them the magic they hungered for. But more nymphs seemed to be joining the fray, so it really wasn’t getting any easier. Before long, the magic he’d received from Chrysalis was gone, and he found that feeding them was beginning to physically drain him. His stomach growled, and he stumbled a little when he swooned unexpectedly. But the cacophony of hunger from the little changelings was relentless, and it somehow felt wrong to deny them sustenance.

He was beginning to have doubts about the whole thing, though. There were so many to feed!

But then Caramel sensed another source of power opening up. He focused on actual sight for a second and saw Thorax leaning down to several nymphs, green tendrils of magic flowing from his horn to theirs. The grumpy changeling caught him looking and shot him a ‘mind-your-own-business’ glare, and he went back to feeding his own cluster of nymphs.

I think I can see why Thorax was worried about coming here… Was the whole chamber supposed to spin like that? 



*   *   *   *   *



A dull rumble roused Caramel from the darkness. Quarry eels, he remembered groggily. Those things lived deep below the hive, but their movements would occasionally send tremors further up. Sash had long ago assured him that they were nothing to worry about, though; Warrior Caste was always watching in the lower tunnels. 

The next thing he realised was that he was lying on the ground with all four limbs splayed out, and he was weighed down by something spread all over his body. He yawned and squinted in the darkness—he was surrounded by changeling nymphs. Some had snuggled up to his sides whilst others had draped themselves over him like a living blanket. Most were asleep, but a couple were playing with the hairy portion of his tail, poking at it with their fore hooves and shape-shifting their short tails to mimic his. 

Caramel yawned. In spite of apparently having fallen asleep, he didn’t feel all that well rested, and he badly wanted to stretch and work out the kinks in his joints. But he didn’t want to wake up the little changelings, either. Instead, he slowly shifted until he was lying in a more comfortable position. Some of the nymphs slipped off, but they only stirred and didn’t wake.

“I probably should have told you about not overextending yourself. You dug into your physical reserves to feed them, didn’t you?” somepony said nearby. Caramel turned his head in the direction of the voice and saw Tibia sitting several feet away, watching him like an owl. Thorax sprawled on the ground a little ways off, snoring softly. Caramel guessed that he’d also worn himself out. But unlike him, he wasn’t covered in nymphs, though.

He nodded in response to her question and winced at the jarring sensation in his horn.

Tibia smiled. “You did well, though. I’d expected you to quit long before it got to that. You’re pretty good with our children.”

“Umm, thanks.” He looked at the nymphs napping around him. “Why are they so… attached to me?”

“They can smell your emotions. I daresay some of the older ones have been snacking on you after you passed out.”

That was unsettling. He didn’t like the idea of being anypony’s ‘snack’. 

Speaking of snacks…

He was ravenous. There was a crushing emptiness in his belly that was just begging to be filled. He licked his fangs. If only there was somepony nearby that he could—wait… He shook his head. Did I just think about feeding on somepony? That was… not a good sign. 

Okay, calm down. You’re a pony. You’re a pony. You’re not a changeling. He needed to do something about it quickly.

“There any chance of getting something to eat here?” he asked.

“Hungry, eh? It usually happens when you use too much magic.” Tibia sighed. “Yes, the next ration comes in an hour, but don’t expect it to be the buffet I think you’re thinking of. The hive is barely sustaining itself, and this brood is far smaller than any of our previous ones.”

Caramel swept his gaze over the two dozen or so nymphs around him. “How many were in the others?”

“The best one I saw had nearly a hundred. But that was over fifty years ago.”

His jaw dropped. “That’s a lot.” He glanced around the chamber, taking note of the clusters of eggs everywhere. Some were already hatched, but a good many were still intact. “Are they all from Chrysalis alone?” he asked in disbelief. 

“You’d be surprised how quickly she can pop them out once she develops her egg sac.” She mimed something large and tubular emerging from her side, just behind the ring of chitinous plates encircling her chest. “Tends to happen when the harvest is especially good. And they’re so big that she wouldn’t be able to move for months.” Tibia pointed to one of the gigantic husks suspended from the ceiling some distance away. 

Caramel whistled. He could just imagine those things when they were fresh—huge, slimy and bloated, one end attached to the queen, and the other constantly squeezing out new eggs. “So, when are these supposed to hatch?”

“They need love to hatch; nothing’s going to happen until someone gives them enough. But after the disaster at Canterlot, Chrysalis is being quite conservative.” She sighed. “Even more so than before the attack. My sister has a lot to worry about these days.”

“Wait, Chrysalis isn’t your mother?”

“No.”

“Then why aren’t—”

Tibia held up a hoof. “Remember what I said about eggs needing love to hatch? We are both from Queen Gossamer’s brood, but hatched at different times. My egg wasn’t tended to until almost a hundred years after her succession—she’s way older than I. And that’s enough for me to consider her my queen. When Queen Gossamer died, Chrysalis, as her strongest daughter at that time, cast out any sibling who did not acknowledge her right to rule. At least, that’s what Chrysalis says—she’s the only one old enough to be around during that time.”

“That’s pretty harsh.”

“We have to be. Life down here is hard enough without having to deal with contested rule and civil war.”

“You know, you guys don’t have to live like this. Ever tried living like ponies on the surface?”

“Queen Gossamer thought the same. Trouble is, your ancestors were already in the greener lands, and not very keen to share the bounty. Those of us who tried to settle on the surface were eventually driven away. When the surface colonies failed, Gossamer tried to convince those harvesting love from stable relationships to reveal their true nature. It didn’t end well. One after another, relationships fell apart, but she continued to order them to do so in the hopes that one, just one pony might understand and take the first step in trusting our kind. We had a famine on our hooves after that—our crops simply weren’t enough to sustain the hive.”

“Nopony accepted you guys? Not even one?” It was hard to believe that every single pony had rejected his or her partner after finding out. Sure, finding that out about Sash had been a freaky experience for him, too, but chances are that there should’ve been somepony who had a softer heart, right?

“Actually, Chrysalis believes that there were some who did. The trouble was that some of our siblings couldn’t bear to lose the life that they had found; they cut themselves off from the hive and never came back.” She smiled at him. “So, although you’re probably not the first to accept us for who we are, you are the first in living memory to have come so far as to join us. It is quite inspiring.”

Me? Inspiring? Recipe for disaster if there ever was one.

Caramel shifted uncomfortably, searching for a different topic. “You’re one of the nicer guys I’ve met in here,” he suddenly commented.

“I used to be Hunter Caste; I fed on love for most of my younger life. It was part of my job to appear nice and caring.”

Hunter. The term itself suggested that changelings and ponies were not supposed to be friends. In spite of his apprehension, he was curious about her history. “What changed?”

“My mate died of old age. It was time for me to go.” Her tone was almost… indifferent. As if she was commenting on something as mundane as the weather.

Caramel narrowed his eyes. “Did you really love him?”

“Yes.”

He wasn’t convinced. “You sound like you don’t care anymore.”

Tibia looked away, ears drooping, and for a second Caramel almost felt sorry for his blunt remark. “That’s part of the problem; I can’t,” she murmured.

“What?”

“Changelings who fall in love don’t stay in love if their partner dies. It helps us to form new relationships without any… baggage. We can fall in love all over again, and it will feel as new and sincere as the first time. It’s just how we are.”

To forget the feeling of a relationship just like that… It seemed like a terrible thing to happen. He simply stared at her in disbelief. “That’s it? You guys won’t even remember what it was like to be in love?” 

Tibia shook her head. “I know I loved him, but don’t feel it anymore. It’s like the difference between reading about someone in a book and actually being friends with them.” 

She sighed when he didn’t reply. “I know it’s hard for ponies to understand, but I like to think that I may have taken a bit of your nonsensical sentiments to heart; to honour the memory of my mate, I have not partnered myself to anypony since. Queen Chrysalis wasn’t too happy about that, but I was lucky enough that my predecessor kicked the bucket just as I returned, so she reassigned me to Keeper Caste and gave me his job instead. In here, caring for the eggs and nymphs and teaching them our ways, I sometimes like to pretend that they are the children I could never have with my partner.” 

That was a sobering thought. If anything had happened to him, would Sash have simply gotten over it, just like that? Well, he wouldn’t want her to be sad, of course, but he couldn’t help feeling guilty about not wanting their relationship to just disappear like that… 

“I’ll leave you here for now—there are others who need my supervision,” Tibia announced as she rose to all fours. “Soon you will have to learn to care for the eggs as well as the nymphs, but for the time being, you can rest and keep your little brothers and sisters occupied.”

With the overseer gone, Caramel found himself the sole foalsitter of two dozen changeling nymphs. Well, Thorax was around, but he was still out cold. 

He felt something stir by his side, and when he turned saw one of the nymphs yawning widely. He had to admit, they were kind of cute. 

Over twenty new siblings—might as well get to know them. It was also a welcome distraction from the depressing way changelings could simply lose their feelings for their loved ones. He smiled at the nymph and said, “My name’s Caramel. What’s yours?”

The nymph tilted its head and frowned. A moment and a puff of green fire later, there was a miniaturised version of him standing in its place. “My name’s Caramel,” it said in a foal’s voice.

“Heh heh.” Cheeky fellow. Did I really look like that when I was younger?



*   *   *   *   *



About an hour later, Caramel was scratching lines and circles on the ground when Thorax finally woke up. The nymphs were pretty quick to pick up on how to play Tic Tac Toe, especially the older ones.

“Ugh, this is why I don’t like being here,” grumbled Thorax as he winced and rubbed his forehead. “They’re worse than parasprites.”

Caramel frowned. Granted, the nymphs were rather… voracious, but comparing them to the pestilent bugs seemed a bit extreme. Besides, pony foals probably weren’t much better. He’d heard horror stories of the screaming, hyperactive little bundles of terror from some of the mares in Ponyville. 

“Don’t be mean. They’re just kids.” he said.

Thorax was unrepentant. “Hey, I fed them, didn’t I? I get to complain all I want.” He gestured to the nymphs. “Besides, they don’t care.”

Well, that much was true. “Yeah, thanks for helping out. Don’t know what would’ve happened to me if you didn’t.”

“You could be in a coma, for a start.”

Caramel froze, glanced at the nymphs, then stared at Thorax. “You’re kidding, right?”

“Tell that to the guy I sucked dry when I was their age. He only woke up about a week later.” The changeling grinned—he seemed rather proud of the accomplishment.

“Ookay…” Maybe this was a topic he shouldn’t get into. Instead, he returned his attention to the nymphs, most of whom were already awake.

I have brothers and sisters. With that thought came the realisation that it was a chance for him to show them that ponies weren’t supposed to be their enemies—or their prey. After all, Tibia had told him that there had been ponies who had accepted their changeling partners, friends or relatives, and some of the changelings in turn had even been willing to abandon their hive for the sake of their loved ones. Maybe he was being naïve and idealistic, but a chance was a chance—maybe there was a way to find peaceful coexistence, to bridge the chasm between their kinds.

Gosh, that sounds so cheesy.

He took a moment of silence to recall the details and piece the story together, before clearing his throat to get the attention of all the little changelings. As one they all turned to him, and he asked, “You guys ever heard of Hearth’s Warming Eve?”

Several of them chirped, “No.”

“That bedtime story? Are you serious?” asked Thorax with a raised eyebrow. “Maybe I shouldn’t have woken up so soon.”

“Will you be quiet if I promise not to sing it out?” he retorted.

Thorax subsided with a loud grumble.

With that settled, Caramel turned to his audience. It was a start; he’d make it count. Even if he didn’t succeed, maybe others would pick up where he left off. 

Without harmony, there can be no peace…

He took a calming breath and began, “Well, once upon a time in the land of Equestria, before the peaceful rule of Princess Celestia and Princess Luna, there were three tribes of ponies living together…”
	
	
	
> Chapter 7
> --------------------------------------------------------------------------


Five years before Integration…



Caramel was sitting on the sofa, watching Sassaflash chat up a storm with Noteworthy, Berry Punch and Minuette. Lucky had invited just about everypony from their schooling days to his house for a reunion, and nearly everypony had come to Ponyville from wherever their lives had taken them, from all over Equestria. He’d not seen some of them for ages! There was Lyra, freshly graduated from the Canterlot School of Music, and Vinyl Scratch too, who was apparently not too far off from becoming a deejay. 

However, even though he knew he should be catching up with everypony, he had eyes for only one.

Come on, Caramel, just tell her. You can do it!

But what if I can’t? 

Oh, for crying out loud…

Why was he finding it so difficult all of a sudden? Up until a month ago, he was always perfectly normal around Sassaflash. But now, looking at her always made his heart flutter, and the thought of being her friend made him feel warm and fuzzy inside. And just the notion of being close to her filled him with… longing? Desire? Whatever it was, it also had the rather inconvenient side effect of the inability to form coherent sentences whenever he was talking directly to her. 

It’s always been easy, so why is it so hard now?

“Dude, are you okay? Why aren’t you joining in?” asked a boisterous voice.

“Eh, what?” Caramel turned and saw Vinyl Scratch sitting next to him, spiky-maned and energetic as ever.

“Erm, nothing. Must’ve been something I ate.” He patted his belly and gestured towards the table, where the plates – once heaped with hay fries, roasted nuts, stir-fried vegetables, and all sorts of other goodies – only had a few measly scraps remaining after everypony was done with them. “The daisies tasted a bit off, I think.”

Vinyl’s magenta eyes narrowed, and Caramel shifted uncomfortably. 

She’s not buying it. 

Huh, weren’t her eyes red before? Must be wearing contacts.

Her eyes darted over to where Sash was giggling about something with Noteworthy and Cherry Berry, plus a couple of other mares whose names he couldn’t remember, then switched back to him. One of her eyebrows bent upwards, and the corners of her mouth curled ever so slightly.

“Oooh,” she cooed knowingly. “Finally, eh?”

“Finally what?” he asked.

“It’s cool. Best to move at your own pace!” she whispered, waggling her eyebrows and nudging him conspiratorially with an elbow.

Huh?

Before he could ask her what she was going on about, there came the sound of somepony hammering a hoof on the door.

“Open up in the name of Princess Celestia!” a stallion’s gruff voice shouted from outside. 

A deafening silence settled over the house. But slowly, everypony began to murmur, some in curiosity, some in anxiety. It was already way past evening—few ponies had any business going about at such an hour.

“What’s going on out there?” Lucky’s voice drifted out from the back of the kitchen. “Be out in a minute—dessert is almost ready!”

“You have twenty seconds to comply, or we’ll break down the door!” the stallion bellowed once more. This time, magical amplification made his voice twice as loud.

Something crashed to the floor in the kitchen, and a frantic Lucky came dashing out and into the living room. 

“Oh, hayseed, hayseed, hayseed…” Lucky muttered under his breath, quivering and sweating profusely. When he was a few steps away from the door, he paused, as if hesitating, then grinned awkwardly at everypony and said, “Okay guys, just let me do the talking. If they split us all up and ask anything about certain boxed goods or my whereabouts in the past thirty hours, just say that I was helping Pinkie Pie out at Sugarcube corner, okay?”

“Lucky, are you a criminal?” Minuette shrilled. “What in Equestria have you been doing to get the freaking Royal Guard on your tail?”

There was a chuckle by Caramel’s side, and he turned and saw that Vinyl was sporting an oddly enthusiastic grin at the prospect of Lucky getting arrested. She placed one hoof on her cheek, rested an elbow on the armrest and said, “Oh boy, I wanna see this! What’d you do, huh? Smoke some poison joke? Smuggle phoenix feathers?”  

“Ten seconds!” came another shout from outside.

“Eh, heh heh… Just play it cool, guys. If we’re lucky, nopony else needs to get arrested.” Lucky wiped his brow with a hoof and gingerly touched the door handle. 

“Nopony else? What has this got to do with us?” Berry Punch demanded.

“Oh gosh, I knew it. I knew that you’d get into this kind of mess one day,” Cherry Berry added, throwing her forelegs up in the air in exasperation. “Ever since day one, you’ve been getting into all kinds of hijinks and—”

Lucky had barely gotten the door open a crack when it suddenly glowed purple and swung inward with blinding speed, slamming into his shoulder before he could leap out of harm’s way. He toppled to the floor just as a grey unicorn guard clad in golden armour barged into the living room. His fierce, pale yellow eyes gazed on the prone form of his quarry, and Lucky was quickly engulfed in a purple aura and bodily lifted off the floor. 

“Your days of breaking the law are over, criminal scum!” the guard growled at poor Lucky, who was cringing and quivering in his magical grasp. Then, as if noticing everypony else staring at the pair of them, he gave them all a brief glance, scowled and added, “And you’ll all be coming with me to the dungeons—accomplices are given no leniency in cases like this!”

“But… but… but… Oh, ponyfeathers.” Lyra leaped from her couch and stomped a hoof, tail flicking in bewilderment. “Okay, seriously, what they hay is going on here?” 

“Yeah, we didn’t do anything. We don’t even know what he’s in trouble for!” Noteworthy shouted angrily.

“Chill, guys, chill. Stuff like this happens all the time in Canterlot,” Vinyl soothed, waving a hoof in one slow, fluid motion. When the guard shot her a stern look, she didn’t even flinch. “We’ll get our names cleared soon, no biggie.”

“Err, can I convince you to… you know, ease up a bit?” Lucky asked.

“Hmph. Give me names, and I might think about it.”

“Oh, you got it, Sir. It was him, her, and her!” Lucky rattled off, pointing a hoof at Caramel, Sassaflash and Vinyl in rapid succession. “They helped me do all of it!”

Caramel nearly choked on his breath in outrage. “Wait, what?” He had absolutely no idea what Lucky had done to get into such trouble, but to pull off a backstabbing stunt like that? It was unbelievable!

At the same time, Vinyl’s languid demeanour had suddenly turned rather ominous. “Lucky,” she intoned in a dangerously sweet voice, accompanied with an equally sadistic smile, “if you’re trying to frame me for any of your horse apples… you’d better hope that four-leafed clover on your butt means what everypony thinks it does, ‘cause you’re gonna need a lot of it.”

Everypony else, including Sash, was simply staring in silence.

Oh gosh, are we going to jail? What are Mom and Dad going to say?

Then, Lucky’s cheeks suddenly puffed up, and spittle flew from his lips as a hiss of air escaped him.

Caramel narrowed his eyes. Wait a minute…

The guard’s mouth twitched, and one corner of it curled upwards.

Oh. Caramel put a hoof to his face in shame as the aura around Lucky faded, and both stallions suddenly burst out laughing. Should’ve seen that coming; I thought that voice sounded a little phoney...

Lucky and the guard were rolling on the floor, guffawing and howling like a pair of hyenas. There were even tears at the corners of their eyes as they gasped for breath, clutching their bellies, but apparently couldn’t stop laughing their guts out.

Frowning, Lyra trotted over to the guard and yanked off his helmet with her magic. He made no move to resist, and she quickly snagged the buckles on the straps to the rest of his armour and unfastened them. As soon as the metal was all off of him, his grey coat turned a pure white, and his mane, tail and eyes reverted to the various hues of blue that everypony was so familiar with.

“You guys are immature fatheads. You know that, right?” Lyra growled.

The stallions only laughed harder as groans and snorts abounded from everypony present.

“You should’ve seen your faces!” Lucky said in a voice that had gone shrill with mirth and shortness of breath.

“I’ll admit, that was pretty good,” Vinyl conceded with a grin. “I’ll remember to get you guys back for that one day.”

“That was taking it a bit far, don’t you think?” Noteworthy said. “Are you even allowed to use the Princess’ name like that? Also, I don’t think you guards are allowed to use your gear when you’re off duty.”

Shining Armour coughed as the last snigger left him, then then slowly crawled back onto all fours. “No, you’re right. It’s sort of against regulations.” He paused to pant for a moment, then smiled and continued, “But I think I can put up with one round of disciplinary action just for old friends. I missed you guys.”

Some things never change—and that’s great. Caramel shook his head and grinned. “Nice to see you again, jerk.”

Everypony began crowding around Shining Armour, pelting him with questions about anything and everything to do with the royal guards and his life ever since they’d parted ways from school. 

“You’re a little late,” Caramel heard Lucky say to Shining. “Dinner’s finished. I’m afraid I’ve only got dessert left.”

Shining waved it off. “That’s fine. I’ve got a present for you guys, hang on a moment.” He broke away from everypony and trotted out the front door. 

He came back a moment later, levitating a pair of enormous barrels and a dozen or so flagons. “Took me a while to drag these all the way from Canterlot,” he said, patting one barrel proudly as he set them on the floor. “Only the best cider for you guys—the kind that real mares and stallions drink!”

“Can’t be much better than the stuff from Appleloosa,” Berry Punch commented.

“Oh?” Shining tossed a flagon towards her. “Try some before saying that. I’d bet just a couple of mugs will knock you off your hooves.”

Berry Punch deftly caught it, brandished it at him and smiled. “You and me, Shiny. First one down buys the other lunch for tomorrow.”

“You sure about that?”

“Careful, Shiny. She’s a bottomless pit,” said Lucky. 

Shining rolled his eyes. “Sure, if you insist.” He tossed more flagons to everypony else and shouted, “Alright everypony, help yourselves; there’s plenty for all!”



*   *   *   *   *



Caramel’s head was swimming pleasantly. He’d lost count of how many mugs he’d had. Sash was curled up next to him, nestled up warmly against his back. They were both on the sofa. He couldn’t remember when she’d gotten so close to him, but all things considered, he really couldn’t complain.

“Hey… you awake?” He nudged her gently.

“Hmm? What?”

“You were pretty calm when Shining and Lucky pranked us. Were you in on it?”

Hey, I can talk! he realised. Apple cider really did work wonders; he could finally talk to Sash without tripping over every other word!

“Nah. I just had a feeling,” she replied, shifting her wings to a more comfortable position. 

Caramel felt a tingle run up his spine as her feathers brushed against him. 

Maybe it’s time…

He glanced around the living room. Vinyl was drumming up a lively beat on the empty barrels with her hooves as Lyra whistled in accompaniment. Lucky, Noteworthy, Minnuette and Cherry Berry were listening to them with varying degrees of rapture, sobriety and somnolence. Farther back, Shining Armour lay sprawled on the floor with his tongue lolling out, snoring gently as a tipsy, red-faced Berry Punch gloated over him. She didn’t seem to be aware that he was in no state to hear her, let alone admit defeat.

Might as well.

Caramel slid off the sofa, ignoring Sash’s half-hearted protests, landed on his rump, then wobbled to his hooves and grabbed an empty flagon. He thumped it on the wood repeatedly, until almost everypony was looking at him, then clambered up and stood on top of the table. 

He cleared his throat. “Everypony, I, uh... have a really big announcement to make.”

Everypony leaned in closer to listen. Except Berry Punch. She was still talking to an unconscious Shining Armour.

Caramel turned back to look at Sash, who had tilted her head slightly in puzzlement. He took in a deep breath let it whoosh out. Then, he extended one hoof towards her and said, “Sash, will you be my... special somepony?”

She looked stunned for a moment. But slowly, a blush crept into her cheeks, and she spread her wings and fluttered over to stand by his side. She smiled and nuzzled him. “Yeah, sure.”

His ears began to ring with the chorus of cheers from everypony as they hugged each other, but the only thing he listened to was the resonant thumping of his and Sash’s hearts, beating together.



*   *   *   *   *




Thirty-six days before Integration…



Caramel clung to the ceiling as he assessed the situation. He could see seven nymphs peering out from behind a rocky projection on the wall ahead. Off to one side, another five were clambering down a pillar in haste to get some distance from him. He felt his ears twitch slightly when they picked up the sounds of another two or three nymphs skittering off into the darker, older corners of the hatchery to hide amongst the clusters of egg shells. 

He breathed in deep, then exhaled slowly. 

One.

He took a step forward.

Two.

Through the corner of his eye, he glimpsed a nymph, Itch, leave the safety of cover to watch him, apparently convinced that he was going for somepony else. Caramel grinned.

Three. Ready or not…

“Here I come!” 

He whirled round and broke into an upside-down dash, straight for the little changeling. Itch squeaked in alarm and bolted in the opposite direction. Caramel gave chase, dodging side to side as he wove in between stalactites. When the nymph squeezed through a gap in a cluster of coarse rock, he simply hopped onto the wall and carried on sideways, capering about with an ease that had come from days spent exploring every nook and cranny in the hatchery. He soon closed the distance, but just when he was upon her, she deftly switched directions and avoided his outstretched hoof. Itch chirped with glee as he failed to swing around quickly enough; she had gained a lot of distance. 

Undaunted, Caramel continued to give chase, but was careful to keep track of the other nymphs. Even if the sounds of their movement didn’t give them away, he could practically taste their excitement. His quarry dashed past a group that had been milling about, and he promptly changed course and went after them instead. They scattered, and he singled out one for pursuit.

He recognised Stickle—the first nymph that he had met, and one that had become rather attached to him. He wasn’t about to let favouritism get in the way of a good chase, though! Caramel let loose a predatory snarl for good measure, and grinned when his little sibling squeaked in panic. 

Stickle took a frantic turn and encountered a dead end. But where a pony would’ve been thoroughly trapped, he simply transferred his grip from the ceiling to the wall and zipped down like a really fast spider. Once on the ground, Stickle shot off beneath Caramel in the opposite direction. 

He released the grip of his fore hooves on the ceiling, swung like a pendulum, then did the same with his hind hooves. He buzzed his wings to slow his fall just before he hit the floor, then broke into a gallop for his quarry. Stickle had made a mistake; Caramel was way faster on the ground than on the ceiling.

Their dash down the tunnel soon took them back into the central part of the hatchery, where some of the adults were tending the eggs. Stickle dashed past Thorax, skidded to a halt, then whirled round and clambered up his back, much to his surprise and annoyance. 

“Thorax, help me!” Stickle squealed.

“Go look elsewhere,” the older changeling snapped.

Too late for that! Caramel thought. He was practically upon them.

Thorax’s demeanour changed to one of alarm when Caramel showed every sign of bowling into them. His eyes widened, and he uttered a changeling expletive when they were only a couple of tail-lengths apart. But before that happened, Caramel simply leapt over the changeling, eliciting a hiss of annoyance when his tail brushed his head. He landed behind him and promptly tapped Stickle with a hoof.

“Tag, you’re it!” he cried.

“Hey!” Stickle protested, but Caramel had already turned around, ready to dash off.

What the— 

One of his hind hooves knocked into something hard, and he did a rather spectacular kind of running-hopping stumble before crashing into the ground. Luckily for him, his toughened skin was barely scratched. As he lay there trying to get the world to stop spinning around him, he felt something tap his rump.

“Tag, you’re it again!” Stickle crowed.

Caramel turned around and saw him skittering off, chirping gleefully. He could also hear the chittering laughter of the other nymphs nearby. As he got back onto his hooves, he surveyed the spot where he’d tripped, and then narrowed his eyes at Thorax in suspicion. 

“You know, I’m pretty sure it wasn’t a rock that tripped me,” he said.

Thorax shrugged and began inspecting one of his hooves for parasites. “You’d be surprised. They appear when you least expect them,” he replied as he groomed himself. “Those rocks are awfully sneaky.”

Caramel chuckled. “You know; if you wanted to play you could’ve just asked.”

When Thorax didn’t answer, he shrugged and readied himself for another round of tag. He wasn’t going to let the kids get the better of him this time!



*   *   *   *   *



Something wet plopped onto Caramel’s snout. He opened a bleary eye and blinked in surprise when a drop of liquid splashed onto his nose. Some of it dribbled to his mouth, and he stuck his tongue out to get a taste.

Water?

He looked at the ceiling and saw a droplet forming on the tip of the stalactite directly above him. The rock was glistening with wetness, and the droplet swelled until it was too heavy and fell of its own accord. That was highly unusual. The hatchery was pretty dry all the time. 

Caramel gently eased out of the pile of sleeping nymphs around him. Thorax wasn’t at his usual post, so he made his way to the central chamber instead. He found Overseer Tibia and a few other changelings meticulously cleaning the surfaces of un-hatched eggs. 

Much to his surprise, he could see a few other wet spots on the ceiling where droplets of water were merrily dripping down, and the changeling grown-ups were completely ignoring them. 

“Does it ever get this wet down here?” he asked.

The overseer gave him a brief glance before returning to work. “Only on occasion. It’s been raining for the past few days. Took the water long enough to reach this far down as it is.”

Caramel blinked. “Did you say days? I never saw even a drizzle when I was on my way here.”

“These storms are rare—it’s been years since we last had one. But when it does rain like this, the surface will be flooded.”

The water dripping from the ceiling suddenly seemed a tad ominous; it all had to go somewhere, didn’t it? 

“Does the hive ever get flooded?” he asked.

Tibia shook her head. “If any water pools, it’ll only be in our reservoirs, like the pit that you were first housed in. Besides, it’s not the water itself that poses a danger to us; it’s what it brings up from below. Flooding sometimes drives diamond dogs into our tunnels. They might not have magic, but they do know how to fight.”

“That doesn’t sound like nothing to worry about,” Caramel opined. He’d heard stories that they could get rather violent when if they really felt like it. Personally, he didn’t want to be involved in a territorial dispute between the changelings and diamond dogs. Although, if they were to threaten the nymphs… 

“That’s what Warrior Caste is for,” Tibia replied. 

“Hmm.” Caramel wasn’t fully convinced, but then again, he wasn’t the expert. And the overseer’s brevity made it clear that it wasn’t his concern, either. 

Oh well. He started making his way back to the nymphs. There was still a fair bit of time before the next cycle began, and he didn’t plan on wasting any time that could be spent sleeping. 

He crept into the chamber with the still-sleeping nymphs and quietly lay down amongst them, taking care not to—

“Caramel, do you have another story?” asked a reedy voice.

—wake anyone up. Well, so much for that plan. He looked up and saw Stickle clinging to the ceiling, looking at him with wide, pleading eyes. 

“Everyone’s sleeping,” he replied. “Maybe—”

There was a flash of green fire, and there was a pegasus colt hanging where the nymph had been a second ago. “Please?” Stickle asked again, pouting slightly. 

Caramel rolled his eyes. He was familiar with that look by now. Besides the younger nymphs like Pith and Mite, Stickle was deeply fascinated by any story that involved ponies, griffons or dragons. It was in stark contrast to the fact that none of the adult changelings showed much interest in his stories, and it made him feel strangely proud of his foster siblings.

“Okay, okay,” he said, getting up and heading back out. “But not here. We don’t want to wake the others.”

“Yay!” Another green flash, and Stickle was back in his true form and skittering along. When they were out of earshot of the others, he asked, “What story will it be this time?”

The conversation with Tibia was still fresh in Caramel’s mind, so the first thing to come to him was something that most colts took an interest in at one time or another in their lives. Even he had entertained the notion of joining their ranks, once. 

“Remember Commander Hurricane from Hearth’s Warming Eve?”

Stickle nodded.

“Well, his son was the first pegasus to pledge his life in service to a unicorn, and she was none other than Princess Platinum. Blizzard was his name, and he became the first of the Royal Guards.”

“Guards?” Stickle tilted his head. “You mean like Warrior Caste?” 

Caramel took a moment to recall what he’d learnt in History class, but was a little miffed by the fact that he couldn’t remember as much as he would’ve liked. But that was okay; he could always embellish. Besides, it wasn’t as if nopony ever exaggerated stuff a bit to make them sound more exciting.

“Sort of, I guess. There was this one time when a dragon captured Clover the Clever, the advisor of Princess Platinum. And it was up to Captain Blizzard and his brothers to rescue her…”



*   *   *   *   *



“In the end, they had to save the dragon from Clover the Clever. And that’s why it’s never a good idea to mess with an apprentice of Starswirl the Bearded, even if you want her to turn rocks into gems for you. After making sure that she didn’t turn the dragon into a lizard for the inconvenience of getting dragged halfway across Equestria, Captain Blizzard and his brothers were finally able to escort her back to the palace.”

Caramel sighed after finishing the tale. That took a lot longer than he’d expected.

“Wow.” Stickle seemed awestruck. “Do changelings ever join the royal guards?”

Caramel blinked. “Err… not that I know of.” 

“Do you think someone could disguise themselves as one and go fighting griffons and dragons for the queen?”

Is that such a good idea? A changeling having aspirations of joining Princess Celestia’s finest, no less, seemed like a recipe for disaster. He definitely couldn’t see that ending well without first having real trust between changelings and ponies. One that was more than an official truce written on paper. 

“Yes, you can. And it’s boring.” Caramel turned and saw Thorax sitting some distance away. 

I really need to stop letting these guys sneak up on me…

“Why? They do lots of stuff!” Stickle retorted. “Caramel says so.”

Thorax looked like he was rolling his eyes. “I took a guard’s place at the wedding. The most they did was stand around looking like statues, except the part where they got their flanks kicked when we attacked.”

“Warrior Caste isn’t better.  You’ve never fought a dragon,” Stickle growled. 

Thorax grinned. “Of course not; we’ve fought worse.”

“Prove it!”

“That’s what I’m here to do, actually.” Thorax turned to Caramel and passed him a bowl of royal jelly. “Eat up and let’s go. The queen is waiting for us.”

“Where are we going?” asked Caramel suspiciously. This was the first time he’d seen Thorax enthusiastic about going anywhere.

“Warrior Caste. You might have to make a few changes to your stories after we’re done with you.”

“I’m coming. I want to see this,” Stickle piped up.

“No, you’re not,” retorted Thorax. “Maybe when you’re older.”

Stickle glared at his older sibling and took several steps forward. 

Thorax narrowed his eyes and hissed, “Go back. Now.”

“No.”

Caramel decided that it was time to intervene before things got out of hoof. “Go back to your brothers and sisters,” he said, giving Stickle a gentle push in the other direction. “I’ll tell you more stories when I get back. I promise.”

The nymph looked up to him, shot a glare at Thorax, and then hung his head. “Fine. Promise?”

“Cross my heart and hope to fly, stick a cupcake in my eye,” he replied as he did the accompanying gestures. 

That seemed to satisfy Stickle, who sighed and trotted back to the main chamber. Thorax, on the other hoof, had one eyebrow raised. 

“It’s a Pinkie Promise,” he explained.

“Whatever.” Thorax pointed at the bowl Caramel was still holding. “Eat it up and enjoy. It’ll be your last one.”

“Err…”

“Your last bowl of royal jelly, numbskull. Not your last meal ever.”

“Oh.” 



*   *   *   *   *



“I still don’t get why Chrysalis wants me in Warrior Caste,” said Caramel as they climbed down a vertical shaft. “I mean, fighting isn’t my kind of thing, so what good would I be in there?”

“She’s the queen, and what she says goes whether you like it or not.”

“Yeah, sure. But I was asking what you think. It’s supposed to be your caste, isn’t it?”

Thorax paused and eyed him critically. “Fine, since you asked for it; you’re going to suffer quite a lot,” he briskly replied, then continued down the shaft. 

Well, at least he’s honest. Although… Caramel had a niggling suspicion that Thorax had been hiding a smile when he’d said that. Was there something the changeling knew that he didn’t? 

Yeah, that one’s obvious.

In spite of his doubts about the whole affair, he decided that he’d see what changeling warriors were like before writing them off. Although, if Thorax was any indication, he wasn’t going to get the nicest of workmates. And he already much preferred being in Keeper Caste, anyway. 

The shaft widened considerably as they went further down, and Caramel realised that the material they’d been clinging to up to that point hadn’t been plain rock. It was the same kind of hard, porous material that he’d seen coating the entrance tunnel to the hive. It was apparently made by changelings to artificially narrow the shaft, to the point where only about two or three of them could squeeze together at any one place. In comparison, a full grown manticore should have no trouble going through the wider parts of the shaft. And as he inspected its surface, he noted with some measure of trepidation that the rock bore scars—deep gashes and grooves that resembled claw marks. And there were some spots where the greyish-brown rock looked like it had been blackened by fire.

Caramel suddenly realised that he must have dawdled and fallen behind, because he could no longer see Thorax below him. He picked up the pace. The shaft opened up into a natural cavern of sorts, one large enough that Ponyville Town Hall could’ve fit comfortably into it without touching the ceiling. Lengthwise, it was even bigger. It also looked like it might have once housed an underground river. The ceiling was glistening with wetness, and water was steadily dripping in multiple places.

“Thorax, you there?” he called out.

The only answering sounds were the soft pitter-patter of water on the smooth stone floor.

“Seriously, this isn’t funny.” Caramel conjured some light, focused it into a beam and shone it into the darkness. There was no sign of his companion. His uneasiness grew—there was something gnawing at his consciousness, but it took him a while to realise that it wasn’t smell, sound or sight.

There was tension in the atmosphere. Hunger, anticipation… It was as if somepony was watching him. Shivering slightly, he released his grip on the ceiling and hovered down, scanning the darkness. Then, his beam of light fell upon a changeling trotting out from behind a column.

“What the heck was that about? You had me—” Caramel’s words died off.

It wasn’t Thorax. The changeling standing some twenty feet away was a female. 

“Umm, hi there,” he began, scratching his head nervously. “I just got a little lost.”

She advanced on him slowly, like a cat stalking a mouse, wings and tail a-twitching.

“I was following Thorax down here, and I think he’s left me behind.” Caramel was starting to sweat. 

The stranger bared her fangs as she circled him. She reeked of aggression.

“So, umm, it would be great if you could point me in the right direction and I’ll just be off—”

“You talk too much,” she quipped, and leapt right at him.

Yikes! Caramel just managed to avoid the tackle by twisting to one side. Her hooves crashed to the floor, and he could tell from the cracking sound they made that it was a blow that was meant to injure. He backed off to what he thought was a safe distance and said, “Look, the queen wants me down here, so—whoa!” 

He dodged another strike and backpedalled and away from her. “All right, I’ll go. Just calm down!” he said.

She only hissed in response and lunged at him again.

This time he was ready. He rolled to the side, tripped her with a foreleg, then scrambled to his hooves and broke into a gallop in a random direction. A moment later, he heard her hooves pounding in pursuit.

“What did I ever do to you?” he yelled.

She didn’t reply. She only kept chasing him.

Since running into the unknown depths with a psychotic changeling on his tail probably wasn’t the best idea, Caramel simply ran in circles around the area, hoping that she would tire out and maybe stop acting like a lunatic. Of course, as luck would have it, nothing of the sort happened. It was like an absurd game of tag. Eventually, he decided that running in circles wasn’t really helping anypony. He scrambled up a rock column and dashed for the shaft leading out of the chamber—he could look for Thorax later. But before he could even stick a hoof into the shaft, something grabbed onto him and clung on. He lost his grip and fell to the floor with a heavy thud. 

How did—oh right, wings.

He kicked at the changeling standing over him, eliciting a surprised shriek. 

“Come back here, weakling!” she snarled as he righted himself and tried to flee once more.

Weakling? Caramel skidded to a halt, turned around and glared at her. 

She gave him a nasty grin. “That’s right. I’m calling you a coward.”

He could feel his ears growing hot, and he felt his wings twitch irritably. Even though he was panting slightly from the exertion, he seemed to be growing more and more restless by the second. His patience was wearing thin. “What’s your problem? Are you seriously asking for a fight?” he growled.

“Gee, I guess you’re pretty smart too.”

Her derisive sneer was enough to make his blood boil. Mock him, would she? Call him stupid and cowardly? The nerve! His legs trembled as he tried to rein in his temper. The world seemed to narrow down and close in on him, until the changeling was all he could clearly see. Then, a drop of water plopped onto his snout, and something inside Caramel snapped. He snarled and charged with all the pent-up fury that had been seething within. 

The changeling hissed and charged as well, and they leaped and collided in the air. His world became a tangled mess of holey limbs and fangs and rock, and as he struggled to pin her down, something hard collided with his face. He reeled from the blow and tumbled to the floor, but quickly righted himself and swept a hoof low to trip her when she came close. Then when she was down, he delivered a swift kick to her side. 

This is fun! Hitting someone had never felt so… satisfying. “How’d you like that now, huh? Still think I’m a weakling?” he taunted, grinning like a mad pony.

The changeling was also grinning as she got back onto all fours and dusted herself off. “I’m afraid so. The results are irrefutable—you’re a softie,” she said as they circled each other. “You’re only good for playing with babies.” 

Why, you little… Caramel hissed and charged again. She stood her ground like an idiot, so he lunged and prepared to tackle her and pummel her into the dirt—

Suddenly, the world became blindingly bright. Caramel cried out and shielded his eyes with a hoof. He stumbled to a halt, and his eyes cleared just in time to see her rear before she bucked him in the chest and sent him flying. He then crashed against a rock column. Surprisingly, he wasn’t all that hurt. His heart was pounding with exhilaration, and as he locked eyes with his opponent who was advancing on him, he realised that he liked fighting. A lot.

Blind me with magic, eh? Two could play at that game. Better yet, he’d show her how it’s really done. 

Caramel dug into his reserves, felt the tension of energy in his horn, and then focused it into a concussive blast. The changeling’s eyes widened in surprise, but she was able to duck just in time, leaving the green bolt to collide with the far wall and explode into a shower of sparks. 

Grinding his teeth, he sent off several blasts in rapid succession, forcing her to dance and hop around to avoid them. But after the third one grazed her ear, she took to the air, horn aglow, and it was Caramel’s turn to scramble for cover when a green, fiery beam of magic lanced at him. Even from behind a stalagmite, he could feel its heat, and wisps of steam where wafting up from the black streak it left on the floor. 

A quick peek told him that it had taken quite a bit out of her. And he realised that he had one advantage over her: magic. Even if his aim was poor, he had far deeper reserves than she did. Being with Sash and the nymphs had always been invigorating. And what did his opponent have? A few measly mushrooms for dinner? She couldn’t spare the energy.

He dashed out, readying another bolt of magic. But before he could take aim, she’d whipped down with blinding speed and cannonballed into him. They tumbled together until they crashed into a wall, with him sandwiched between her and the rock. She had her back to him, and when he tried to shove her away, she simply threw her weight backwards and smashed him against the wall, driving out his breath. Ripples of pain shot through his wings as she rammed him repeatedly.

Get off me, you stupid bug! His mental scream was accompanied by a wild burst of green energy from his horn, which struck her squarely in the back. She arced a short distance before crashing snout-first on the ground. Her stifled grunt of pain was almost musical to his ears.

He peeled himself off the rock and prepared to pulverize her with another blast, savouring the flow of energy in his horn. Where magic was concerned, he clearly outmatched her in terms of raw capacity, and he was not afraid to use it. I’ll show you what real love can—

Caramel suddenly froze and allowed the spell to fizz out. Real love? He looked down and saw the scrapes that he’d gotten from the fight. There were burn marks in the cavern where his spells had struck. He could see wisps of smoke coming from the changeling’s carapace. This isn’t what love is for.

Something was wrong. Why was he enjoying this so much? He shook his head in an attempt to clear it. He’d never gotten into such a fight before, and the few times that he did, he’d gone home bruised and sorry about the whole thing. The more he thought about it, the more he realised that he’d been ignoring his other senses. He could hear other changelings in the cavern. They were hiding where he couldn’t see, but he could feel their anticipation and excitement at the spectacle set before them. And their eagerness to join in the ‘fun’. 

And then it clicked. Warrior Caste. Of course they would like fighting. But he didn’t, and it frightened him to think that they had somehow made him enjoy it. He took a deep, calming breath and sat on his haunches, forcing himself to ignore the urge to continue fighting his opponent. It was hard, like trying not to blink when there was dirt in his eyes. 

His adversary got back onto her hooves, a little shakily, and spat dark fluid on the ground. “What’s the matter? Tired already?” she mocked as she trotted up to him.

He could feel his irritation spiking again. No! He wasn’t a violent thug. He didn’t like hurting others—he was better than that. His wings and tail twitched uncontrollably as he willed the rest of his body to stillness. Surges of magic kept running up and down the length of his horn.

“I’m done playing along,” he said. 

She peered into his eyes and gave a smug grin before slapping him. “How about now?”

He clenched his teeth and shook his head. He was afraid of losing control if he did more than that. 

She then poked him in the ribs. “Come on, you know you want to.”

This time, he didn’t give her the satisfaction of an answer. He closed his eyes. Slowly, gradually, his breathing calmed and his heart settled into steadier rhythm. When he was certain that he could look at her without wanting to bite her head off, he opened his eyes. “I’m sorry. Go have fun with somepony else,” he murmured. 

The smugness drained out of her. “Hmph. Killjoy,” she grumbled.

A chorus of chirps, hisses and clicks followed her words as other changelings came out of the darkness from all around him. Now that he wasn’t so worried about being lost, he noticed that there were many fissures in the ceiling where the changelings had been hiding. They were all talking amongst themselves in Vespid, and although it was hard for him to follow, the gist was that they were sort of unhappy about the abrupt end to the fight. 

Happy to disappoint you.

“Well, that was… interesting.” 

Caramel singled out the source of the distinct voice: Queen Chrysalis. She flittered down and stood tall before him, smiling in apparent approval.

“You put something in the jelly, didn’t you?” he accused.

She raised a brow. “What?”

“I never liked fighting!” he shouted, silencing the entire cavern. “What did you do to me?”

“Oh, that.” Chrysalis chuckled and tossed her mane. “Your initial response to Mandible’s aggression was, how shall I say it… pathetic, really.”

Sniggers abounded from the nearby changelings. 

“So I had to give you a little ‘encouragement’. To be honest, I didn’t expect it to work, but it’s clear that you are responsive to the swarming pheromones—extremely so, it seems.” She fluttered her wings in emphasis, blowing a small draft of air at him.

There was no smell save for the damp, rotting wood of Chrysalis’ scent, but one breath was all it took. His heart rate shot back up, and his muscles started twitching in anticipation of more violence. He gasped and knocked himself on the head with a hoof. No, I’m not getting into that again! 

Chrysalis leaned in closer and whispered, “I’m impressed that you managed to overcome it, though. You looked like you were really enjoying yourself back there.”

He shifted restlessly and gave her a noncommittal grunt. That was all he could do—he’d be lying if he tried to deny it. Fighting under the influence of the pheromones was unlike anything he’d ever felt before. But now that his head was clearer, he felt... dirty. 

“Show’s over; everyone back to your posts!” an armoured changeling shouted.

Nearly all of the changelings turned and dispersed without complaint. After a while, the only ones left in the chamber were Caramel, Chrysalis, Thorax and the one who’d given the order, who he surmised was the overseer in charge.

“Well, Skeehar, will he do?” Chrysalis asked the overseer.

“Barely. Ability’s there, but attitude, not so much. It’ll take some work,” she replied.

The queen nodded. “Go ahead. I want him ready for—”

Caramel stopped paying attention to the exchange. A moment before, something about his legs had been bothering him. They tickled on the inside, rather like having a really drippy, runny nose. And just then, he’d felt something warm running down his foreleg. He looked down and saw a thick stream of viscous fluid oozing out of one of the holes in his leg, down to the floor. 

Eww, what the heck is this?

He used his other hoof to wipe the stuff off, but only managed to smudge it everywhere. When he pulled away, the thick stuff stretched, like some green, sick cross of slime, glue and snot. And more of it was coming out of the other holes in his legs. 

“Eurgh!” His attempted exclamation of disgust came out more like an incoherent gurgle. He could feel his bile rising when he caught a whiff of the stuff; it reminded him of all the gooey things that can be found in bogs and marshes that were best left alone. 

Caught up in the moment, it took him some time to realise that everyone had stopped talking, and that Skeehar, Thorax and Chrysalis were all looking at him.

The queen waved a hoof dismissively. “Oh, don’t worry about that,” she huffed. “Your glands are fully developed; it’s normal for them to secrete that when stimulated by combat pheromones.”

“But what is it for? It’s… it’s—” 

“Very good for restraining ponies, wrapping them in cocoons, giving them indigestion,” Overseer Skeehar interjected. “Really, the applications are endless if you’re creative enough. Builder Caste mixes theirs with dirt to produce building materials.”

“It’s hardening,” Caramel complained. “How do I get it out?”

“It only hardens upon contact with air. And even if it does, your saliva will dissolve it, so you don’t need to fear getting your pores clogged up,” Chrysalis explained. “And as for your question; you’ll eventually learn to control it.”

Caramel winced as more of the stuff oozed down his legs. He’d need some time to sort this one out. But then again, he’d already picked up magic and gotten used to having wings. What was learning another bodily function? So he sighed and nodded.

“It’s not as disgusting as you ponies make it out to be; you’ll get used to it soon enough.” The queen smiled and patted him on the head. “I’ll let Calyx know where you’re stationed at. Train hard—I’ll be watching.” 

“Will I get time to visit the hatchery?” he asked. 

Chrysalis frowned thoughtfully. “Hmm…”

“I kind of have some promises to keep,” he added, hoping that it would sway her.

“Fine. Once in a while,” she finally conceded. “But only because the nymphs like you.”

The queen then leapt into the air and disappeared up a dark shaft, and he was left alone with the overseer and Thorax. Neither of them seemed about to speak, and he didn’t feel like he should be the one to break the silence. Skeehar in particular seemed rather busy inspecting him.

Caramel felt himself squirming a little under her critical gaze; she seemed to be sizing him up, and apparently not thinking very much of him. And his oozing legs didn’t make it any easier to keep still. At length, she finally said, “I suppose congratulations are in order—you’re a part of Warrior Caste now.”

“So… this was all a test?”

“Initiation rite. If you’re still standing after the fight, you’re in.” Skeehar then frowned. “That’s usually how it goes, anyway. If Queen Chrysalis hadn’t intervened, I would’ve failed you on the spot for running around like a headless centipede. She seems to want you here, so I’ll make an exception—this time.”

Caramel nodded solemnly. “Thanks.”

Skeehar’s mouth twisted into a smile. “You may be taking that back in a few days. There’s no place for weaklings in my caste. I intend to bust your shell and see if you last long enough to grow a new one.”

Really hope that’s just a figure of speech... “I’ll do my best.”

“You’d better. You haven’t seen a quarry eel up close, have you?”

Caramel shook his head and hoped she didn’t see him gulp. He’d been wondering if running into one of those was a possibility. Now, it looked inevitable. 

“Well, you’ll get your chance sometime soon. But for now…” The overseer motioned Thorax over, who had been impassively standing by. When he was close, she continued, “Rax has just saved me the trouble of ordering someone to take you into their unit, so you can thank him for that.” 

There was a smirk hidden in those words—Caramel could tell that she somehow found the fact amusing. 

“I’ll leave you two now. I’ve got more miserable grubs to whip into shape before starting on you. Rax can show you around, and then you can rest.” With that said, Skeehar stalked off into the darkness. 

“Heh heh.”

Caramel’s eyes widened. Did he just laugh? He turned and saw a Thorax’s mouth curled up in a toothy grin. “What’s so funny?”

“I just won a bet.”

“Eh?”

“My sister said that she’d make you cry before the end of the match. Since you’re not, I win.” Thorax chuckled again. 

Caramel scratched his head. “Umm, Chrysalis interfered—I don’t think your sister was counting on that.”

“I know. That makes it even funnier!” His companion seemed quite ready to bounce on his hooves with glee. “And I don’t intend to let her forget how she got her shell half-busted by the ‘stupid pony’.” 

“Gee, glad to be of service.” Caramel discreetly rolled his eyes. Sibling rivalry was apparently just as common amongst changelings as ponies.

“Watch your step,” Thorax cautioned as they went through a wide section of tunnel that had a gaping hole in its side. “Flying’s the only way out of the old city, so unless someone carries you out, you’re done for.”

Caramel slowed down to take a peek. It was too dark to make anything out, and when he tossed a pebble into the blackness, the sound of its impact never came back. “Did you say old city?” he asked. 

“When the hive was bigger, we were able to hold out much further down. Farming’s better, and we actually had real homes. But that’s what others think, anyway. Half the stuff about they say about the place is probably rubbish—it was before Queen Gossamer’s time. Even our mother hasn’t actually lived down there. No one remembers.”

A city. So, changelings had real architecture? After what he’d seen of the hive, it wasn’t hard to imagine. “Have you ever been down there?”

Thorax grunted in affirmation. “A fat lot of good it did. I nearly got eaten by a quarry eel. Can’t say the same for a whole bunch of others who tried to get a look every now and then. Diamond dogs have been stealing whatever’s left in there, and they don’t like to share.”

“Sounds like it should never have been built in the first place,” he opined as he gazed down, imagining a ghostly ruin of a city lying at the bottom, filled with monsters roaming its forgotten halls and streets. 

“Come on, we’re wasting time,” Thorax rasped. “No one misses it; the stupid eels and dogs can keep it.”



*   *   *   *   *



It was a long couple of hours as Thorax showed him the training caverns, water reservoirs, and all the entryways, drainage shafts, and chokepoints that they were supposed to watch over and defend in the event of an incursion. It was difficult to keep track of the patrol patterns and schedules, and his head was positively spinning by the end of the tour. The length of it did give him plenty of time to shake out the rest of the sticky gunk out of the holes in his legs, though. He was almost clean by the end of it.

Only after all that was he finally taken to the living quarters. Thorax led him past a series of room-like cavities that were arranged in such a way that they reminded him of a barracks. Unlike the structures and tunnels up above, stonework was clearly involved in the making of these. Probably the last works of the long-gone changelings after being driven out of their city. It looked like anything else farther up was made by those who either had forgotten the craft, or didn’t have the time and resources to bother with anything more intricate than simple tunnels and chambers. 

It was rather saddening to think that the changelings had lost so much—if what Thorax said about the old city was true. He felt a little guilty about once subscribing to the notion that changelings were just dangerous predators. 

They still are, he thought at the back of his mind. But they were apparently also much more than that, a long time ago.

They entered one of the ‘cabins’, and he froze and stared when he saw one of the room’s three occupants.

“What is she doing here?” he asked, staring at her. It was the changeling he’d fought earlier. The one Chrysalis had called Mandible.

She didn’t look all that thrilled to see him, either. “I live here. What’s your excuse?” she growled. 

Thorax chuckled. “Caramel, meet my brood-mates. You’ll be staying with us.” 

“I should have known you’d want to keep the pony. Idiocy loves company, eh?” Mandible quipped. 

Thorax grinned and replied, “Of course. Anything for my dear sister.”

Caramel’s eyes widened. Aside from the part where Thorax was having fun at his expense, this was a side of him that he’d never seen before. First there was the part where he’d actually laughed about winning the bet, then the part where he was being helpful in guiding him around and explaining stuff with enthusiasm; and now he was happily trading insults with his sister. And he wasn’t being grumpy or moody, either. 

I guess he just really missed his buddies. And fighting.

The other two changelings in the room sniggered at Thorax’s remark. Caramel was surprised to find that the smaller of the two was Chitin, the one who’d originally brought his daily dose of royal jelly—he’d not seen her for quite a while. He didn’t recognise the taller one, though. 

“So you’re the pony who got suckered into joining us,” said the taller changeling.

Caramel bristled at the comment. “Sash didn’t trick me or anything, okay? She—”

“Heh, relax, no need to have such a thin shell.” The tall one smiled and waved his wings in a reconciliatory manner. “Chitin here was talking about you for quite a while; I was just curious. I’m Scritch, by the way.”

“Caramel,” he replied automatically. 

“Aww, don’t be like that,” Chitin piped up. “You’ll like it down here. We get bigger rations than everyone else, we get to see a lot of action, and we don’t have to do boring work like growing mushrooms or cleaning eggs!”

Bigger rations? That might explain why Thorax was generally pushed around by the other overseers. It looked like the military changelings were getting the best of everything, to the annoyance of others. Although, to be fair, Warrior’s superior attitudes towards the other castes probably didn’t help smooth matters along. 

“Oh yes,” Mandible chimed in, “you’ll see a lot of action, all right.” She pointed a hoof at him and waved it back and forth between them. “I’m not finished with you yet—we’re having another round in training, when Mother’s not going to be around to give you any help.”

Caramel yawned. This cycle was nearly over—it was supposed to be bedtime already, and now that the effects of the pheromones had completely worn off, he was starting to feel how much the fight and subsequent tour of the depths had taken out of him. He could already feel scrapes and bruises that he’d previously been able to ignore.

“Uh huh, maybe later. I’m tired,” he mumbled as he trotted over to a nice, comfy corner and lay down. 

“Don’t ever say that in front of the overseer,” Scritch advised. “She’ll toss you into the nearest fighting pit and have a match with you personally. And she doesn’t lose, ever.”

Duly noted.

“Great, you just had to tell him didn’t you? I was looking forward to that!” Mandible complained.

Scritch shrugged. “Meh, she’ll find other ways. She always does.”

That prompted a snigger from Thorax. “So does he. You won’t believe how stupidly lucky he is at finding a way out of things.”

“Whatever. I’m going to sleep,” Caramel announced. There would be time to deal with everything else later. Before drifted off, though, he thought he could taste the sweetness of a teensy bit of brotherly fondness coming from his formerly moody companion. 
	
	
	
> Chapter 8
> --------------------------------------------------------------------------

	
Six months before Integration…



Caramel shivered. He stood on the rocky ledge and risked a look down, but it was a bit too dark to see the foot of the mountain. At best, he could only make out the dark shapes of pine trees and the lighter shades of barren rock on the sheer face of the mountainside. But in the distance, Ponyville glowed a warm yellow in the night, reminding him that a non-pegasus had absolutely no business being on the top of a mountain so late past bedtime. A sharp, cold wind moaned in the gaps between the mountain’s multiple peaks, and he shivered once more and retreated to the little cave on the other side of the ledge. Sassaflash was tending to a little campfire at the entrance, humming to the tune of one of Pinkie Pie’s songs as she roasted some marshmallows on a stick.

“Remind me again why we’re up here?” Caramel asked as he trotted over and sat down by her side.

“I wanted to show you something,” she replied.

He looked out and down at the valley. “It’s beautiful, yeah.”

“That’s not all I wanted to show you.” Sash gestured towards the little cave behind them. “I spent quite a lot of my time up here. When I wasn’t at school or work, I mean.”

Caramel squinted. From what he could see from the firelight, the cave was little more than a hollow in the rock. There was a narrow corner where maybe one or two could comfortably curl up in, but apart from that, it was hardly a place he would consider desirable for somepony to stay in for long. 

“Umm, I see,” he said uncertainly. “Did your mom or dad take you up here for camping or something? Seems an awful long way to come.” His muscles were still aching slightly from the long, long climb.

Sash grinned and nudged him in the ribs with her wing elbow. “I got these, remember?”

Aagh, ticklish! Caramel giggled and brushed her wing aside with his foreleg. “Right, duh. I forgot.” 

“And, uh… my parents didn’t take me up here. I kind of got around on my own.”

Caramel raised an eyebrow. That’s new…

Sash was quiet for a moment, and seemed to be working up the courage to tell him something. After being her special somepony for almost five years, he was already quite familiar with whenever she got into this mood. Hearts and Hooves Day was tomorrow, and he’d been waiting for a long time to meet her parents. She’d already met Mom and Dad, and they seemed to approve. A little too eagerly, actually. He mentally rolled his eyes as he remembered their words, “We want grandkids, Caramel!”

At any rate, parents and relatives were apparently a touchy subject for Sash, and since she’d never actually introduced him to anypony from her family, he could only guess that there was some history behind that. After all, five years was a pretty long time to not talk much about them, let alone their childhood years. But at the same time, he could feel that she was looking for the right moment, and he was sure that he could wait. He’d be there for her when she was ready. That’s what friends were for, right? 

At length, Sash sighed softly.

Caramel knew that sigh, too, along with the slight drooping of her wings and ears. Another time, then. 

“Well, I like this place,” he said with a smile. “It’s pretty homey.”

That seemed to lift her out of her pensiveness. “Glad that you do. ‘Cause we’re going to spend the night in here.” She lifted the stick of marshmallows and offered it to him. “Hungry? We could start on these, then move on to the rose sandwiches.”

He nipped off one of the slightly charred marshmallows and said, “Yeah, I kind of figured that out.”



*   *   *   *   *



“Wakey-wakey!” Sash sang as she prodded him with a hoof.

“Mmm, gimme five more hours,” he mumbled, opening a bleary eye. The sun was already up, and its rays were shining into the cave, casting sharp shadows in the nooks and crannies. He rolled to the side and was about to go back to sleep, until one particularly insistent thought managed to barge its way through his lethargy. The sun was already up. Caramel sat bolt upright and groaned. “Oh rats, I’m sorry. You wanted to catch the sunrise, didn’t you?”

Sash simply shrugged her wings. “I did at first. But I kind of overslept too.” She then smiled and rummaged through her saddlebags. “But that wasn’t what I wanted to show you today.”

“Oh?”

Sash pulled out a bunch of apples and carrots and tossed them over to him. “Breakfast first, then you’ll see!”

Caramel could tell that Sash was unusually excited. She wolfed down her breakfast and busied herself with her saddlebags once more. Her every movement seemed to quiver with anticipation, and as he finished off his food, he realised that she was inspecting an assortment of straps and buckles, though for what purpose, he couldn’t tell.

No wonder her saddlebags were so bulky. 

Sash continued to work, checking her equipment with a single-mindedness that didn’t end even after he was done with breakfast.

Eventually he said, “Err, are those mountain-climbing gear? Are we heading to the summit or something?” 

“Nah. We’re going back down.”

Caramel glanced at the misty valley, bathed in the morning sunlight, then turned back to Sash. “Over the sheer cliff? Can’t we just take the same path that we used to get up here yesterday?”

Sash chuckled and shook her head. “Nope. We’re not climbing.” She then grabbed the tangle of straps and buckles and lifted them up. They unravelled as she did so, and he noticed that they looked like a pair of harnesses. 

“Err, I’m still not sure what you’re getting at,” he admitted.

“We’re flying!” She cracked a mischievous grin and tossed a pair of goggles at him. “I got this from Cloudsdale—remember that time you said that you’ve always wanted to know what flying was like? Well, now’s your chance. Just put this on, and leave the rest to me!”

Caramel caught the goggles, but he suddenly felt dizzy. Maybe this was some residual magic from that time when Twilight Sparkle’s spell made all the mares in town go crazy for some old doll. Big Mac was skimpy on the details, but he’d mentioned that Sash had actually fought him for custody of the odd toy. He looked back at the panoramic view and gulped. It was a long way down.

“Are you sure this is safe?” he asked with a nervous smile.

“Yeah, it’s a flight harness. Pegasi use it for training those who are too afraid to learn to fly on their own, to help them get used to being in the air. The colt or filly is strapped to the grown up, and off they go. I just needed to get an adult-sized one for you.”

“But… are you strong enough to carry me?” Caramel looked her over. Her wings were in good shape, as far as he could tell as a non-pegasus, and she seemed fit enough. But he wasn’t exactly a colt anymore. 

Sash was unfazed. “Yep. I’ve been practicing for almost six months straight. I can easily carry Granny Smith’s cooking pot – which I borrowed – from Sweet Apple Acres all the way to town and back without needing to land.”

Caramel tilted his head slightly to one side. “A pot.”

“It’s a big one. More like a cauldron, actually.”

“It’s a pot.” He wasn’t sure if this was some subtle joke that he wasn’t getting.

“It’s heavy enough.” She favoured him with another reassuring smile. “If I can manage that huge thing with powered flight, a simple glide down from a height with you should be a trot in the park.”

Not a joke, then. Somewhere at the back of his mind, he was aware of a tiny spark of excitement that was threatening to grow into full-blown enthusiasm for the crazy plan. He bit his lip and shifted nervously. Was there any safe way for him to back out of this?

Sash’s smile wavered a little. “Come on, it’ll be fun. I promise I’ll keep you safe.”

Caramel gazed into her eyes and saw that she really meant it. But still…

“You once helped me learn to swim. I think I’d like to return the favour. Trust me.”

She’s got me there, he thought. He’d been wondering when she’d pull that card out. After a moment of silence, he gave her a small smile and put on the goggles. Sash wasn’t the reckless type—she wouldn’t have planned this and brought him up all the way if she wasn’t sure she could do it. Besides, hearing her whoop of delight when he agreed to her plan probably made the whole thing worth it.

After some minor hassle with putting everything on, Caramel found himself crouching low on the ledge with Sassaflash standing directly over him with her legs on either side of him. Their harnesses were linked very closely to avoid excessive swaying in flight, but that also meant that outside of flight, they were in a position that would’ve been considered awkward at the very least. If he straightened up even a little, she’d be lying on top of him. 

“Why do I get the feeling that we look a bit ridiculous?” he wondered aloud.

“Because we probably do. Guess we’re lucky that nopony’s around to see us.”

“We’re on the second-tallest mountain around here,” he pointed out. “Anypony looking up can see us.”

“Nah. We’re too high up right now.” Sash squared her shoulders and flapped her wings experimentally. 

Those few flaps were pretty powerful. She rose in the air, and Caramel felt the harness go taut as she lifted him up. He resisted the urge to flail and get back on solid ground, and instead allowed his legs to dangle freely. It was a little humbling to feel that she was the only one in control, and he was only along for the ride.

Sash maintained the hover for almost a full minute, beating her wings in steady, regular strokes. Eventually, she settled back on the mountain, right at the edge of their rocky outcrop.

“Warm up’s over. You ready for this?” she asked excitedly. Caramel was happy to note that she didn’t sound out of breath.

“Don’t give me time to answer that,” he replied. “Just do it before I change my—aaaghhh!”

We’re falling! 

His cry of surprise became a silent scream as the wind roared in his ears. But after a second or two, he heard Sash grunt and their direction promptly shifted to a swift, downward glide. The incline was gentle, even though their speed was still considerable. Clouds whipped past them, and when he looked behind, the ledge from which they’d jumped was already far behind, shrinking away. He spared a glance upwards and saw Sash’s wings spread wide, teal feathers stiffly fluttering in the breeze. She gave him a smug grin when she saw him looking.

“Yeah, yeah, I guess that wasn’t so bad,” he said.

She raised an eyebrow and leaned closer, cocking an ear.

“That wasn’t too bad!” he half-shouted, so she could hear through the roaring wind.

“Told you!” she yelled back.

Caramel felt an irrepressible grin coming on as he took in the world far, far below him. Lakes and ponds looked like smooth, blue mirrors carved set into the green carpet of forests and meadows, with the occasional outcropping of rock here and there. Cottages and huts looked like toys from such a height. The morning mist was rapidly clearing, except for the area to the east of Ponyville, where the clouds hung heavy over the gloomy Everfree Forest. A flock of birds were flying far beneath in a V pattern, oblivious to the fact that there was an earth pony directly above them. 

I’m flying, hee hee!

Slowly, he lifted his legs until they were in alignment with the air current whooshing past them, and the hairs on his forelegs actually rippled from the force of the wind. He could feel its substantial tug on his mane and tail as well. Come to think of it, that was probably why she’d given him the goggles. He wouldn’t have been able to gaze at the view quite so easily without them; he’d have to squint against the wind like Sash was doing. 

A glimmer on the surface of a lake below caught his eye, and on a whim, he shifted his weight and leaned a little to the side to try to get a better look. To his surprise, their angle shifted. He shifted the other way, and they tilted in that direction in response. Caramel’s eyes widened. It was as if Sash was adjusting her glide to mimic his movements... He looked up and found her smiling as if she’d just given a foal a really nice present.

“Go ahead, Cadet Caramel, you get to drive!” she said. “Let’s see if you’re Wonderbolt material!”

He grinned and threw his weight to one side, and gasped in surprise as Sash held him tight with her forelegs and did a barrel roll. It took him a moment of rapid breathing to recover from that, but his glee returned quickly enough. 

“C’mon, you can do better than that!” she yelled.

Caramel complied, and he let loose a whoop of joy as Sash pulled him up into an aerial somersault. He tried various manoeuvres, doing his level best to mimic the moves that he’d seen the Wonderbolts do on their performances. Of course, there was no way that a pegasus and earth pony could do all of that strapped together, but he thought that the dives, rolls and spirals were more than anypony could ask for. For a moment, he truly felt like a Wonderbolt!

All too soon, it was time for the ride to end. Ponyville was rapidly approaching, and he could tell that Sash was already tiring. 

Hang on, how are we going to land? he thought as they rapidly descended. 

Sash answered that for him easily enough. “Brace yourself!” she said as they swooped past the rooftops of the tallest shop houses, towards the town park. Caramel grit his teeth as the ground rushed up to meet them, but Sash pulled up at the last second and beat her wings rapidly, creating a strong downdraft that blew dirt and grass in a circle, allowing them to descend more slowly. She suddenly stopped when they were about three tail-lengths above the grass, and he landed heavily on all fours. 

“Phew. So… what do… you think?” Sash asked as she lay panting on his back. “Still think it was crazy? Or was it… totally worth it?”

Caramel chuckled and nuzzled her on the cheek as he carried her over to the nearest tree for shade. “Can’t it be both? That was… I don’t know… there’s nothing like it. It was great. You were great!”

“Well, you did pretty well yourself. You’re a natural.”

Caramel rolled his eyes. “Heh, you’re bluffing.”

Sash smiled back. “Well, maybe just a little bit. If you had wings, I think with a little practice you’d be able to give Rainbow Dash a flight for her money.”

Caramel rubbed his mane in embarrassment at her exaggeration. He then glanced around and felt his ears and cheeks heat up. “Come on,” he said as he sat on his haunches to set her hind hooves back on the ground. “Let’s get out of this rig. I think ponies are looking at us.”

She followed his eyes and chuckled. “Yeah. Wouldn’t want to give them funny ideas.”



*   *   *   *   *




Eighteen days before Integration…



Caramel had one side of his face squashed against the rocky floor. He could taste grainy dirt mixed with sweat on his tongue.

What am I doing here?

The world felt like it was swaying to and fro slowly, and everything was dull and muted, as if he was underwater. But that couldn’t be right; he could breathe, albeit somewhat raggedly. When he opened his eyes, dark shapes surged around in the air above him, and when they collided, there was an accompanying dull thud.

Something’s wrong.

Pain started seeping into his consciousness; he could feel it somewhere on the left side of his head. He tried to feel it with a hoof, but his foreleg felt like it was made of granite. He grimaced as the pain sharpened and a rapid thumping filled his skull. 

Wait…

He remembered. Something about strange, rough voices echoing through the tunnels. Yellow eyes. Snarls, chirping, loud shrieks of alarm. Rancid stink. A massive shape charging towards him—

“Diamond dogs!” he gasped.

Clarity returned with a rush as the weight pressing down on his senses lifted. Sounds seemed to speed up and sharpen, and he realised that the rapid thumping inside his head was actually blood from his racing heart. The dark shape in his foggy vision coalesced, shrinking from an amorphous cloud into more curved and angular features. He blinked once, and a changeling was suddenly looming over him.

“Oh good, you’re still alive,” said Rax as he backed away to give Caramel some space. 

Caramel tried to get up, and to his relief found that he could move again. He got onto all fours, heard a rapid series of scraping sounds, turned his head… and gasped when he saw a massive, furry brute hurtling towards him, claws outstretched. Luckily for him, his training finally kicked back into action, and he dropped low before the diamond dog could rake his face off. Its claws passed over his head, and he quickly unleashed a burst of energy on its back as its momentum carried it past him. The shot was weaker than he liked, but it was still enough to make the diamond dog lose its balance and crash snout-first to the floor.

He readied another magical blast as the dog got back onto its feet. Or tried to. Rax had flown over it and smashed onto its back with all four hooves when it was halfway up. The cracking thud that followed made Caramel wince, but the diamond dog suddenly rolled, unbalanced Rax, and grabbed his neck with a massive paw. The changeling bit down hard, drawing blood, but the diamond dog didn’t let go. In fact, it grinned, and as its paw tensed, Rax’s eyes went wide.

The sight of his friend flailing in the choking grip shocked Caramel back into action.

“Let go, you freak!” he bellowed, sending a fiery blast straight at its chest. 

Rax fell to the floor in a gasping heap as the diamond dog crashed into a stalagmite, bounced over it, and rolled until it was stopped by the wall. 

Caramel dashed over to Rax, and he could smell the sour stink of singed fur hovering over him.

“I’m fine, idiot—stop it!” his friend rasped, pointing a hoof at the diamond dog.

Caramel hesitated for a second, but decided that restraining the beast was more important at the moment. It wasn’t out cold yet. He broke into a gallop, releasing the tension in his glands at the same time. By the time the trickling sensation inside his legs had begun, he was upon the diamond dog. It growled and swiped at him, but its aim was poor and he easily leaped over it. When he landed on his back, he proceeded to slather the viscous fluid oozing out of his pores all over its limbs, starting with its front paws. The resin was quick to harden, but not quite quickly enough to stop it from reaching out with one paw to grab his hoof, snapping several strands of the sticky stuff in the process. 

Yikes! He tried to pull away, but it wouldn’t let go, and its claws dug painfully into his foreleg as it squeezed.

A second later, a pair of hooves came crashing down on the muscular limb, and the diamond dog howled in pain. Rax had leaped and stomped on it mercilessly.

“Thanks,” Caramel muttered as they spread more resin over the brute. 

Rax grunted in response.

The diamond dog growled again and tried to break free. The resin stretched, and for a moment Caramel thought that it wouldn’t hold, but in the next moment the greenish strands snapped back into position as the dog relented. It glared at him balefully and spat out something that sounded like a dirty word.

“Go help the others! I’ll finish up here,” Rax snapped. 

Caramel made to leave, but stopped when he caught sight of the fractured plates on Rax’s neck. They looked like they were bending inwards slightly. Come to think of it, his voice did sound rather strained… “You’re hurt,” he said.

“And you’re wasting time. Quit staring and get back to fighting!” Rax retorted. He coughed once, then frowned and added, “Or did that thing manage to punch out your brain?”

His hoof instinctively went up to the throbbing lump on the side of his head. Oh, so that’s where that came from. He also realised that Rax was getting annoyed with him, so he quickly turned tail and headed back into the tunnel from which they’d come. His mind raced as he recalled what had happened in the past few minutes.

Diamond dogs. He’d been on patrol with Rax when someone raised the alarm—the dogs had dug a tunnel up into one of the lower chambers and clashed with some of the guards. Probably trying to expand their territory or something. Whatever the case, when he and Rax had rushed to help, it had become clear that these diamond dogs were far nastier than the ones he’d heard about on the surface. These were dirtier, larger, and more wolf-like in appearance, and they only spoke in some language that he didn’t recognise. The ones on the surface were known to speak Equestrian at times. Also, it had become painfully apparent that they could easily kill any lone changeling. This dog alone had managed to push him and Rax this far down this particular tunnel.

Two other warriors joined him from adjacent tunnels as he galloped back towards the point of incursion, and sounds of battle became audible. 

“There you are. Where’s Thorax?” asked Scritch. 

“Back the other way.” 

“Is he okay? We came as soon as we heard,” Chitin piped up.

“He says he’s fine. We’ve got bigger problems to worry about.”

Caramel found a scene of chaos when he leaped out of the tunnel and into the lower chamber. There were almost a dozen or so diamond dogs armed with various clubs and axes, engaged in combat with nearly twice as many changelings. Although they had the advantage of numbers, the smallest diamond dog looked easily thrice the weight of any one of them, and their weapons appeared well-used. Caramel could see a few motionless changelings lying on the floor, and only one diamond dog had been dragged to a corner and ensnared with resin. 

Chitin and Scritch charged forward without hesitation, but Caramel lingered. For a moment, he was paralysed with indecision. 

But then, he heard a resonant hiss echo from the tunnel behind him, and his next breath made his blood rise and his doubts melt away. It had been a while since he’d experienced it, and although he’d promised himself not to be taken by it again, he couldn’t think of a better time to break that promise. He cracked a grin as the combat pheromones coursed through him, firing up his senses and dulling his pain.

Chrysalis is coming!

Caramel leaped into the fray and bucked a dog that had been about to brain a changeling with its club and scorched its side with a beam of fiery magic before it could get up. Its howls of pain made him giddy with excitement. 

The other changelings were quickly being affected by the pheromones as well. Everything became a blur of action as the warriors whipped themselves into a frenzy, leaping onto the dogs to bite, buck or burn with magic. Caramel did his part by joining those who were adept at magic, providing fire support whilst clinging to the ceiling, safely out of reach and blasting away at the dogs with his now considerable reserves of energy. 

But even with their redoubled efforts, the dogs were not easy to take down. Many of them carried on fighting even when their flesh was torn or smoking, and Caramel was aware in some small part at the back of his mind that he was horrified by the sight of a massive, brown-furred diamond dog smashing Chitin on the head with its club. She went down and didn’t get back up.

Caramel tried to rush to her and see if she was okay, but paused when he saw a lanky dog looking at him. He couldn’t see its eyes through the narrow slits on its roughshod, bucket-like helmet, but it was obvious that he had its attention. It snarled and brandished its club at him.

You want some, eh? He sent a blast of green fire its way, but it was ready; it leaped aside and hurled its club straight at him. 

Oh, ponyfea—

The heavy block of wood struck him in the chest. He thought he heard a crunch just as all the air was driven out of his lungs, and he lost his grip and dropped from the ceiling like a stunned insect. Fortunately, he’d not been directly over the dog or he would’ve been a goner. Instead, his fall was broken by a fellow changeling.

“Get off me, you idiot!” hissed Overseer Skeehar.

Why does everypony like calling me that so much? he thought, half-dazed as he lay on top of her.

Skeehar was wearing her usual carapace-like armour, and there was a black spear lying on the ground beside her. When he didn’t react to her warning, she shoved him off and levitated the spear, thrusting it straight at the diamond dog that had dislodged him from his perch. 

So many. This is crazy.

Then Caramel remembered what had happened to Chitin, and he leaped back onto all fours and weaved his way through the battle, dodging blows and scorching enemies whenever he found an opportunity. She had only been less than twenty tail-lengths away, but it seemed far longer than that with all the chaos around him. 

He saw the dog that had bashed her rake Scritch in the side before punching another warrior senseless. Then, it shifted its attention back to Chitin, its face twisted into a feral snarl. It hefted its club as it trudged towards her, as if it was going to finish her off.

Hayseed. She’s unconscious.

Caramel tried to gallop, but suddenly found that his legs refused to go any faster. He also found that his muscles were burning, and that funny wheezy noise he’d been hearing was actually coming from his lungs. As he collapsed to the floor, he cried out, “Somepony help her!”

The diamond dog was standing directly over her. Caramel fired a blast of magic at it, but in his current state his aim was so poor that the diamond dog merely looked at the scorch mark on the ceiling above it, then spared him a glance and chuckled. It lifted its club for the final blow, and he saw that the gnarled, heavy wood was glistening with dark changeling blood. But before it could bring it down and crush her, a blinding beam of green energy struck it squarely in the back, and sent it flying off to the far side of the chamber. Its club clattered to the floor.

Caramel turned towards the source of the blast and felt his heart leap. He’d never been so happy to see her before.

“Paws off my children, you vermin!” Chrysalis bellowed in a rippling, resonant voice. Caramel winced, hoping that the ringing in his ears wasn’t a sign of permanent damage.

At the sight of the livid queen, one of the dogs howled something out to its companions, and the half-dozen or so that were still standing began to beat a hasty retreat. Caramel attempted to rise and give chase with his fellow warriors, but fell down with a gasp as pain shot through his chest. Hooves thundered and wings buzzed all around him as everyone swarmed past him towards the fleeing dogs. It was all he could do to focus on breathing and not passing out. 

Chrysalis’ arrival had pretty much put an end the skirmish. She was simply too powerful for the diamond dogs—one of them lay in a crumpled, whimpering heap, its limbs twisted in unnatural angles and its tail in a literal, bloody knot, thoroughly smothered in green resin. The unlucky few to have still been in range of her magic as they retreated had been dragged back and quickly engulfed in a swarm of changelings. 



*   *   *   *   *



It was difficult to breathe. That blow to his chest had apparently done more damage than he’d initially thought, now that the pheromones had worn off. It was as if his ribs had been wrapped in rubber bands, squeezing him tight—drawing in breath was a conscious chore that he was painfully aware of. And every now and then, little spikes of agony would run through his ribs as he breathed. Still, there was nothing bubbling in his lungs or any other whistling sounds, so he was sure that at least they weren’t punctured. That would’ve been really bad.

He simply lay on the ground, too tired to do more than watch as changelings from other castes poured into the chamber and began their work on the captive diamond dogs. They were apparently going to be wrapped in cocoons. It wasn’t exactly a fate that Caramel would wish on anyone, but given the circumstances, he was finding it difficult to dredge up much sympathy for them.

“All right, you’ve had your fun. Back to your posts, I want a full sweep of the passages and any loitering mutts rounded and wrapped up by the end of this cycle!” shouted Overseer Skeehar. She then glanced at a changeling who was nursing a broken leg and barked out another command, “And get the wounded to the nearest pod—we’ve had no casualties and I plan to keep it that way. Move!”

The warriors were quick to obey, helping the injured to their hooves and herding them off to the tunnels that led upwards. Some even carried on their backs those who could no longer walk.

Nearest pods? Caramel wondered. Were the injured going to be wrapped in a different kind of cocoon to heal up inside? 

Queen Chrysalis lingered to stabilise a few severely injured changelings that had been brought to her, one of which was Chitin. There was a nasty crack on her skull, and blue blood was oozing out of it. Her eyes were unfocused and she was barely breathing. From his spot, Caramel watched as the Queen sent tendrils of magic to the injured ones—the green magic slithered over their wounds, and the gashes and cracks shrank a little as they stopped bleeding. 

Caramel knew healing magic when he saw it, and it only made him more uneasy of the queen’s power—even the best of unicorn doctors struggled to perform that spell. The only ones who were known to reliably cast it were the princesses. But at the same time, some part of him couldn’t help but admire that Chrysalis was treating the changelings herself and not leaving it to her subordinates. When Chitin hissed in pain as the magic worked on her head injury, Caramel thought he could hear the queen crooning to her.

“Huh,” he said. He wouldn’t have thought the queen to be like that. For all her talk of not tolerating weakness in the hive, she was being rather… motherly. 

“Surprised?” asked Rax, who was suddenly standing over him.

Caramel glanced up at his friend, turned back to the queen and nodded. “Yeah.”

“Well, there’s more on the way.”

He raised an eyebrow. “What’s that supposed to mean?”

Rax responded by sliding a foreleg under his hauling him back onto his hooves. “We’ll show you. You can walk, right?”

Caramel grunted as pain lanced through his skull, but nodded and took a shaky step forward. The world tilted sideways, and he cried out as he fell, but his shoulder landed on Rax’s and he mumbled his thanks as his friend helped to steady him.

They headed to one of the tunnels leading upwards, which Queen Chrysalis was already ascending with the injured changelings in tow. Her healing spell apparently hadn’t been strong enough to give them a full recovery. They were still groggy and unable to walk on their own, so she was lifting all seven of them with magic.

Silently, they followed the queen. It was difficult. Pain would shoot up his hind leg whenever he put his weight on it, and the throbbing in his skull was coming back. His chest was also hurting where Rax was holding him, but he held his tongue—his support was well worth the discomfort.

One step at a time… You’ll get there. Just don’t think about how far it is…

Something warm trickled down his cheek, and he paused to wipe it away. When he looked at it, there was a blue smear on his hoof. 

Wow, I’m literally blue-blooded. Too bad it didn’t come with any of the perks that royalty seemed to enjoy. He chuckled and grimaced when his lungs wheezed in protest. 

They had to ascend a vertical shaft at one point, and Caramel had been forced to swallow his pride and allow Rax to help drag him up. 

The place that Chrysalis led them to was a chamber that he’d never been to before. It was somewhere above the level of the fungus farms, if his sense of direction was anything to go by. It was cool and moist in there. Something about the curves of its ceiling and hollows in its walls gave the place a cosy feeling, and he found himself thinking that the place would’ve been pretty nice to live in if it hadn’t been for the fact that the surface of its walls were coated in resin, and that runoff from the rains on the surface was dripping in.

But deeper in, he changed his mind. The place was littered with the husky remnants of what looked like butterfly cocoons. Massive ones that were big enough for a pony to crawl into. Caramel’s blood suddenly ran cold. Some of them were still whole and hanging from the ceiling, and he could see figures floating inside. Pony figures.

And there were changelings all around the occupied pods, standing still with their eyes closed, pointing their horns towards the ponies within. Chrysalis called out sharply, and several changelings appeared from amongst the pods and out of nearby niches to assist her patients in tow. One by one, the infirm changelings were carried to a separate pod, and Caramel watched nervously as each one of them grew a little restless and struggled to get as close as possible to the sleeping occupants. 

Oh no.

“Caramel!” someone cried out.

“Sash!” He saw her rushing over from one of the pods. She nearly tripped over one warrior lying on the ground, but ignored his hiss of annoyance and skidded to a halt in front of Caramel.

“What happened to you?” she asked, urgently inspecting his injuries. 

“Diamond dogs,” he rasped. It was still hard to breathe and speak properly.

“As ponies would say—not bad for a rookie,” Rax added with a grin. “He just needs to learn to watch his back and be less of a dummy.”

“Come on, let’s get you to a pod,” she urged, tugging on his foreleg, “you’ll need to—”

Caramel brushed her off and broke free of Rax’s grip. “Look, I… I just…” He shook his head and glanced at the dozens of changelings around the pods. Their horns were glowing, and green fire was dancing on their bodies, licking at their injuries. Their wounds shrank and closed, and it was like watching fire burning holes in paper, except in reverse. Waves of relief and glee flooded his senses as they experimentally flexed their limbs and peeled off the remaining scraps of damaged carapace still clinging to the sites of their now non-existent injuries. Those who were incapacitated were suddenly able to stand again, and those with lesser injuries looked like they were ready and itching for another battle.

“This is… you’re…” Caramel suddenly found it difficult to speak. And it wasn’t because he was having trouble breathing.

“Yes, I work here,” Sash interrupted. “But we can talk about this later. You’re injured, and you need help.”

“Yeah, sometime this century, please,” Rax added.

“But…” he protested weakly.

“No buts. Get moving, grub. Skeehar is not going to be very happy if you aren’t back in fighting shape.” 

Caramel’s mind descended into a haze as he was bullied along by Rax with Sash fussing over his injuries by his side. They brought him to a pod that wasn’t being fed on by anyone and released him. It was hanging rather close to the ground—close enough that its upside down occupant’s head was level with his when he was standing up. It was too dark to see the pony’s face, so he cast a little light on the pod. Sash said something in protest, but he didn’t listen. It wasn’t somepony he recognised—she was wearing torn clothing that looked like it had been taken through the wilderness and back, and her eyes were shut as she floated, unaware of the fate that had befallen her.

“Caramel, look at me, please.”

He turned to Sash. Her eyes were pleading, but her voice was firm. “I’m sorry that you had to learn it this way, but you need to feed. You’re clearly having trouble breathing, and you’re losing blood from that head wound. Doing this will heal you. Trust me.”

“I don’t even know how this is supposed to work,” he growled.

“I’ll teach you,” she replied. 

He took a step backwards and shook his head. Not this time.

“Oh, you’ve got to be kidding me,” Rax groaned. “Are you telling me that you’re getting cold hooves now? How could you not have figured out what goes on in here after spending all that time with us?”

“You’re not helping!” Sash snapped at him. She turned back to Caramel and continued, “Please, we can deal with this issue later. Just get yourself fixed first, okay? You’re not thinking straight with a head injury like that.”

“I’m guessing feeding on love heals us, right? Aren’t I doing that with you already?” he asked. “I’ve been feeling it whenever you visited for a long time. Now I know why being with you always made me feel better.”

“It’s not—” Sash frowned. “Hang on, you can do that already? You can actually taste my… emotions?”

He nodded.

“Well, that’s—never mind, we can talk about that later too. The point’s that it’s not the same.” Sash waved aside his protest before it even left his mouth. Then, pushing him towards the pod, she continued, “Love freely given empowers you, but that’s not going to do a lot of good if you can’t cast a healing spell. But our natural feeding will—”

“There’s nothing natural about what you guys are doing here!” Caramel shouted, then doubled over as a fit of coughing overtook him.

He felt her hoof gently touch his shoulder. “Please… don’t make this any harder for everyone, especially yourself. You need help.” 

Caramel spat out a glob of phlegm. “Not the kind that you guys are offering. I’m not going to hurt anypony.”

“It doesn’t really hurt them if you—”

“No,” he said. From the corner of his eye, Caramel saw Queen Chrysalis trotting over to them. He closed his eyes and concentrated on breathing for the moment; it was difficult to think when he was hurting all over. When he judged her to be close enough by her hoof steps, he growled, “Was this your plan all along?”

“You know enough to make an educated guess. Now do as you’re told.”

He looked up at her defiantly and shook his head. “I’m not going to be a part of this.”

Rax and Sash fell silent as he locked eyes with Chrysalis. They stared at each other for almost a minute, neither willing to look away. Her face was unreadable, and he could not sense any of her emotions. Beads of sweat formed on his forehead when he realised that he might have crossed a line; he clearly remembered the first time he’d tried to act tough in front of her, and it was an experience that he didn’t want to repeat. 

But instead of the retribution he expected, she simply sighed. “It looks like you’re due for another lesson.”

What?

“Calyx, take us to the ones we caught last month,” Chrysalis said to Sash.

Sash’s eyes widened. “Uh, those ponies, specifically?”

Caramel eyed her suspiciously. She was clearly nervous, and he’d caught her eyes flicking over to him right after the queen’s request. There was definitely something there that she was trying to hide.

“You heard me,” Chrysalis replied. 

Sash slumped. “I… they’re this way.”

Caramel followed her and the queen, feeling a pit of dread opening up in his stomach. Sash led them deeper in, to a cluster of pods that were a lighter hue of green than the others, and a little glossier, too. They were apparently newer than most of those he’d seen. 

“Go on, take a look,” said Chrysalis. “It’s time your eyes were opened.”

Sash stepped in front of him and said, “Wait, Caramel, please listen for a second—”

He shouldered past her and trotted forward. The closest pod had a fairly large pony inside – a stallion, judging by his size – but it was difficult to see his face. 

Here goes.

Caramel lit up his horn, and felt his ears droop. The greenish fluid distorted the colours, but it was clear that the stallion’s coat was greyish, and his mane was black. The four-leafed clover cutie mark was unmistakable.

Lucky. 

His expression was rather serene with the corners of his lips curled up slightly, as if he was simply having a pleasant nap. With his pulse rapidly rising, Caramel shone his light on the other pods and found Cherry Berry in one, plus a few others whom he was sure he’d seen somewhere in Ponyville before. They all looked unharmed, save for the fact that they bore the marks of long and hard travelling. 

Did they come looking for me? It seemed possible; he’d not really bothered to cover his tracks because he wouldn’t have thought anypony would’ve been crazy enough to follow him. And what were the odds that they would’ve found the same place? Unless…

Caramel turned around slowly and glared at Sash. “Did you guys hunt them down? That’s what you do, right? Hunter Caste and all that?”

“We do send patrols out from time to time,” Chrysalis confirmed. “And, well, your special somepony happened to be out that day and found your little rescue party out there, quite ready to die of thirst, actually. The poor little ponies hadn’t planned their little excursion very well. And after hearing the reports, I decided that we simply couldn’t let them go to waste.”

Caramel ignored the queen and continued to glare at Sash. “Well?”

She averted her eyes and said, “They weren’t in good shape when we found them. The badlands cannot support that many ponies in one place at the same time, and—”

He snorted and waved aside her excuses. “I get it; you saved their lives or something. But why did you bring them here? Sash, they’re your friends too! Why did you put them in” – he glanced at the pods and wrinkled his nose in disgust – “these things?”

“Because I told them to,” said Chrysalis.

“I had… no choice,” whispered Sash as she stared at the ground.

Caramel remembered those words. Those were the same ones she’d said when he’d confronted her about the invasion of Canterlot, just before she left him.

“No,” he growled, stomping a hoof in emphasis. He cringed as pain shot up his leg, but managed to not topple over and continued, “There’s always a choice, and this isn’t the right one!”

“And that’s where you’re wrong.” Queen Chrysalis placed a hoof on his shoulder and slowly but inexorably guided him closer to Lucky’s pod, until his face was just inches away from his unconscious friend’s, separated only by a layer of resin. “Until now, you’ve only been passively absorbing love from Calyx, and perhaps a little friendly companionship from your caste mates. It’s time for you to learn to actively feed.”

Caramel coughed, but shook his head and backed away from Lucky. He turned and glared at Chrysalis, Sash and Rax one by one. “You guys can do what you want.” He allowed his gaze to linger on Sash, and she seemed to wilt a little. He tasted bitter regret in the air, along with a tinge of concern. “I’m not going to be a part of this.”

Chrysalis chuckled. “There’s no need to delude yourself, my dear. You already are, and you are going to learn how to feed by practicing on your friend in there.”

He bared his fangs and buzzed his wings in challenge. “Make me.”

She smiled. “Only because you asked so nicely.”

Chrysalis leaned in close, jagged horn aglow, and whispered, “Feed. Now.”

Her voice had taken on a more resonant quality, and something about it was… authoritative. It was difficult to think of a reason why he should refuse such a simple command. All he had to do was to take a few steps forward, focus on Lucky, and—

Oh, ponyfeathers! Caramel realised that he’d been doing exactly as he’d been thinking, and jerked away at the last moment. His magic had been on the tip of his horn, ready to reach into the pod, but he quickly reeled it in. He shuddered at the thought that he’d been so close to obeying the queen and—

An intense feeling of dread, guilt and regret wormed its way up his gut at the thought that he was disobeying a direct order from Chrysalis.

“Here, let me show you,” he heard her say.

He could do that. It was easy enough, and better than listening to her first command. The gut-wrenching guilt subsided to a tolerable level.

“Use your magic. Feel your surroundings. You can taste it, can’t you? The sweet dreams of the pony before you. Reach out. Don’t be afraid.”

His vision grew blurry. He allowed his magic to flow out, and gasped at the sudden rush of ‘smells’ and ‘lights’. There were many clusters of them, each probably corresponding to a cocooned pony somewhere. The brightest one was directly in front of him, and he could sense the pleasant sweetness of nourishment. He found himself salivating.

“It’s called dream-stalking. Dive in.”

Caramel obeyed, and the world instantly became a billowing storm of grey shapes and dark smoke. He caught glimpses of Lucky prancing around, with several happy mares in tow. Then he saw a younger Lucky, laughing along with and equally young Shining Armour as they teased and made fun of other colts and fillies. Then there he was snuggling up to his parents as a foal. Flashes of other scenes blazed past him, and every time a happy or tender memory or fantasy did so, the surging, dark clouds would suddenly glow vibrantly with all colours of the rainbow.

“Now, take it in. Feed,” said Chrysalis’ echoing, disembodied voice.

Wait, no. Hayseed, no.

Caramel tried to pull himself out of Lucky’s dreams, but only managed to withdraw a little. He became partially aware of both his physical surroundings and the dream, unwilling to go back in and unable to fully drag himself out. There was that horrible feeling of guilt and dread again, like he’d been caught stealing, and was awaiting punishment. 

He was also somehow acutely aware of his injuries. There were numerous gashes on his hide; some of his ribs were fractured; he was losing blood; one of his lungs was now filling with fluid; and through it all, pain was coursing through his nerves like lightning. 

No. I’m a pony. I will not hurt my friends!

Caramel groaned as the pain intensified. So did the unnatural guilt. With every passing second, it was as if he was committing another atrocity. Imaginary ones, he was sure, but they felt so real… He’d stomped on a puppy’s tail and kicked it away. He’d slapped a foal when it cooed at him. He’d laughed at somepony’s funeral and blown a raspberry at the coffin in front of everypony.

Please… stop.

One after another, his mind filled with all of the terrible things he was capable doing. He whimpered when he felt like he’d flown into a rage when Shining Armour had teased him in school, leaping on him like a frenzied, rabid animal and pressed both fore hooves on his throat… throttling the life out of his classmate until his eyes glazed over…

Tears began to flow.

No, no more…

Caramel dove back in, and as soon as he tasted what lay in Lucky’s dreams, he realised how much he needed it. There was love in there, and it would heal his wounds. It would give him strength. And the flood of guilt would finally end. As soon as the thought occurred to him, he was beyond stopping himself. He fed greedily, siphoning off the love and happiness out of his surroundings. Almost immediately, he sensed fire rush through his veins, burning away impurities, mending broken bones and knitting flesh back together again. And his power grew. He could feel it pooling in his magical reserves, to be called on whenever he needed it. It was like the time when Chrysalis had shared some power with him to feed the nymphs. He felt invigorated, and drew in as much of it as he could.

When he was finally sated, he felt a shiver run through him, and the real world came back with a rush. He was just in time to see green flames dissipating around him before he dropped to the floor, panting after the bout of feeding. 

“Quite the appetite,” Rax commented dryly. “Looks like you just gave him nightmares.”

“Well, at least there’s no permanent harm,” added Chrysalis. She was wearing a proud smile as she towered over him. “You’ve far more potential than I’ve given you credit for. You didn’t even need lessons for slipping on your first disguise.”

Disguise?

Caramel sat on his haunches and shook his head. Something was a little off about his body. He felt bigger, and a little ungainly in his movements. Frowning, he inspected his forelegs and noticed that his muscles were a little more pronounced, and… his coat was grey. And the holes in his legs were gone—it was the same with his hind legs. He no longer had wings, and a quick exploration with his hoof told him that his horn was also gone. He looked back and saw that his tail hair was jet black, and his cutie mark of three blue horseshoes had been replaced by a green, four-leafed clover. 

He stared blankly at the foreign cutie mark for a while. He could guess what had happened easily enough, but reconciling that knowledge with his heart was another matter. He glanced at Chrysalis who was watching him in amusement, at Rax who seemed half concerned and half exasperated, and at Sash, who was looking at him with a mixture of guilt and sympathy. He began to shiver.

I can’t be seen like this. This isn’t me. He whirled around, looking for a place to hide, but there were changelings everywhere, watching him. When he glanced up and saw Lucky floating in the pod, with his face twisted in a slight grimace, Caramel uttered a cry of panic and frantically clawed at his grey coat.

“How do you get this off?” he cried. He kept twisting and turning in an attempt to hide himself from everyone, unable to meet their eyes, but there was nowhere to run or hide. After scraping himself raw on his forelegs, he felt another shiver run through his body, and green fire erupted over his coat and ate away at his false form. He sighed heavily as they faded away into wisps of smoke, leaving his familiar tan coat over dark, hard skin dotted with holes on his lower legs. His cutie mark reappeared, and he’d never been so relieved to see it in his life. With a feeble moan, he slumped onto his haunches and hung his head.

I really am an idiot. How did I not see this coming?

“This isn’t right,” Caramel whispered to himself.

He felt someone’s hoof under his chin, and his face was lifted up. Chrysalis smiled at him and said, “Right and wrong is a matter of perspective. You’ve seen what we have to deal with down here; you know that some of your siblings would die without access to these reserves. And given your role in battle, I’m sure that you also know how valuable magic is in defending ourselves. ” 

“They’re ponies. They have feelings. They have families.” Caramel felt his voice rising. Although he was emotionally worn out, he could feel his magical reserves bleeding in to compensate. “You can’t just keep them here like… like, I don’t know, things that you feed on like snacks whenever you feel like it!” He looked at Sash, Rax, Chitin and the others who were standing around and growled, “And how can you guys just go along with this? This isn’t right and you know it! How would you feel if ponies threw you into jail, or dragged you out of your homes, or—”

Caramel’s next word died on his lips as the realisation sank in.

“We know,” Sash replied.

“So did our ancestors,” said another changeling at the back.

“It’s hard being on the wrong side of the fence, isn’t it?” asked Chrysalis. “Your forebears drove us into this wasteland.”

If you guys didn’t try to steal love in the first place… But even as he tried to justify their actions, Caramel realised that pointing that out would only lead to an endless game of blaming one another for past wrongs. There was nothing else to be said.

“Whatever you may think, the facts remain. We live here because you ponies don’t like us. Life is hard in our world, and many of us would die if we didn’t make use of our abilities. Feeding on love is the most efficient and reliable source of magic, which happens to be what we need for nourishment and defence, so don’t expect apologies from us anytime soon. And lastly, your siblings do this because they have no choice.”

“There is always a choice,” he whispered.

“Not for us,” said Sash.

“The queen commands; the hive obeys,” almost all of the changelings said in unison.

“Well, most of the time,” Rax added.

“Caramel, slap Thorax for me,” commanded Chrysalis.

He promptly got up and smacked Rax on the cheek. At his friend’s surprised grunt, he blinked and looked at his hoof in shock. What did I do that for?

“Good. Now hit Calyx.”

Caramel turned to Sash and raised his hoof, but stopped at the last moment when she flinched. But then he felt a growing pang of guilt rising in his heart, and the memory of the horrible things he’d imagined he’d done surged back. Not again! Before he could stop himself, he’d already struck her on the face, far harder than he’d intended, and she was suddenly sprawled on the ground, nursing the growing lump on her cheek.

“I’m sorry!” he cried out as he rushed to her side. “I don’t know what—”

“It’s okay, I’m tougher than that,” she interjected, gently pushing him away.

“Get up and look at me.”

Grinding his teeth in frustration, Caramel turned away from Sash and found himself face to face with Queen Chrysalis. She wasn’t smiling anymore.

“You are in our world now,” she said in a resonant voice. “And the first rule of the hive is simple; obey the queen. So let me make this clear: you will not attempt to free these ponies or sabotage Hunter Caste in any way; you will not go to the surface or try to flee from work; you will not abandon your post and your siblings.” 

Her horn was glowing throughout her speech, and as each command was iterated, Caramel felt as if a growing weight was pressing down on his mind, harder and harder. But when she’d finished and her horn stopped glowing, the pressure vanished. Her voice returned to normal after that. “But I’ll be reasonable; you’re still free to go wherever you please within your bounds, and so long as you continue to do your part as you have from the beginning, I will place no further restrictions on your freedom. You are still family, after all, and I would hate to make you miserable after all you’ve given up for us.”

Too late for that, he thought numbly.

Chrysalis patted him on the head. “You’re excused from duty for the next cycle. I’m sure you’ll need the time to revise your understanding of how you fit into all of this. But I expect you to be back on duty after that. Your siblings need you.”

Caramel had no words left. He simply stared at the ground in silence. After a while, he looked up and realised that the queen was gone, and so were most of the onlookers. The only ones left were Rax, Chitin and Sash, and a few other members of Hunter Caste working in the background, keeping a discreet distance from them. 

“Really, now,” Chitin began, “there’s no need to be so upset about this. You’re all better now, and so am I!” She hopped in front of him and did a little somersault in the air. “We’d still be crawling around like slugs if we hadn’t fed.”

“Leave me alone,” Caramel grunted.

“But—”

“Chitin, not now. Give him some time,” Sash interrupted.

“Oh, okay.” Chitin turned to Rax and announced, “I’m heading back down. You coming? Scritch and Mandy might be getting worried.”

“I’ll come later.”

Chitin nodded, then waved goodbye and cheerfully trotted off. Caramel watched until she was out of sight, then turned his gaze onto Sash, wondering what exactly he was supposed to make of her now. The others, he could understand—they had no reason to treat Lucky and Cherry any differently from the rest of their ‘prey’. But Sash had been their childhood friend for ages, and he felt that she should’ve at least tried to do something to help them instead of dragging them underground.

Sash simply gazed back in silence. It was hard to tell what she was feeling at the moment. Maybe she was guarding her emotions carefully, now that she knew that he could sense them at times.

“Do you want me to go too?” she asked. 

He closed his eyes tight and nodded. More than anything else, her role in capturing Lucky and Cherry felt like a betrayal, and he was afraid that he would tear up if he looked her in the eyes. He could still feel the wetness from when he’d cried after strangling Shining Armour. 

No, that didn’t actually happen! he angrily corrected himself. 

“I’ll see you later.” There was silence for a few seconds, and then Sash whispered, “Please don’t beat yourself up too hard, okay? Anypony else would’ve done the same thing in your place.”

“Just go. Please.”

“All right, I’ll be around if you need me,” she said.

When her hoof steps had receded, he sighed and held his head in his hooves. He wanted to be angry at her for what she’d done, and for keeping him in the dark for so long. They’d been caught for over a month, for crying out loud! But at the same time, he could see that there was probably nothing that she could’ve changed. He couldn’t expect her to fight all her siblings who’d been on patrol with her, and she certainly couldn’t have done anything against Chrysalis. It was painfully apparent that changelings were physically incapable of disobeying direct orders from their queen.

And now she’s my queen, too, he thought miserably. If he couldn’t fight against the compulsion even as a half-pony, then how could he expect Sash, a full changeling to do the same? And now, they were trapped. They were both free to be with one another, but only within the confines of the hive. And it seemed that there was nothing he could do about it. 

Caramel groaned in frustration and whirled around, searching for something to wreck. He found a loose chunk of rock, seized it with magic, and hurled it as hard as he could against the wall. It exploded into a hundred little pieces, leaving a powdery smudge on the wall and a cloud of dust. 

“Good throw, though you could’ve saved it for a real fight,” Rax commented. He was sitting in a rather comfortable position, nestled between a rock column and an empty pod, watching him. 

Caramel rounded on him and growled, “Why are you still here?” 

“Foalsitting,” he chirped.

He scowled and supressed the urge to throw something at him. He wasn’t in the mood for jokes. “I. Don’t. Need. A foalsitter.”

Rax was unrepentant. But he did wipe the grin off his face and replied, “Fine. It’s my job to keep you safe, remember? I’m here to make sure you don’t do something stupid.”

“Like what?”

Rax narrowed his eyes and rubbed his chin with a hoof. “Oh, I don’t know. There are plenty of ways to do yourself in if you feel like it. Strangle yourself, drown, poke the queen in the eye, whatever. It’d be pretty funny to watch you try, but Chrysalis would bust my shell and turn me into mushroom compost if you succeeded.” He then grinned again and added, “Can’t let that happen. Priorities, you know?”

“Gee, how thoughtful of you. I feel so much better, now,” Caramel groused.

“Oh, that was unintentional. Do you think you could stay miserable for a little longer, then? I don’t feel like going back to the barracks just yet. It’s much nicer up here; it’s not so wet.” 

Enough was enough. He’d just discovered what Sash really did in the hive, and on top of that, he’d had his mind invaded and abused by Chrysalis and been forced to feed on his childhood friend like some dirty leech. Caramel leapt up and stomped over to Rax. “Look, you guys may find all of this normal, but I’m a little out of my depth here, okay? I don’t even know what I’m supposed to be anymore!” he shouted.

Rax raised an eyebrow. “You don’t like being a changeling? Well, that’s too bad. What were you expecting when you joined us? You really should have thought this through before coming.”

I know that! Caramel let loose an angry hiss and raised his hoof, but slammed it back on the ground instead of punching Rax’s stupid face. “Hayseed, I hate you guys,” he said through gritted teeth.

Rax laughed. “Are you sure about that? Because it sure looks like you’re hating yourself right now.” So saying, he burst into green flames, and an instant later, a half-changeling Caramel was sitting languidly in his place, wearing a smug grin. He had the same dirty tan coat as he did, which had gone patchy in some places on his back and neck, and had completely receded from his lower legs, which were full of holes. His wings were almost full-sized, and the last patch of hair on his tail looked just about ready to fall off. His mane, although filthy, was still intact. All in all, it was the exact appearance he knew he had. Except the eyes. Due to the lack of mirrors in the hive, he’d not been aware that his eye whites had gone completely blue. His pupils remained the same.

Do I really look like that now? He backed away a few inches and shook his head. There was no going back for him. He’d already crossed a line.

The fake Caramel gave him a toothy grin and asked in his own voice, “Like it?” 

“Enough…” he warned. 

“You’d better get used to it, because that’s what you’ll look like for the rest of—”

That’s it. Caramel roared as he leapt onto his doppelganger and delivered a swift punch to his muzzle. He then tried to pin him down with both hooves, but he flinched when the fake Caramel snapped at his foreleg and kicked him in the belly. He fell flat on his back, but quickly got up and charged once more. They collided and wrestled for several minutes, tumbling all over the place, smashing each other against the walls and floor and trading blows. He grew hot and sweaty, but refused to quit until he’d beaten an apology out of his opponent. It wasn’t until he bit down on his ear that he finally got a verbal reaction. 

“Yargh!” Rax yelped.

Oh, yuck! He’d forgotten about his fangs—they’d pierced Rax’s fleshy ear and its hard, serrated edges felt crunchy between his teeth. 

When Rax tried to buck him off, he simply yanked harder.

“Get off, you stupi—aaargh!”

Caramel refused to let go, even though the filthy, coppery taste in his mouth was beginning to nauseate him. Rax’s wings buzzed futilely against his chest, and whenever he tried to shift to gain leverage, Caramel simply pulled harder and gnawed. 

“Okay, okay, I give!” Rax whined.

Hayseed, I sound pathetic.

“Pthlargh!” Caramel released out Rax’s mangled ear and spat out a glob of blood mixed with his saliva. The taste lingered, though, and he gagged and chucked up a little splatter of bile onto the floor. When he’d finally gotten his stomach under control, he saw Rax shift back into changeling form in a burst of green fire. 

“Wow, I need to remember how sensitive pony ears are. Would’ve been really useful to know during the invasion,” Rax muttered, nursing his ear. It was no longer bleeding, but the damage remained. There were two holes in it. 

They did nothing for but stare at each other for a while, panting from the exertion, but Rax eventually spoke again, “So… feel better after throwing your little tantrum?”

Somehow, Caramel did feel better. Maybe changelings could only feel so many things at once before new stimuli crowded out their emotions. He slumped to the ground and sighed. “Yeah.” But after a moment, he grimaced and spat out another glob of saliva, saying, “Ugh, revenge definitely isn’t sweet. You taste lousy.”

Rax shook his head and smiled. “Not so fast. Guess whose form I was wearing when you bit me?”

Oh, right. Caramel winced at the thought. That wasn’t something he wanted to think of at the moment. He rubbed the back of his head and tentatively said, “So… um… thanks for that. I guess I needed it.”

Rax frowned at him. “What are you talking about? I was just looking for an excuse to do something other than watch you mope.” 

Caramel gave a weak chuckle. Rax had a really… unconventional way of helping things, but he couldn’t argue with the results. But he knew that it wasn’t going to fix anything in the long run. In spite of feeling a bit better, he was aware that his frustration and turmoil were still simmering at the back of his mind, and no amount of excitement or physical exertion was going to help him forget about his disillusionment. And what had Lucky and Cherry been doing out in the wilderness in the first place? Searching for him? And how many others were aware of the specifics of his disappearance? Before setting out to find Sassaflash, he’d certainly not announced his intentions to the world or anything.

“Thanks for helping, but I’m going to need some time to sort this out,” he said, staring at the ground as he traced patterns idly in the dirt with his hoof. “I need to think about… all of this.”

He then heard Rax smacking a hoof to his forehead. “Blargh, more boring stuff.”

At least you’re not the one dealing with it. Caramel remained silent as he lay down. No matter how much he wished it otherwise, things couldn’t go back to how they were.



*   *   *   *   *



Caramel awoke with a gasp. But instead of drawing in air, he felt something thick and viscous inside his lungs. 

What the…

His movements felt ponderously slow, and everything was green and distorted, as if he was underwater. He reached out, and his hoof pressed against something that was tough yet stretchy. Panic rose in his chest when he realised that he was upside down and trapped with no air, but slowly, he found that breathing in the heavy fluid was relieving the burning in his lungs. And then the realisation came to him; he was inside a changeling cocoon.

That can’t be. I remember…

He’d joined the hive. He’d been set to work in Forager Caste, then Keeper and then Warrior, and he’d made friends with a few changelings, and Sash was there with him, and Chrysalis had been turning him into one of them... And then he remembered fighting the diamond dogs, and… 

I fed on Lucky. Like a changeling. Chrysalis made me do it.

He looked at his hooves. Even looking through the thick fluid, he could easily tell that there were no holes, and his coat was all there. He couldn’t feel his wings, and his magic was completely gone. He wasn’t a changeling; he was still a pony.

It felt darned real…

Relief warred with panic. He’d not actually turned on his friends, then! He wasn’t going to become a changeling! But at the same time, he was now the prey rather than the predator. Maybe the changelings had just laughed at him and wrapped him up in his sleep during his first night; it was the only time they could’ve done it, before he was given his first dose of royal jelly. 

But before he could decide whether he liked this sudden turn of events, he glimpsed something dark at the edge of his vision. It looked eerily familiar. As his pulse quickened, he heard someone whisper to him. The voice was distorted and indistinct, but it wasn’t something he’d imagined. He squinted at the dark, blurry figure outside of the pod. It was definitely pony shaped. Or it could’ve just as easily been a changeling.

Am I going to get fed on?

A faint, light green line appeared in front of him, trailing behind a dark little dot that travelled down in a straight line. As he watched, the line fattened and curved out in the middle, until it was more like—

Somepony’s cutting me out.

Caramel braced himself as he spilled out of the cocoon. His fall was somewhat cushioned by the heavy fluid, and it took him a moment to right himself and begin coughing the stuff up and out of his lungs. It was as thick as honey and incredibly uncomfortable to bring up, especially after he’d gotten some air into his lungs. He took a deep, gurgling breath and choked out little globs of gunk at a time.

“Be still. You are safe now,” a soothing voice said.

Caramel froze. He looked up, slowly, and saw a wraith-like figure towering over him. 

Chrysalis?

But in the next instant, he realised that it wasn’t the queen. The figure was dark and blurry around the edges, but he could tell that it – no, she – had no holes in her legs; her horn wasn’t jagged, and her wings were neither translucent nor serrated. He frowned as he peered at her. She wasn’t quite black; the longer he stared, the more he thought that her body actually had colour. Maybe blue, a blue so dark that it was almost black. 

Wait a minute…

He whirled around, sweeping his gaze in every direction. The cavern’s massive, dark expanse was filled with thousands of pods, and far in the distance, he could see the outlines of tunnel entrances that glowed with a deep, purple light. The shadows were angled in impossible directions in relation to the light. 

“What have they done to you?” asked the wraith. This time, the voice was distinctly feminine, but it also carried a steely undertone. 

Caramel stared at her once more, simultaneously fighting the urge to flee. Slowly, the wispy edges on her form settled, and he took in a sharp breath. Dark blue coat, feathered wings, a mane and tail that rippled and waved in the windless air, tiara and breastplate. 

“I’ve seen you before,” he murmured.



*   *   *   *   *



Caramel awoke with a gasp. And this time, it was air and not fluid that filled his lungs. He sat up and found that he was back in what he was starting to think of as the hive’s love repository. Lucky and Cherry were still floating in their pods nearby, and so was everypony else. Further down the cavern, he spotted several changelings hanging upside down from the ceiling as they wove strands of resin around a fresh pod. It was a little larger than the others, and when Caramel squinted, he realised that it was because the occupant was a diamond dog.

Guess this place doubles as a dungeon.

He got up and found Rax asleep right where he’d left him. He peered at him closely and sighed. Nothing had changed. After the dream, he’d entertained the hope that maybe some of the things that had happened in the past hours hadn’t been real, but Rax’s fractured neck plates and bitten ear were evidence to the contrary. And that meant that he still had a lot to think about. Not the least of which was the fact that he’d discovered what was responsible for his intermittent nightmares. Or more specifically, who. Now that he’d thought about it, they almost always occurred during the cycles that coincided with night time. He could finally put a name to the nameless shade that had chased him in his dreams.

Princess Luna. Formerly, Nightmare Moon.

If being forced to feed on his friend was like being thrown into the deep end of a pool and finding that there was a shark in it, then this new discovery was like finding there was a hydra in the pool, too. He didn’t know who was supposed to be scared of whom. Or whether he was getting out alive once the winner was finished with the other. 
	

> Chapter 9
> --------------------------------------------------------------------------

	
Six months before Integration…



“Come on, grab my hoof and jump!” Sash growled as she hovered outside the window.

“But it’s so high. Are you sure you can even get any of us to the ground? What if you drop me?” the unicorn mare protested weakly as she stared out the window, at the streets of Canterlot far below. She then backed away and looked at everypony else for help. “And why do I have to be the first to jump? Can’t somepony else go first?”

“Ugh,” Sash groaned in exasperation. “Look, the guards are busy fighting the changelings and the stairways are all blocked, so unless you want to try your luck getting through them, the window’s the only way out of the palace. Now jump!”

The mare only continued to look around fearfully. 

Come on, don’t take all day. They’re coming! Caramel peeped into the corridor from the room that they were hiding in and hastily withdrew when he saw one of the black bug-ponies buzz into another room up ahead. He listened intently for the sound of anything approaching, and when he was certain that nothing was coming after them, he left his post and hurried over to the window where the six other wedding guests were milling about. 

After the ugly queen thing had knocked out Princess Celestia, most of the guests had scattered. Lucky and the rest of his friends had fled through a different corridor, and Caramel and his small group had so far been fortunate enough to avoid the swarm that had entered through the Great Hall’s windows. They’d avoided all the skirmishes between the guards and bugs at the exits, but they now had nowhere else to go. Except out the window.

This is crazy. What did that thing do to Shining Armour? 

If the Princess and the Captain of the Royal Guard had fallen to her so easily, regular ponies like him and Sash stood no chance. And they weren’t going to stick around to find out what happens after that. Best to leave the fighting to the professionals. Caramel shouldered his way past the others and placed both fore-hooves on the sill. Looking back at them, he said, “Fine, I’ll go first; she knows what she’s doing.” He then clambered up to stand precariously on the edge.

Sash hovered close and grabbed him with both forelegs. He felt a split-second of vertigo as she pulled him over the edge and reflexively hugged her tight as his hind legs dangled over empty space. 

“Not so tight—need to breathe,” she cautioned.

He relaxed a bit. Looking over Sash’s shoulder and past her flapping wings, he could see the chaos spreading in the city below. Black clusters of changelings were swarming through the streets, clashing with packs of gold and white guards. Regular ponies were running everywhere in confusion. He could hear screams rising up from below, along with the sounds of brawling.

“Okay, I’m taking him down and coming back in twenty seconds, so you guys had better form a line real quick,” Sash instructed those still inside. “The longer you take to decide, the greater the chance one of those things is going to find you. See you in a bit!”

With that said, Sash went into a rapid, tight spiral down to the streets. The wind whistled in his ears and tousled his mane as the ground drew closer. But just before they landed, Sash suddenly gasped, and he felt her pulse quicken to an alarming pace. She dropped him, but they were close enough to the ground that he was only lightly bruised after landing and rolling to disperse his momentum. Sash herself tumbled into a wide stance, wings twitching. She looked like she was trying not to snarl or something; her teeth were showing and her nose was half-wrinkled.

“Uh, Sash? Are you okay?” he asked, hesitantly tapping her shoulder.

Upon contact, she started rather violently and shook her head, taking in slow, deep breaths. For a moment, Caramel thought something was off about the colour of her eyes, but then she blinked and he saw that they were their usual amber. 

That’s weird... “What on earth was that?”

She rubbed her forehead and said, “Nothing. I’ve got to get the others down. Go hide and wait.” And she took off without another word.

“Hurry!” he called up, and mentally berated himself for being stupid. The last thing they needed was a shout drawing attention to them. So he made a quick dash to the shop-house nearby and hid in its back alley. 

When Sash brought down her next passenger, he quickly caught her attention with a short, sharp whistle and beckoned them over. Sash nudged her stallion passenger towards him and immediately flew up again for the next. The unicorn looked at him hesitantly, then shook his head and galloped down the street, heading straight for the nearest gate out of Canterlot.

Caramel couldn’t fault him for running away – he probably would’ve done the same if Sash wasn’t staying behind to help the others out of the palace. They longer they stayed in one place, the greater the chance of being found. The bugs were raining down into the city like shooting stars.

As it turned out, none of the others wanted to wait for Sash to finish ferrying everypony out either. Only the last one, an earth stallion whose name he vaguely remembered as Tinsel or something similar, actually chose to stick with them. Safety in numbers, and all that.

“What do we do now?” Caramel asked. They were partially obscured from the flying changelings by the shadows thrown over them by the two-storey shop, but it would do little good if any of them actually were on the ground. And given the way those things were crash-landing all over the city, it was probably only a matter of time before one landed nearby.

The sound of shattering glass was his answer. He turned and saw that one of the windows of the shop was lying scattered in a thousand pieces, and their companion had already leaped in.

“Come on!” Tinsel urged. “We can hide in the cellar until this all blows over. Give the guards time to do their jobs. The Elements of Harmony should be on their way!”

Caramel didn’t really like the idea of hiding, much less in a shop that they’d technically just broken into. But before he could answer, Sash zipped up to the roof and dropped back down almost immediately. 

“Probably a good idea,” she conceded as she shooed Caramel into the building. “There’s way too many of them around town now. We’d be seen if we tried to make a run for it.”

“And if they come in for us? We’d be trapped.” Caramel nudged the shards of broken glass at his hooves. “And… we’ve kind of already marked the building for them.”

“Do what you want. I’m hiding,” Tinsel announced, and he disappeared down into the shop’s cellar.

Caramel looked at Sash. She seemed as bewildered as he was.

“You know, if you flew fast enough you could just—”

Sash frowned and swept aside his suggestion with a quick flick of her wing. “Shush! Don’t even finish that. We’re getting out of this together or not at all.”

Her tone left no room for argument, no matter how much he would have liked her to get to safety first. And a changeling crashing into the street just a block away convinced him that they were pretty much out of options. So they both followed their companion down the cold steps and into the dark. 

The minutes ticked by as they huddled together in the darkness. They could hear the screams and clashes outside. Eventually, the sounds became less frequent, but louder. They were coming closer. When Caramel had estimated that roughly half an hour had passed since their escape from the palace, he heard the sound of crunching glass. 

Guess it was just a matter of time.

He felt an unnerving tingle creep up his spine. They’d not barricaded the door for fear of being sealed in complete darkness, but now that decision was starting to seem like a big mistake. Hoofsteps thumped on the floorboards as the creature explored the deserted shop. The unlocked door would be a dead giveaway.

The three of them shuffled behind the boxes and other odds and ends that were stored below. From the sounds above, the changeling seemed to be alone. Jumping on it and incapacitating it before it could get help would probably be the best thing to do. So they waited. The wooden steps creaked as the changeling trotted down. Caramel didn’t dare peep out, but he knew exactly when they needed to make their move. His heart pounded in his chest as he anxiously fiddled with the dusty rags he’d found lying on top of the boxes.

As soon as its hooves clopped on the stone floor, he shouted, “Now!” and leaped out of cover and charged the same time as Sash and Tinsel did. The changeling screeched in surprise as all three of them fell upon it like a pack of wolves. Sash leaped and tackled it whilst Caramel and Tinsel rushed to restrain its hooves. He grunted and narrowed his eyes as its wings buzzed in his face. When its horn glowed green, Sash quickly slapped it with a hoof to make the spell fizzle out and promptly sat on top of its chest to stop it from getting up. It hissed angrily, and Caramel quickly brought some of the rags he’d found and gagged it. Sash and Tinsel worked on binding its legs and wings, and once it was trussed up good and proper, they headed up and shut it in the cellar.

“What now?” he asked just before they stepped out.

Sash hopped out and took to the air, disappearing from view. A few seconds later, she came back down and said, “I can see farther. I’ll try to find us a clear path to the gate.”

“Lead on, ma’am,” said Tinsel.

No sooner had they left the building than a pair of changelings came galloping round the shop’s corner. Their buzzing and chitters stopped when they saw them. They seemed rather surprised, and it took Caramel a moment to realise that they were looking rather intently at Sash as she stood between them and him. 

One of them gave a chirp that sounded almost like a question.

What they hay is going on?

“Caramel, run!” Sash hissed. 

Before he could process what was said, she’d already charged and rammed into the nearest of the two changelings. He heard Tinsel whirl round and gallop off. The second changeling seemed stunned by Sash’s boldness as it watched her grapple with its companion on the pavement, but soon turned its attention to Caramel instead. It bared its fangs and hissed.

Not good!

Caramel was just only able to twist aside to avoid its lunge, and was grazed on his shoulder by one of its legs as it went past him. It left a wad of sticky green stuff on his coat. He tried to buck the creature, but his aim was wild and he only succeeded in setting himself up for another attack. The thing came at him from the side with frightening speed and tackled him to the ground. 

With all his breath knocked out of him, he was barely able to put up a fight. The changeling smeared on him more of the green stuff that came oozing out of the holes in its legs, and it felt like he was being covered in cold, sticky syrup. It made a mistake, though. He did manage roll onto his back and get his hind hooves under the creature’s belly at one point, and quickly bucked it off. But when he tried to rise, he found that the green stuff had stuck fast to the ground. It stretched a bit, but quickly snapped back to its original shape and held him fast. A second later, the changeling came back, grinning.

“What did we ever do to you?” he cried out in panic. 

It didn’t answer. Instead, there was a bright flash of green light behind it, followed by a shriek and the sound of shattering glass. The changeling standing over him whirled around…

“Get away from him!” he heard Sash bellow.

There was another blinding green blast, and the changeling sailed right over him. He heard a crunchy smack as it collided with a building. Though he was plastered to the cobblestones, he managed to turn his head just enough to see it peel off the wall and collapse to the ground with a dazed expression on its face, wings twitching feebly. It had left an outline of its body on the scorched wall.

“Are you… okay?” Sash panted. She was standing over him, and there were several cuts and bruises on her body. But that wasn’t Caramel’s main concern. He blinked once. Then twice. Then twice again for good measure. Sash had a horn, and it was still glowing green. And it wasn’t turquoise like her coat—it was black, curved and sharp.

“Uh, Sash…” He had absolutely no idea how to begin.

She shifted uncomfortably and sighed. “Yeah, I’ve got a bit of explaining to do. Can I ask you to wait until we’re at least out—”

A whooshing sound cut her off. He turned and saw a bright, pinkish-purple globe rapidly expanding outward from the palace. It only took a few seconds to reach them, and Caramel felt it wash over him like a warm shower. He also heard what sounded like somepony getting smacked in the face with a rolled-up newspaper and a muted yelp of surprise. Once the purple globe had expanded until it had exceeded the size of the city, it dissipated into thin air. Caramel found that the sticky gunk holding him had shrivelled up and crumbled away, and he was free to move again.

He could hear cheering in streets as ponies pranced around in joy, having been freed from their bonds just like he’d been. When he looked up, the sky was absolutely clear. The vicious changelings were all gone. 

And so was Sassaflash.



*   *   *   *   *




Fourteen days before Integration…



It turned out that changelings could function for a remarkably long time without sleep. Skipping out on it for four days straight was unpleasant for Caramel, but he could still go about his daily routine without shambling around and moaning like a zombie. He actually wanted to do just that, though it was entirely for different reasons. 

Joining the changelings had a far heavier price than he’d anticipated. He might have been able to fool himself for a while into thinking of it as some adventure straight out of a Daring Do novel, where all sorts of crazy stuff happened but nopony got seriously hurt in the end. But now, he was neck-deep in this mess and he couldn’t see any way out of it short of starting a rebellion. Which, given what he’d experienced in his recent attempt to disobey Chrysalis, was going to be a ridiculously stupid idea. And to top it all off, at least one of the Princesses was aware of the situation. That was the main reason he was avoiding sleep.

She’ll be waiting for me…

Caramel was afraid. Afraid of what Princess Luna might think of him if he told her the truth. And lying was out of the question. He wasn’t sure if that was possible in a dream, or if she’d be able to see right through him if he tried. Would she hold him responsible for what had happened to Lucky and the others? After all, it was starting to look like they’d come out here only because they were looking for him. And instead of freeing them, he’d actually leeched on Lucky. And that was before adding the fact that he looked like some ugly cross between a pony and a bug. 

And he knew that they were just excuses. One way or another, he would need to sleep soon, and the Princess of the Night would find him. It was like trying to hide from Miss Cheerilee after doing something that he knew was wrong. The longer he waited, the more cross she would be with him, and the less he wanted to fess up. 

Argh! He wanted to shout in frustration, but kept his mouth shut to avoid disturbing his neighbours. The resting period for this cycle wasn’t over yet. Slowly, he settled back into the blankness that he’d grown accustomed to in the past few days. It was a kind of dormancy that wasn’t quite sleep, but it still allowed him to feel some measure of rest. It was like daydreaming, without the thinking bit, and it made time pass faster. One moment he’d be lying on the ground, staring blankly into the darkness, and the next he’d realise that a substantial amount of time had gone by.

A small nudge shook him out of his dormancy. Caramel blinked and found Sash waving a hoof in his face. 

“Caramel, I’m getting really worried about you. Are you zoning out like this every day?” she asked.

He sat up and rubbed his eyes. Now that he’d thought of it, he remembered seeing Sash trotting over to him and asking him something, but he’d simply not responded at the time. “I’m fine,” he said. “I just had a long day.”

Sash crossed her holey forelegs. “Yeah, I’m not buying that. Remember what I said about not beating yourself up too much over what happened? Well, I hate to say it, but you’re being way too hard on yourself right now. And…” She peered at him closely, “—are you losing sleep? You look a mess.”

“I’m okay, really,” he lied. 

Sash gave him a look. 

Caramel kept eye contact for a few moments, but eventually wilted under the gaze of her unblinking eyes. “All right, fine—I’m not okay. Are you happy now?”

“Talk to me, then. Don’t let it eat you up from the inside. I know you’ve been avoiding everyone—”

“Hey, I’m not avoiding anyone,” he interrupted, “Where I work and sleep is no secret, and I’ve not changed my schedule.”

Sash frowned. “Not the point—you’re not talking to anyone. And by that I mean dealing with what’s happening. It looks like you’re just trying to sweep everything under the rug and hoping that it will go away if nopony mentions it.”

Caramel raised a hoof to stall her. They were already starting to raise their voices. “Can we please take this somewhere else?” He nodded towards the changelings hanging from the ceiling nearby. “These guys are still sleeping, you know.”

She shrugged. “Lead the way.”

Caramel led her through the tunnels, only paying half his attention to where he was going. After a while, he realised that he’d gone to one of the water reservoirs. Must be thirsty. Wordlessly, he climbed down to the water mark and drank several mouthfuls. It was more than he needed, but he enjoyed the wetness in his mouth. There was more water than anyone needed at the moment, and most of it would seep into the rock before they could finish it, anyway.

After his long drink, he clambered back to the top of the pit and sat on the edge. Sash settled down next to him, and all was quiet for the next few minutes, save for the endless dripping of water from the ceiling directly above the reservoir. 

“What do you think will happen if I went back to Ponyville like this?” he asked.

Sash opened her mouth to answer, but stalled for several seconds. After a while, she hesitantly said, “Caramel, I don’t think that’s a very healthy train of thought.”

“You told me to talk. That’s what I’m doing. I can’t stop thinking about what I could’ve done differently. What I should have done differently.”

Sassaflash frowned. She spoke slowly, as if she was choosing her words with great care. “If you ask me, I don’t think there’s much that you could’ve done to change how that turned out. I believe Chrysalis wants you to experience every part of life down here, and no matter what you did, it would eventually involve teaching you how to… feed. And, well… you know how hard it is to say no to her.”

“I could’ve fought harder—”

“Caramel, you were badly injured. The changeling part of you wouldn’t have let you pass on the best chance to heal your body, even if you managed refuse her. Between your new instincts and Mother’s force of will, anypony would have done the same in your place.” She then placed a hoof reassuringly on his shoulder. “The only ones I can think of who might’ve been able to resist are the Princesses and maybe the Bearers of the Elements, and you know that we can’t all be as strong as they are.” 

“But… Tibia mentioned that some changelings have refused to come back to the hive. How did they manage that?”

“It’s easier to disobey when you’re far from the hive. You, on the other hoof, were getting direct orders from the queen, face to face.”

Caramel fell silent. 

“It wasn’t your fault, and there’s nothing you could’ve done to avoid it.” Sash paused, then hesitantly added, “Unless you chose not to come here…”

No. Caramel turned to face her and held her with both forelegs. “Please don’t say that. After what I’ve seen, there’s no way I’m leaving you alone in this place. You’re my friend, you’re my special somepony, and I… I love you. I would do everything I can to make you happy.” He then winced and looked away. “Ugh, that came out really cheesy.”

“Doesn’t make it any less meaningful to me.” Sash leaned in and nuzzled him on the cheek. “I love you too, Caramel.”

And she really meant it. Caramel could feel her love pouring out like a river, and it was with some measure of guilt that he soaked it in. But there was an undercurrent of anxiety and guilt in her emotions as well, and he realised that Sash was hurting on the inside as well; she was just much better at hiding it. And here he was, being all mopey and useless when she seemed like she needed somepony to talk to as much as he did. She truly did feel bad for capturing Lucky and Cherry. 

Time to stop feeling sorry for yourself, mister.

He hugged her tight and whispered, “I’m sorry.”

“For what?”

“For what I said to you about our friends. I… don’t blame you for doing what you were ordered to. I’m sorry for acting like I’m the only one in here who’s having a hard time. I know that you wouldn’t hurt anypony by choice.” 

Sash’s ears drooped a bit as she looked away. After a moment of silence, she sighed and gave him a small smile. “Thanks. I think I needed that.”

They sat together in companionable silence after that. Caramel was content to simply be with her, even if they were only watching water drip into the pit. It reminded him of the times when they would sit atop the hill overlooking Ponyville and just while away the afternoon in the sun. For a moment, he could almost believe it to be exactly that.

After a while, Caramel realised that they weren’t the only ones in the reservoir. He twisted around when he heard a pair of voices arguing. They were coming from the single tunnel behind them, and he could see the shadows of their owners moving at the far end. One was significantly littler than the other.

“—told you, go back!”

That was definitely Rax’s voice. Caramel wasn’t surprised – he was practically his shadow at this point, so it made sense that he’d come looking for him after waking up. He was actually grateful that his friend and impromptu ‘supervisor’ was trying to give him some privacy instead of hovering closely when he was with Sash.

“Says you, not Mother. Where is he? Did he tell you to help him hide or something?”

Stickle? What’s he doing out of the hatchery?

“What’s with those two?” asked Sash.

He left her question hanging as he rose and trotted over to the two arguing changelings. Sash followed, and when he got to them, he saw that Rax had a hoof pressed down on Stickle’s tail, who was glaring at him stubbornly whilst trying to pull free. 

“What’re you guys doing here?” Caramel asked.

Stickle nipped Rax’s foreleg, eliciting a yelp of surprise from his elder sibling before breaking loose and leaping onto Caramel’s back. “You haven’t been around for ages—we’ve been waiting forever,” he complained. “You promised!”

Uh oh. Caramel remembered now. Between the rigorous training in Warrior Caste and the recent clash with the diamond dogs, he’d not had much of an opportunity to do much for the nymphs back in Keeper Caste. He grinned apologetically. “Sorry, buddy. I’ve been really busy. But remember that time when—”

Stickle bounced on his back impatiently. “Yeah, yeah. You came back and shared some love and all that. But you didn’t tell any stories. We want to hear more about Commander Hurricane or Captain Blizzard! Or you can tell us about what you did when you fought the diamond dogs!”

“Oh, sure, the pony gets to be the hero. As if he was the only one fighting…” Rax muttered.

“Why, are you jealous?” asked Stickle with a smug grin. “Mite and Pith think that the reason you follow him around everywhere is because you want to be more like him. You want to be his sidekick, don’t you?”

Rax’s left eye twitched. He trotted closer, and Caramel nervously took a step back. His friend looked quite ready to pounce on the little blabbermouth sitting on his back. 

When he was about a tail-length away, Rax stopped and narrowed his eyes at Stickle. “Oh, really? And no one told you little grubs that it’s because he needs someone to make sure he doesn’t do anything stupid? Or watch his back? He has terrible spatial awareness, you know. Heh heh.”

Thanks, buddy. You’re such a supportive guy...

Caramel felt Stickle prod the back of his neck with a hoof. “Come on; show him how wrong he is!”

This was rapidly getting out of hoof. Having the nymphs idolising ponies and him like that probably wouldn’t sit very well with Chrysalis when she found out. If she hadn’t already. Even if he didn’t have a psychopathic changeling for a queen who might disapprove, nothing good ever came out of that kind of hero worship. Even foals were sometimes told not to expect miracles from the Princesses. He just needed to figure out a way to placate both Stickle and Rax…

Sash chuckled. “You boys are cute when you’re arguing. Well, I’ll leave you to it—I’ve got work to do.” As she trotted past, she gave him a quick peck on the cheek. “See you later.”

Rax stared after her. “That’s just… eww.”

Caramel frowned. “I thought that’s kind of the job and goal of all changelings. Never seen anyone give a kiss before?”

His friend snorted. “Of course I have. But she meant it. It’s freaky.”

“I don’t see what’s wrong. That love looked delicious to me,” Stickle piped up. 

Caramel scratched his head. Apparently, for all his experience as a warrior, in pony terms, Rax was way behind in appreciating sincere affection simply because it existed and not because it was nourishing. 

On the plus side, though, it had served as a distraction. Caramel decided to make the most of it and steer the conversation away from their previous argument. 

“Stickle, did you sneak out of the hatchery?” he asked.

“Nope.” Stickle suddenly seemed very interested in inspecting the patterns of rock on the floor.

“Eye contact, grub. Don’t look away,” Rax advised. 

Caramel didn’t know whether he should be proud of Rax for acting like big brother or horrified at the fact that he was teaching Stickle how to be a better liar. Sure, lying was an important part of their feeding habits, but still…

“You should go back. The overseer would be worried about you,” he said, giving him a nudge towards the exit. “You’re not supposed to be down here, anyway.”

Boom.

Stickle resisted. “Wait, when are you coming to see us again?”

Boom.

“Maybe after sentry duty, okay?” Caramel said, frowning as he looked around.

“But—”

“Quiet!” Rax snapped, effectively silencing his little brother.

Now that nopony was speaking, Caramel became aware of a constant rumble, punctuated every now and then by a dull, booming sort of crash. It was a familiar sound—the movements of quarray eels deep below had always been audible from almost any part of the hive, to the point where he could pretty much filter out their comings and goings as typical background noise in his everyday life. But this time, the noise was near-constant and significantly louder. He turned to Rax, and his tense posture and urgent expression was all he needed to realise that this was the one, almost-forgotten thing that he’d been dreading since his transfer to Warrior Caste.

Now, of all times.

“Is that what I think it is?” Stickle asked.

“Yes, now get lost and let the grown-ups get to work,” Rax replied. 

His words had the opposite effect on Stickle, though, for he bounced on all fours and cried, “I want to see this!”

Caramel stepped in before things got out of hoof. “Stickle, I need you to go home now,” he urged, trying to keep his voice from quivering. “This isn’t something you’d want to see.”

Boom. This time, the ground trembled slightly. Water droplets rained from the ceiling.

Stickle was still inclined to be stubborn, though. “Come on, I’m already out here. Can’t I—”

Boom. Caramel remembered the sickening crunch when the diamond dog’s club struck Chitin’s head. He remembered the sight of claws slashing through carapace and flesh. He remembered the smears of blood on the ground. And that was probably only a fraction of what the sounds he was hearing now promised. That was not something he would wish on anypony, least of all his foster siblings. 

He rounded on Stickle and put on his sternest expression. “No. This is not a game. Get back to the hatchery and stay with the grown-ups.”

“But you are a grown-up!” 

“In the hatchery. Quit dawdling!”

Stickle opened his mouth to argue, but Caramel looked him in the eyes, fiercely shook his head and jabbed a hoof towards the exit. “That’s an order, Stickle. If you ever want to be a royal guard, you’d better learn to act like one!” he growled. 

He could feel a spark of hurt and resentment as Stickle gave him a reproachful look, but he knew that it was the right thing to do. After he was satisfied that he’d really gone and wasn’t trying to follow, Caramel turned to Rax and saw that he was already rushing off. He broke into a gallop after him as his mind wrestled with what he was hearing and what he’d been taught about quarray eels. 

Too close. There was an eel boring its way into the hive nearby, and it sounded like it was coming from above. He’d learned that most encounters were in the larger shafts below, which Builder Caste had sealed off with their mixture of rock and resin. It was easier for the eels to come up from there using the natural caves and shafts, whereas the earth surrounding the main parts of the hive was mostly solid rock. Mostly.

The rumbling got louder as they went higher, until they were almost level with the hatchery. Caramel and Rax were amongst the first from Warrior Caste to reach where the rumbling was loudest—a small, disused natural chamber which sloped and narrowed into a little fissure in the floor, into which a small stream of runoff from the surface was flowing. Every now and then, the water would bubble and spurt back out from the fissure as air was forced through, accompanied by a loud hiss and more rumbling from the earth. 

“What now?” he asked.

Rax took a few steps back. “Wait for the others.”

It didn’t take long for Overseer Skeehar and more of their caste-mates to arrive. There was only enough room in the chamber for eight or so changelings, even with half of them clinging to the walls or ceiling, so most of the reinforcements had to wait in the main tunnels.

“Alright, grubs, to your posts! You should know what to do by now!” Skeehar shouted as she barged to the front. The best magic users were always sent ahead to deter anything that tried to get through, and although Caramel was nowhere near as good with magic as some of his peers, he made up for it with his considerable reserves acquired from his relationship with Sassaflash. The others would wait outside the chamber, ready to jump into the fight if anything made it past them.

There was a thunderous crash as he took his spot on the ceiling, and everything shook. A guttural sound reached his ears—deep, resonant and hungry. 

A quarray eel. He’d always wanted to see those in Ghastly Gorge—from a safe distance. And now he was going to meet one practically face to face. It’s funny how life likes to grant your wishes in the worst possible way…

Another crash shook the chamber, and water violently jetted out of the crack, drenching Skeehar and a few others who happened to be in the way. No one moved as the rock groaned and cracks branched out from the natural fissure. Water began to pool in the chamber as the only flow out was blocked by the creature on the other side of the cracks.

“Fire up!” Skeehar growled.

Caramel dug into his reserves and prepared to convert it into heat energy, and stopped just short of releasing it. The entire chamber was bathed in green light as their horns glowed with the fire just waiting to be unleashed. There was another impact on the other side of the fissure, and the cracks spread. The earth trembled with the movement of the creature. It sounded massive.

Beads of sweat trickled down Caramel’s head as the rock broke into chunks and bulged upward, sending a forth a wave of water that lapped at the hooves of those standing on the ground. Then, the tone of the rumbling changed. It became less like rock being crushed and more like bricks grinding against each other. The bulging rubble suddenly sagged and crumbled, and several chunks of it fell into the darkness as water and air was sucked back into the now gaping hole. With no luminous growths in the freshly dug tunnel, it was impossible to see what lay beyond. 

“Wait for it to show its face!” Skeehar hissed.

Caramel suddenly realised that everything was quiet. There was no more rumbling—just the trickling of water, their breathing, and the steady hum of their readied spells. Somehow, that was even worse than the ominous rumbling. He knew that it was in there, it was just taking its sweet time to show itself. His nerves were already highly strung, and he could feel himself fidgeting in spite of his efforts to calmly wait as he’d been taught.

Knowing that the quarray eel was coming didn’t make it any less terrifying when it finally decided to attack. There was an explosion of dirt, rock and water, and as he raised a hoof to protect himself, he saw massive head burst into the chamber with blinding speed, jaws agape. He instantly released his blast of magic, and very nearly released his bladder’s contents as well. Unfortunately, fright had completely ruined his aim, and the blast struck plain rock.

Less unfortunately, though, the opening was still too narrow for the rest of the creature’s head, and its jaws snapped shut a full five tail-lengths away from them. Its eyes were yellow and relatively small, but they seemed to glow with predatory intelligence. It also had sharp fangs that protruded from its lower jaw, and Caramel had to stop himself from gagging when he breathed in the sour, earthy stench coming from its nostrils. 

“Now, blast it!” Skeehar shouted.

It snapped its eyes shut as a half dozen or so bolts of fire struck its face, and it snarled and thrashed violently to get itself unstuck. 

“Again!”

This time, Caramel’s aim was steady. Their fire struck it once more, and he saw the scorched remnants of scales peeling off from its face and snout. The narrow chamber shook as it wrenched its head free and rapidly slid back down into the darkness. He’d barely had enough time to sigh in relief when it surged up again, effectively shattering what was left of the barrier that was preventing it from entering the hive. 

Oh, hayseed.

“Fall back!” Skeehar bellowed.

The others obeyed and hastily scrambled back up the tunnel towards the hatchery. Since Caramel, Rax and another warrior were at the forefront with the overseer, they kept up a steady barrage of fire bolts on the eel as it slithered towards them like a giant snake. They kept moving backwards as it advanced, and had to leap back every now and then when the eel surged forward and snapped its jaws.

“Tchaak!” Rax swore when it nearly took his snout off.

“Persistent grub,” Skeehar agreed. 

They were steadily losing ground. In spite of the bleeding, smoking gashes on its snout and face, the eel just kept on coming, and their reserves of magic couldn’t last forever. If Caramel was already feeling the pinch, the others were almost certainly a few blasts away from running dry. One by one, their bolts grew feebler, until he and Skeehar were the only ones shooting. The eel took advantage of this, and they were forced back into the main tunnels where there was much more room for it to manoeuvre. It hissed and turned towards the tunnel leading into the hatchery.

It’s after the eggs, Caramel realised. Or the nymphs.

The wider tunnel did offer one advantage, though. The extra space meant that more changelings could engage the quarray, and that was exactly what Skeehar’s reserve fighters had been waiting for. They swarmed the eel, hacking and bashing it with weapons they’d seized from the diamond dogs and blasting it with fire whenever they managed to open a wound through its scales. Caramel continued to harry it with smaller, more economical blasts to its eyes which were meant to distract and irritate rather than do real harm. Running dry was the last thing he wanted to do, and besides, he was certain that Chrysalis was already on the way. 

Sure enough, moments later he felt his blood rise with repressed violence. The eel, however, was far from defeated. Caramel estimated its full length to be at least seventy feet, and it thrashed violently whenever the others got close enough to attack it with their weapons, whether natural or scavenged. That made it extremely dangerous for anyone to try to get through the sections of the tunnel that it was occupying—they had to get to its front or back through quick detours through adjacent or parallel tunnels. For the most part, Caramel remained at its front to attack its more vulnerable spots.

“Keep it away from the eggs!” Skeehar shouted. “Hold it off until the queen arrives!”

They obeyed by clustering around the tunnels that led to the hatchery, forming a living barricade that spat sticky saliva and fired bolts of magic if the eel got too close. It snarled at them, but kept its distance. Every now and then, it would lunge and snap at them, and as one they would leap back to avoid its jaws, only to beat it back with hooves, clubs and magic. The rest of the warriors would also be attacking it from behind, and it would eventually retreat a bit to deal with them. It was a stalemate.

At least, until Chrysalis arrives. Caramel had to grin at the prospect of the queen giving it a good thrashing. 

Then, a distant rumble caught his attention. It was coming from somewhere behind the eel. He could just glimpse the opening from which it had entered the hive, and his jaw dropped when he saw a second quarray slither in.

Oh, horse apples. Another one? His blood ran cold when he lost sight of it. The passage it had entered led upwards, which meant that it was heading to any one of three places: the fungus farms, the queen’s chamber, or the prison. And it didn’t take a genius to figure out which one it was probably most interested in.

Skeehar had seen it too. “After it! Keep it busy!” she roared at those harassing the first eel from behind. They quickly took off after it.

Lucky. Cherry Berry. I can’t stay here. 

Caramel took a step towards one of the parallel tunnels that would let him get past the eel and chase after the second one. He couldn’t just leave his helpless friends there, not when there was a bloodthirsty quarray lurking around. 

“What are you doing?” Rax hissed.

He turned and saw his friend’s suspicious frown. “Sorry. I can’t leave them,” he said, right before the eel lunged at them. 

Everyone leaped back to avoid its jaws, but Caramel dodged to the side and ran sideways along the wall towards the parallel tunnel. The eel swung its head to the side and chomped down, and he felt a sharp tug on his tail as he dashed away. When he looked back, he saw that the end of his tail had been bitten clean off. Luckily, changeling tails were close enough to ponies’ that it was painless, and he managed to scramble into the safety of the narrower passage without further harm.

“Get back here!” he heard Skeehar shout. At the same time, he felt a pressure descend on his mind. His running slowed, and he felt a surge of guilt and dread for daring to disobey his commanding officer. 

Oh, hayseed. She can do that too?

He gritted his teeth and stood still, resisting the urge to turn around. Then there came the all too familiar feeling that he was doing terrible things, like kicking colts and fillies aside because he wanted to get past them, or laughing at cripples and beggars. But at the same time, he realised that there was more at stake than his conscience. If the quarray got to the pods and managed to drag one all the way back to its nest, the kind of feeding that would ensue would be a lot less survivable than what changelings did to their captives. If he must trample on others to help protect those ponies, then so be it. 

May you bugs rot in the deepest dungeons for making me do this, he thought with bitter tears as he injured and abused imaginary ponies in his mind. In the real world, he took one step forward. Then another. And another. With each step, the guilt and urge to turn back increased, but so did his resolve to not abandon his friends. If Chrysalis thinks joining the hive means I must forget all about what makes me a pony, then she can go stuff it up—

A shout and a crash interrupted his train of thought, right before something collided with him from behind. After stumbling a bit, he turned and saw Rax panting by his side. 

“What’re you looking at? Move!” Rax hissed. 

Caramel complied, but with the compulsion still weighing heavily on him, he was too slow for his liking. That’s when Rax started hustling him along like a prisoner being led to the torture chamber. Whenever he stalled, his friend would shove and bully him along until he started moving with appreciable speed. But once he’d put some distance between himself and the overseer, he gradually regained his composure.

“You do realise that we’re going to get our flanks cooked for insubordination, right?” Rax asked as they followed the trail of the second quarray.

“Yeah. Isn’t it fun?” Caramel deadpanned. 

Rax snorted. “Wow, you pick the best times to grow a sense of humour.”

“Bite me.”

Shouts and screeching became audible as they approached the captive chamber. The earth rumbled, and a large shadow loomed at the last bend in the tunnel. If Caramel had ever wondered what standing in front of a train was like, he wouldn’t have been disappointed. He froze when he saw the massive eel surging towards him, and if it hadn’t been for Rax’s biting him on the mane and yanking him aside, he might’ve been squashed flat by its bulk and momentum. He pressed himself against the tunnel wall—there was just enough space in there that the quarray could go past them without grinding them to mushy bits against the rock, so long as it didn’t decide to throw its weight to the side or anything like that. 

But just before it passed them, Caramel realised that the eel had two pods in tow, their torn ‘stalks’ firmly in its jaws as they bounced against the floor. That’s when he saw red. He broke into an all-out gallop after the quarray, with his heart pounding and his horn blazing with energy. He didn’t know if it was the combat pheromones finally getting to him, or it was because of the sight of two ponies being dragged to their doom—he only knew that this time, he would not fail anypony.

A second later, he heard the voices of other changelings from behind as the eel’s pursuers caught up. 

Sassaflash was apparently amongst them. “Just let it go!” she shouted. 

“Are you crazy?” he yelled without looking back. “They’re going to die!”

“There’s nothing we can do!”

No. You’re wrong! Caramel fired an intense blast at the fleeing eel and sheared off part of the fin on its spine, eliciting a pained snarl from it. He fired again and made a smoking gash on its side. He blinked furiously as bits of ash, burnt scale and foul smoke got into his eyes. But it wasn’t enough to stop the eel. In fact, his attacks only seemed to make it go faster.

No!

The tunnel was wide enough to grant him a view of what lay ahead even with the quarray directly in front of him, and he saw that the eel was heading straight for the chamber that it had come from. The first eel was already slithering away to freedom, being pelted by small bursts of magic from Skeehar’s group. One had escaped, another was about to. In his panic, Caramel tried to grab the quarray by the tail and quickly found that no amount of desperation was going to grant him the kind of power needed to stop several thousand pounds’ worth of predator in its tracks. 

Come on, think of something…

He could vaguely hear the shouts of the others, telling him to forget about the quarray, that there was nothing he could do, that he should just let it go. Or something along those lines. He ignored them. There was a way. There had to be! 

Caramel channelled as much of his reserves as he could, shaping it into kinetic force rather than heat. If he couldn’t stop the eel, he could at least divert it to buy some time for the others to overpower it. 

Please don’t miss, please don’t miss…

His blast went right over the quarray’s back, inches from its highest dorsal fin, and struck the ceiling of the exit tunnel. The explosion sent a shockwave and debris, dust and water from the point of impact, revealing large cracks in the rock. It was enough to make the quarray stop in surprise, but not quite enough to effectively block its escape. In the moment it hesitated, Caramel skidded to a halt and crudely grasped at the cracks in the ceiling with his magic. He ground his teeth as he poured whatever he had left into shifting the chunks loose from the ceiling, shifting pressure into every weak spot he could find in the rock. An ache built up inside his skull as an odd vibration rang in his ears, and it took him a moment to realise that it was his own voice—he was screaming with the effort. 

Then, one by one, boulders fell from the ceiling and crashed to the floor, their thunderous impacts pulverising loose debris and sending shards and flakes in every direction. When the last pebble had fallen, the tunnel was clogged up by a mound of debris, with only a tiny space at the top. The quarray hissed in frustration and tried to bulldoze its way through, but only succeeded in getting its snout stuck in the opening. It dropped the pods and stuck its head in again, twisting and thrashing wildly. Slowly, the rocks began to shift. It would only be a matter of time till it cleared enough to squeeze through.

Caramel whirled round and found a Rax and a whole group of other warriors and hunters standing behind, staring. 

“Come on, hurry before it breaks through!” he urged.

Most of them did little more than take a hesitant step forward. Meanwhile, the quarray had already shifted a quarter of the blockage.

“What’s wrong with you guys? Help me!” Caramel shouted. “It’s going to take those ponies away!” 

There was no time left to wait for them to wait. He had to move to save the two comatose ponies before the quarray picked them up again. After a taking a deep breath, he charged straight towards the eel. Then, he heard the thunder of hooves and buzz of wings, and his heart leapt when he saw other changelings following his lead. Sash and Rax were amongst them too. 

Unfortunately, the quarray took notice of them. It immediately abandoned its efforts to break through the blockage, snagged up both pods by their ends with its mouth and surged down another tunnel. It was heading down to the barracks, and from there it would probably find one of the shafts that led to the old city to make its escape. Doggedly, Caramel pursued it down the tunnel with the others close behind. Its wounds were finally slowing it down, but there was no way for them to effectively restrain it by physical means—attempting to latch onto its lashing tail would be a bad idea no matter how many of them there were, and the tunnel was too narrow for them to safely overtake it. 

Their opportunity came when the tunnel’s incline became vertical and opened up into the large cavern beneath the dwellings of Warrior Caste. The same one where he’d gotten a taste of the combat pheromones. The quarray slid out and fell the whole five storeys’ worth of distance between the opening and the cavern floor, and there was a bone-breaking crunch when it struck the bottom. Green fluid splattered in every direction, and it took him a moment to realise that one of the pods had burst from the impact. The quarray itself appeared stunned by the fall, as it groggily turned its head this way and that.

Caramel saw the whole scene below as he and they others fanned out from the tunnel exit, hovering from a safe height as they waited for everyone to get into place. 

“Wait,” he cautioned, lifting a hoof in emphasis. He could see the pony from the ruptured pod right next to the eel’s head, and he did not want to risk getting him or her crushed if the quarray decided to put up a struggle.

There has to be a way to get it to leave them...

Unfortunately, the eel decided it for them. It abandoned the ruptured pod and began to slither off with its lone prize still in its jaws. 

“Now!” Caramel shouted, and everyone streaked down towards the beast. At the same time, he heard Sassaflash directing a few others to go and tend to the freed pony to make sure that everything was okay.

They fell upon the quarray like ants on a caterpillar. In the openness of the large cavern, their numbers were finally an advantage. It could thrash about all it liked—there was plenty of space for them to manoeuvre, and unless they got sloppy and allowed it to roll over them, the risk of getting crushed was much lower. They only had to worry about its jaws and lashing tail, so most of them chose to land on its midsection and wreak havoc with their hooves and magical fire. Caramel found one of the gashes on its back where the scales had been seared away, and dug the notched edge of his hoof into directly into the wound. Others who had magic began to burn and prize away weakened scales, enabling their partners to attack the more vulnerable flesh beneath. 

The quarray roared in pain and thrashed wildly, and they broke away and took to the air whenever it attempted to roll and crush them. Still, it kept fleeing, and as it drew closer to one of the tunnels without showing any signs of giving up its victim, Caramel put on a burst of speed, flew ahead of it and started flinging resin from his glands right into its eyes. Most of his shots missed, but one or two globs got into its eye and nostrils, and it shook its head violently in an effort to remove the offending stuff. The pod bounced forcefully, but it didn’t burst and its stalk remained intact. And the quarray was still heading towards the tunnel. 

Does it even use its eyes? How the heck does it know where to go?

The hole in the ground ahead loomed wider and wider. Too close. The quarray was going to get away. He had to free the pony now.

Caramel flew in close and hovered tantalisingly in front of its face. It was a really stupid move, but he had no choice left. At the back of his mind, he was dimly aware of Rax shouting something at him. 

Unfortunately, the quarray didn’t take the bait. It made no attempt to bite him, else it would’ve lost the pod. Caramel mentally snarled in frustration and landed directly on its snout. That provoked a reaction. The eel thrashed its head, but he held on tight and fought the onset of dizziness. When it stopped, he clambered to the side of its jaw and tried to burn through the stalk of the pod with magic. He only succeeded in giving himself a headache—his reserves were dry. He then spat on his hoof and rubbed it vigorously against the stalk. His saliva partially dissolved the dried resin and softened it a bit, but there was no time left. They were practically upon the exit tunnel. So he snagged the sharp edge of one of the holes in his foreleg on the stalk. It took a frantic second of working it back and forth, but the rubbery thing finally snapped and the pod bounced away. 

Job done, Caramel leaped into the air... and heard a loud snap just before bone-shattering agony exploded in his right hind leg. The quarray surged into the sloping tunnel as he hung helplessly, his leg firmly in its jaw and his back grinding against the ground. He screamed as his wings were shredded. But through the tears of pain, he saw Rax and another changeling flit close and land on the quarray’s head, just as he had done. The only difference was that they did it from behind, and had to be a lot more careful to avoid getting crushed against the tunnel ceiling.

He saw the dismay on Rax’s face when he took a look at his broken leg, and as his friend skittered over to the quarray’s face, he tried to shout at him, to tell him to just leave. Only an incoherent groan left his mouth. He saw the quarray’s eye swivel to glare at his friend, just before Rax gouged it with his horn. The eel roared in agony and jerked its entire head upwards, and Caramel heard a sickening crunch before he tumbled to the ground and bounced several times before coming to a screeching halt on his side. 

As he struggled to his hooves, he saw the quarray surge through a hole in the side of the tunnel—the one that opened to the old changeling city deep below. Shortly after, a dark shape tumbled down the sloping tunnel after it. 

No. Oh sweet Celestia, please, no...

There was blood everywhere. There were cracks all over Rax’s carapace, and his limbs were all bent at unnatural angles. His body rolled and slowed until it was right at the edge. Caramel limped after him, grinding his teeth against the agony in his hind leg and the searing pain in his tattered wings. 

One of Rax’s limbs dangled over the edge.

“No, hang on. Just hang on...” he pleaded. He was just only a few steps away...

Rax’s limp body shifted, and he fell just before Caramel reached out and missed.

A second later, panic set in his chest as he found himself slipping on Rax’s blood. He groped futilely as he too went over the edge. The wind roared in his ears for what seemed like a very long time. It was utterly dark—there were no luminous growths to provide light, and his horn was useless. Then, there was a tremendous splash, and the world became a muted storm of gurgles and rumbles.

Water. Flowing water. He vaguely remembered being told about the old city getting flooded during the rainy season. At the same time, he realised that he was going to drown if he didn’t act fast. He tried to tread water, but quickly found that changelings had a tendency to sink, what with their dense frames and holes in their legs. He was terrible at floating, and the current, though relatively slow, wasn’t doing him any favours.

Green lights flashed from above as he sank, and he made one last, desperate attempt to get back to the surface. Slowly, he ascended towards the light, not daring to release his breath for fear of losing what little buoyancy he had, even though his lungs were burning. With a final, agonised kick, he broke the surface. He gasped as two pairs of hooves grabbed at him, and he allowed himself to be lifted from the watery grave. He blinked when he recognised Sash as one of his rescuers.

“Wait...” he murmured. Looking down at the vast expanse of flowing water, he tried to pull her back, to get her to stop. “We need... to find him.”

“He’s gone, Caramel,” Sash said in a strained voice. “We’ll never find him in this. He probably didn’t even survive what the quarray did to him.”

No, there’s got to be a chance. He feebly shook his head. “Please,” he begged. He turned to his other rescuer and continued, “We have to try!”

The other changeling was silent.

“I’m sorry,” Sash replied.

Caramel was hurting all over. His hind leg was throbbing abominably, his shredded wings were wells of pain, and he was shivering from his dip in the frigid underground river. But on the inside, he was growing numb. 

It began when Sash carried him back up the tunnel, when he finally got a good look at the occupant of the pod that he had freed from the quarray. She was on old, decrepit earth pony, wrinkled and skeletal in appearance. Loose hairs were floating all around her like dead leaves in the wind. It was immediately apparent that she wouldn’t have long to live even if she were freed. 

When they got back into the cavern beneath the barracks, he found the pony from the ruptured pod to be similarly old. The featherless, balding pegasus was lying in a puddle of green fluid, drooling between slow, ragged breaths. He apparently didn’t have much time left, either. Queen Chrysalis and a few others was standing over the elderly pegasus, and when Caramel got close, she gave him a disappointed scowl.

“You should have listened,” she said. 

“I couldn’t just let them get taken,” he murmured. Deep down, he knew that it had been the right thing to do. He couldn’t have left them just because they were old! But at the same time, he couldn’t help feeling that it would have been better for everyone if he had simply let the quarray take them away. Rax was gone, and for what? To extend the life of two old ponies by a few weeks, maybe months, at the most? It was just… unfair.

“Where were you?” he retorted. “You could’ve beaten the quarray flat!”

“She was with us,” snapped one of the changelings nearby. Hunter Caste, from the looks of her. “The queen was healing those who got chewed up when that thing broke into the repository and stole two pods. We would’ve lost three instead of just one if she hadn’t stabilised them.”

“I let it escape because we could afford to,” Chrysalis explained. She gestured at the wheezing, half-conscious pegasus before her and added, “He doesn’t have much time left anyway. There wouldn’t have been much point in trying to get him back. As I said, you should have listened to your siblings when they warned you to let it go.”

“But… I couldn’t…” he whispered. “It’s not right—”

The elderly pegasus suddenly gasped, drawing everyone’s attention. He blinked several times, revealing eyes that had gone milky with age. “Cinnamon? Tarty? Have you been hiding Grandpa’s glasses again? Why… why are all the lights out?” he murmured in a wheezy voice.

“Because you’re free,” Chrysalis replied. 

The old pegasus didn’t seem to hear. “Children? Where are you?” he whispered.

Chrysalis’ horn glowed, and the entire puddle of fluid around the pegasus glowed. It flowed and coalesced around the old pony, until his entire body was engulfed. He stiffened and tried to flail about when it went into his mouth and nostrils, eyes widening in fear.

“Just breathe,” Chrysalis soothed. “Go back to your family. Sleep.”

Slowly, the pegasus calmed, until the only movement he made was the slow rise and fall of his chest as he breathed the fluid. The green aura brightened for a moment, and the surface of the fluid developed a glossy sheen as it hardened. When it was over, Chrysalis levitated the new pod over to the others, saying, “Take it back. And be careful, he’s fragile enough as he is.” 

Then, turning her attention Caramel, she sternly added, “Your kind of morality has a steep price in our world, and Thorax paid for your conscience with his life. I’ll leave it to you to decide if it was worth it.”



*   *   *   *   *



Nearly two hours later, Caramel was huddled up in the dead end of a disused tunnel. Everything had been a blurry haze since Sash had carried him back up into the hive. He hadn’t flinched when Skeehar gave him a verbal beat down for disobeying her orders, nor had he been able to answer her when she told him to speak up for his actions. He simply kept silent and took whatever abuse came his way, even when she became physical to provoke a reaction from him. Eventually, Skeehar had seen fit to temporarily discharge him from Warrior Caste. Then, like a homeless pony, he’d simply wandered around aimlessly until he’d found a dead end that was secluded from any activity in the hive.

At some time in the middle of the night cycle, he became aware that there were three other changelings in the tunnel with him. When he looked up, he recognised Mandible, Scritch and Chitin. Rax’s brood mates. 

“You couldn’t leave well enough alone, could you?” Mandible hissed.

Caramel didn’t answer. He couldn't.

Mandible shoved her muzzle in front of his and snarled, “Rax might have been an idiot, but he was still our brother.”

He averted his eyes, then grunted in pain when she slammed her hoof into his chest. Stars exploded in his vision when she followed up with a heavy back-hoof to the side of his jaw, knocking out a tooth. He fell flat onto the floor, gasping for breath.

“Useless grub,” she spat before getting up and kicking dirt in his face.

A moment later, he found Scritch leaning down by his side. “Sorry. We just need to get this out before we stop caring.”

What? For a moment, the oddity of that statement roused his mind from its stupor. What did he mean by that? But he had no chance to think further, as Scritch grabbed his mane, lifted his head up and then slammed it back onto the ground. Pain shot through his jaw and tongue, and he tasted blood. 

As he squeezed his eyes tight against the pain, he heard Scritch stalking off. Slowly, he opened his eyes, just in time to see Chitin fling a pebble at him, and it struck him squarely in the forehead. Though it was only a small stone, it hurt just as much as everything else when he sensed her bitterness and sorrow. 

They really do care for each other…

And that was when then he remembered Overseer Tibia’s words; “Changelings who fall in love don’t stay in love if their partner dies. It’s just how we are.”

Maybe it applied to siblings as well. Maybe that was why they spoke so casually about their dead when he was in the fungus farms, as if the only things they cared about their relatives was how to make the best use of their remains, as if they were little more than forgotten memories... Maybe that was why Rax’s closest siblings wanted to punish him before they stopped caring. How long would it take them to reach that stage? 

Dread formed like a rock in his stomach when he realised that the same might happen to him. Was that why he was feeling so numb? Up until that point, he’d not even shed a single tear over Rax. He just felt… hollow. 

“Caramel?” 

He looked up in surprise. Chitin was gone. Instead, it was Sash standing in front of him. When he didn’t voice a reply, she lay down next to him. For several minutes, all was silent. He kept his eyes down, but he could feel her concerned gaze on him. She didn’t speak, and she didn’t touch him either. But she was just close enough that he could lean on her, as if she was giving him the option if he wanted to. She was simply there for him.

His numbness was slowly giving way to… something else. Discomfort. Guilt, maybe. Even after all that had happened, Sash was still willing to keep him company. Was it because she had already gotten over the passing of her sibling? Or was it because she was just used to this sort of tragedy? The more he thought about it, the less he wanted to remain in the hive. Would they get over each other just as easily if the same happened to either of them? He didn’t know. The silence stretched on as his discomfort grew, and eventually, he could stand it no longer. 

“I want to go home…” he blubbered past his swollen tongue. 

“I… I understand.”

He looked up and saw her gazing sadly at him. She really meant it. 

“But I can’t come with you,” she continued.

“Why?” It came out like a pathetic whine.

“Where would we go? We’re changelings. Everypony is already on high alert. We can’t stay hidden forever.”

He shook his head. “I don’t know… we’ll think of something. Maybe—”

Sash placed a hoof on his foreleg. “I’m sorry. I love you, Caramel, but I love my brothers and sisters too. I… can’t leave them. Not after the invasion has left the whole hive in bad shape. We can’t afford to lose anyone right now.”

Her firm tone made it clear that she meant what she’d said. She wouldn’t leave the hive. Not even for him. Some primal part of him oozed resentment at that, but he regretted the thought almost immediately when he sensed that her love was very real. He could taste it. She was still cared for him. It was just that she cared for others as well, and she was willing to put their needs before hers and his. It was more pony-like than anything he’d exhibited since his coming to the hive. Now that he thought about it, no matter how much he tried to convince himself that had done it for her sake, deep down, his ‘chivalry’ was still self-serving in a way. He was the one who needed her. Not the other way around. She was so much stronger than him, and he now knew without a doubt that only one of them was capable of carrying on without the other.   

He slumped and hung his head. Maybe it was better for everyone if he’d never come to the hive. Then Sash wouldn’t have to waste her time looking after him instead of her real family. He squeezed his eyes shut as another thought occurred to him; And Rax would still be alive. 

A low moan escaped him as the guilt and heartache set in. His vision grew blurry as the tears began to flow. He lay flat on the ground and turned away from Sash, covering his face with his forelegs to hide himself from the world. 

“Caramel…” he heard her say. She sounded like she was going to cry as well, and it only made him feel more undeserving and pathetic for forcing her to share in his sorrow and guilt and shame.

“I’m so… so sorry,” he choked out between sobs. 

He heard a sniffle from Sash, and felt warmth as she held him gently like a mother comforting her foal. It was warmth and love that he did not deserve. He tried to pull away, but she did not let go. 

“It’s going to be okay,” she whispered, and he felt something drip onto his back. “We’ll pull through. You’ll see. Just hang in there.”

Eventually, he stopped trying to struggle and simply cried with her. 
	
	
	
> Chapter 10
> --------------------------------------------------------------------------


Four months before Integration…


The mixture of hay and potato slices sizzled in the pan. Caramel inhaled deeply and felt his stomach rumble in anticipation of dinner. He hadn’t felt this relaxed in a long time, enjoying the simple pleasure of cooking an evening meal.

Somepony knocked on his front door.

That was odd. He wasn’t expecting any visitors. Mom and Dad seldom showed up unannounced, and his friends were usually a lot more boisterous than the decidedly timid knock that he’d just only been able to make out over the sound of his sizzling meal. He took it off the fire and placed it in the oven instead, then trotted out into the living room.

Whoever it was knocked again, more urgently this time.

“Coming,” he called out. “Just hang on.”

After fumbling with the keys for a moment, he opened the door and said, “Hey there, good eveni—” The rest of his words died off when he recognised the pegasus standing outside. 

“Hello, Caramel.” Sassaflash smiled meekly. “May I come in?”

Oh hayseed, she’s back? What do I do, what do I do, what do I do? He recoiled in a panic from the storm roiling up from within. It was about seven weeks since he last saw her in the attack on Canterlot, and about two since he’d finally come to accept that he was never going to see her again. He remembered curling up in his bed like a madmare with a mental breakdown, struggling to come to terms with the fact that their relationship had been nothing more than what Twilight Sparkle called ‘a changeling’s natural feeding routine’ in her seminars. He’d only recently been able to push her out of his mind; why come back now, of all times?

His hind legs met some resistance, and he yelped when he found himself tripping over the coffee table. He landed on his haunches and stared as Sash let herself in and discreetly shut the door. 

Oh no. He knew that he should be calling for help. Guard patrols were now commonplace; a simple shout would bring a troop of them over in moments. She was definitely a changeling. They’d done a full census recently, and Sassaflash was amongst the group of ponies whose identities were totally made up. They were all either currently missing, or already captured by the royal guards. There was no record of a Sassaflash having lived anywhere; Shining Armour had made sure of that. 

Come on, just shout and they’ll take it away. Do it! 

But he couldn’t. Now that she was here, he couldn’t help but cling to the hope that maybe Sassaflash was real after all. That any second now, a couple of guards would trot in after her to announce that she’d been rescued from whatever place the doppelganger had hidden her in. That she really was the pony that he’d grown up with. That she’d only been captured sometime during the wedding and that he hadn’t spent most of his life with a fake. 

Nothing of the sort happened. Instead, the turquoise pegasus that was supposed to be Sassaflash simply sighed and said, “I’m sorry.”

“What?”

“I’m sorry for not telling you the truth.”

“About what?” He wanted to hear it specifically. No more doubts or second guesses.

Sash swallowed. Green flames ignited at her hooves, then seared their way upwards. They left her legs black, hard and holey as they went up, and eventually left her eyes blue throughout, along with a curved horn, translucent wings and a fin-like crest in place of her mane. She shifted nervously in her new form. “I’m really not a pony. But I think you’ve figured that out already. I just want you to know that there isn’t anyone named Sassaflash locked away somewhere. I made the name up and pretended to be a pegasus sixteen years ago.”

Caramel slumped. Guess it was too much to hope for. Then, he stared at the changeling. “So why are you telling me this?”

“I felt that I owed it to you, after all we’ve been through. This is what I really look like.” Her voice had gone all raspy.

He frowned. “Is that supposed to make me feel better? Because I don’t think it’s working.”

The changeling sighed and took a step forward. Caramel tensed and took a deep breath, ready to shout if she decided to attack.

She froze and said, “Caramel, please don’t scream. I’m only going to sit on the floor in front of you, that’s all.” She took another step forward and made a vague gesture with her hoof. “If you’d give me permission, that is.”

He nodded slowly, then belatedly thought, Not a smart move. “And I don’t scream,” he added indignantly.

“You did when you got your hoof stuck under Big Mac’s plough,” she said as she casually sat on her haunches in front of him.

“That doesn’t count. It’s a freaking plough, and he was still pulling it!” he protested. “Wait—how did you know that?”

The changeling’s brows shifted, giving the impression that she was rolling her eyes. It was hard to tell when she had no pupils. “I was there, duh.”

“Fine.” Caramel crossed his forelegs and grumbled. “So, was there something else you wanted to tell me?”

She paused few moments, thinking. As the seconds ticked by, Caramel noticed that her posture was exactly the same as Sash’s right down to the way she tapped her hoof on the floor absentmindedly whenever she was thinking. Eventually, she sighed and tentatively placed a hoof on his, saying, “There’s no way for me to say this without sounding like a bad romance story, so I’ll just say it. Yes, I’m a changeling through and through. I picked you as my target when we were in school, and I pretended to want to be your friend. I planned—”

“Seriously, this really isn’t making me feel better,” he interjected with a shake of his head, sliding his hoof away.

“Wait, just hear me out,” she pleaded. 

Caramel wanted to just get up and tell her to leave, but he couldn’t. Am I under a spell? He’d seen what the queen thing had done to Shining Armour. But Sash sounded really sorry. And she wasn’t using her disguise. It would’ve been so much easier for her to just pretend to be the ‘real’ Sassaflash after escaping from a bug nest or something. Revealing her true self seemed counterproductive, and if she meant to trick him into forgiving her and accepting her once more, she couldn’t possibly believe that he was that stupid, could she? 

Wait, isn’t that exactly what she’s doing? If she’s lying, I should really be insulted. If she’s not, I’ve got a bigger problem. How can I tell? Argh! 

He was starting to get a headache. But before he could think of an answer, Sash had apparently taken his silence for acquiescence. 

“I started liking you. And when we got older, I started—” she paused, apparently searching for the right word, “—um… really liking you.” Her eyes widened, as if she’d realised she’d said something stupid, and she growled in exasperation. “Ugh, it sounded a lot better when I was thinking about it. I mean, I started needing you. I loved you. I wanted—no, needed you to love me. Not because I was hungry. It was… something else.” Her eyes suddenly brightened. “Remember that night when you asked me to be your special somepony?”

“Uh huh…” he said cautiously.

Sash was smiling. “It made me feel happy. You made me feel happy. I knew you already had feelings for me, but when you said it freely, I… I just felt like I wanted to make you happy and be with you for the rest of my life. I would fight to protect you, I would—” She suddenly stopped, drew in a deep breath and sighed. Her smile disappeared. “You know, for somepony who feeds on love, I don’t know very much about it. I can’t even describe it properly. I can only say that what I felt was real. And I wanted to know that you loved me for who I was—that you would love me even if you knew what I was.”

“So why didn’t you tell me?” He asked because he didn’t want the silence to grow awkward. He already knew the answer. I wouldn’t have told me, either.

“I wanted to. But I chickened out every time.” She chuckled. “I mean, I know you. You would’ve freaked out.”

“And you don’t think I’m going to freak out now? I mean, come on!” Caramel threw his hooves up into the air. “You don’t know what I went through after Shining’s wedding. I thought you’d been replaced like the others!” He continued to let his voice rise, even though Sash was cringing. “And when they told me that there was no such pony as Sassaflash, I, I—aargh!” He stopped when he realise that his eyes were wet. Darn it, not now! 

“Caramel, I—”

He silenced her with a glare. “I thought you weren’t real. I thought that I’d been lied to for years.”

“They weren’t lies…” she whispered.

“Why should I believe you now?”

Sash’s ears drooped. Even her crest and wings seemed to wilt. She stared at the floor for several moments before finally saying, “You’re right, you shouldn’t.”

What? He stared at her.

“We can’t be a couple. It was stupid and selfish of me to come back.” She grimaced and made a frustrated noise. “I’m sorry. I shouldn’t have come here to stir up your feelings again. I told myself that I owed you the truth, but now I see that it was because I was just—” She suddenly got up and shuffled towards the door. “I’ll just be going now.”

In spite of himself, Caramel rose and said, “Where?”

“Home. Queen Chrysalis has gotten everyone organised again. Our orders are to go back to the hive.” She unlocked the door and pushed it open. A cold draft blew in, and she froze for a moment before shutting it. She then looked at him and gulped. “Caramel, I… I’m sorry.” He could see that her eyes were turning a darker shade of blue at the edges, almost the same way somepony’s eyes would turn red when they were crying, and her raspy voice sounded brittle, as if each word hurt. “I hope that you’ll find someone else who can be the special somepony that you deserve. It isn’t me, and I’m sorry for pretending that I was.”

He tried to say something, but the words stuck in his throat. 

Sash turned away, and green flames engulfed her body. A few seconds later, an unfamiliar, grey-coated mare stood in her place, and she pushed the door open once more. But just before she darted out, she turned back to him. Her pony eyes were tearing, and she murmured in her original voice, “Goodbye, Caramel. You won’t ever have to see me again.” 

Caramel didn’t know how long he’d been staring at the empty doorway for, but his house had already grown chilly by the time he realised it. He shivered and hurried to shut the door, then trudged back into the kitchen. His dinner had long since grown stale. He ate a few mouthfuls just to give himself something to do other than think. 

It didn’t work very well. 

Why did she have to come back? He wanted to just forget about her. Bury the memories deep and hope that he’d never have to dig them up again. But he couldn’t help listening to her voice in his mind; her last words left a terrible emptiness in his chest. A part of him was glad that she’d made it easy for him and just gone, but at the same time the rest of him couldn’t bear the thought that he was never going to see her again. It was like being tied to two trains going in opposite directions.

Was Sash telling the truth? Technically, their relationship could have been genuine on both sides; he just hadn’t been informed of her other ‘qualities’. If her feelings were false, then why had she sided with him during the Canterlot invasion? She had fought her own kind to keep him from getting caught. And she probably could’ve just taken the easy way and taken control of his mind just as the queen had done to Shining. Her actions currently leaned towards her telling the truth, and he was pretty sure that he was thinking rationally at the moment. 

Caramel suddenly realised that he was sitting on his haunches, slowly rocking back and forth and fiddling with his tail. Is this how you become a crazy pony? He released his tail and snorted derisively, then got onto his hooves and headed towards his room without even bothering to tidy up the kitchen or get himself cleaned up. He simply flopped onto the bed and lay still, wishing that things could just go back to the way they were before the invasion. But deep down, he knew that that was just wishful thinking. 

He was only dimly aware of the wetness on his pillow just before sleep took him.


* * * * *



Thirteen days before Integration…


Caramel could see Stickle at the far end of the cavern, desperately dashing towards him as fast as his little legs could go. His eyes were wide with fear as the ground trembled. There was a quarray not far behind him.

“Faster!” he shouted. He tried to gallop towards his little brother, but for some reason his legs felt like they were knee-deep in sticky mud. Each step was ponderously slow. 

Stickle spared a glance back and let loose a short, sharp screech of fear when the monster snapped its massive jaws. Caramel’s heart nearly stopped when the quarray’s teeth came together at the spot where Stickle had been a second ago. He’d dodged the bite, but the quarray was relentless. No matter how much he wove between and around the stalagmites on the floor, the massive creature simply bulldozed through them as if they were little more than cardboard.

“Help me!” Stickle cried.

What’s wrong with me? Caramel snarled in frustration as he struggled to get his legs to move faster than a slow trot. There was no way he was going to reach Stickle in time. Desperately, he whipped his head around, scanning the darkness in the cavern for someone, anyone, who could help. 

Meanwhile, the quarray was gaining on the nymph. A squeal of fright reminded him that time was running out. He had to—wait. Something on the edge of his vision caught his eye. He turned and saw a dark figure lurking in the shadows nearby. It was lankier than the typical pony, and its eyes seemed to have a soft, white glow. 

He paused to wave at the stranger, then pointed his hoof at Stickle and shouted, “Please, help him! I can’t get to him in time!”

The shadowy pony didn’t comply. It – no, it was a she – merely turned her head and gazed on as Stickle dodged another lunge from the quarray. 

Caramel felt a fire blaze to life in his chest at the pony’s nonchalant attitude. Somepony’s life was in danger, and she was simply going to watch? “What the hay is wrong with you? Do something!” he shouted half in desperation, half in anger. 

The pony still didn’t move. But then, Caramel heard a buzzing sound coming from behind. He had barely turned his head around when something dark streaked past him like a giant dragonfly. It took him a moment to realise who it was.

Rax!

He tried to catch up, but was still hindered by some unseen force. He could only watch as his friend flew in close and snatched Stickle up with his forehooves and spiral upwards into the empty space of the massive cavern. The quarray reared up like an angry snake and snapped at them, but they were already far out of its reach. It let loose a roar that shook the cavern, sending clouds of dust raining down as Rax and Stickle disappeared up a shaft in the ceiling. After watching the shaft for a while in silence, the quarray curled and rammed its head into the ground, creating an explosion of rock and dirt as it burrowed straight down. A moment later, there was nothing but a gaping hole in the earth. The cavern was empty, dark and silent.

Caramel sat on his haunches and sighed. That was close. 

A buzzing sound alerted him to the presence of another changeling, and he looked up just in time to see Rax land on all fours next to him. He was about to thank him for saving Stickle when his friend suddenly punched his shoulder. It wasn’t that hard, but it wasn’t a friendly one either.

“You were taking your sweet time back there,” Rax growled. 

“Sorry. I…” Caramel looked down at his legs and shook his head. “I don’t know what’s wrong with me. I couldn’t move.”

Rax had a scornful grin on his face. “Scared of a little eel?”

Caramel felt the denial right on the tip of his tongue, but stopped short. He was scared. Those quarray eels were dangerous, with all those sharp fangs and a massive yet fast body that could easily crush a pony in its path. 

“Yes. I am scared,” he admitted. “I remember…”

“Remember what?”

Caramel frowned and peered at Rax. His friend looked perfectly fine. “But, I thought you were…” An ill kind of coldness came over him, and he suddenly didn’t want to finish that sentence. 

Rax raised a brow. “What?”

Caramel looked at the ground and rubbed the back of his head. All he remembered a sickening crunch, and… 

Something plopped on the ground in front of him. It was a dark spatter of blue, and a pit opened up in his stomach. Slowly, he raised his eyes, and a shiver ran through him. Rax was bleeding from gashes and cracks in his carapace. A whimper escaped him when he tried to say something.

Rax raised a broken foreleg to look at it, and his quizzical expression disappeared. He then turned to Caramel, eyes wide with fear, and said, “What happened to me?”

Caramel shook his head. This isn’t happening. 

His friend suddenly made a gurgling sound and clutched his fractured chest before toppling over. He lay on the ground, choking and gasping for air. A moment later, he started coughing up water. 

No, no, no, no! Caramel knelt by his side, but was stumped as to what he was supposed to do. He didn’t know first aid, and nothing was making any sense! He remembered that—no. Rax was looking at him in bewilderment, as if Caramel was the one causing him pain. 

Oh, sweet Celestia, somepony please help me, he pleaded silently. Now that he remembered, he didn’t want to say it. The thought of telling Rax the truth had a weight of finality to it, that he could never take it back if he did.

“Enough,” said a female voice. 

Caramel felt something cold touch his shoulder. He yelped and whirled around, and saw the figure from earlier withdraw the hoof that she had placed on him. Normally, he would have liked to give her a piece of his mind for violating his personal space in such a startling manner, but Rax’s suffering took precedence. She might be able to help.

“My friend’s in bad shape,” he quickly said, beckoning her closer. “Can you—”

“Be still,” she simply replied. “None of this is what you think.”

“What are you talking about?” he cried, raising his voice and pointing a hoof where Rax lay. “He needs help, can’t you see—” he stopped short when he looked at the place where his friend had been. Rax was gone. 

What in the world…

“But, where is…” Caramel found his words trailing off. He scanned his surroundings and saw that the cavern had been replaced by a seemingly limitless expanse of darkness, with only a room-sized circle of rocky ground that was lit by some unseen source of light. There were no other discernible features aside from the mare standing in front of him. She was enshrouded in what looked like a seething cloud of shadow, but as he stared, the dark wisps receded, revealing a tall, graceful body that was a dark blue in colour. Eventually, the shadows shrank and warped until they were a purplish blue, dotted with tiny specks of light, waving in the air where her mane and tail were supposed to be. 

“It’s you. I’m dreaming again,” he murmured. Then, after a few seconds, he thought, Oh no, it’s Princess Luna. I fell asleep! 

Panic rose in his chest as he remembered that he’d been avoiding her for days since leeching on his pony friends. A dozen scenarios played in his mind; each punishment was more terrifying than the last. He flicked his eyes about, searching for an escape route, but there was nothing but sheer darkness around them. 

Maybe I could hide in that? It was worth a shot. He quickly twisted around and broke into a gallop, hearing the pounding of his hooves and his heart as he fled. After a moment, he risked a glance back, and yelped in fright when he saw the Princess of the Night barely a tail length behind him. She was standing completely still. He looked down and yelped again when he saw that although he was galloping like crazy, he somehow wasn’t moving an inch.

“Calm yourself and show some courage!” Princess Luna intoned. It wasn’t a shout, but it was far louder than any that he’d ever heard. He froze and toppled to the ground, and then tried to scoot away backwards on his haunches when she took a step towards him.

“I’m sorry—please don’t turn me into a two-headed owl!” he blurted in a voice that had gone a little high-pitched. 

Princess Luna frowned and tilted her head slightly. 

Her surprise was enough to shake him out of his panicked state. I have no idea where that came from… Blushing a little from the ridiculous remark, he tried to recover a little dignity by getting back onto all fours.

“You are Caramel, are you not?” she asked.

“Yeah, that’s me.”

Her frown only deepened. It didn’t take long for the silence to grow awkward. She was studying him as if he was a particularly interesting sculpture or something. Or bug. He didn’t like getting that sort of attention, but stood still and remained silent because she was a princess. The last thing he wanted was to make her mad when he suspected that she already had plenty of reason to be. Guilt and apprehension welled up when he realised that his feeding on the emotions of ponies wasn’t the only thing that could get him into trouble. It was also partly his fault that Rax had – he swallowed – been lost. Would she care about something like that? Or would she just shrug it off because his friend was a changeling? He suddenly didn’t want to keep silent any more. He had to know. He had to know if she thought so little of them. Maybe this was his chance to help smooth things over between ponies and changelings. Or at the very least – and he felt another pang of guilt for such a selfish thought – she might be able to help get him out of the hive. Everything had gone so wrong…

But before he could say anything, she pointed a hoof at him and said, “Speak again, please. It is difficult to understand you.”

“What… what do you want me to say?” he asked nervously. He did not like her stern expression.

“In Equestrian, Caramel. If it even is you.”

“But I am speaking—” he stopped as he listened to his own voice. He knew what he was saying, but the sounds were all wrong. There was too much clicking and chirping and rasping. “No, no, this isn’t right,” he muttered. His words were all messed up. 

Without thinking, he’d scratched the back of his head in puzzlement, but the rough edge of his hoof startled him. That felt wrong. He brought it to the front and felt his heart rate climb when he saw that his foreleg was black and riddled with holes. He craned his neck around and found a pair of translucent, blue wings on his back. He bit his lip and felt his fangs. Everything’s wrong. 

“No, no, no,” he muttered. “Not this much. It’s too far!”

Meanwhile, the Princess’ expression had softened, somewhat. She still seemed a little confused, but her sternness had been replaced by… concern? Pity? 

There wasn’t a trace of coat left on his body, and he could feel the jagged horn poking out of his forehead as a sure sign of his guilt. His blood ran cold when he looked at his flanks and found them completely bare. He had no cutie mark; he had crossed a line that nopony was meant to cross. He took a step towards Princess Luna, averting his eyes and keeping his head low in what he hoped was a submissive manner. 

“Please make it stop,” he pleaded. “I don’t want to be a changeling. I want to go home. I’m sorry I left!”

Princess Luna did not retreat or attack as he had feared, but she did not appear to have understood him either. She looked as if he had spoken Zebrican or some other obscure language. Or Vespid, his brain finally supplied. He groaned and hung his head, but looking at the ground suddenly gave him an idea. 

“Hang on, give me a second,” he said, lifting a hoof to forestall any further suspicion. Hurriedly, he dug his hoof into the ground and found to his relief that it was soft enough to trace words on. His hopes lifted, only to come crashing back down after he’d drawn a curved line and two straight ones. He was stumped; he couldn’t remember the alphabet! 

This time, his groan was more out of frustration than anything else. Oh, hayseed, what’s wrong with me? He tried writing again, but only came up with more gibberish. He turned to the Princess, raising a hoof in a silent plea for help.

She had grown wary. When she spoke, there was a hint of steel in her voice. “I will keep my questions simple. Just nod or shake your head.” She paused for a moment as if to gather her thoughts, then asked, “Are you Caramel?”

He shook his head. 

Wait—no!

He tried to nod, but his body simply refused to perform the right action.

“I see…” Princess Luna’s voice was neutral, but her expression was clearly drifting to the suspicious side. “Are you deliberately lying to me?”

Caramel nodded vigorously. What? He grabbed his head with both hooves and groaned. If he had any hair left, he would’ve torn it out. He couldn’t believe it; his whole body was betraying him! “No, I’m not lying to you!” he cried out. “Oh, hayseed, I don’t know, I—” He knelt before her. “Please, help me. I don’t know what to do!”

For a while, the Princess was silent. His heavy breathing sounded awfully loud in the empty darkness. Her expression was guarded again, and it was hard to tell whether she believed him or not. If she’d even understood a word he’d said. Eventually, she placed a hoof gently on his shoulder and gently said, “Your words are foreign to me, but I believe that there is more to your predicament than I can see. Whatever your reasons for joining them, you should know that there are ponies who miss you, and are waiting to welcome you home. I know not what those creatures have done to you, but rest assured that I still consider you my subject, my little pony. I believe that your heart is still in the right place.”

“Thanks…” he whispered. It was as much as he could have hoped for, given the situation. She believes me!

“Now, in order to—” she stopped midway when a tremor ran through their surroundings. 

Caramel tensed up when he heard the distant roar of a quarray eel and cast his eyes about, searching for any sign of its approach. The darkness beyond the patch of visible cave that they were in remained impenetrable, but as he looked on, he found that the details of the ground that they were standing on were growing indistinct and rippling, as if he was looking through cloudy water. He turned to the princess and realised that the same was happening to her.

Or is it just happening to me?

He glanced down and found that, aside from being a full changeling, his body wasn’t distorted like his surroundings. His relief was short-lived, as he suddenly recalled that he was supposed to be receiving instructions from Princess Luna. 

“Hang on Your Highness, you were saying something?” he asked.

Princess Luna said nothing. Her eyes were glowing white, and she was floating up into the air even though her wings weren’t flapping. Gale winds swirled at the edge of darkness around them, causing her mane to billow out. She seemed to grow darker as she rose, until he realised that it was because the source of illumination was directly behind her, up in the sky. The moon was massive; it grew and grew until it nearly filled his entire field of vision, and he gaped as the princess ascended to it, shrinking into a black speck before a vast circle of brilliant white. Too late, he realised that she had been speaking to him, but the words had been lost in the roar of the wind. The black shape flashed, and suddenly the moon had a shadow in the shape of a mare’s head on its surface.

And that was when the ground which he was standing on exploded. He was thrown upwards in a shower of rocks, and when gravity took over, he found himself plummeting into the gaping maw of a quarray eel. It was a bottomless purple hole rimmed with teeth and coated with slime. He opened his mouth, but couldn’t scream.


* * * * *


Caramel grunted and jerked to wakefulness, tasting dirt. He was lying on his side, and half of his face was squashed up against the ground. He blinked, then sighed in relief. Just a dream. He wasn’t getting eaten after all. 

As he waited for his thumping heart to calm down, he noted that his back was rather warm in contrast to the slight chill of the tunnel that he was in. He stiffened when something fell across the side of his belly, the memory of the quarray still fresh in his mind. Luckily, a quick and slightly panicked look told him that it was just a holey limb. Sash was sleeping behind his back, and she’d simply draped a leg over him. She was mumbling something in her sleep. Under normal circumstances, he would’ve liked to just cuddle up to her and leave it at that, but he was just too flustered and confused at the moment. Not to mention that he was sore all over from his recent exertions.

He must’ve cried himself to sleep after the quarray attack, and the vivid dream had brought forth a whole cartload of questions and concerns that he had no idea how to answer or deal with. It was a relief that he wasn’t eaten by the quarray eel, but it was also meant that meeting Rax again had been nothing more than a dream. His heart sank at the thought that he’d truly lost his friend.

Or have I? 

He had to be sure. There was absolutely no evidence for the idea that he was still alive save for the dream, but it had been so vivid that he had to try. He knew that getting his hopes up was stupid and only going to hurt later on, but… he needed to be sure. It was better than nothing. Probably.

Slowly, he eased away from Sash to avoid waking her. Sharp pain made him pause for a moment, and he winced when he saw that it was because the tattered remains of his wings were stuck to the ground, glued in place by dried blood. 

Are they supposed to grow back? He remembered something about moulting that Sash had mentioned once. He shook his head; it didn’t solve his problem anyway. He couldn’t reach with his hooves to help peel them off, he was fresh out of magic, and he wasn’t about to just pull away and hope for the best. But a light snore from Sash gave him an idea. He eased himself back to her, careful to avoid jostling his wings, then closed his eyes and reached out with his mind.

I’ll just pinch a bit, he thought. I’ll control myself this time. 

He found her sleeping consciousness easily enough, just like when he’d leeched on Lucky in the pod. Sash’s mind felt different from a pony’s. It was like the difference between walking in a living room and in a cellar. But that wasn’t important right now. He felt like a trespasser, and trespassers don’t wait around to enjoy the scenery. He quickly located the ‘clouds’ of her emotions in the dreamy world and paused when he saw the roiling clusters of darkness mingling with the brighter shades of colours. It looked like she was having a good dream, but it was apparent that there was uneasiness mixed in there as well. There could be a whole list of reasons for that, and he wondered just how many of those were because of him. It made him feel guilty again, but the hunger that was unique to changelings gnawing at the edges of his mind distracted him just enough to latch on and feed.

Her love and happiness was sweet, and it made him realise just how hungry he was. But at least he was able to stop, and it was much easier when there was no Chrysalis egging him on like the last time. 

When he was about to pull out, he paused to take one longing look at Sash’s emotions. Maybe taking just a little more wouldn’t hurt. After all, he was injured, and he needed to recover as quickly as possible. He sidled back…

Horse apples! 

Caramel had to wrench himself away when he felt his cuts and bruises mending. He’d already taken more than he’d planned! 

He opened his eyes and growled. So much for controlling yourself, idiot. He turned to look at Sash and was relieved to find that she was still sleeping. One wing was twitching a little, but she otherwise looked peaceful and was still caressing him with one leg. Phew. He was already feeling guilty enough without giving her bad dreams. 

Come on, slowly… Ouch. Even though magic made it a tad easier to peel his wings off of the ground, it still wasn’t exactly pleasant. But at least the rest of him was feeling much better already; his cuts and grazed hide were scabbing over, his tongue was less swollen, and his muscles weren’t constantly aching anymore. His wings didn’t look much better off, but he guessed that maybe they were supposed to be replaced when he moulted. He wasn’t sure if he could, though, given that the top of his back was still mostly covered in his tan coat. 

Sash didn’t wake and only mumbled something when he eased out of her gentle caress. After making sure that she was okay, he quietly trotted off, heading back down to the lower parts of the hive. 

It was easy enough getting back down; he only needed to follow the trail left by the quarray eel. Changelings from Builder Caste were already busy repairing the damage. No one paid him much attention, and he only received a few cursory glances from those he happened to pass in the tunnels. A few of them seemed inclined to be on the grouchy side, and he wondered whether it was because they knew that he was the one who’d played the hero and created extra work for them. 

Or maybe you need to get over it and stop thinking that everypony’s thinking about you, he scolded himself. 

There were about ten changelings guarding the tunnel to the old city. He saw Mandible and Scritch when he passed them, but they gave no indication of any strong feelings towards him one way or another. They simply regarded him with passing interest and allowed him to get by without any comment. He wasn’t sure what to think about that.

A stream of runoff water ran through the middle of the sloping tunnel, giving the impression of a sewer. He shivered when he saw the spot where Rax had been smashed against the ceiling—there was a spatter of dark blue with fragments of carapace, and the rock looked like it had cracked, too. 

Caramel tore his eyes away and continued down, until he reached the ledge where Rax had fallen off. He sat by the edge and peered down into the darkness of the abyss before him. It was too dark to make anything out, but he could hear the distant roar of the underground river below. 

What am I waiting for? 

For Rax to suddenly appear? It was just a dream. But it had felt so real that he simply couldn’t just discard the hope that maybe, just maybe, Rax was still alive out there. But as the minutes stretched on, the hope faded away. It was just a dream. Rax really was gone; he wasn’t coming back. And the final acknowledgement fell upon his heart like a millstone, dragging him into the depths. But he did not cry; he had no more tears to give.

Is this the part where I stop caring? 

The thought made him shiver. He didn’t want that to happen. He couldn’t let that happen. He felt partially responsible for what had happened to Rax, and to just shrug off any feelings on the matter like changelings were able to made him feel like a traitor. 

Chrysalis’ words came back to him, “Thorax paid for your conscience with his life. I’ll leave it to you to decide if it was worth it.”

And then he found himself frowning. 

Rax. Changeling. Warrior. Friend. Friends do not forget, he mentally recited, glancing out into the abyss. He allowed his gaze to linger for a while, and felt hope kindling in his chest. It was a foalish hope, and though he desperately wanted to cling to it like a drowning pony to a reed in a raging river, he tore his gaze away and shook his head. 

Rax isn’t coming back.

Wishful thinking was something that he could no longer afford. He still felt for the loss of his friend, and it still hurt to think about it. And he considered that a good thing. It meant that he wasn’t losing the connection that made friends and family special. He didn’t want it to become some business-like acquaintance that he only half-remembered with little to no feelings for one way or another, like what Tibia had described. At least, it appeared that he had been spared that for the time being. 

But he had to act quickly, just in case something like that was in store for him down the road.

The queen’s words rang in his mind once more. “Thorax paid for your conscience with his life. I’ll leave it to you to decide if it was worth it.”

And this time, he felt anger smouldering deep inside. They’re not chess pieces! He thought about all the friends and family he had, and what he would have done to save them if they’d been taken by the quarray. 

It wasn’t worth it; but I’d do it again.

If it had been Sassaflash or Lucky or any of the others, he would have risked his life to save them. If it had been Rax’s life in danger, or any of the nymphs, he would have done the same for them. And even though the two ponies he had saved were long past their time, they must have had friends and relatives who would’ve missed them too. He had no right to say that they were not worth saving just because they didn’t have as long to live as the others. Life was still precious, and he was sure that the Princesses would have agreed. 

He was just sorry that Rax was the one who had to pay the price. Caramel mourned him, but at the same time believed that his decision had been the right one. He wouldn’t have been able to live with himself if he’d allowed the quarray to get away without trying anything. His fault wasn’t in choosing to save the ponies—it was in being careless to the point where Rax needed to jump in and rescue him. The fault was squarely on his shoulders and not on what he believed in. He did not save those ponies just so they could dream the rest of their lives away, unaware of what was going on in the real world.

Caramel turned to look at his flank and saw the trio of blue horseshoes on the receding remnants of his coat, and remembered Princess Luna’s words: “I know not what those creatures have done to you, but rest assured that I still consider you my subject, my little pony. I believe that your heart is still in the right place.” 

He sighed, somehow feeling unworthy of the faith that the Princess of the Night had placed in him. But then he gritted his teeth, squared his shoulders and stomped a hoof on the ground. 

It was time for change. If the changelings wanted to treat ponies as if they were little more than cookie jars, then it was no wonder ponies didn’t like them very much. Not to mention the fact that many of them had been kidnapped for the express purpose of being kept as food sources. And the same went for ponies being deeply mistrustful, even towards the changelings in Queen Gossamer’s time. He already knew enough about changeling history to realise that there was plenty of blame to go around. Change had to start somewhere, and since he was stuck in the Hive with nowhere else to go…

Some part of him wondered whether coming to this conclusion meant that he had finally turned into the pragmatic changeling that he’d tried so hard to avoid becoming. If so, he was aware of the irony. If Chrysalis wanted him to change so much, then she was going to get it, all right. But it was probably not going to be on the terms she was expecting. 

“Chrysalis, it won’t matter how many holes I grow in my legs or how much magic I gain—you are not going to make me turn my back on what it means to be a pony,”he whispered.

“What was that?”

Yikes! He whirled around in a panic, overbalanced, and flailed as he felt himself going over the edge…

A dark shape rushed forward, wings buzzing, and then a pair of hooves grabbed his foreleg and pulled him back to safety.

“Sorry!” Sash yelped. “I thought I was far enough to not startle you!”

Caramel heaved a sigh of relief and leaned on her for support. “Forget it—it’s not your fault. I’m just, you know, off balance after all that’s happened.” He frowned slightly. “How long was I out for, anyway?”

“You slept for three cycles straight.” She winced when she glanced at his tattered wings. “Not long enough, if you ask me. You look like you need a vacation.”

Over twelve hours… It was ridiculously long by changeling standards. “And you were with me the whole time?”

“You were in bad shape. I couldn’t just leave you.”

His hoof instinctively went to his injuries. “Aren’t you going to get in trouble for skipping work on my account?”

Sash snorted. “Priorities, Caramel. Punctuality is pretty high on my list, but it’s not higher than you. And if my overseer has a problem with that, he can go stick his face into a dung heap.” 

Caramel blinked. That sounded a little… rebellious. It wasn’t that he was ungrateful or anything, but it still seemed a little unusual for her to so openly defy authority, especially considering the way changelings did things. Maybe she shouldn’t have—

No, no, stop that, he mentally scolded himself. She loves you. Don’t insult her. Don’t insult your relationship. She deserves better from you. 

“You’re spacing out again,” Sash commented. “What’s on your mind?”

There was a lot on his mind, but he decided that it probably wasn’t the best time to share everything with her, especially where Princess Luna was concerned. He wasn’t sure how she would react to that, or how the queen would if she found out from Sash. But there was something that was puzzling him, so he asked a question instead. 

“Sash, I was wondering. If you knew that it was going to be pointless trying to save the two ponies, then why did you help me? Why did everyone try to help me?”

She blinked. “Well... I’m not sure. It just sort of happened. I mean...” her voice trailed off for a bit. “I don’t know. When you yelled at us, it just felt wrong to not do something.” 

That sounds familiar…

She shook her head and regarded him with a frown. “You were right. Letting them go would’ve been better for the hive, but that doesn’t make it the right choice. And you sounded so... angry. You made me feel—”

“Guilty?” he finished for her.

“Huh. That’s one way of putting it. It was a little different, though. I don’t think I’ve really felt like that before.” 

Because you’re good at sticking to the rules... Caramel thought absentmindedly. This was unexpected. He’d have to test it out, but that could wait. He thought about what Princess Luna had said. And about what he was willing to do for his friends and family. 

There was something more important that he needed to tell Sash. And something that he needed to ask her, as well. 

“We can’t go on like this,” he murmured.

Sash’s ears perked up, and she looked at him in puzzlement. “What do you mean?”

Caramel waved a hoof in the general direction of the hive above them. “All of us. Changelings. Ponies. We can’t stay enemies like this.”

Her expression grew pensive. “But what are we supposed to do? We’ve tried everything. Even diplomacy, and that didn’t work.”

“Once,” he replied. “And once isn’t enough. Queen Gossamer might have tried that before, but that was a long time ago. Maybe it’s time for us to try instead. Princess Luna’s okay, and with Shining Armour and Twilight Sparkle in their positions, maybe there’s a chance. I mean, we’re practically buddies with the Captain of the Royal Guard whose sister is the Princess’ student. That’s got to count for something.” 

Sash shook her head. “I don’t know; I don’t think Chrysalis would be willing to give it a shot. We’re not in great shape, but we’re not so badly off that she would be desperate enough to try anything.” She then frowned and added, “And what do you know about Princess Luna, anyway?”

“Just a feeling.” Caramel grunted noncommittally. “Also, maybe I can change Chrysalis’ mind…”

“You’re not thinking of sabotage, are you?” Sash suddenly asked.

The thought had crossed his mind. If he could somehow free the captives and get them to the surface, or damage the next harvest of fungus, the lack of food might force the queen to consider other options. But he doubted he could do it with Chrysalis’ compulsion weighing so heavily on his mind. “Of course not.”

“Then…?” Her eyebrows were raised as she waited for his answer.

Caramel got onto his hooves and took a few steps back up the tunnel. “It’s about time I found a use for my big mouth. I’ll go talk to her.”

Sash blinked. Twice. “Seriously?”

He stopped short and snorted. Thanks for the vote of confidence. “Yeah, it’s not amazing, but I’ve got to start somewhere.”

“Sorry,” she soothed. “I mean, I’m sure she’ll hear you out, but I don’t think she’ll do anything. You’ve talked to her about this before. How will this time be any different?”

I’m going to have help.

He turned around and gazed into her pure blue eyes. Appearances aside, he knew that she had seen life through the eyes of a pony. He hated the thought of forcing her into such a position, but there was more at stake than both of them combined. “I can’t do this anymore. I can’t just sit by and leave everypony trapped in here.” He broke eye contact and sighed heavily to forestall Sash when she looked like she was about to interrupt, then continued, “I know you guys need em, but this whole mess isn’t fair to anyone!” He growled in frustration. 

When he turned back to Sash, he saw that she was still concerned, but she was listening. 

“Remember what you told me about pulling through this together?” he asked.

“Yes.”

“I can’t do this alone. We need to show everyone that there is a better way.”

“How?”

“Maybe it’s time to stop hiding. And all that kidnapping stuff, too. If we release the prisoners, the Princesses should be willing to help us out.”

Sash’s voice was growing incredulous. “How are we supposed to contact them? Even if we did, their guards would just throw us straight into the dungeon. What makes you so sure that the Princesses would just speak to us?”

I’ve already spoken to one of them. Sort of. “It’s still worth a shot.”

“And what if Chrysalis doesn’t listen to you? What if she forces you to do as she says like all the other times?” Sash pressed. “I don’t want to see you get hurt like that ever again.”

And she meant it. Caramel trembled as her love poured out to him. And he drank it in, love freely given. As he did so, he looked determinedly in the direction of the hive and flared his horn to life. It still hurt a little to use magic so soon after straining it to its limits, but the pain was easily bearable. Your love will give me strength. 

“She can try,” he growled. 

He felt a hoof on his shoulder. “Caramel, you’re scaring me. What’s gotten into you?”

He turned around and nuzzled her for a moment. Then, he broke contact and said, “I’m sorry for putting you into this position. But I can’t just leave things the way they are without trying.” He thought about Stickle and the other nymphs, and the world that they’d have to grow up in. “I’ve got to try to make things better for everyone. And that includes the hive as well; you guys are my family too.”

Sassaflash was watching him silently. She was guarding her emotions more carefully now, but he could still catch a little of the turmoil that she was going through. It would be unfair to make her decide there and then, and there would be no point in rushing her anyway. He needed to plan things out first, and he wanted her to be sure of whatever she decided. So he turned and started heading back to the hive. 

She didn’t follow. 


* * * * *


Chrysalis was busily poring over a dusty book, which shared a space on the stone worktable with several glass phials and jars filled with dark fluid, most of which were blemished, cracked or damaged in some way. The inner sanctum of her chamber smelled dank and volatile.

“What is it?” the queen snapped. She hadn’t bothered to stop her work when addressing him, but her irritable tone was enough to make him quit staring at the clutter of instruments. 

“Err…” he said, and then shut his mouth. Nice going, genius. You don’t even have a plan. He’d been so full of conviction that he’d not even considered how he was supposed to convince her to seek a truce with ponykind. He’d thought that it would just come to him, but now that he’d gained an audience from the queen, he was completely stumped.

Is this a side effect of feeding on lots of love? 

Maybe he was just being his careless self. Great, even with all the changes I’ve gone through, the one thing I get to keep is my stupid talent. He needed to think things through carefully. 

“Do try to say something useful within the next century, please,” Chrysalis drawled. “You’re wasting all the good air in my home. Also, your next shift should be starting soon.”

He spotted a way out and took it. “I’d like to request a transfer.”

“What?” Chrysalis actually stopped reading and turned to look at him. 

Caramel sighed. “I don’t think I’m cut out to be a soldier. I would like to work in with the keepers again, if that’s okay with you.”

She frowned at him. “I’ve spoken to your overseer. Skeehar’s not happy with the way you broke formation, but she thinks that you’re not hopeless, either. You’d still have a place in Warrior Caste.” She then looked him over and grinned. “And I can’t disagree with her. You’ve proven that you can fight when you’re properly motivated, and you look like you’ve just fed to heal some of your wounds. I’d say that you would make a good fighter once you learn to get rid of your… hindering sentiments.”

He ignored the compliment and pressed on. “Sorry. I’m not ready for that.” Come on, positive outlook. Don’t sound like a weakling. “I can do better in the hatchery. I know how to take care of the kids and feed them.”

“Hmm, very well.” Chrysalis turned back to her work. “You can tell Skeehar and Tibia yourself. Now get out.” 

Caramel beat a hasty retreat. But just before he left her chamber, he heard her muttering something. Then, there was a sharp flash of light on her table, followed by a sharp crackle and a sputtering sound. He heard her snort angrily. Whatever was causing her so much frustration, he was glad that it wasn’t him.


* * * * *


Things went as expected. Overseer Skeehar dismissed him without much comment aside from the snide remark about him being a bit too soft in the heart, and Tibia was quite amenable – almost happy, even – to have him back in her caste. What he hadn’t expected, though, was to be bowled over by a dozen or so nymphs when he entered their chamber. 

“Caramel, you’re back!” Stickle squealed.

He recognised Pith, Mite and all the others from Stickle’s brood as well, and laughed as they dog-piled him with squeaks and chirps of delight. There were also a couple of older ones whom he didn’t recognise, but they seemed keen on joining in the fun. Further back, he could see Overseer Tibia and several other keepers watching in amusement. 

“Story time!” Pith cried.

“Hey, hang on a minute!” he protested. “I just got back here. Who said anything about stories?”

“Because we know your weakness, dragon.” Stickle brandished a hoof as if it was a deadly weapon and said, “I have Captain Blizzard’s magical lance!” He then poked Caramel just below the ribs, eliciting a yelp of surprise. 

“Hey, wait—no fair! Ouch—careful with the bruises!” Caramel gasped between laughs as several others started tickling him as well. He turned to Tibia and half-shrieked, “A little help, please?”

The overseer smiled. “You’re on your own, hero. That’s what you get for joining Warrior and leaving me to take care of a bunch of nymphs clamouring for stories that almost no one else in the hive is able to tell.”

He was out of breath and his midriff was aching by the time the nymphs agreed to release him, and that was only after tedious negotiation on how many stories he owed them. And even though they’d caused him some pain when they’d tickled too close to his wounds and damaged wings, he was still grateful for the simple pleasure of spending time with kids, drowning out all thoughts of his problems. At least, for a little while. 

Gosh, I never knew how much I missed this.

“Okay, that’s enough. It’s feeding time,” Tibia announced.

Uh oh, Caramel thought as nearly all of the nymphs turned their attention to him. It made sense that they would; he’d recently fed well on Sash’s love and therefore was the most nourishing target at the moment.


* * * * *


It was cold. Caramel shivered as he trotted over the sand dune, leaving a trail of hoof prints on the purplish sand. The night sky overhead was black and starless, but the silvery-grey moon was absolutely massive. It was easily a hundred times larger than normal. 

I’m dreaming again.

He searched for Princess Luna, but scanning the desert from horizon to horizon proved fruitless. There was nothing but black shadows beyond the moonlit sand. He tried shouting out, wondering if he was violating some kind of ancient rule for making so much noise in such an eerily deserted landscape.

Dreamscape, he reminded himself. 

Princess Luna did not answer. If she was even present, that is. There was just sand, darkness, and the moon. Just then, the lighting flickered, and he thought he heard a gust of wind. But when he looked around, nothing had changed.

And then he looked up, and saw the flicker of a shadow on the moon’s bright surface. And then it whispered to him. He pricked his ears, but it did not help him very much. The moon whispered forbidden things to him. It promised answers to all of his questions, questions that he did not even know he had. For some reason, he knew all of this from whispers that weren’t even real words. And yet, he did not question it; he wanted to know more. Somehow, he knew that he had to seek the moon. He knew that it was waiting for him.

“Caramel?” a reedy voice called out.

Deafening silence followed. A few seconds later, a gust of wind blew up swirls of dust and sand from the dune, and as he turned to shield his eyes, he saw a little dark figure following his trail, leaving its own set of prints in the sand.

“Stickle?” he asked, blinking in surprise.

“What are you doing up there?” his little brother called out.

I’m not sure. Instead of answering, he cantered back down until he was by his side. Stickle seemed a little unsettled by their surroundings, and the first thing he wanted to do was to make sure that he was okay.

The moon had stopped whispering. The wind had ceased as well.

“You all right?” he asked Stickle.

Stickle’s eyes suddenly grew wide and his whole body stiffened.

Frowning, Caramel followed his frightened gaze and nearly jumped out of his skin when he saw a dark figure standing only about twenty tail-lengths away. After the moment of panic passed, he sighed in relief.

“It’s just Princess Luna,” he told Stickle. “She won’t hurt you.”

His little brother gulped.

Caramel waved at the princess, but his hoof faltered. Something was off about her. After looking at her for a while, he realised that her eyes were glowing a pure white, and save for her mane and tail billowing in the still air, she was completely still. She didn’t even appear to be breathing. She was only staring at them.

“Caramel, let’s get out of here,” Stickle whispered. He was shaking.

“We’ll be fine,” he assured. But he wasn’t so convinced, now. The princess wasn’t doing anything.

Stickle was clinging to his leg, trembling like a frightened foal.

What’s going on? It was just Princess Luna, for crying out loud! And yet, the longer he stared, the more unnatural she seemed. She was unnaturally thin, almost skeletal. And the surface of her coat crawled, like there were worms beneath her skin. But the worst part was her expressionless, thousand-yard stare that was aimed directly at him.

Move. Do something. Stop staring! But he couldn’t look away, and slowly, he felt fear sinking its teeth into him. His muscles stiffened, and his heart rate shot up. He could hear Stickle breathing heavily as well.

Then, without warning, the light in her eyes went out, revealing two pure black orbs where her eyes were supposed to be. And Caramel huddled with Stickle in terror as an unearthly scream filled the world and the darkness swallowed them whole.


* * * * *


Caramel blinked at the sudden warmth. He was lying on the floor with a dozen or so sleeping nymphs snuggling up to him. After a moment of confusion, he remembered that he’d conked out after feeding them from his reserves. I’m out of practice. Shouldn’t have let them drain me... 

He sighed in relief. Aside from his recovering wounds, rapidly thumping heart and a slight ache behind his eyes, he was relatively unharmed. 

Except maybe in my head. He was still a little shaken from the terror he’d felt when facing the Princess of the Night. He couldn’t explain why she’d been so frightening; she’d simply stirred up a primal kind of fear in him. Just for once, can’t we meet someplace that isn’t a nightmare for me? 

But at least it was over, and although he’d not gotten any real answers, the moon seemed to be a clue. He remembered its vague whispers. They had no meaning, yet they seemed important somehow. 

“Are all alicorns like that?” someone whispered.

Caramel glanced around and found Stickle curled tightly into a ball a little ways off. The others were still asleep, so he got up slowly and gently nudged them aside until he was next to his little brother. He sat down and placed a hoof on his back, then asked, “Are you okay? You’re shivering.”

Stickle relaxed a little at his touch and said, “That’s why ponies call her Nightmare Moon, isn’t it? She’s scary.”

“Wait a minute. How did you—were you in my dream?”

Stickle nodded. “I was still a bit hungry, and you were sleeping, and I thought that maybe I could try that thing that grown-ups do to get love from ponies.”

“Uh, wow.” Caramel was momentarily stumped. Stickle was a little young to have picked up dreamstalking. He felt a little proud of him. And a little worried at the same time. He’d seen Princess Luna, and if he told anyone… Caramel wasn’t sure if that was a good thing. The princess was pretty much his only contact to the surface, and there was no telling what Chrysalis might do if she found out. At the very least, he suspected she might attempt to block the princess out, if that was even possible. He didn’t want—

“Caramel?”

His train of thought crashed, and he realised that Stickle was huddled against his side, still shivering. He patted him gently on the back. “Sorry, did you say something? I got a little distracted.”

“Is this why we attacked Canterlot? Their princess is not very nice.”

“No, it isn’t. She’s just… unusual. I don’t think she meant to scare us.”

“How do you know? Maybe we should tell Mother.”

Uh oh. He racked his brain for a moment. “Well, she and her sister once saved the Crystal Empire from the tyranny of King Sombra. She can’t be that bad if she fought him to protect her subjects.”

Stickle frowned. “You’ve never told us this one before. Who’s King Sombra, and what’s so bad about him?”

Caramel smiled conspiratorially. “Tell you what; let’s keep this bad dream between us for the time being, okay? Go back to sleep first, and once everyone’s up, I’ll tell you the whole story.”

“Hmm, fine. I hope it’s a good one.” He curled and snuggled up to Caramel’s side and added, “But what if she comes back? I don’t want to dream of her again.”

“I don’t think she will.”

“How do you know?”

You’re not the one she’s after. He smiled and patted him reassuringly. “Trust me. Princess Luna has better things to do.” 

Stickle yawned and closed his eyes.

Relieved that he’d averted potential disaster for the time being, Caramel took the opportunity to simply enjoy the quiet and keep watch over his little brother. Save for the soft breathing of the nymphs, everything was silent as the minutes ticked by, and that was when the weight of the responsibility on his shoulders came crashing back down on him. So much had happened in the past two days. The quarrays, the nightmares, Princess Luna, his hope for a truce… 

Why bother? It would be so much easier to just fall in line and leave things be. Someday, somepony better than him would settle everything. He was no Commander Hurricane or Twilight Sparkle; he was just a small town pony who had gotten himself tangled in a big, messy web of trouble. 

But even as the doubts assailed him, he felt an uplifting surge of emotion as Stickle shared in his warmth. It was sweet—the little changeling actually loved him like a brother. Caramel felt it flowing in, pooling into his reserves of magic. And the doubts melted away. 

No. This is worth fighting for. He had a family—on both sides of the divide. He would find a way. Even if he failed, he would at least start something for somepony else to finish. One way or another, he would do his best to see this through.

Even though he would have liked to snatch another hour or so of sleep, he kept himself awake. Just in case. The last thing he wanted was to risk Stickle or any of the other nymphs running into Princess Luna inside his dreams. Besides, she had already given him enough to think about. The moon was significant; he was sure of it. He could still remember its whispers, promising answers to his predicament. 

Does she want me to just find it? Or is there some hidden meaning? 

He’d have to figure it out soon.

By the end of the hour, just when the others were stirring, he spotted Sassaflash slowly making her way towards him. He remained silent as she gingerly navigated the piles of sleeping nymphs. She looked a little weary, liked she’d been losing sleep, but when she stopped in front of him and made eye contact, he saw intense determination in her narrowed eyes, and—

She slapped him in the face.

Caramel put a hoof to his smarting cheek and gawked at her.

“Don’t ever do that to me again,” she growled. 

“Mm hmm,” he mumbled weakly. 

Then, without warning, she drew him into a tight hug and, ignoring Stickle’s sleepy protest, said, “Maybe you’re right. Maybe it’s time for a change.”

He stared at her in surprise after she released him.

Sash gave him a predatory smile and prodded his chest with a hoof, saying, “I hope you’ve got a freaking amazing plan cooked up, mister, because if this doesn’t work out, we’re probably dead bugs.”

Rax. Changeling. Warrior. Friend. Friends do not forget. The recitation came unbidden to his mind. 

Caramel felt his heart swell upon hearing her words. She was going to stand by his side, and the way she’d said those words reminded him of his moody friend. He glanced at the sleeping nymphs around them, then at Sash, who was looking at him expectantly, full of determination despite her outward weariness. For the first time in a long while, he no longer felt like he was adrift in a stormy river. He’d found solid ground, and by Celestia, he wasn’t going to waste it. 

“Yeah. I’ve got some ideas,” he said.
	
	
	
> Chapter 11
> --------------------------------------------------------------------------

	
Four months before Integration…


Sassaflash running away might not have been a totally bad thing, as it turned out. Caramel had done a little more research since the night she visited, and he’d found that the authorities had been quite busy tracking down and exposing changelings. There were over fifty cases of infiltration in Ponyville alone, although most of those were only in the weeks leading up to the wedding and only involved temporary impersonations and not actual kidnapping. There were much fewer cases of long term impersonation or replacements.

Many of said changelings had disappeared after the attack, but a few had actually been caught and tossed into the dungeons. And that was something that he didn’t want to happen to Sash. He had already given up trying to rationalise his feelings on the matter; he knew that he loved her, and as far as he could tell, she had already proven herself to him by risking that visit and telling him the truth. The thought of her spending the rest of her days in a cold, dank cell was unbearable, and he’d already had a couple of nightmares where Shining Armour had been the one to drag her off.

Still, those dreams had given him an idea.

“You sure you want to go in there?” asked the royal guard as they trotted down the stairwell beneath Canterlot’s streets. “I mean, I know that it—err, he was your, um…” He frowned and looked at Caramel.

“We were friends in high school,” Caramel supplied. “He did me a big favour once; I can’t believe that he’d just turn his back on us like that.”

“Join the club,” the grey unicorn muttered. His expression softened, and he added, “But seriously, don’t get your hopes up. You’re not the only one who’s visited these guys, and none of them came back happy. They’re kinda good at acting; everypony’s been fooled into thinking their love was real.”

No, not Sassaflash.

“To be honest, sometimes I’m afraid that they would actually show some sincerity,” the guard continued. 

“Why?”

“It would… complicate things.”

Yeah. No kidding.

Just before they reached the cell, the guard stopped and said in an undertone, “I’ll give you two some privacy, so long as you follow one rule: don’t go near the bars. They are enchanted so no magic leaves the cell, but that won’t stop him from reaching out and grabbing you and I would prefer to avoid an incident.”

Caramel nodded. “Got it.”

The cell had a heavy wooden door with a tiny slit near the top. Once inside, he saw that it was roughly square, and was divided into two by bars running from the left wall to the right side. The deeper half was for the prisoner and the outer for visitors. 

“I’ll be standing outside. If there’s trouble, just holler,” said the guard as he shut the door. 

The prisoner’s side of the cell housed a single bed and a bucket in one corner. Surprisingly, it didn’t look as miserable and filthy as he’d pictured before coming. There were no rats or bugs skittering about, and it was pretty dry and warm. In fact, he might have considered it cosy if it weren’t for the iron bars.

The changeling was hanging upside-down from the ceiling above the bed with its eyes closed. 

“Hi there,” Caramel greeted.

One ear twitched slightly, so he knew that the changeling had heard him. But there was no answer.

“Come on Corny, don’t be like that,” he said, slightly louder than he needed to. Although the guards had already scanned him with a spell to ensure that he wasn’t a changeling in disguise, he still wanted to give the impression that he was the prisoner’s friend. Or rather, a friend of the prisoner’s pony disguise. 

The changeling opened one eye and said, “Do I know you?”

No. Caramel had lied to the guards about knowing him personally. Acorn Nut was actually an acquaintance of Lyra. She’d spoken of how he was dragged out of his home by the guards when somepony reported his suspicious behaviour after the attack on Canterlot. Many reports ended up being nothing more than paranoia, but Acorn’s case turned out to be real, and like Sassaflash, his identity was completely made up.

Caramel raised a hoof and brought it low, motioning for silence. Then, he said in an undertone, “We haven’t met, but I was hoping you could help me.”

This time, the changeling opened both eyes and appraised him. After a moment, he let go of the ceiling, thumped down onto the bed and lounged there lazily. “Oh? And what exactly do you need help with?”

“Can you tell me where your, uh… hive is?” Caramel wasn’t sure if hive was the right word, but he’d heard the term from some of the guards and hoped it wasn’t offensive to the changeling. “I kind of need to go there.”

Acorn looked incredulous for a moment, but his surprise soon turned into a glare. “Wow. You’re the first one to open with that.”

Huh?

“Sure, I get that it wasn’t enough that you guys stomped us flat at the wedding, but can’t you just give it a rest? I’m not telling you where the hive is!” Acorn growled. 

The guards had apparently been busy. Caramel wasn’t sure of the specifics, but he guessed that they’d been fishing for information so they could keep a better eye out for future attacks. This wasn’t going how Caramel had imagined it would.

“What? No, I’m not trying to interrogate you or anything!” he blurted. “I won’t tell anypony else, I promise!”

“Wow. Again. You must be pretty new to this, or your superiors are running out of ideas.”

“No, I’m serious!” Caramel was starting to get a little irritated, himself. “I just want to find the hive and—”

Acorn cut him off. “Just how stupid do you think I am?”

“Shhh!” Caramel hissed. The last thing he needed was the guard checking in on them. He was short enough on time as it was. “Just calm down. I’m just looking for… someone I know. And I think she’s gone back to the hive.”

The changeling gave him a measuring gaze for a moment. Caramel resisted fidgeting, and then Acorn finally said, “Why do you want to find her?”

“She’s my special somepony.”

“Stop beating around the bush,” Acorn snapped. “I’m guessing she’s a changeling, yes?”

Caramel nodded.

“And you’ve still got your crush on her? Even knowing what she is?”

It’s more than a crush… “Yeah.”

Acorn narrowed his eyes, slipped off the bed and trotted over to the bars. “Come closer.”

Caramel hesitated. “What for?”

The changeling snorted and waved him over impatiently. “I know what the guard told you about getting close, but if you want my help, I want to be sure you’re worth my time.”

Slowly, Caramel edged closer. Acorn made no move to grab him or anything when he was right next to the bars. “Okay, what now?” he asked.

“How’d you find out about her?”

“Canterlot. She got hit by that giant bubble.”

There was a bright flash of green fire, and suddenly there was a nutty brown pegasus on the opposite side of the bars. Acorn grinned at him and said, “What makes you so sure that your ‘special somepony’ cares about you? How do you know that it was real? With the way everypony’s been acting for the past few weeks, we’re apparently lying monsters that need to be flushed out of our hidey holes and stuffed into cages.”

“She came back for me later. She told me the truth and then left.”

Acorn smiled knowingly. “Emphasis on left.”

Caramel glared back. “She left because she didn’t want to make things complicated for me, okay?”

“And avoid getting caught. How convenient.”

“She fought you guys during the attack. She protected me,” Caramel snapped. “I can still remember the look on your buddy’s face when she blasted him with magic!”

Acorn blinked at that. “Wait. She attacked one of us?”

“Yes. And she was supposed to be a pegasus. She dropped her disguise to save me from getting caught.”

There was a pause, and then Acorn discreetly licked his lips and swallowed lightly. “Been a while since I tasted some genuine love. And if she really did as you say, well…” he seemed to be thinking deeply for a moment, before he finally shifted back into changeling form and continued, “Okay, fine. I’m convinced. I can give you some instructions on where to go, but because you’re not a flyer, it’s going to be tough for you.”

Caramel squared his shoulders. “Better than nothing. Where is it?”

Acorn put a hoof up. “First, there are several conditions. You cannot tell anyone where the hive is if you find it, and you cannot ask others for help or let them know what you’re planning. And I want it to be a Pinkie Promise.”

Caramel blinked. “You know about the Pinkie Promise?”

“Everyone knows about the Pinkie Promise.” Acorn’s voice had taken on a haunted quality for a moment, as if he was remembering something particularly nasty. “Do we have a deal or not?”

Caramel hated the idea that he was going to do this without telling anypony, especially Mom and Dad, but he couldn’t see any other way to do it. The best chance he had of finding Sash was another changeling. So he sighed and went through the motions, saying, “Fine, I promise not to tell anypony where your hive is; I won’t ask anypony for help or let them know what I’m planning. Cross my heart and hope to fly, stick a cupcake in my eye.” 

The changeling grinned. “I hope for your sake that she’s worth it, because you’re probably in for a world of hurt.”

“She is, and I don’t care what I have to go through to find her,” Caramel said resolutely.

Acorn looked like he had been about to roll his eyes, but before Caramel could snap at him for his cynicism, he chuckled and said, “Okay, relax, don’t get your tail in a knot. If you want to find your special somepony, there’s this little trail in the badlands…” 

I’m coming for you, Sash, Caramel thought. I’m coming.


* * * * *



Eleven days before Integration…


It had been a tiring day for Caramel. Taking care of kids was way more demanding than most ponies thought. For starters, there was a lot more to it than just playing with them and foaling around, especially if you wanted them to learn something at the end of the day. Then, after teaching, entertaining and feeding the nymphs, Tibia had called on him to help with moving several clusters of eggs because some dampness had seeped into that part of the hatchery. And apparently, moving them also involved cleaning and grooming to ensure that they didn’t dry out or get infected with mould. 

Nevertheless, he found the work satisfying, and he always had something to look forward to at the end of the work cycle. When his shift was over and he was done tending to the eggs, he made his way to one of the secluded water reservoirs where he found Sassaflash waiting for him.

“How’d it go?” he asked.

She sighed. “I finally got someone to listen. It’s Grez.” 

Caramel remembered that the guy was a pretty big changeling, and the Overseer of Builder Caste, no less. He was quite the catch if Sash had managed to convince him that the hive needn’t be at war with ponies. So why did she look so disappointed? 

He raised an eyebrow. “Isn’t that good news? You don’t look too happy about it.”

“I’m not sure he’s doing it for the right reason. He just doesn’t like keeping the hive like, well… a beehive.” Sash rolled her eyes and made a vague gesture with a hoof. “He believes that we can be so much more than ‘tunnel diggers’ and ‘dirt pushers’. To hear him go on about how Chrysalis keeps toning down his projects, you’d think he’d try to make an underground Canterlot Palace if given half the chance.”

Well, that wasn’t too bad. At least the fellow had vision for better things. “But he’s still willing to help, right?”

Sash chuckled weakly. “Err, about that… Grez said he isn’t committing yet, and he doesn’t like being rushed. When I asked what he meant, he just said that he will do what he can to make sure his workers don’t stop us if it comes to a fight.” She put up a hoof to stop his questions, then grinned nervously and added, “Oh, and you know what the best part is? For some reason, he seems to think that I’m trying to overthrow Chrysalis. He said that if I took over, he wanted free rein to pursue construction projects and organise expeditions to the old city.”

Caramel blinked. “Wow.”

“Yeah. It’s ridiculous.”

“Actually, that sounds even better than what I had in mind. If you’re queen, we won’t have to convince anyone; you can just tell them what to do!” He put a hoof to his chin thoughtfully. “Now we just need to find a way to get rid of her…”

Sash’s eye twitched.

Caramel tried to keep a straight face, but a snigger escaped him. 

Sash sagged with relief, then snorted and punched his shoulder. “That wasn’t funny. Do you know what Mother would do to us if she got wind of this?” When he burst out laughing, she smiled and shook her head. “Why can’t you be funny when we’re not doing stuff that could get our heads chopped off?”

He chuckled. “Blame Rax. It’s what happens when you’re with him for too long.” After a moment, he sat next to Sash and put a foreleg around her back, then made a sweeping motion with his other hoof. “But think about it. Queen Calyx, ruler of the Changeling Empire!”

Sassaflash rolled her eyes. “No way. I’m not cut out for mucking around with leadership. But it’s nice of you to think so.”

“Hey, I know so. You’d make a much nicer leader than that nasty—”

She raised an eyebrow. “You do know that you’re talking about my mother, right?”

Oh. Stupid mouth. He grinned sheepishly and scratched his head. “Well, yeah, but… I didn’t mean to say that—”

Sash silenced him with a quick nuzzle and whispered into his ear, “Now we’re even.”

Caramel chuckled and returned the gesture. They simply sat together in silence, watching drops of water fall from the ceiling and plop into the reservoir. He wished it could last for ages, but there was always work to be done. 

“Same time tomorrow?” he asked before they parted.

Sash nodded. “Yes, but let’s make it the old passage on the lower east side. Scorn has already seen me coming here more than once.”


* * * * *


Some hours later, after making sure that the nymphs were sound asleep, Caramel carefully eased away and ascended the nearest tunnel to the surface. He could afford to lose some sleep, and he’d been putting off his plans for long enough already.

Though most of the hive was asleep or resting, the passages to Chrysalis’ sanctum remained well guarded. He was careful to keep his distance from those; the last thing he wanted was to draw unnecessary attention to what he was going to do. There was still quite a ways to go before he reached the final shaft, but he was already starting to feel a sense of misgiving. But he pushed on, ignoring the feeling of uneasiness that was growing. 

The hive had multiple exits to the surface, and the passage he’d chosen was one that was only wide enough to accommodate changelings crawling in single file. It was more like a ventilation shaft than an actual passage, but it could serve as an alternative to the main exits in emergencies. He’d learned of it in his time in Warrior Caste, when they were teaching him the few strategies employed in defending the hive from intruders coming from the surface. The narrow passage’s opening was supposedly well-hidden on the surface, and could be used to attack intruders from the rear if they had the main tunnels barricaded, effectively trapping their enemies. Caramel had never been given a practical drill on such a tactic because of Chrysalis’ orders, but Skeehar had seen fit to educate him anyway in case the need ever arose. Which it had; just not in the way they were expecting.

The best part about this particular passage was that it was lightly guarded, since it was easy to collapse a section of it to block it off entirely if anything tried to enter that way. There were only one or two guards stationed by its entrance. 

Unlike the royal guards he’d seen in Canterlot, it turned out that changeling sentries weren’t very alert. At least, not in the same sense. Pony guards would stand at their post and keep watch, but changelings relied mostly on touch and sound. The entire passage had a thin layer of hard, porous material which Builder Caste produced by mixing their resin with clay and dirt. When dry, the stuff was pretty good at transmitting vibrations, which Caramel likened to pressing his ear on a wooden table whilst somepony knocked on it with their hooves. Changeling sentries would settle themselves into artificial depressions in the tunnel walls and simply rest in a half-dormant state, waiting for the movement of an intruder to rouse them. From what he’d heard from some of his former caste-mates, it was easy to distinguish between changeling and non-changeling movement, and they could even tell when a rodent was skittering around. 

He had no way of telling how true that claim was, having never tried it himself, but it seemed believable enough. After all, it was how he’d been caught when he entered the hive. He remembered freaking out and thinking that they were coming out of nowhere, when in reality they had probably been hidden in the passage with him all along.

It seemed such a long time ago. Back when he was a full pony…

Focus, mister. 

This time, it would be a little different. He’d be approaching from the other end, and hopefully his transformation was sufficiently advanced that his movement would be indistinguishable from a regular changeling’s. If he was lucky, the guard would mistake him for a forager or scout and not bother to get up and ask questions he didn’t want to answer.

His uneasiness had grown considerably, and setting hoof into the tunnel proper took more willpower than he liked. Still, he made the next step, and the one after that, and he settled into a steady rhythm, doing his best to ignore everything else. 

“Where are you going?” asked a voice that seemed to come from the ground.

Yikes! Caramel nearly jumped in fright. A changeling that he didn’t recognise was peering at him, nestled in a cosy hollow near his hooves. 

Oh, that’s great. He’d been concentrating so hard on fighting against the compulsion that he’d completely failed to notice the sentry! 

The changeling narrowed his eyes when Caramel failed to answer the question. He racked his brain for an excuse, but nothing convincing turned up. Meanwhile, he was picking up more and more suspicion from the sentry’s emotions, and nearly turned tail when the changeling stood up and frowned at him face to face. 

“Well? What are you doing up here?”

Caramel briefly wondered what had spurred him to do something so brash, but he quickly shoved that thought aside. First things first. He might have been able to pass his wanderings lower down as idle exploration, but this tunnel very obviously led to the surface, and now that he’d been confronted directly, the queen would soon hear of his deliberate attempt to disobey her orders even if he backed down and returned to his duties. Now that he had gotten himself into a corner, it was as good a time as any to go all-out. 

He drew himself up and took a deep breath, fixing the sentry with what he hoped was an indignant glare and growled, “None of your business. Get back to your post.” 

The changeling blinked in surprise, and then turned his head slightly so that his shout would go down to the hive. His eyes remained focused on Caramel as he drew in a breath, but the expected shout only came out as an incoherent noise that couldn’t have been loud enough to travel very far.

Horse apples, it didn’t work!

Caramel considered himself lucky that the sentry was hesitating – probably out of sheer incredulity at his attempt to give him orders – but if he didn’t do something to fix it, he’d effectively ruined what was probably his best chance to make things right. 

“What’s your name?” he blurted. His mind was racing, and as the words left his mouth, he felt shame that he was crumbling so easily and quickly. He had the opportunity to make things better for both changelings and ponies, and he was bungling it up! Memories of Rax welled up in his mind, of the battle with the diamond dogs and the quarray eels. He remembered seeing him lying broken on the ground, then falling into the darkness. He remembered feeding on Lucky’s emotions as he lay unconscious in the pod. He saw the feeble forms of the two elderly ponies he had rescued from the quarrays, taken from their homes and unaware that they were living a false life in their dreams.

The changeling was looking at him as if he’d lost his mind. “Did you eat a bad fungus or something? I don’t want to call the guards on you, but if you don’t get back down there, I will—”

Caramel silenced him with a renewed glare. He felt heat rising in his chest as he thought of all the unnecessary suffering on both sides of the divide. He’d lost a friend and brother already, and he was not going to let something like that happen to anyone else, whether changeling or pony. 

“Look, I asked you a simple question. What’s your name?” he growled. This time, he could feel his words somehow resonating. It gave him a rush, like the kind that he got whenever he watched his favourite hoofball team winning in a tournament. 

The sentry shrank back in alarm, then murmured, “I’m Weave.”

Caramel pressed on, channelling his best impression of Skeehar. “Well, that wasn’t so hard, was it? Now, I’ve got some business to take care of, and I don’t want you wasting my time with stupid questions.” He pointed a hoof back to the hollow. “So get back to your post.”

“But, you’re not allowed up there,” Weave protested. “What am I supposed to say if they ask—”

Caramel didn’t give him a chance to finish. He advanced until his snout had practically bumped into Weave’s. The sentry leaned back to avoid him, but he carried on until he’d forced him onto his haunches. When he judged that he was sufficiently cowed, he jabbed a hoof at his chest. “Don’t waste their time. You should be keeping an eye out for our real intruders instead of bothering your own kind!”

“But, but you’re not—”

“What? Not changeling enough for you?” Caramel flared his horn to life and gave in to the flames. They ate away at the remnants of his coat and he felt the rest of his pony traits being twisted into the changeling equivalent. When they died down, he shook himself and spat, “How about now?”

“Okay, okay, fine!”

“Seriously, I don’t know why you were placed here if you can’t even tell who you’re supposed to stop or give passage.”

Weave gulped. “Please don’t report this to Skeehar.” 

Caramel felt bad about bullying him, especially considering that he seemed quite young, but he saw no other way to keep him quiet. Still, he relented a little and shifted back to his normal appearance. “Fine. Just don’t make it a habit.”

Weave chirped out a meek response and silently settled back in his hollow, leaving Caramel to continue his ascent unimpeded.

Can’t believe that worked… He didn’t know why he was able to compel others the same way Chrysalis or one of the overseers could, but he wasn’t about to complain. It felt good to have unexpected things turn up to his advantage for once. As a bonus, the heady rush he’d gotten from drawing on his own emotions and memories to compel Weave was also making it easier to ignore the uncomfortable fact that he was disobeying Chrysalis in his attempt to reach the surface.

However, it soon wore off. Guilt and dread, the unique chains that Chrysalis had around his neck welled up and threatened to send him racing back to the safety and comfort of obedience. There’s always a bigger bug, he thought. Each step required conscious effort, and he could no longer ward off the all too familiar feeling that he was doing terrible things. In one instance, he felt like he was stealing from the poor. In the next he was lying and framing his best friends for his misdeeds and laughing when they were taken away by the Royal Guards. Caramel shook his head in an attempt to steer away from such thoughts, but to no avail. When avoidance failed, he turned to his memories. He turned to his purpose. He drew on the love that Sassaflash and the nymphs had given him, and they gave him strength to carry on.

But when he was at about half the tunnel’s length to the surface, the compulsion had almost become a physical force. Any movement forward was possible only at a sluggish pace. His heart was thumping, and the back of his neck pricked constantly, as if somepony was watching him. Any bend in the tunnel was enough to tighten his nerves, so tight that he felt they would snap at the slightest sound. He could never shake off the feeling that there was some unknown horror lurking beyond the bend, waiting to seize him the moment he peeped round the corner. To his shame, he even lit up his horn when the light provided by the luminous nodes on the wall’s surface was more than sufficient for him to see. It did help to calm his nerves, though, and he frequently stopped to gather the courage to push on and reassure himself that it was all in his head.

But he could only go so far. By the time he judged that he was through a fifth of the tunnel’s length to the surface, his legs were shaking, he was sweating profusely, and he was constantly looking behind, fearing that Chrysalis or her guards were going to find him and punish him for his disobedience. The tension eventually grew unbearable, and images of his demise started spilling into his mind.

Chrysalis might feed him to a quarray, piece by piece. Or she might stuff him into a pod and toss it down into the abyss. In another thought, she’d jab her eggs into him with a sting, and his belly would swell as her grubs grew ate him from the inside out…

That’s ridiculous; ignore it, the rational part of his mind reasoned. He just needed to focus and put one hoof in front of the other. Come on, step by step… But the rest of him was having none of that. 

Gah, I can’t do this anymore!

Caramel turned around and hastily retreated a few steps. But once he started, he could not stop. His pace quickened, and he soon found himself galloping back down, scraping himself along the narrow way. The tunnel walls became a blur as he raced towards the safety of the hive—and Weave suddenly appeared in front of him. 

“Now what—T’chaak!” Weave’s expletive was the last thing he said before Caramel crashed into him, and they tumbled the remaining distance to the hive end of the tunnel. Luckily, the distance wasn’t too great.

Ouch… Caramel groaned as he untangled himself from Weave. His wounds from the quarray attack didn’t hurt so much anymore, but his tattered wings were still rather tender. He sat on his haunches, breathing heavily and waiting for his heart and frayed nerves to settle down. 

Weave, on the other hoof, quickly recovered and darted back to the tunnel. “What was that? Is something coming?” he asked urgently.

“Err, no. It’s nothing. My mistake.” Caramel knew that he’d made a massive blunder, but he simply could not muster the willpower to come up with a cover story or to bully him into keeping quiet. 

Judging by his half-open mouth, slight frown and silence, Weave was sufficiently confused. Eventually, he shook his head and said, “What were you running from, then? Are you… okay?”

“I, um…” No credible explanation presented itself. When the silence had stretched beyond reason, he simply hung his head and sighed. “No, I’m not okay. I just… Never mind. I’m going back. See you.” 

Weave said nothing as he sidled off. But after several steps, Caramel looked back and saw him still staring, completely nonplussed. He grinned sheepishly and said, “By the way, can we please keep that between the two of us?” 

All he got in response was a frown and a noncommittal chirp. He considered pressing the matter, but Weave ended it by returning to his post without further ceremony. Sighing, Caramel began the long walk back to the hatchery. The others would be up and about soon enough, and he would have his hooves full just keeping the nymphs occupied. But his anticipation of spending time with his siblings was tainted by the bitter taste of his failed attempt to reach the surface. And to make matters worse, it was quite possible that he’d already botched up his plans. Everything kind of depended on whether Weave would rat him out or not, but he was too emotionally exhausted to fret or come up with a contingency plan. 

He just hoped that Weave wouldn’t bother reporting the incident, since keeping quiet would allow him to avoid questions on why he’d allowed the only half-pony in the hive to get past him.


* * * * *


By some stroke of luck, nobody came after him. Not even on the next day. By that time, he had sufficiently recovered that he was willing to give the surface another shot. Weave was guarding the place as usual, but allowed him to pass with little more than a glance. Caramel did not particularly like that glance, though. It was the sort that you gave to ponies that you knew were a little off in the head, but didn’t dare to point it out to them in case they decided to show you the full extent of their craziness. Still, it was something that he could exploit.

He ended up failing again, but at least not as spectacularly as the first time. He managed to go a bit farther too. The sense of apprehension and fear was significantly weaker than on his first try, especially in areas that he’d already passed. It was only at the mark of his previous failure where things started getting out of hoof. But progress was progress, and it was encouraging to find that he was gradually gaining ground over the compulsion Chrysalis had placed on him. If he kept it up, he would eventually reach the surface. 

In between that and work, he would also spend time exploring every nook and cranny of the hive that he could possibly get to. He never found an easier way to the surface, but he figured that it would help later on, particularly where the prisoners were concerned. Getting his friends out of the hive was still close to the top of his priority list, so he took special care in familiarising himself with the layout of the pod chambers, using the excuse of visiting Sassaflash as cover. 

His wounds continued to heal at a remarkable rate as the days passed, even the fresh ones that he received in a brief clash with a couple of wandering diamond dogs. It probably shouldn’t have surprised him, given how much love he was getting from Sash and the nymphs each day. His wings were a little different, though. A couple of days after his first attempt to climb back to ground level, they popped cleanly and painlessly off his back. And in another two days, he found a pair of buds sprouting from where the old ones had been. They were slow to mature, but it was certainly better than nothing. 

Sassaflash was pretty busy, too. He continued to meet her every few cycles, and almost every time she would report that she’d gotten a few more changelings to consider supporting a different way of doing things. None were quite as dramatic or ambitious as Overseer Grez had been, but Sash seemed certain that they wanted the animosity between changelings and ponies to end, at the very least. One of them mentioned that it would make pinching ponies’ love much easier, but Sash hadn’t gotten round to telling them that stopping that sort of thing was kind of an important part of the plan. 

That was another problem for Caramel. The plan. He didn’t have a trump card, some ultimatum that he could throw at Chrysalis to get her to at least try an alternative to the half-standoff, half-parasitic relationship they currently had with ponies. He thought about it day after day as he went about his business. Time was running out. Princess Luna had never spoken to him since Stickle’s intrusion into his dreams, although he was pretty certain that he’d glimpsed her fleetingly a few times. If he was ever going to have a trump card, she was going to be it. The moon continued to call to him in his dreams, driving him to push himself to the last dregs of his courage each time he attempted to fight his way to the surface. He got closer each cycle, but it would have been great to have some assurance that reaching it would give him what he needed. 

Unfortunately, it only remained a promise spoken to him in his dreams. Time was running out. Sash was slowly gathering support, and it probably would not be long before she spoke to the wrong changeling and Chrysalis got word of just how committed they were to the plan. Knowing her, she would probably consider it treason. 

The part that he hated most was that he hadn’t told Sash about Princess Luna’s involvement. She knew about his attempts to reach the surface, but as far as she was concerned, it was for him to prove that it was possible to fight Chrysalis’ compulsion, that they could all do the same if he succeeded. She probably would’ve been a lot less enthusiastic if his main reason was to reach the moon because it was speaking to him in his dreams. And yet, no matter how many times he tried to tell himself that it wasn’t a very convincing reason, he still felt so certain that it would help, somehow. 

On the eighth day after his first attempt, he finally found out.


* * * * *


Rax. Changeling. Warrior. Friend. Friends do not forget.

Caramel blinked the sleepiness out of his eyes. He felt nice and warm, and it took him a moment to remember that Sash had managed to time her work shift so they could rest together. He smiled when Sash mumble something in her sleep. By his estimation, it was a couple of hours before the next cycle; it was time for him to make another run for the surface. 

This time. This time, for sure.

But when he tried to get up, a pair of forelegs wrapped around his chest and neck and pulled him back. 

“Mm, too early. Stay a bit…” Sash mumbled as she squeezed him gently. 

She was very warm and comfortable. Despite his eagerness to get started, Caramel decided that a few minutes more with his special somepony couldn’t hurt. He settled back down and patted her foreleg rhythmically, listening to the sound of her breaths. He could also hear the breathing of the dozen nymphs lying around them. 

He wondered what Mom and Dad would’ve thought if they saw him right now, cuddling with a changeling deep underground and surrounded by hundreds of eggs and dozens of their juveniles. Not to mention that I’m half bug, too. Their opinions probably wouldn’t be very favourable, but he could not bring himself to say that he would want it any other way. Of course, he could very well wish that they were all plain ponies, but that was just asking for the moon.

“What would I do without you?” he murmured.

Sash nuzzled the back of his neck in response.

Eventually, though, he had to go. Sash reluctantly released him, and after giving her a quick peck on the cheek, he cantered off.

Weave had long since quit giving him odd looks whenever he passed by. Caramel was thankful, as it allowed him to focus on fighting the compulsion instead of fretting about getting found out all the time.

As expected, the going got tough only when he reached the spot where he last gave up. It was the final stretch to the surface; it couldn’t be more than forty yards or so. After taking a deep breath, Caramel strode forward, keeping pleasant thoughts in his mind. He was just taking a stroll, nothing wrong with that at all. Just a quick trip topside to get some fresh air. It helped to calm his nerves when the compulsion to flee struck him. Chrysalis was a reasonable changeling; surely she wouldn’t begrudge him a quick look at the sky. It had been quite a long time… 

Keeping such a frame of thought could only work for so long, though. It helped him to ignore the fact that he was disobeying for a while, but his muscles were soon tensing up and every step made him feel like he was a thief walking towards a royal guard garrison. He slowed a little, but made sure not to stop entirely. Casting out all form of pretence, he instead switched to thoughts of why he was doing this. 

We don’t need to be enemies. 

Changelings shouldn’t be kidnapping ponies and imprisoning them; ponies shouldn’t be dragging changelings out of their homes and exiling them into the badlands. There had to be a better way. With Sash and Princess Luna on his side, he would find a way.

Such thoughts allowed him to stave off panic and pick up the pace once more. Step by step, he got a little closer to the surface. At some point, he even saw some coming from around a bend in the tunnel. 

Light!

It wasn’t very bright – more like a dawn or evening sky – but compared to the feeble illumination provided by the luminescent nodes in the hive, it might as well have been broad daylight. It strengthened his resolve, and the going became a little easier for a while.

When he went around the bend, he saw that the tunnel sloped straight upwards, giving him a clear view of the sky. It was a muted kind of greyish blue, like an overcast sky in the evening, and it filled him with hope. He only had to climb another fifteen yards or so, and he would be out!

And then it struck him. He was so close to committing treason against Chrysalis. She had expressly forbidden him from going to the surface, and here he was happily trotting up as if it was the most normal thing in the world! His muscles instantly tightened in some places whilst simultaneously going slack in others. His movement became uncoordinated, and he stumbled to a halt. Chrysalis was watching him. Surely she couldn’t be that stupid. Heck, she was probably up there herself, waiting to catch him in the act, guilty as a foal with his hoof in the cookie jar. 

No, no, no! Focus!

He’d let his concentration slip. The fear was paralysing him, and threatened to send him into a full-on panic if he didn’t do something about it.

But maybe if he backed down a bi—No! 

Caramel ground his teeth and forced himself to stay still, ignoring every urge to turn tail and flee. He had to push on. The thought of giving up and coming back another time was tempting, but he’d learned back then that it only made him more likely to give up and procrastinate on future attempts. Slowly, he began to edge onward.

Come on, baby steps. Keep at it.

He shook his head and focused his thoughts on Sassaflash. She was counting on him. Even in his most pathetic moments, she had been there for him. He remembered her soothing voice, giving him courage when he was all but ready to give up. He would do this for her; he would find a way to make things better. She deserved it, and so did the rest of the hive. Stickle and the rest of the nymphs deserved better than a life of fighting diamond dogs and quarrays, scrounging in the darkness and dragging in ponies unlucky enough to cross their paths. 

Front left, back right, front right, back left… It was a mantra that he repeated endlessly in his mind.

Suddenly, he realised that he was right at the end of the tunnel. The opening was narrow, but he could see the dim light coming from outside. He even spotted a weed growing out there. Just a few steps forward and he would be in the open. 

Then, terror sank its claws into him. He was practically on the surface. He was so close to leaving the hive! A shiver went through him as he involuntarily took a step back…

No, no, stop that!

Caramel snarled and wrenched his leg back in place. Rax had died saving his life, and he was not going to let that happen to anyone else. Not if he had a say in it! 

He took one step forward. Then another. Doubt tried to worm its way into his mind once more, but Caramel had had enough. He barged through and gave it no time to poison his mind and paralyse him again. Snarling, he broke into a gallop and rushed out into the light. Fear and guilt reared their ugly heads, but he roared and trampled them bloody, then left them to rot in the deepest pit in his mind. 

He only stopped galloping when he tripped over something and scraped his face in gritty mud. For a moment, lying down on the wet earth was all he could do, but he slowly regained control of himself and sat up on his haunches. After regaining his breath, he saw that he had exited the hive from a cleft in a rocky tor, one of several in the area. There were a few dead trees around him, along with clusters of desert grass and some shrubs. Rain drops pattered on their foliage and on the muddy ground.

I… I made it.

The realisation made him giddy, and he felt a giggle escape him. It was followed by more heartfelt laughter. He jumped and skipped around in the mud, splashing it everywhere, like a colt on a sugar rush. He then trotted over to one of the little clusters of desert grass and took a bite. It was gritty and excessively fibrous, but he didn’t care.

Oh, that’s so good… he thought as he chewed. 

After calming down, he took more stock of his surroundings. The light shower had stopped, and when he looked up, he found the clouds being blown away by strong winds in the night sky. It took him a moment to realise that it was actually night. Judging by the lighting, it couldn’t have been much later than early evening, and yet the stars and moon were out. 

Oh wow. He knew that changelings could see in the dark, but he hadn’t quite realised just how well. Granted, it was way darker in the hive, but there wasn’t very much to look at anyway. But up here… He could see splashes of purple in the sky, along with hues of blue and yellowish green that he was sure he had never seen before. It was, for lack of a better word, enchanting. 

Then, movement caught his eye. Caramel blinked in surprise and stared at the moon. He was pretty sure that he’d seen something around that part in the sky, perhaps something flying in front of the moon. But even after a few minutes of scanning the sky, he found nothing more than clouds and twinkling stars. 

Princess Luna.

The gravity of the situation came crashing back down on him. He had finally found the moon, so where was the help that it had promised in his dreams? If it had been nothing more than a fake recurring theme in his head…

Relax, it’s only been a few minutes, he told himself. If there’s any help, you can’t expect it to be instant.

With some effort, Caramel was able to climb to the top of one of the rocky tors, though he was a little miffed that his new wings were nowhere near developed enough for flight. It would have been much easier that way.

Still, the tor did give him a reasonable view of the landscape, and he whistled in wonder at the sight. The badlands was transformed. The seasonal storm had practically been a deluge, and what water that hadn’t gone underground was left in the form of thousands of puddles, rivulets and ponds. It was as if somepony had left thousands of mirrors lying perfectly evenly on the ground, reflecting the night sky. The entire land was bathed in a bluish light, though he was pretty sure that that was partially due to his altered eyes.

His memory of the landscape during his journey to the hive was already hazy, but he was pretty sure that there was a lot more greenery because of the fresh supply of water. Sure, they mostly constituted grass, weeds and shrubs, but that was way better than before. There were other tors further out from where he was, but without the sun for guidance, he was at a loss as to which way pony civilisation lay. There were no recognisable landmarks that he could remember, and after several long minutes of scrutinising the horizon in every direction, he could find no sign of ponies nearby. 

But she has to help. I’ve found the moon.

And so he waited, perched up on the tor’s highest point. But with every passing minute, his apprehension grew. He could not stay here waiting all night. He would be missed if he stayed for too long, and if Chrysalis got involved, everything would fly out the window. 

“Come on, where are you?” he murmured. 

Eventually, after waiting for what felt like an hour, he sighed in defeat and trudged back the way he’d come. It had been a waste of time. He had been expecting a revelation, or at least some indication that he was going to get help, but silence was the only answer. He didn’t know why he had even thought that finding the moon would help him in the slightest; now that he thought of it, it seemed incredibly stupid. He stomped a hoof and growled in frustration. Change had to come from within. They could not rely on any outsider’s help for the time being. 

Before slinking back into the tunnel, he stopped just long enough to give the moon one last baleful glare. He turned away and—

Wait...

Caramel whirled back around and stared at the silvery orb. Did the moon just blink at him? He was pretty sure a shadow had moved over it a second ago. He lingered for a minute, but the moon remained stubbornly ordinary. 

After a while, he shook his head and descended the tunnel. Maybe I’m losing it…

The first sign he got that something was wrong was when he realised that Weave wasn’t at his post. The second sign came right after that, when he found a pair of Chrysalis’ guards waiting for him at the end of the tunnel.

“There you are. Chrysalis wants to see you,” one of them said.

Caramel nearly froze. Oh, hayseed. 

“Move it,” snapped the other guard.

This is bad… He wasn’t sure if this was about where he’d been, but he could think of no other reason for Chrysalis to send for him like this. If he was lucky, it would be just him and not Sash or anyone else, but that still left the question of whether there would be anything left of his plans to salvage after she was through with him. He racked his brain for something, anything that could get him out of this mess, but it seemed as if his mind had frozen up. He could only nod and follow in silence as he desperately tried to find a solution to his problem.

His guts practically wilted when he was taken directly to Chrysalis’ chambers. All of the overseers were in there, along with some of her personal guards. Weave and Sash were there too, and she was flanked by a pair of guards. Chrysalis stood in the middle of the roughly circular chamber surrounded by everyone else. 

Caramel’s guards gave him a shove, and he was too stricken to properly keep his balance. He ended up sprawled on the floor in front of her.

Chrysalis tut-tutted and said, “Ah, Caramel, what am I supposed to do with you?”

Although it was glaringly obvious, she hadn’t specified what exactly he’d done wrong, so he decided to play along to buy time. So he steadily got back onto his hooves and replied, “Whatever you want.”

“Ooh, that’s a smart answer. You’re learning quickly.” Chrysalis chuckled and began stalking in a circle around him. “But that was rhetorical. Did you really think you could attempt to stage a coup and or make a run for the surface without me finding out?”

Caramel glanced at Sash and Weave. Sash looked distraught, but the sentry seemed only a little nervous.

“You know, I must admit that you’ve managed to surprise me,” Chrysalis stated. “You’re taking to life down here better than I could have hoped for, but I never would have guessed that you’d be able to disobey a direct order from me.”

“How’d you find out?” he murmured.

“Weave isn’t the only sentry. The others saw you fooling around on the surface.” Chrysalis glanced thoughtfully at Weave and added, “And, actually, the fact that you managed to make him keep quiet about your little hobby is very interesting. He had difficulty spilling the beans on your little excursions until I ordered him to. And… your influence on my children is impressive. Disobedience is on the rise, and there’s been talk of how my way of running things is a little stale.”

Something clicked inside of Caramel. Game’s on. Chrysalis had them cornered. He had to throw all his cards on the table if he wanted any chance of salvaging anything. So he looked her right in the eye and growled, “It is, your highness. You’re not even willing to try anything else.”

The others present chittered amongst themselves, but Chrysalis’ smug confidence remained unaffected. “I’ve seen my mother’s alternatives. I’m sure Tibia has already told you how that turned out for us. None of you are old enough to know, but I was there when we were chased out of our homes. I saw my siblings starve when Mother forbade us to take love that wasn’t freely given.”

Caramel knew that he was trotting on thin ice, but the words were out of his mouth before he could think it through. “I don’t think your plan to invade Canterlot was much better.”

The queen huffed. “Admittedly, not one of my best projects. But the flaw was in execution, not concept. I was drunk on love and power; I allowed myself to get cocky when I should have seized victory. I will not make that mistake again.”

Caramel could feel his heart rate climbing. Hearing the queen speak like that was slowly making his blood simmer with frustration. Why couldn’t she see reason? Why was she being so stubborn? 

“You’re being stupid,” he muttered.

Chrysalis’ tone grew dangerous. “What?”

“Caramel,” Sash began, “don’t—”

“Be quiet,” Chrysalis snapped at her. “Let’s hear what the little pony has to say.”

Caramel felt fear stirring within, but he quickly squashed it before it could take hold. He no longer cared what Chrysalis thought of him. She had her ideas of what was right, and he had his. The only thing that mattered was that regardless of how things panned out, he would have a clear conscience.

He shook his head. “You guys can’t carry on like this. You once mentioned that many haven’t come back since the attack on Canterlot; you don’t have the numbers to keep this place going. How long will it be before the next diamond dog or quarray attack?” He saw a flash of Rax fighting the giant creature, but he quickly set that thought aside and continued, “And those ponies you have trapped down here can’t sustain you forever. Equestria’s already on full alert for changelings. Once these guys are gone, you won’t be able to trick or capture enough of us to feed yourselves!”

“And what do you expect us to do?” asked Overseer Anther.

“Make peace with the ponies, maybe?” Caramel suggested. “It’s about time you guys did!”

“Oh, and those ponies will be happy to let us keep our catch, I’m sure,” Skeehar drawled. “If they don’t come after us for revenge first, that is.”

“They’re better than that!” Caramel snapped. Although Shining Armour had been pretty ticked off about what Chrysalis had done to Princess Cadance, he hadn’t been rough or abusive towards the changelings that had been caught after the wedding. He was sure that Shining had it in him to put aside his feelings if it would mean they could all stop being enemies. Princess Luna had already proven open-minded to negotiation, and he was certain that Princess Celestia was just as willing, if not more so.

“Really? Somehow, I can’t see that happening,” another overseer murmured. It was Scorn, the leader of Hunter Caste.

“You can’t have peace without trust,” Caramel explained. “There’s got to be give and take; give them their friends and families back, and they’ll stop hunting us down.”

“And what do you expect us to live on whilst they take away our main source of love?” asked Chrysalis. “My children cannot feed on promises alone—promises that ponies might not even keep. We’d be easy targets once our source of magic is gone, and I will not let the Changeling Empire fall again!”

“What empire?” 

Everyone turned to Sassaflash. For a moment, she seemed taken aback by being the centre of attention, but she quickly recovered. “We’re practically a beehive at this point, and a failing one at that.”

“Calyx, I’m warning you,” Chrysalis intoned, but Sash cut her off.

“Caramel is right. We can’t grow enough fungus to live on that alone, and we’re losing changelings faster than we can replace them! There simply isn’t enough love to raise nymphs in the numbers that we need. We’re not an empire anymore. We’re living in the ruins of one.”

Silence followed. For a while, nobody spoke as Chrysalis’ appraising gaze went back and forth between Caramel and Sash. Then…

“She has a point,” said a coarse voice, even by changeling standards. Overseer Grez seemed to be thinking deeply. “Wouldn’t it be worth the risk if it means we could be great once more? I’d take that chance over spending the rest of my life in this cave.”

“Besides, if we earn their trust, we can do work and buy our own food,” Caramel added. “I know you guys can live on regular food if there isn’t enough love to go around.”

He could sense hope in the others. And he thought he even heard a murmur of agreement. It’s working!

“Chrysalis, maybe it’s time to try something else,” Overseer Tibia said gently. “Maybe there’s more to Mother’s plans than we’ve given her credit for.”

“You too?” the queen asked bitterly. “You know our history better than anyone else but me. Mother’s oh so bright idea was the reason we fell!”

Tibia didn’t skip a beat. “We were falling long before that happened. It just wasn’t the right time when she tried it.” She smiled at Caramel and added, “And I think that this young fellow here is proof that things are different this time around.” 

“Enough. There will be no more discussion of this,” Chrysalis growled, punctuating it with a stomp. “I cannot risk the future of the hive on the yet to be made promises of ponies who have proven, time and time again, that they’re a bunch of spoilt brats who are afraid of anyone who looks different from them. I will not let the hive be reduced to beggars picking at the crumbs from Celestia’s table, daily pleading for her to tolerate our existence—which is exactly how much power she will have over us if we go down that path!”

And we’re back to square one. This is ridiculous. Caramel could feel his temper coming to a boil. He shouted, “You’re not even willing to give us a chance, for crying out loud! The ponies in Equestria now aren’t the same ones who hunted changelings down in Queen Gossamer’s time. They’re long gone; we’re different!”

“Celestia sat on the throne during that time, and still does today,” Chrysalis retorted. “She even sent her own sister—”

“It’s been a long time,” Caramel interjected. “Things are different now. We can all keep hating each other and fight until someone loses – and let’s face it, we’re not looking too good right now – or we can change and try to make things better between us.” He turned around, giving everyone a pointed look. “Change! Isn’t that what you guys do best? If the ponies aren’t willing to take the first step, then why can’t we be the ones to do it? Prove them wrong; show that you’re better than they think!”

Chrysalis shook her head. “I won’t take that risk. Especially not when I have already found an alternative. You.”

What?

She chuckled and shot a sideways glance at Sassaflash. “I’ve seen the two of you together. I know you’re both drawing love from each other, and yet there is no draining effect on either of you. Or at the very least, you’re both getting more than you’re giving, somehow. The point is that your relationship is self-sustaining, with plenty of love to spare.” She trotted uncomfortably close to him and looked him in the eyes, saying, “The only reason I’ve tolerated the ideas you’ve been putting into the children’s heads is that you’re feeding them really well and at the same time drawing more love from them. They are growing much faster than I could have ever hoped for. You are the answer that I’ve been waiting for.”

Caramel took a step back as her horn glowed.

“You gather enough love every day to feed many of your siblings. You’re a hybrid with a feedback mechanism that could give us the edge we need, if I could only replicate the effect with another pony as willing as you’d been. I have found another way; I just need more time. We will survive.”

“That was the whole point of this?” He waved a holey leg at her and shook his head. “I… I don’t even…”

“You don’t have to worry.” The queen smiled at him. “You only need continue doing what you’ve always done, minus the disobeying parts. Continue to feed your siblings.”

“It’s not enough, and I don’t know if you’ll find anypony else—”

“Exactly,” she interjected. “You don’t know. Now, I’ve had enough of this discussion.” She turned to the overseers and waved them off. “Get back to your posts. I want everyone—”

“No.”

Chrysalis rounded on him, frowning. “What did you say?”

Caramel bared his fangs. “We’re not done here.”

Silence filled the chamber as the others waited for their queen’s response. Chrysalis’ horn glowed, and she raised a hoof and pointed it in the direction of the exit tunnel, saying, “Do as you’re told. Now.”

He felt the pressure of the compulsion bearing down on him, but this time, he was ready. 

Rax. Changeling. Warrior. Friend. Friends do not forget. It was only a matter of time before someone else was lost, whether in a fight or in an accident, and next time it could very well be Stickle or any other of his siblings. Or even Sash. He was not going to let them live in a world where that kind of sacrifice was demanded so often. Not if he could help it. 

He stood fast as guilt and dread assailed him for not immediately obeying her. Slowly, he mustered the will to look her in the eye and say, “No. I’m not going to be a part of something that will only hurt us in the long run.”

Chrysalis’ expression turned sour. “You’ve clearly forgotten the terms of my hospitality,” she growled. “Give me all of your reserves, right now. And I will think of a suitable punishment for this insolence after you’re locked up.”

Ponyfeathers!

Apparently he wasn’t the only one who could draw on emotions and memories to fight compulsion; Chrysalis was able to do the opposite. It took all of his will not to cave in under the pressure she was exerting on his mind. He groaned as it almost became a physical force, ripping magic from his reserves and channelling it into his horn to be transferred to the queen. He bowed under the weight of her will, clinging on to any thought that could justify defying her.

But no matter what he tried, it soon became apparent that he was going to have to give up some of his magic, one way or another. So in his desperation, he converted the energy into a concussive blast and roared, “Fine, take it!”

There was a cry of surprise, followed by a thud and a loud crack.

When he opened his eyes, he found Chrysalis leaning against the far wall of the chamber, with a clear outline of her body on black soot on the rock. Wisps of smoke were coming out of her hair. She glared at him as she regained her composure and said, “Guards, seize him.”

The guards surrounded him, but Caramel snarled at them and roared, “Stay where you are!” When they stopped in their tracks, apparently paralysed by indecision, he lowered his voice and pleaded, “If you really want to do what’s right for the hive, help me. There is a better way!”

The guards and overseers simply stared at him.

“Oh, going ahead with the coup, are we?” Chrysalis chuckled. The others hastily got out of her way as she advanced on him, horn aglow. “It’s been a long time since I put an upstart in its place. I think I’m going to enjoy this.”

Caramel pawed at the ground in anticipation of violence. His heart was pounding, his nerves were fired up, and his horn was blazing. So much for talking sense into her. Now he just wanted to beat it into her thick, stubborn skull. If she wasn’t going to listen to reason, he supposed force was the only option left. He knew that it wasn’t right, but that didn’t seem to make him any less eager to get down to it. His lips curled up to form a nasty grin as they circled each other. Everyone else had backed off to watch from the sides of the chamber. It was just him and the queen. 

He was the first to strike. The ball of fire flew straight for her chest, but it careened off her green barrier and exploded against a rock column, sending small shards in every direction. Caramel squinted and shielded his eyes with a hoof.

And the next thing he saw was a dark blur. Something cracked against his jaw; his head twisted to the side, he lost his balance, and he suddenly found himself skidding on the floor with bits of dirt and gravel grinding into his hide. 

Horse apples, she’s fast!

He rolled away just in time to avoid her hooves crushing his legs. A fiery beam seared a line into the ground before him, but he managed to scramble away. A second later, he had to duck beneath a swipe to his face. The move left Chrysalis exposed for a moment, and he roared and rammed his head into her side. His horn only grazed her, but the impact was still enough to stagger and ruin her aimed shot. The bolt struck the ceiling and rained dust upon them. 

Sash was shouting something at him, but he couldn’t spare the attention to listen properly. He twisted around and delivered a solid buck to Chrysalis’ side. She staggered again, but this time her magic caught him. He was flung away, and crashed into a wall. As he lay stunned on the ground, he felt her magical grip wrapping around him and lifting him bodily into the air. 

Caramel yelped in pain. He thought he could hear his bones grinding and joints popping as she held him in a crushing grip. A low groan escaped him as he fought the urge to flail around. Through the growing agony, he was just able to channel enough of his own magic to disrupt her spell, and her grip loosened enough for him to wriggle free and drop to the floor. He got back up—and a green blast struck him in the chest. For the second time, he crashed against rock and slumped to the floor. 

He had once banged his knee hard against a stone table, and the intense, ringing sort of pain followed by a throbbing ache was something he hadn’t cared to experience again. Except that that was exactly what he was experiencing at the moment, just with nearly all of his bones involved. Curling up into a quivering ball was all he could do. 

“You’re pretty new to this whole ‘usurping the throne’ thing, aren’t you?” Chrysalis mocked.

With the pain slowly fading away, Caramel tried to get up, but choked out an agonised cry when he put weight on his foreleg. He felt Chrysalis’ magic wrap around him once more, and he floated over to her until she had him dangling before her, upside down. 

“Had enough?” she asked with a smirk.

Caramel punched her in the face. With all that pain shooting up his limb, he’d probably hurt himself more that he’d hurt her, but it did wipe away that condescending smirk. Chrysalis glared at him for a moment, then sighed and rolled her eyes.

Her magical aura disappeared, and he gasped as the floor rushed up to meet him. He landed on the side of his face, and the rest of his body fell into a crumpled heap. Shards of pain lanced through his ribs and legs, and he was pretty sure he’d lost some coat on his cheek. He winced as she levitated him back to his original position. 

“How about now?” she asked again.

Before he could answer, there was a bright flash of green light, followed by what felt like a thunderclap. He fell, but was caught in another aura just before he hit the ground. 

“Leave him alone!” Sassaflash screamed.

Caramel followed her gaze and saw Chrysalis stumbling to her hooves. There was a trail of scraped rock and soot on the ground between where she was and where she’d been standing in front of him. Her hide looked like it was smoking.

“Can you get up?” Sash asked, kneeling down by his side.

He hissed a little when she touched a sore spot. “Ouch!”

“Sorry. I—” Sash suddenly sprang to her hooves and fired another blast of magic.

He had been too distracted to see what Chrysalis had tried to do, but the next thing he knew, Sash was darting to and fro around Chrysalis, dodging green bolts of fire. She was fast; he could see the queen growing increasingly irritated as she missed one shot after another. He tried getting up again, but his limbs didn’t seem able to support his weight. Growling in frustration, he helped Sash the only way he could—by using magic. He burned Chrysalis a couple of times, but she was quick to adapt and block his attacks. That was when Sash zipped past and delivered a swift blow to her leg joints. 

Chrysalis stumbled and Sash dove in for another strike, but this time, the queen faked a magical attack and swung out a hoof that clipped her in the shoulder. Sash spun out of control and crash-landed next to him, groaning. 

Oh no. 

He tried to crawl closer to see how badly hurt she was, but to his relief, she was able to get up.Unfortunately, she wobbled and fell back down almost immediately after. She was bleeding from her shoulder.

A feral snarl escaped him as he turned to Chrysalis and fired a lance of energy straight at her face. He noted her shocked expression just before the queen met his magic with a beam of her own. 

The glare from their colliding streams of magic was blinding, but he could feel the immense power in her spell. And the pressure on his horn was growing by the second. It was like beating his head against a brick wall. Panic threatened to overwhelm him when he recalled what had happened to Princess Celestia; he was doing the exact same thing. The smart thing to do would have been to disengage and run, but he was too hurt to move, and ending his spell would mean taking the full force of her magic to his face.

But just then, he felt another stream of energy join his own, and the pressure eased up a little. Squinting, he found Sash lying prone on the ground just like him, clenching her teeth and blasting everything she had at the queen. 

The seconds dragged on, but little seemed to be changing. It was just him and Sash against Chrysalis, locked in a magical struggle. Beads of sweat formed on his brow; it was getting hot, and he was starting to shake from expelling so much energy at once. 

When it seemed like minutes had passed, the supportive effect of Sash’s magic suddenly vanished. He gasped when he saw her lying unconscious, just before the pressure on his horn doubled. It burned like fire. Black spots appeared in his vision. 

Suddenly, he heard a sound like splintering wood, and he was thrown backwards, tumbling head over hooves several times before rolling to a stop. He simply lay dazed for several seconds, wondering what had happened. 

And then Caramel screamed when he felt somepony hammering a stake into his forehead. Through the tears clouding his vision, he could vaguely make out changelings rushing to and fro as Chrysalis barked out orders. The chamber was spinning, and he felt sick. He squeezed his eyes shut and flattened his ears, curling into a tight ball as he tried to block out everything. But he could not shut out the agony that was shattering his skull.


* * * * *


Caramel had the most exquisite headache when he regained consciousness. And he felt… heavy. When he moved he heard a clinking sound, and he realised that he was hobbled up. There was a collar around his neck and fetlock cuffs on each leg. The chains between them were only long enough to allow him to lie down properly; they would allow no running or fighting. 

Not that I’d want to anyway… Between the chains and the soreness that he was feeling in his bones and muscles, that was the last thing on his mind. 

Sassaflash was lying on the ground next to him, similarly chained up. He crawled over to her, wincing as the throbbing in his head. She stirred at his touch and blinked slowly. Then, she jerked to full wakefulness and sighed in relief when she saw him. 

“Thank goodness you’re awake—I was worried you wouldn’t soon.”

“Why wouldn’t I?”

Her eyes went up to something above his field of vision. 

Oh, headache. Right. He tried giving her a reassuring smile and said, “It’s not too bad. I’ll be fine.” Glancing around, he noted that they were both in a small, circular chamber that was very poorly lit, even by changeling standards. “Where are we anyway?” He tried conjuring a little light…

“Wait, don’t—” Sash exclaimed, but it was too late.

“Aagh!” Pain buzzed inside his horn and jolted down his spine and into his limbs. The room suddenly spun, and he had to spread himself as wide as the chains would allow to avoid falling flat. “Oh, oww…” he moaned. “What hap—”

“You broke your horn,” Sash explained. 

So that’s what the headache’s about. After taking a calming breath, he raised a hoof to feel it, carefully edging it closer. Sash watched with concern as he touched the base of his horn. It was a mess of jagged shards poking out of his skull, reminding him of the blown-out end of a firecracker. But… there was something else there. He winced when his hoof went higher and touched something soft that was shaped like a horn. It was similar to touching a loose tooth that still had enough feeling in it to cause a buzzing sort of pain. Oddly enough, touching it was just as addictive as prodding a loose tooth with his tongue.

Sash gently took his hoof and pulled it away. “Don’t play with it. You’re lucky it was just the outer layer that exploded. Once the new layer hardens you should be able to use magic again, I think.”

“Yeah…” Caramel’s voice trailed off as he recalled the agony he’d experienced. He remembered screaming and crying and—his heart sank. We lost. He turned to Sash and sighed. “What happens now?”

Sash lit up the chamber with her magic, revealing a large boulder blocking the only exit. “I don’t know. But it looks like we’re not going anywhere soon.”

We failed. 

Caramel felt his ears droop. He sagged and thumped down onto the floor, letting the memories wash over him, not caring if they dragged him down into the depths. Sash said something to him, but he didn’t hear. He couldn’t help replaying the confrontation with Chrysalis again and again in his mind, searching for something that he could’ve done differently that wouldn’t end in failure. But nothing credible presented itself. Too many things were out of his control. 

But if I hadn’t messed around with the moon…

If Sash had had more time to gather support, they might’ve stood a chance. It was his stupid foray to the surface that had forced them into action before they were ready; he was the one who—

“Hey, quit it!” somepony snapped.

The sharp voice was just enough to yank him out of the pit that his mind was sinking into. He shook his head to clear it and winced when his over-sensitive horn wobbled. 

Sash was giving him a stern look. “Don’t do that. We don’t need to add that attitude to our list of problems.”

He stared at her disbelievingly. 

She was unfazed and put a steadying hoof on his shoulder. “This isn’t over yet. We’ll find a way.” 

Caramel sighed. She was right. A truce between their kinds was worth fighting for, and it was unreasonable of him to expect it to happen so quickly and easily. Heck, even the three pony tribes had taken much longer to work out their differences.

“Thanks. I needed that.”

Sash’s determined expression softened as she sighed. “Get some rest. There isn’t much else we can do right now.”

“Yeah…” Caramel glanced at the boulder blocking the exit, then raised his foreleg. “But honestly, this seems a little overkill.” He jangled the chains in emphasis. 

She shrugged. “Take it as a compliment. I don’t think she would’ve used them if she didn’t respect what you’re capable of.”


* * * * *


Caramel was stirred out of his sleepiness by the sound of grinding stone. He nudged Sash awake, and they got onto their hooves and waited in silence as the boulder rolled away and Chrysalis sauntered in. For a moment, he felt the irrational urge to bull-rush her and pick up where they’d left off, but he forced himself to keep still. 

Her expression was an unreadable mask of neutrality as she sealed the exit behind her. She then trotted close until she stood right in front of them. He flinched when she suddenly lifted a hoof, fully expecting a smack coming his way, but she only ruffled his mane and chuckled.

“I must admit, I’m proud of you both,” she said with a smile.

His jaw dropped. Beside him, Sash was staring wide-eyed.

“Huh?” 

Chrysalis ignored him and began walking in a circle around them. “You know, Shining Armour was supposed to be in your place. I had him all nicely wrapped around my hoof, until that nosy Twilight Sparkle ruined everything. It’s a pity; he would’ve made a formidable warrior.” 

“Wait, you mean you were feeding him that stuff you gave me?” Caramel gestured at his holey limbs. “This was supposed to happen to him? What’s going to—”

Chrysalis huffed. “Calm down. I was only able to slip him enough to make him susceptible to compulsion. The only thing that Shining will have to deal with is a craving for mushrooms, and maybe the occasional inability to disobey his wife, the prissy little—” She stopped for a moment, then focused on Caramel once more. “But that’s not important anymore. The point is that you were a disappointing last resort when you showed up. But then you adapted. And you eventually challenged me for control of the hive.”

Caramel shook his head. “Wait. I don’t want to take over the hive! I just want ponies and changelings to stop fighting!”

“The point is that you were ready to take me down if it meant getting what you want for the hive. That’s how changeling succession works.” She gave him an evil grin. “Tell me, how does the title of Queen Caramel sound to you?”

He felt his eyes widen. “Err… don’t you mean king?”

“Umm, changelings never have kings,” Sash pointed out.

“So…”

Chrysalis chuckled. “If the successor is male, he won’t be for long. The hive does need someone to keep laying eggs, you know.”

Caramel instinctively brought his hind legs closer together. Maybe not beating her wasn’t such a bad thing after all…

“I’m not sure how it would’ve worked out for a hybrid like you, though.”

He tried picturing it; it was horrible. An involuntarily shiver went through him.

The queen cackled at him. Then, her expression grew pensive, and she lay down on the floor, motioning for them to do the same. Once they’d done so, she held their gaze with appraising eyes. He resisted fidgeting under her scrutiny; if there was such a thing as somepony reading minds, then that would’ve been the face used by that pony. 

At length, Chrysalis sighed and said, “You really do believe that your plan will work, don’t you? And you’re willing to do everything it takes—even if it means kicking me off my throne.”

In spite of his surprise, Caramel kept his mouth shut. Is this a trick question?

She seemed to anticipate this, for she added, “Now that my head is clearer, I’ve had time to go over things with the overseers. You are right; the hive cannot go on like this. And though you are the first of those who can be the solution to the problem, it will take too long for me to rely on making more like you.”

Caramel remembered that one time he’d seen the queen at her worktable loaded with books, phials and jars filled with dark fluid. He recalled that she had been particularly agitated or frustrated at the time, and now it was becoming clear to him why.

“You’ve run out of the stuff that you fed me with, haven’t you?” he asked.

“I still have some left, but I cannot make more, and what I do have is too little to bring a pony to the middle point that you’re at.” Chrysalis snorted. “And the only place where I can find more of the active reagent is right in the heart of pony territory.”

“What’s that?”

She smiled at him and waggled a hoof. “Ah-ah. That would be telling.”

“So… what do you want from us?” Sassaflash ventured.

“You’ve already snared the minds of my overseers with your ideas. They want to support you, even if they’re too scared to say it to my face after I beat both of you. So… that’s why I’m going to release you.” 

Caramel’s eyebrows shot up. “Just like that?”

Chrysalis rolled her eyes. “Yes. If you’ve defied me once, I’m sure you’re quite able to do it again,” – she shot a glare at Sash – “and you attacked your own mother. Traditionally, this is the part where I cast you out of the hive, but you’re both too valuable to be exiled, so we’re all making sacrifices today.”

“So… you’ll let the prisoners go as well?” Caramel asked.

“No. This is a compromise, not a total surrender,” Chrysalis snapped. “We can’t afford to do that yet. But I’m willing to…” she trailed paused and moved her jaw a little, as if there was something with a bad taste in her mouth, “—open up a little to ponies. If they’re willing to concede some resources to us in exchange, I may eventually release everypony. And that’s a big maybe. I still highly doubt they’re going to entertain us.” She shook her head at the thought, then continued, “Long story short: I’m still in charge, but I’ll let you try to work things out – starting small, mind you – in return for not trying to pull off stunts like that again. No matter how much you think your plan for the best, you are not ready to lead.”

“Why couldn’t we have this talk earlier?” Caramel wondered aloud.

“As I said, I believed I could just order you to behave. But you’ve clearly outgrown your place in the hierarchy.” Chrysalis leaned in close and said in an undertone, “I saw how much your influence had grown. You had potential. Just before we fought, I saw the way you looked at me; you would not hesitate to strike me down if it meant you could be in control of our fate. And I will admit: you’re the first in ages to make me feel threatened. It was enough to trigger the reaction.”

Caramel remembered the way his blood boiled at her stubbornness. He remembered taking to the fight like a hungry predator on his prey. It was uncomfortable similar to the combat pheromones.

“You mean, we fought because…”

“Yes. The rite of succession is more than a mere fight; our bodies physically change because of it.” 

More changeling stuff... It made him wonder if they were really all just slaves to their nature. 

Chrysalis put a hoof to her chin thoughtfully. “Which reminds me… I certainly don’t remember infusing overseer strains into your royal jelly. The fact that you’ve developed some of their qualities is most interesting. And disturbing.”

“It just means that there’s more to ponies than you think,” Sash asserted. “It wouldn’t hurt to learn a few things from them.”

“Hmm.” The queen didn’t sound very convinced. But at least she wasn’t openly hostile to the idea. “I’ll have to—”

“Hey, Caramel, are you in there?” cried a muffled voice.

The three of them blinked and turned to the boulder blocking the exit. It sounded like the voice had come from—

“We heard you fought Mother! Why?” 

“Is she beating you up in there?”

“Do you need help?”

“Any chance of a story if you’re not dead?”

There was silence for a moment. Then, a giggle suddenly escaped Sash. Caramel felt his cheeks burn and chuckled weakly as Chrysalis brought a hoof to her face in exasperation.

“Guards!” she rumbled. “Why are there nymphs outside the cell? I thought I told you not to let anyone near this place!”

“Sorry, Your Highness,” came the meek and muffled reply. “They came on their own and they’re… not listening. Do you want us to force them out?”

Chrysalis shook her head and muttered something unintelligible. She then answered, “Never mind, I’m opening the door. They’re not going to be prisoners for much longer, anyway.” 

As she began shifting the boulder with magic, Caramel felt his heart leap. This really is happening. They had made a difference. He didn’t know how, but it had happened. Maybe things were going to get better, after all. He couldn’t help smiling and pulling Sash into a tight hug at the thought. Their chains and collars clinked noisily, but he didn’t care too much about that.

“You’ve started a fire,” Chrysalis commented wryly. “I really hope you can control it.”

“We will. You’ll see,” Sash replied with renewed determination.

Caramel grinned when Stickle and the rest of the nymphs barged into the cell and crowded around them. 

Yeah. Together, we will.
	
	
> Chapter 12
> --------------------------------------------------------------------------


Three hours before Integration…


Two days had passed since his confrontation with Chrysalis. Although she had promised change, life in the hive remained pretty much the same. They worked, they farmed, they kept watch for intruders, and they harvested love from the sleeping ponies. 

Caramel had to rein himself in several times throughout, telling himself that it was unreasonable to expect Chrysalis to tell everyone to stop feeding on them immediately. Without a guaranteed sustainable source of food, they’d be in a lot of trouble before long. But that didn’t make it any easier to stomach the notion of leeching off on them, even if the queen had ordered everyone to be gentler about it. Stealing was stealing, and he didn’t think that would sit very well with anypony they tried to make contact with. The queen was still looking into their options for diplomacy.

The other thing that kept itching at the back of his mind was Princess Luna. He still had vivid dreams, but the moon was no longer present in them, and neither was the dark alicorn. At least, not directly. Whilst wandering through the barren landscapes in his dreams, he always felt like he was being watched, and although it did not affect the restfulness of his sleep, it bothered him when he was awake. He still hadn’t told anyone else about the princess, partially because he wasn’t sure how Chrysalis was going to react to that information. And also partially because he suspected that she was going to think him incredibly stupid for thinking that finding the moon would have helped him in his cause, no matter how uncannily vivid his dreams were.

After he was done with his duties for the day in the hatchery, he made his way to the repository to meet up with Sash. It was a chance for him to watch her work and learn a little more about what was involved in looking after the pods and their occupants. It was also a chance for him keep an eye on his friends. Although he wasn’t in any position to change their situation yet, he still felt like he owed them something for getting them tangled in this mess in the first place. Making sure that nothing worse happened to them was the least he could do. 

But all thoughts of his captured friends vanished when he found Sash presiding over two pods that he was pretty sure had never been in that part of the chamber before. Her warm greeting went unanswered as he cantered right up to the pods and stared at them.

Sash tapped him on the shoulder and said, “Umm, I can explain.” 

I sure hope so… The two pods had resin that was a light, glossy shade of green, unlike the darker hue of the rest of them. And he did not recognise the two ponies inside.

He rounded on Sash. “These are new, aren’t they? But I thought we were going to stop kidnapping ponies!”

Sash nodded hesitantly. “Yes. But the foragers saw these guys nosing about near one of the entrances yesterday. Anther said the plan was to stay out of sight and wait for them to leave, but then they actually found the tunnel.”

“Oh, great.” Caramel groaned. 

“No kidding,” Sash agreed. “The foragers jumped on them. I guess they thought it’d be better than letting them get away and risk telling somepony.”

Sighing, Caramel turned his attention to the two captives. They were both pegasus stallions, probably amongst the biggest he’d ever seen. They looked starved, though. Their ribs were showing, their feathers were crooked, and their coats bore the grime and ruggedness of hard travel. If they were in healthy condition, though, he suspected they would have almost rivalled Big Mac in weight. 

The green colouration of the pod was distorting their colours, but he surmised that one stallion was probably orange or brown with a darker shade for his mane. The other might’ve been dark green or grey with reddish hair. Both had various working tools for cutie marks.

Green light in the corner of his eyes interrupted his musings, and he turned and found Sash with her horn aglow, staring intently at the pegasi. 

“Hey, wait!” he exclaimed.

Sash stopped immediately and looked at him in surprise. “What’s the matter?”

“What are you doing? They don’t look like they’re in any condition to be fed on.”

“Oh, that.” Sash shrugged. “They’re sleeping; it shouldn’t affect their emotions too badly.”

Caramel frowned. “Are you sure? Would there even be anything worthwhile? Because I don’t think I’m going to be all that happy or lovey if I looked like that.” He pointed to one of the emaciated stallions in emphasis. 

“That’s what Scorn wanted me to find out.” Sash gave him a reassuring smile. “Harvesting their love won’t hurt them, and I’ll leave them alone if I find they’re emotionally drained already. This is pretty much standard procedure for us.”

“Hmm, okay. If you’re sure they’ll be fine…” Caramel retreated a few steps and watched as Sash closed her eyes and sent a tendril of magic from her horn, reaching towards one of the pods.

After a minute or so, he sat on his haunches and took to observing what the rest of Hunter Caste were doing. Though the work cycle was coming to an end, there were a few others still harvesting love, along with several workers meticulously cleaning the pods and their surroundings. 

Another minute passed. Then two. This was taking longer than he’d expected. Maybe Sash had found the stallion suitable for harvesting after all. But it was odd that she’d hop straight to harvesting without first checking on the other guy…

Eh, she knows what she’s doing. Caramel mentally shrugged and went back to watching others at their work.

A sudden gasp brought his attention crashing back to Sash. He leaped to his hooves when he saw that she was trembling where she stood.

“Are you okay?” He was about to put a hoof on her shoulder, but hesitated at the last second. He had no idea if it was safe to interrupt a changeling in the middle of harvesting love. 

“Hey, a little help over here, please!” he yelled. Several changelings turned his way, but only one actually came rushing over.

“What is it?” she asked irritably.

“This.” He gestured towards Sash. “This doesn’t look normal. What’s happening to her?”

The changeling peered at her curiously. A second later, her expression grew worried. “I don’t know. What was she trying to do?”

“She said she was going to check on these two. She wanted to see if they can be fed on. Does it usually take this long?”

She shook her head. “It never does. Something’s wrong. Give me a moment…” 

Caramel waited impatiently as the changeling focused on Sash, lit up her horn and slipped into a meditative state. Seconds later, both Sash’s and the newcomer’s breathing grew heavy and irregular.

Oh, hayseed.

Sash suddenly collapsed to the ground, whimpering. The other soon followed. Caramel rushed to her side and shook her, no longer caring about the risk. It looked like she was having a nightmare or something. When she did not wake, he leaned in closer and whispered urgently, “Come on, I know you can hear me. Wake up!”

Her eyes opened, but she didn’t seem to see him. She whimpered and curled into a shivering ball, completely deaf to his pleas. The other changeling was faring no better. 

What the heck is going on? What could have—

Caramel blinked. Slowly, he looked up and stared at the two stallions floating in the pods above them. Was it possible for ponies to fight back whilst like that? He’d never heard of it before, and he was pretty sure something that important would’ve been mentioned…

Sash murmured something unintelligible, but it was unmistakably out of fear. He tried speaking to her again, but she didn’t give any sign of having heard him, not even when he shook her a little. Then she started sobbing, and he growled in frustration. He could taste her fear and desperation; they were washing over him in waves.

Glaring at the two stallions, he thought, That’s it, I’m coming in. And if you’re the ones hurting her…

His horn was still recovering after being broken and the new layer of chitin had just only begun to harden, but that was all he needed. On any other day, the thrumming sort of pain as he channelled his magic would have been too much to bear, but Sash’s whimpers of terror spurred him onward. He plunged into the stallion’s subconscious like a cannonball. 

The place that he entered was quiet. It was a vast expanse of darkness with the ground only dimly visible. 

This can’t be right.

Caramel didn’t consider himself an expert on dreamstalking, but he was certain that it wasn’t supposed to be so barren and expansive. And dark. His vision was limited to a patch of ground going a hundred paces in any direction, and it had about the same lighting as a deep cave. The swirling masses of ‘clouds’ that were supposed to be the emotions and memories of the dreamer were still present, but they were dispersed. Where Lucky’s had been thick and clumped together, these were long, thin and fragmented. He focused on a relatively bright patch and glimpsed a little orange colt happily running around what looked like an old-style forge. 

He suppressed the urge to feed, reminding himself that there were more important things to worry about. Sash seemed to be in the grip of a terrible nightmare, one that she couldn’t wake up from, and he— 

Caramel froze.

Nightmare. 

Oh no…

A deep growl shattered his train of thought. He tried to pull out of the stallion’s subconscious, only to find himself back in the dark, cavernous space. Except that this time, it wasn’t quite as dark. A pair of teal, glowing eyes were watching him. They had slit pupils like a cat’s, and although he could not see what they belonged to, it was already very clear that it wasn’t a pony.

And Caramel didn’t want to find out. He whirled around to beat a hasty retreat. Or rather, he tried to. His hooves felt like they were rooted to the ground. At the same time, the creature started moving towards him. Judging by the way the ground shook, it must’ve been massive. Before it had moved, the distance had simply given him a false impression of its real size. 

Move, move, move! he mentally screamed at himself. Why can’t I move?

He looked down and gasped when he saw that his hooves were rooted to the ground. Literally. Right where his fetlocks should be, the black chitin had given way to gnarly bark, and when he tugged hard, the earth gave way a little to reveal wiry roots stuck firmly in the ground.

Another growl distracted him, and when Caramel looked back up, he saw the creature step into the dim light. Lines, curves and shadows coalesced around the fierce pair of eyes, until they formed a massive, angular head with thick horns, sharp spines, long snout and smoking nostrils. Two huge forelegs with wicked claws followed. Blue scales so dark that they were almost black glinted in the light.

Dragon!

Caramel made a sound that wasn’t that far off from a squeak and ripped one hoof out of the ground, creating a fountain of dirt and snapped rootlets. He quickly did the same for the others and galloped as fast as he could.

Unfortunately, having roots for hooves made running terribly difficult. He’d gone no further than a few yards before his legs got tangled in the ropy mess, and he soon ended up on the ground ensnared and unable to get up. He cringed when he heard the pounding of the dragon’s approach and desperately flailed his legs in an attempt to break the tangled roots. There was no such luck.

Caramel cringed and curled up when the dragon was upon him, praying that maybe, just maybe, the dragon wasn’t actually after him or would just leave him alone if he pretended to be small and insignificant.

Again, no such luck. He stiffened when he felt its clawed fingers close around him, then cried out when it lifted him into the air. His legs, roots and all were pinned to his sides, and he was held before the dragon’s terrible muzzle like some celery stalk that was about to be eaten. The dragon regarded him coldly for a moment, and then it roared in his face.

The hot blast of air rippled with force, reverberating through every bone in his body. He snapped his eyes shut and whimpered as the dragon’s claws tightened around him. There were other voices screaming in the darkness, but he couldn’t hear them. They didn’t matter anymore. The world had shrunk to just the little space that he had left in the dragon’s crushing grip. He was completely helpless, and a little squeeze was all the dragon needed to pop him like a grape. 

Caramel started crying.

“Please… I don’t… I don’t want to die!” he wailed between sobs.

The dragon suddenly grew silent, and its grip loosened a little.

“It’s… it’s you,” the dragon said in a feminine voice. A feminine, pony sized voice that was tinged with surprise.

What? Caramel blinked and stared at the dragon. All at once, she didn’t seem quite so scary anymore. The screaming in the background had stopped, the darkness had receded, and he actually recognised the dragon!

“Princess Luna?” 

The dragon’s claws went slack, and he gasped as he plummeted to the ground, flailing wildly. The hard rock rushed up to meet his face…

“Hrk!”

Caramel was lying flat on the ground next to Sassaflash. Then he remembered what had happened when he tried dreamstalking the stallions, so he quickly sat up and patted her gently. She blinked and her eyes darted around for a moment, but they eventually focused on him, and she sighed and curled up tightly. She was still shivering, but at least she had woken up from the nightmare. He couldn’t blame her; his heart was still pounding. 

He glanced around and was about to call for help when he noticed that the other changelings who had been feeding had all toppled over and were also curled up on the ground in catatonic terror. Most of them were trembling and making incoherent noises. Only a couple of them, most likely bystanders, were unaffected, and they were busy tending to the afflicted ones. None of them seemed to know what had happened.

Caramel heard a gurgling sound the same time movement above caught his eye. He looked up and froze when he saw one of the stallions looking directly at him. The other guy wasn’t but he appeared to be taking stock of his surroundings even as he floated in his pod. Those alone should have been reasons enough for Caramel to sound the alarm, but he couldn’t help wondering what the starving pegasi were going to do next. He imagined that waking up floating inside one of those horrible things would’ve been a panic-inducing experience, and yet they seemed almost… accepting. Was it because they had already resigned themselves to such a fate? They certainly looked like they were only minutes away from passing out from hunger. 

Then, both stallions pressed a hoof against the side of the pod and dragged it across the inside surface. A thin line appeared in the wake of each swipe. 

What are they—

The pods bulged at the lines. Caramel felt his eyes widen when the stallions repeated the move in the opposite direction. They looked like they had something sharp hammered into the underside of their hooves.

—oh, crud.

Caramel grabbed Sash and leaped back as the two pods split open, dumping their contents onto where he and she had been only seconds before. The stallions landed with heavy, wet splats, but they were on their hooves almost in an instant. Caramel watched, torn between apprehension and curiosity as the pair threw up green slime. He then winced when he heard the gurgling noises they made when they drew breath, coughing up more of the fluid they had breathed in. But the moment only lasted a few seconds, after which both stallions turned their attention to him.

He took a step back. That should not have been possible. To regular ponies, the hive might as well have been in total darkness, but these two were clearly looking at him. 

“Caramel?” Sash murmured, rubbing her head. “What was tha—T’chaak!” 

She scrambled up and turned away to call for help, but at the same time one of the stallions, the orange one, swore under his breath and surged forward to tackle her. He slammed into her and covered her mouth, muffling her cry of alarm.

“Hey!” Before he’d realised it, Caramel had already bared his fangs, leaped to her side and slammed a hoof into the side of the stallion’s head. The slime-covered pegasus grunted and released her, but recovered quickly and glared at him. 

Caramel widened his stance, preparing to fend off an attack or intercept him if he tried to stop Sash from getting away, but something heavy slammed into his side and bowled him over. He tumbled and grappled with his assailant, realising that it was the other stallion. The green-coated guy ended up pinning him to the ground, and Caramel was startled by just how heavy he was. He managed to get one hind leg under the stallion and kicked, but the big pegasus only grunted and then whacked his head with a hoof. Stars danced before his eyes.

He heard some scuffling nearby, then saw a green blast of magic flying straight at his assailant. The stallion spread his wings and leaped into the air to avoid it, and Caramel took the opportunity to get back onto his hooves. Sash was fighting the orange-coated pegasus, alternating between taking swipes at him and blasting him with magic. The guy was able to block or avoid most of her attacks, but she did graze him a couple of times on the flank. Caramel dashed forward to tackle him, but he had apparently anticipated the attack and whirled round to deliver an uppercut with his wing. 

Caramel felt his neck crick as the world flipped upside down. He landed on his back and grimaced when his wings got scraped, and whilst Sash moved close and stood over him protectively, he saw the orange pegasus turning tail to retreat to a safe distance. His companion darted over to his side soon after.

Hayseed, those guys are strong…

Sash kept her horn flared up, panting heavily.

“You okay?” Caramel asked as he got back up.

“Fine,” she replied briskly. “What now?”

It had to be some kind of trick; there was no way anypony who looked that starved could move so quickly and hit so hard. His jaw was starting to ache from the blow he’d received. He glared at the two pegasi and growled, “Who the heck are you guys?” 

They blinked, incomprehension written on their faces.

Oh, right. He’d accidentally spoken in Vespid. 

But before he could rephrase his words in Equestrian, he heard the rapid pounding of hooves and buzzing of wings coming from behind. The others had finally taken notice. Realising that they were outnumbered, the two pegasi whirled round and fled down one of the tunnels leading towards the fungus farms. 

The pain that Caramel was feeling subsided to a mild throb when the others swarmed past him and down the tunnel, and he felt his heart rate climb steadily to a rapid drumming. He was suddenly itching for a fight, and he realised that he was under the effects of the combat pheromones. Chrysalis was coming.

“What happened?” a voice asked urgently. Caramel turned and saw Scritch land next to him. 

“The two guys we brought in yesterday. They broke out,” Sash explained.

Scritch turned his gaze to the members of Hunter Caste who were still curled up on the ground and shivering. With a puzzled frown, the warrior asked, “What’s up with them?”

“Nightmares,” Caramel stated. 

“What?” 

“It’s—oh no.” Caramel turned to the tunnel and broke into a gallop after the two stallions. He had a suspicion that Princess Luna was up to something, but he couldn’t be sure until he spoke to those two. He had no idea how he was supposed to accomplish that without having the entirety of Warrior Caste as an audience, but he would cross that bridge when he got to it.

“Come on!” he yelled over his back. “I’ll explain later!”

The two pegasi had caused quite a stir; judging by the thunderous pounding of hooves, buzzing of wings and raucous skittering, they might have had fifty changelings hot on their tails and spoiling for a fight.

Caramel had to fight to keep his thoughts clear. The last thing he needed was to get into another scuffle with the pegasi. But even the possibility of Princess Luna’s involvement wasn’t making it easy for him; those guys had hurt him and Sassaflash, and he definitely couldn’t let them get away without dishing back something in return for their troubles. Maybe a black eye or two—

Argh, stop that. We’re not supposed to be fighting!

“Caramel… what are… what are you up to?” asked Sash as she galloped alongside him.

She was clearly trying to resist the pheromones too, and her voice was a welcome distraction from the urge to fight. 

“Let me deal with them! I think… Princess Luna knows where we are.”

Sash’s eyes bulged in surprise. “You mean, she’s the reason—” 

“Think so. I’ll sort it out!”

They stopped talking after that and concentrated on catching up with the escaped prisoners.

Oh wow.

They found the two stallions cornered in one of the fungus chambers, surrounded by nearly twenty changelings who were on the ground, clinging to the ceiling or hovering in the limited airspace. There was nowhere for them to go, though that didn’t seem to be bothering them. 

Caramel’s jaw went slack as the stallions whirled and danced in their little space, bucking, buffeting and pounding anyone who dared to get within range. The rest of his former caste mates were flitting in and out of the frenzy, but he could see six or seven of them lying on the ground in various states of consciousness. There was an occasional flash of green when someone used magic, but because of confines of that corner of the chamber and their frenzied battle, they were more likely to hit their siblings than the pegasi. He could barely see the stallions in there.

He toyed with the idea of charging in to have a bit of fun, but he shook his head violently to get rid of the pheromone-induced thought.

“Hey, guys, I think you should stop,” he said loudly.

No one listened. His jaw dropped again when the green stallion rammed into a group and sent four warriors flying. But the big pegasus was bleeding in several places, and there was a lot of sticky resin around his hooves. It was only a matter of time before they got beaten. It was taking awfully long to reach that point, though.

“Uh, guys, quit it!”

A couple of his siblings glanced at him, but quickly went back to fighting.

Caramel growled. If they didn’t stop now, it would never end. He had not come all this way to see one skirmish ruin everything that he had fought for!

“Just stop already!” he roared.

Everyone froze and all eyes turned to him. Or, most of them, rather. He felt bad for compelling the three changelings grappling with the pegasi to let their guard down, since the two apparently had no qualms about taking advantage of their indecision. Caramel cringed when he heard the crack of their hooves on chitin and winced when his siblings crashed to the ground. But that was the last thing those stallions were getting for free.

He brushed past his siblings, motioning for them to help up those that had been knocked out by the former captives. They did as he instructed, and when he reached the middle of the half-circle the changelings had formed around the pegasi, he settled into what he hoped was a non-threatening posture. The pegasi remained poised for battle, but he could see that they’d been worn down by the others. They were bleeding from cuts and had burn marks here and there, and globs of resin clung to their grimy coats and manes. 

“Relax. I don’t want to hurt you guys,” he said in Equestrian.

The orange pegasus grinned at him with bloody teeth and spat onto the ground. “Oh yes, my loose tooth can certainly attest to that.”

Caramel blinked. Of all the attitudes that the stallions could have displayed in their situation, sarcasm was the least he would’ve expected. That tone certainly wasn’t mollifying his siblings, if their low, angry buzzing was any indication. 

Ignoring the snide remark, he said, “Okay, just calm down. Maybe we can—”

“Very kind of you to provide the bruises, too,” the orange guy interjected.

“Hey, you were the one who started it!” Sash snapped.

Her anger was met with a wry grin. “Need I remind you that we were simply minding our business before you louts pounced on us like wolves? Your hospitality would put a diamond dog to shame.”

Caramel felt his temper rising, and the pheromones certainly weren’t helping. The others were bristling at the stallion’s snarky attitude, but he brushed aside his growing irritation and waved his hoof repeatedly in a placating motion. “Never mind. Can we all just get along without fighting for a few minutes?”

“Oh, you mean like them?” The orange stallion gestured at the changelings they’d knocked out. 

Someone hissed angrily. “You want to find out what fighting is like? Say that again, I dare you!”

More angry hisses and chitters of agreement followed.

This is getting out of hoof. 

Caramel considered shouting again to get everyone back into order, but he was spared from resorting to that when Chrysalis herself came trotting into the chamber. Everyone hushed at once and made way for her. 

Oh, great. This was going to complicate things.

After glancing at her incapacitated children, the queen waved impatiently at those standing closest to them and said, “You; get them out of here. I’ll deal with these troublemakers myself.” She then turned to the two stallions and gave them a nasty smile. “Interesting… you can see in the dark. And it’s been quite a while since somepony managed to get out of a pod, let alone fight off a whole squad of my warriors. The fact that you did so while starving makes it all the more impressive.”

The orange pegasus raised an eyebrow. “Who are you?”

“Don’t you know? I’m Queen of the changelings, the one who defeated your precious Princess Celestia in single combat.” Chrysalis chuckled. “Or has she been telling you ponies a different story to cover that up?”

“Ah, you mean the one where you and your army get catapulted out of Canterlot by a pair of lovestruck ponies?” 

Chrysalis’ smile disappeared. “Choose your words carefully. You are in my domain now. I still have more than enough power to flatten you.”

The orange stallion leaned over to his companion and murmured, “I expected someone taller.”

The other guy shrugged. 

“Perhaps the princess was exaggerating after all.” 

“I’m standing right here!” Chrysalis snapped. Her horn glowed, and she bared her fangs. “Do you have a death wish, little pony?” She then turned to his partner and growled, “And what about you? Do you have anything to say for yourself?”

The green stallion, who hadn’t said a word up until then, shrugged again and said, “Don’t drag me into your quarrel. I insulted nopony.”

Mr Orange blinked at him in surprise. “But… didn’t you call her a—”

He was cut off by a quick wing-slap to the muzzle, after which Mr Green repeated, “I insulted nopony.”

Rubbing his muzzle tenderly, Orange muttered, “What a friend you are.”

“At least you have one. I’m not dying for your loose tongue.”

Caramel had been watching the exchange slack-jawed. What’s wrong with these guys? Did the green slime in the pods make ponies suicidal or something? 

Chrysalis’ eye twitched. “That’s it.” Both stallions were engulfed in green auras and lifted into the air. “I did not come here to be insulted by you miserable bags of bones!” she snarled. 

“If it is any consolation, you hardly needed our help to—argh!”

The queen slammed the orange stallion into the wall behind him. She then glanced at the green guy, then shrugged and did the same to him. 

“I was going to just put you back to sleep, but now that you’ve annoyed me, I think that can wait,” she growled. 

Caramel winced as her horn glowed more brightly, and the two stallions started squirming and groaning. He’d been on the receiving end of her crushing grip before, and it wasn’t something he would wish on anypony else. 

“Umm, Your Highness, maybe you could go a little easier on them,” he began, but the rest of his words refused to come out when Chrysalis scowled at him. 

“Your Highness!” A changeling came running into the chamber.

“I’m busy; it can wait.”

“But… there is a—”

“Be quiet; I’ll be done in a minute!” Chrysalis snapped. “I just need to teach these smart-mouths a lesson.”

Though the stallions were obviously in pain, their refusal to break eye contact with the queen told Caramel that they were quite unrepentant. Come on, just say you’re sorry! 

After a moment of watching them squirm, Chrysalis frowned and levitated them closer. “There’s something odd about you after all. I had been wondering…” she murmured.

The green guy tried to take a swipe at her with his hoof, but Chrysalis had already learned from Caramel when he’d tried the same move two days ago. She jerked her head back to avoid the punch and slammed him on the ground for good measure. Then, she shot two streams of magic directly at them. The stallions were swallowed by green flames.

There were gasps, chitters and other sounds of surprise when the flames dissipated. 

Well, that explains a lot…

They had been wearing magical disguises. Instead of starving ponies, Caramel found himself staring at two very fit, although injured, stallions in their prime. But that wasn’t the most unusual thing about them. They had bat-like wings, ashen grey coats, dark purple manes and tails, extra tufty ears and yellow eyes with slit pupils.

Princess Luna’s guards. He’d seen them during Nightmare Night, but he’d always assumed that they had just been dressing up for that event. If Chrysalis had stripped away their disguises with her magic, that would mean they really looked like that…

“I thought those were just costumes…” Sash said.

Chrysalis’ frown deepened as she peered at them. “What are you?”

The formerly orange pegasus grinned, revealing a pair of fangs that were almost as long as a changeling’s. “Single. You would not believe how many times a mare has turned away from me.”

“Your endless babbling would account for half of that alone,” his companion groused. 

“At least I try. You, on the other hoo—”

“Shut up, both of you!” Chrysalis hissed. “I have never seen such…” Her words trailed off as a realisation struck her. She whirled round to the changeling that had previously attempted to give her a message, who was fidgeting where he stood. “You. What were you trying to tell me earlier?”

“Probably—aack!”

Without even bothering to look, Chrysalis had silenced the bat-pony by squeezing his throat with her magic. He gasped and flailed, but she held him tight. 

“It’s the princess. She’s taking away the pods. We couldn’t stop her!”

Chrysalis’ eyes widened. “What? Celestia is here?”

“No, it’s the blue one!”

If Caramel’s brain had gears in it, they would’ve ground to a halt. She’s here? But that would mean… she’s after… but how… oh hayseed what do I do—

The queen blinked, glanced at the bat-ponies, then looked past the nervous messenger and stared up the tunnel to the captive chamber. “Oh, clever girl.” She sneered at the two stallions and blasted them with two concussive bursts of magic after the other, hard enough to smash them against the wall and leave them in crumpled heaps on the ground. 

“Lock them up in the holding cell; use the chains.” Chrysalis spun round as the others descended on the stallions, and Caramel heard her murmur, “So the little sister dabbles in transfiguration...” just before she galloped up the tunnel.

Caramel lingered for a moment, but when his brain failed to come up with a plan to deal with the situation, he decided to wing it and galloped after the queen, along with Sash and those who were not tasked with restraining Princess Luna’s guards. No wonder they had been acting so strangely; they had been stalling for time!

They entered the repository just in time to see a dark blue alicorn slicing one of the pods away from the ceiling with her magic. There were nearly a dozen changelings strewn about the place, and most of them were either curled up and cowering in place or groaning in pain.

By her hooves were several pods with their occupants still asleep. Caramel counted the number of severed stalks hanging from the ceiling around the place and estimated that she had probably freed half of the captives already. 

But where are the rest of them?

“I hope we’re not interrupting anything,” Chrysalis politely quipped.

The moon princess tensed when she saw them. Then her horn glowed and the air around her began to shimmer, along with the pods lying at her hooves.

Chrysalis growled, “I have captured both of your goons. Teleport out, and I will have them executed.”

The princess’ determined expression wavered, revealing uncertainty for a moment, but she did end her spell. As she gently lowered the severed pods, more changelings poured into the chamber and surrounded her, though their gingerly slow advance made it clear just how little they wanted to mess with her, seeing as she had already incapacitated a fair number of them. Everyone kept at least a dozen paces between them and the princess.

Princess Luna, on the other hoof, didn’t seem to mind being surrounded. She gave Chrysalis an appraising look, then said, “Resorting to honourless threats so soon? Perhaps my sister’s low opinion of you was correct after all.”

“Oh, look who’s talking. You’re trespassing and stealing our food. I’ll do what it takes to protect my children,” Chrysalis retorted coolly. 

“They are not food,” Princess Luna growled. “And you have no right to keep them here against their will.”

“Would you throw one of my subjects in a dungeon if it meant saving the life of one of your own?” 

Luna frowned, but she did not give an answer.

Chrysalis smirked. “I thought so. Now surrender and maybe I’ll consider letting you go with a warning.”

The moon princess remained silent.

“Come on, don’t take all day.” Chrysalis faked a lazy yawn. “There’s no need to feel bad about it; plans fall apart sometimes, trust me on this. You’ve already spent all your luck just finding the hive.”

Caramel had been standing in the throng of guards and warriors behind Chrysalis the whole time, but it was at that moment that Princess Luna’s eyes flicked over to him. He was sure that her eyes had fallen on him for only a fraction of a second, but Chrysalis had apparently noticed it, for she turned in surprise and swept her gaze over everyone. She too focused on him for a second, then shot a look back at the princess, who was watching intently. 

“Caramel,” Chrysalis asked in a dangerously sweet voice, “did you know something about this?” She waved a hoof at Luna and the severed pods.

Could he say that he hadn’t known? Well, he hadn’t; not really. But after all those weird dreams and odd little things that he did… He remembered seeing a shadow on the moon when he climbed to the surface… Would she blame him? 

He started sweating when he realised that everyone was looking at him. The smart thing to do would be to deny it first. He could get that all sorted out later. He opened his mouth, but the only thing that came out was, “Err…” 

Her eyes narrowed. “We’re going to have a long, long chat after this.” She then turned back to the princess and said, “I’ve changed my mind. Surrender now and maybe I’ll keep the ransom at a reasonable amount.”

It was Princess Luna’s turn to frown. She was hesitating, torn between two decisions that she did not want to make, that much he could tell. She glanced down at one of the sleeping ponies in the pods, then back at Chrysalis, and there was a flicker of anguish on her face. Then, the princess grabbed the loose pods with her magic and quickly shifted them out of the way. At the same time, she flared her wings, took a step forward and snorted. “If you want my surrender, you will have to earn it.”

The queen lifted an eyebrow. “Really? I still have your guards. Stop this nonsense or they’re going to suffer for it.”

“Would you sacrifice two of your subjects to save more than ten times as many?” Luna pawed at the ground and rumbled, “But know this; if you harm my subjects, I will exact vengeance for their suffering. In blood, if necessary.”

“Don’t be stupid.” Chrysalis gestured towards the changelings around the princess. “You are completely surrounded and outnumbered.”

Luna was unperturbed. After surveying everyone present, she gave a mirthless chuckle. “Well, that is hardly fair. You should have brought thrice as many soldiers.” 

“Umm, Your Highnesses?” Caramel raised his hoof gingerly. “Maybe we should—”

Both shot glares at him that were fit to freeze water, and his voice died off. It was over. He’d blown it. He’d lost Chrysalis’ trust, and it was obvious now that Princess Luna had other plans of her own. 

“I’ll get the injured out of here,” Sash whispered. “See what you can do about getting them to stop.”

Caramel nodded as she hustled a couple of other changelings to drag Luna’s victims to safety. This was going to get ugly.

“I defeated your elder sister, little princess. Do you really think you can do better than her?”

Luna’s only response was to light up her horn with blue magic. 

Chrysalis sighed. “Fine. Seize her!” 

A collective hiss sounded from the changelings encircling the princess. Caramel squinted as dozens of flashes went off at once, leaving a crowd of earth ponies, pegasi and unicorns charging at the princess. He tried to call out to them to stop, but his voice was lost in the chorus of angry shouts and snarls. 

Luna had more success, though.

“Stand back, you foals!” she roared. 

Caramel suddenly found himself lying on his back with several other fake ponies piled on top of him. His ears were ringing and it was difficult to tell which way was up or down. The others recovered more quickly, but he wasn’t too bothered with that; he shut his eyes and waited for the bout of dizziness to end. When he finally got up, he had to duck back down almost immediately to avoid getting smacked in the face by a flying earth pony. 

Princess Luna was swatting everyone like flies, using hooves, magic, and even the bodies of other changelings. He winced saw her grab an unfortunate fellow by the tail with magic and swing him around like a flail. It was a ridiculously one-sided fight.

Why isn’t Chrysalis doing anything? He glanced around, but the queen was nowhere in sight. Then, he spotted her, slinking in the shadows behind the very busy princess. A part of him wanted to call out and warn her, but at the same time, he couldn’t help thinking that Chrysalis’ trust in him was strained enough already. But if he didn’t then the princess might start regarding him as an enemy…

Oh heck, this is so messed up.

Princess Luna shrieked when a bolt of green magic struck her in the side. She reeled from the blast, disoriented, and then took another hit squarely in the chest. This time she was sent flying and crashed into a pillar, narrowly missing a couple of pods that were hanging nearby. She slumped to the ground, and he saw cracks in the pillar where she’d struck it.

Then, Caramel gaped when he saw Princess Celestia striding over to the fallen princess.

“I am very disappointed in you, Sister. Does the throne mean so much to you that you would attack our subjects just to get what you want?” ‘Celestia’ gestured at the injured ‘ponies’ nearby, shook her head gravely and added, “How could you betray them? How could you betray me?”

Princess Luna’s expression shifted to one of fear, and she tried to scramble away from the white alicorn. But it was only for a moment, and the fear quickly gave way to outrage. “You… you dare…” Words seemed to fail her.

Chrysalis kept up the act and sternly replied, “That’s enough, Luna. Come quietly.”

Changelings advanced on Luna, this time disguised as royal guards, but they had barely laid a hoof on her before she surged to all fours and whirled around, forcing them back with the ripple of air created by her outstretched wings. Before they could recover, she shot a bolt of blue lightning straight at Chrysalis, who just managed to deflect it in time with a burst of green flame. 

Chrysalis shed her disguise and shouted at everyone, “Get out of the way! Move the pods elsewhere!” 

The warriors retreated to watch from a safer distance whilst the others moved quickly to detach pods and haul them off. At least, those that weren’t too close to the angry alicorn. 

Luna tried to stop them from moving the captives, but Chrysalis kept her distracted by repeatedly blasting her with magic. Eventually, the princess focused entirely on the queen, and they ended up facing off in the middle of the chamber with cracked stone and scorch marks everywhere. 

Now that the princess had chosen to focus on dealing with the biggest threat around, her attacks were relentless. She kept shooting lightning bolts at Chrysalis, who was forced to deflect them each time and risk hitting someone. Caramel had to dodge a stray bolt twice, and soon everyone was taking cover behind something solid. 

At one point Chrysalis managed to envelope Luna in her magic, but after briefly flailing, the alicorn shattered the green aura and resumed her attack. Some warriors tried to help Chrysalis, but it was soon clear from the way Luna picked them off that they could do little against her. 

But after some time, Caramel noticed that Luna was slowing down, and he saw Chrysalis sporting a small grin. She was letting the princess tire herself. When the alicorn paused for breath, the queen struck back by charging and ramming into her. Luna failed utterly at blocking the attack, having apparently not been expecting a physical assault. She stumbled, and Chrysalis slung globs of resin at her wings. They clung to the feathers, and when Luna tried to shake them off, the movement only helped it spread and stick onto the rest of her coat. 

Caramel sensed Luna’s disgust and distress, and Chrysalis took the opportunity to press her attack. She struck at the princess with bucks, swipes and the occasional slug of resin. With every hit Luna took, she became more ensnared and less able to fight back. She wasn’t bleeding, but her coat had many streaks and dirt marks on it where she’d been struck, and her movements were growing sluggish. A particularly vicious buck from the queen made her stumble to the ground.

All the while, Chrysalis was buzzing her wings, and Caramel realised that his glands were oozing. A quick glance around told him that the same was happening to the others. More pheromones. 

“Having fun?” Chrysalis mocked, towering over the prone alicorn.

Princess Luna’s horn crackled with lightning in response, but the queen quickly swatted it with a hoof, causing the spell to fizzle out. 

Chrysalis chuckled derisively and then cast a spell that he didn’t recognise, but its effects soon became obvious. He felt a weird sensation in his legs and gasped when globules of resin floated out of the holes, enveloped in little green auras of their own. He watched in morbid fascination as hundreds of similar globs of the stuff flew from everyone’s pores and smacked into Princess Luna. Before long she was covered in green gunk, but Chrysalis kept them coming until her entire head was engulfed. Luna thrashed and screamed, creating bubbles in the sticky fluid, but the queen continued to smother her in more and more of the stuff.

“Just breathe…” Chrysalis cooed softly. “That’s a good pony…”

The mass of fluid around the princess had grown until it was about the size of one of the pods, and Chrysalis was keeping all of it in place with her magic. From what he could see, the princess was practically floating in the stuff already. Her chest expanded, and Caramel saw some of the bubbles go back into her mouth. She squirmed and coughed, eyes bulging in shock and desperation.

I’m watching somepony drown. He knew that he should do something, but he couldn’t think of anything, and he was frightened by the sight.

It felt like it had taken an obscenely long time, but Luna eventually slowed in her struggling, and her eyes rolled back and closed.

“That’s right. Go to sleep, little pony,” Chrysalis murmured. A tendril of magic flowed from her horn and swirled around the mass of fluid, shaping it into a cylindrical form. When she ended the spell, the princess was encased in a freshly hardened pod, and she casually shaped a stalk from one of its ends and stuck it to the ceiling. 

Caramel was at a loss for words. Now he had seen the queen defeat both of the princesses. 

“Clean up this mess,” Chrysalis ordered. “I have prisoners to interrogate.” She shot a disapproving scowl at Caramel, pointed a hoof at him and added, “As for you… I’m very curious about how she knew where to find us.”

“I didn’t tell her!” he blurted.

“Is that so? She did not seem very surprised to see you like this. I’m sure that you were somehow involved, even if it’s not as much as I’m inclined to believe.” 

He averted his eyes. “I’ve… been seeing her in my dreams.”

The queen narrowed her eyes. “Interesting. Did she speak to you? And what was it about?”

“Yeah. She said she was looking for me, but she couldn’t understand what I was saying. I didn’t know—”

Caramel stopped when Chrysalis turned her head sharply. As he followed her gaze, he became aware of a low hissing noise, and he stiffened when his eyes fell on Princess Luna’s pod. Smoke was coming off from its blistering, cracking surface, making it difficult for him to make out what was going on inside. But judging by the black swirls in the fluid, it wasn’t anything pleasant.

“We’ll talk later…” Chrysalis said distractedly. 

The pod split open with a sickly gurgle, releasing all of its contents at once. What came out was mostly steaming, green slop and a dark figure that was curled up in a foetal position. She rose unsteadily after hitting the ground and coughed the gunk out of her lungs as the fluid on her coat evaporated into clouds of steam. 

Caramel took a step backward. It was Nightmare Moon. 

Then, the dark alicorn levelled a steely glare at Chrysalis, and he was forced to reconsider. Though she had the black coat and starry, purple-blue mane of the Mare in the Moon, her eyes still had the same colour and round pupils as Princess Luna. She was also wearing her normal breastplate instead of Nightmare Moon’s armour. That didn’t do much to make her look less terrifying, though. She had grown as tall as Chrysalis, and her eyes were glowing with menace.

“Okay, so maybe you can do a little better than your sister,” Chrysalis conceded. 

“No more games. The fun. Ends. Here,” Luna growled.

He was struck by an urge to flee when he heard her reverberating, dragon-like voice, but he was getting rather used to that sort of thing, so he was just able to stop himself after retreating a short distance. 

“Fine. Get out of my home!” Chrysalis fired a blast of magic at the dark alicorn, but she managed to counter it with a bolt of purple lightning. The two created a crackling ball of green and purple energy when they met, which promptly exploded and shook the chamber.

At the same time, Caramel heard a frightened chirp from somewhere above, and he jumped in surprise when something fell on his back. Yikes! He bucked out in panic when it clung tight, squeezing his wings. He turned to get a look, ready to zap it off with magic if necessary, and if—

Oh. Caramel blinked.

Mite blinked back, then pointed a hoof upwards and said, “It was her idea.”

Caramel looked up and felt his jaw drop when he saw another nymph clinging to the ceiling. 

“Hey, it wasn’t just my idea,” Pith retorted indignantly. “Stickle said—”

“Stickle?” Caramel felt like hyperventilating. “How many of you came here?”

If either nymph gave an answer, it was drowned out by the sound of another explosion. He reeled from the blast and had to shield his eyes when he saw two thick beams of energy from the horn of the two combatants colliding in the middle of the chamber. One was a fiery green, the other was a crackling purplish-blue. The queen and princess were both standing their ground, glaring daggers as they attempted to blast the other away.

Some of the warriors, those who hadn’t already fled after hearing Luna’s voice, tried to surround her once more, but a heavy stomp that cracked the floor and a sideways glance from her made them stop in their tracks.

“Don’t,” was all Nightmare Luna said.

Chrysalis herself was starting to show signs of strain. Her ears were slightly laid back, and he could see the beginnings of a tremble going through her limbs. “Stay back, all of you,” she commanded. “I’ll take care of this brat.” Her voice didn’t sound as confident as her words might have suggested, though.

Speaking of brat… Caramel still had a nymph clinging to his back. 

“Let’s get out of here. It’s not safe,” he said.

“But—”

“Shush. We’re leaving!” he snapped at Mite. Pointing a hoof at Pith, he added, “Get back to the hatchery and stay there. That’s an order, both of you!”

Mite leaped off his back just as Pith scuttled off upside down, and Caramel was left feeling annoyed that he probably should have first asked them where Stickle was. Or if there were any of the nymphs sneaking around. Honestly, they were getting almost as bad as the crazy Crusaders…

As he skirted the perimeter of the two powerful fighters, he noted that their colliding streams of magic were heating up the chamber considerably. There was even a warm draft coming off from the point of collision. 

This can’t end well. The last time this sort of thing happened, his horn had exploded. And Chrysalis had probably been holding back on him. But now that she was up against one of the princesses, she was probably giving everything she got, and by the time one of them lost, the result was probably going to be spectacularly catastrophic.

There you are! 

He spotted a small figure lurking in the shadows behind a cluster of stalactites. That was practically on the opposite side of the chamber. He broke into a gallop and dashed past warriors who were transfixed by the sight of their queen duelling with an alicorn. Some changelings were running about as well, either dragging pods to safety or – he hoped – hustling other nymphs playing truant back to the hatchery. He didn’t dare call out to Stickle for fear of making him leave that spot because it was relatively sheltered should there be another explosion. 

Caramel stole a glance at the fight and saw that Chrysalis wasn’t fairing so well. She was shaking and yielding ground. It was the first time he’d seen her grit her teeth, and her beam of energy was faltering and giving way to Luna’s. 

Not good. He put on a burst of speed, clambered up a rock column and dashed upside-down to Stickle’s hideout. “Come on, let’s get out of here. It’s dangerous,” he urged. 

At that moment, he heard a shriek from Chrysalis. “Children, help me!”

He stiffened. The queen’s voice was filled with agony and overwhelming need, and he was too stunned by the amount of desperation behind the compulsion to resist. He dug into his reserves of magic and sent it forth to her, despite the stinging tingle it brought to his still-recovering horn. The others were doing the same, creating a swirling web of magical tendrils that converged on Chrysalis who appeared very close to kneeling at that point. 

But it all changed when she began siphoning power from all of them. It wasn’t a gentle transaction like sharing love to feed others. It was desperate and ravenous; Caramel felt his reserves draining at an alarming rate. After a moment of it, Chrysalis was standing tall and proud once more, and her stream of magic had strengthened to a blazing beam of fiery wrath. Nightmare Luna’s eyes widened in shock as her magic was rapidly driven back, and it was her turn to grimace when the green energy came rushing to her end. She braced herself and the point of collision halted for a moment, just a couple of tail-lengths from her horn.

Then, Caramel saw a blinding flash of green, followed by a thunderclap and the sound of crumbling rock. The drain on his magic stopped abruptly, and when his vision had cleared he saw Chrysalis standing alone in the middle of the chamber, panting and bowed over with fatigue. Smoke and dust clouded the place where her opponent had once been standing, and green embers were floating in the air.

She’s… gone? Caramel felt empty inside. Princess Luna had been beaten twice. But then smoke cleared a little, revealing Nightmare Luna, still standing in place. She was staring at Chrysalis in surprise, though he could not tell whether it was because she couldn’t believe her magic had been outmatched or that she was still on her hooves.

Horse apples. What was the princess made of to be able to stand up to a blast like that? He was starting to think that maybe she was secretly a dragon or something.

Then, the smoke cleared a little more, and he saw a gaping hole in the dark alicorn’s chest, just below her warped, smouldering breastplate. It went right through her; the other opening was between her wings. An impact crater was visible on the wall behind her. Chrysalis’ jaw dropped, and Caramel felt his blood run cold. But even more unnerving was the fact that the wound was filled with billowing purple mist instead of the more gruesome stuff that one would have expected. The mist flowed together as they watched, pulling the edges closer together like inky water. Within seconds, there was no trace of the damage. 

Okay, probably not a dragon…

Nightmare Luna grasped her mangled breastplate with magic and bent it back into shape, eliciting metallic groans from it. When she had reworked it so that the edge no longer bit into her chest, she grinned wolfishly. “Just a flesh wound.”

“Oh, T’chaak,” Chrysalis muttered.

The princess lunged forward, nimbly dodging a bolt of magic. Chrysalis cried out, and several warriors rushed in to answer her call, charging straight at Luna. She grabbed one with magic and flung him aside, then grunted when a magical blast struck her on the cheek. She stalled, and the other warriors leaped onto her and began slathering her with resin. Blue smoke jetted from her nostrils when she snorted in disgust, and Caramel blinked in surprise when she dissolved into starry, purple-blue mist and whirled around like a miniature sideways tornado, dragging along several of the changelings who had failed to retreat quickly enough at her sudden transformation. They were flung out like stones as she surged and corkscrewed towards Chrysalis.

This time, the queen was genuinely out of sorts. Her emotional barriers were down, and Caramel could actually taste her fear. She fired more magic at the mist, but they were relatively weak and poorly aimed. In any case, they passed harmlessly through Luna when they were on target. When she was only a couple of strides away, Chrysalis conjured a wall of green fire than elicited an angry hiss from the purple mist. But a second later, the mist coalesced back into Nightmare Luna. She burst through the wall of fire unscathed, chest fully expanded with a deep breath, and unleashed an explosive roar upon Chrysalis. It was like a cannon blast.

The shockwave of sound staggered Caramel and caused dust and bits of debris to rain from the ceiling. A wave of air laden with dust radiated from the shout’s point of impact, and Chrysalis, being smack in the middle of it, was pummelled into a kneeling position. Unsatisfied, Luna leaped into the air and blasted her with another roar from above. The queen’s legs buckled, and she ended up sprawled on the ground, utterly spent. She was bleeding in several places where her carapace had cracked. Her ears flattened and her pupils shrank to pinpricks as Nightmare Luna landed nearby and advanced on her.

Seeing the queen cowed like that stirred something in Caramel. It reminded him of the nightmare when he entered the subconscious of Luna’s guard, when he thought that she was going to squash him like a grape. 

He released his grip on the ceiling, dropped to the floor and shouted as he galloped towards the dark alicorn. “That’s enough!” 

Nightmare Luna either didn’t hear or was ignoring him. Her horn was crackling with lightning, which wasn’t a good sign. The queen was beaten; there was no need for further violence. And he had no idea if it really was Luna or Nightmare Moon with a slightly different look. Whatever the case, she looked like she was keen on finishing off Chrysalis, and that was something he couldn’t allow.

But before he could reach them, something small dropped from the ceiling and landed between the queen and princess, then fired a green spark that exploded in Luna’s face. She grunted and rubbed her watering eyes as her spell fizzled out, then glared down at the nymph standing protectively before Chrysalis. Stickle bared his fangs and hissed angrily at her. She lifted a hoof, ready to swat him aside…

And Caramel lunged in to interpose with his foreleg. It was enough to stop her, but only because she was surprised by the move and had paused of her own accord. He had no doubt that she could’ve broken his leg if she’d meant to go ahead with her attack.

“Your Highness, please…” he said. 

She glared at him, but didn’t lower her hoof. 

A second set of pounding hooves became audible, and Luna spread a wing in anticipation of the newcomer approaching from behind her. Caramel tensed as a panting Sassaflash galloped into view, skidding to a halt before she got within striking range of the dark alicorn. She was wreathed in green flame for a second and changed into her pony form, drawing a suspicious glare from Luna.

“Your Highness,” Sash panted, “my name is Sassaflash. I was granted citizenship in Ponyville when I became of age. I was there when you visited on Nightmare Night. As one of your subjects, I beg of you… please don’t hurt my mother.”

Uncertainty flashed across Luna’s features for a moment, but her coldness quickly returned. “Stay out of this,” she growled.

“You were wrong, Caramel. Nightmare Moon really is a monster,” Stickle piped up in Equestrian.

Luna’s eyes widened. She looked at the nymph, turned to Caramel, then slowly lowered her hoof. 

“Get away from her, all of you.”

All eyes turned to Chrysalis. She waved a hoof at him impatiently, and he moved aside so that she could have a clear view of Nightmare Luna. The queen had regained her composure and her emotions were guarded once more.

“I yield,” she declared solemnly to Luna. Her gaze was fearless, but it was clear that it was due to resignation rather than confidence. She had no further tricks up her sleeve. “You will have your guards and subjects returned; all of them. All I ask is that you spare my children and let them go.” 

The princess settled into a more relaxed stance, apparently deep in thought. Caramel noted that she was gazing at Stickle, but her eyes were unfocused and she seemed to be missing the fact that the nymph was staring back defiantly at her. “Nay, children, wait…” he heard her whisper almost imperceptibly.

Then, Luna sighed deeply, and the dark colour of her coat dissolved into black smoke that drifted up and disappeared into thin air. She shrank to her regular size, then folded her wings and regarded them gravely. “Apologies. I should not have allowed passion to consume me so.” Then, to Chrysalis, she said, “How soon will you return my guards and free my subjects?”

“Immediately.” Chrysalis barked out some orders to the others present, then settled into a more dignified posture on the ground. “I will have the pods brought to the surface. After that, if you let my children go, you may deal with me as you see fit. I will not struggle.”

“Mother!” Sash cried, but wilted when Chrysalis gave her a stern look.

“Fear not,” Luna interjected. “I tire of violence; I have no inclination to cause further harm to your kind, and I do not intend to take prisoners. Once my guards arrive, I will take Caramel to the surface to have a few words with him. Then when all is in readiness, we will leave you in peace.”

“Wait a minute, whose side is she supposed to be on now?” Stickle asked in confusion.

Caramel sighed and drew him close with a hoof. “I don’t know, but I’m pretty sure she’s not against us for now.”


* * * * *


They waited for the next few minutes in silence. Princess Luna sat passively on her haunches and watched as Builder Caste went about shoring up the points where the battle had damaged the supporting structures of the cavern. Caramel sat next to Sash, who had reverted to changeling form, but he could not find much to say even though there was the possibility of separation if the princess declared it so. Being close to her was all that mattered to him for now.

“You’re Princess Luna.”

“You fought Discord, right?”

Caramel sat up straighter and turned to find the princess eyeing a pair of nymphs by her side. 

Mite and Pith came back... Why am I not surprised?

“Yes, I did,” Luna answered.

“He was a bad guy, wasn’t he?” Pith continued.

“Indeed, he was.”

“So that makes you the good guy, right?” Mite asked.

Luna tilted her head. “I… I suppose so.”

“So why were you fighting us?” Stickle said as he skittered over to them.

Princess Luna opened her mouth to answer, but the words didn’t come. Her eyes became unfocused again, as if she was remembering something unpleasant. Or maybe she just didn’t want or know how to explain to them that changelings and ponies were supposed to be enemies.

“That’s enough; do not pester her,” Chrysalis chided the nymphs. “Go back to the hatchery before I decide to implement spanking in the hive.”

The three of them glanced at Luna hopefully, but when she continued to stare at them in surprise, they quickly retreated without another word. An awkward silence ensued, but they were soon spared the task of breaking it when metallic clinking became audible. Up from one of the tunnels came the two bat-ponies, shackled and collared, escorted by three changelings each. Although pretty battered up from their encounter with the queen, their grim demeanours changed to relief when they saw Luna waiting serenely. 

“Your guards, as promised,” Chrysalis said as she levitated a key out of one of her leg holes. Once she had unlocked their bonds, she added, “The rest of the pods are being brought to the surface right now. They will be ready soon.”

Luna whispered something to her guards as they returned to her sides, then stood up and turned to Chrysalis. “Thank you,” she said. “But before I go, I would have words with… one of my subjects.” She turned to him and beckoned him over.

Caramel noted that she had used the word ‘subject’ very hesitantly, but he decided that there were bigger things to worry about. He rose and took a step forward, but turned back to look at Chrysalis for approval. She nodded curtly, and he trotted over to the princess. After a moment of hesitation, he bowed before her.

Princess Luna’s horn glowed, and he felt a tingle run over his body.

“Wait, what are you doing?” Sash cried.

“Worry not. I am merely teleporting to the surface for some privacy. Caramel will not be harmed.”

Sash ran over, but skidded to a halt when both of Luna’s guards blocked her way with outstretched wings. She scowled at them and added, “I’m coming with him.”

The blue alicorn frowned, then regarded Caramel with a slightly raised eyebrow.

“She’s my special somepony and the reason I came here. I’m pretty sure she can listen to whatever you have to say to me,” he said.

“I see.” Luna waved her guards aside. “Very well, let us be off.”

Her horn brightened and Caramel heard a loud pop. The next thing he knew, they were standing on a rocky tor out in the open. A mild breeze blew through his mane as he took stock of his surroundings. He thought he recognised a rock formation some distance off as the tunnel exit he had used nearly two days ago. As best he could tell, it was late into the night. The stars and moon were out and twinkling in the sky.

“Hammer, Anvil, keep watch for trouble,” said the princess.

Both bat-ponies nodded and took to the air, circling above. When they were high enough, she silently shot a small plume of blue magic into the sky. It burned brightly, but gradually waned until it dissipated entirely.

“What was that for?” Caramel asked.

Luna gestured at a low hill in the distance. “I have reserve troops hidden nearby. Had I not sent a signal within the next few minutes, they would have assumed the worst and taken action.” She then turned her gaze to a patch of drying green resin on the rock that they were standing on and inclined her head towards it. “They also assisted in carrying away prisoners as I extracted them from the hive.”

Sash frowned. “So… this was supposed to be a rescue mission and not an invasion?”

“Indeed. Confronting your queen was not a part of the plan.” Luna chuckled dryly. “Neither was the part where my guards got themselves cornered. We were supposed to incapacitate all changelings that we encountered, waking or otherwise, but your presence sent it all awry. I had not expected to find you of all ponies intruding into the dreams of the prisoners.”

Just one more thing that I’m good at messing up. Woo hoo.

The princess sat down and gestured for them to do the same. After they complied, she sighed and said, “Caramel, do you consider yourself a pony or a changeling?”

“Huh?” The question caught him totally unprepared. “Err, can’t I be both?”

Luna gazed at him silently, and he suddenly felt a whole lot more self-conscious about his hybrid appearance. But his fear that she would find him disgusting proved unfounded; she seemed quite unfazed by his looks. In fact, she seemed more fascinated than unnerved, and he supposed that that was to be expected, given her guards’ appearances and her own... alter-ego.

“Well, I do not see why not.” Luna’s smile was mild and understanding, but her expression grew stern for a moment. “But your disappearance did cause quite a stir in Ponyville. Your friends were worried, and your parents were frantic. Did you not consider their feelings before running after a mare without so much as a goodbye?”

“I’m right here, you know,” Sash muttered. 

“She didn’t ask for it,” Caramel hurriedly pointed out. “In fact, she… told me not to. But I couldn’t leave her. Sassaflash might not be a pony, but she is real, and she is my special somepony.” 

“I can understand that. But did you really have to keep silent? Your friends eventually guessed and brought the matter to my sister, but the lack of information stayed her hoof for weeks. And when they finally decided to go searching for you on their own, they only got themselves captured. I found the remains of Miss Cherry’s balloon on my way here.” 

Caramel went a little red. “I… I kind of Pinkie Promised not to tell anypony.”

Luna raised an eyebrow. “To whom did you make such a promise?”

“Err, I don’t think I can tell—”

“Was it a changeling?”

“Well…” He shuffled his hooves nervously, then realised that he’d already given it away. Luna was showing the tiniest hint of a smirk. After sighing, he added, “Acorn Nut. That’s his pony name, anyway. I visited him in the dungeons. He gave me directions for the hive, but only after making me Pinkie Promise not to tell anyone.”

“So he did know something, after all. We suspected as much since he was amongst the last ones you spoke to,” Luna mused. “But did it not occur to you that the situation warranted a small stain on your honour for breaking that promise?”

“Nopony breaks a Pinkie Promise!” Caramel and Sash hastily said in unison.

Princess Luna blinked. “Ah… very well. In any case, at least I eventually did find you.”

“How did you do it?” Sash asked.

“As Princess of the Night, it is my duty to guard the dreams of my subjects. I had hoped to find him in the dreamscape and ask him myself,” Luna explained. She looked at Caramel pointedly and continued, “But you were a special case. Tell me, did you have nightmares for the last few months?”

Caramel remembered the shapeless figure that haunted his sleep—the writhing mass of shadow with a gaping mouth brimming with teeth. He shuddered at the memory of it chasing him night after night. “Yeah. Was that really you all the time?”

“In a manner of speaking. I can interact with the dreamer, but fear is a very common response when I touch mortal minds. It usually lessens with each encounter, whereupon most ponies are comfortable with my presence on the third of fourth attempt.”

“Umm, I’m pretty sure you were scary for way longer than that.” 

Luna nodded and pointed at his chitinous forelegs. “That probably had something to do with it. I have never interacted with a dreaming changeling, and your condition was… interfering. Your mind was growing increasingly foreign to me even as I familiarised myself with it night by night. Even our most recent contact was disappointingly marred by this.”

Caramel frowned, recalling the one-sided conversation and her silent, eerie presence in his dreams following that episode. “I could understand you just fine. Why didn’t you tell me what you were planning? We probably could’ve avoided all of this.”

Luna put a hoof to her chin. “Yes, we probably could have. Unfortunately, I had no way of knowing that, and there was scant proof of whether any information I gave you would be safe, regardless of your allegiance.” Her ears drooped a bit, and she gave him an apologetic look. “I am sorry. Your friends were missing, and I had to make do with the few options I had left. I could not determine your location through your dreams alone, but if you were to come into the direct line-of-sight of the moon, I could make an educated guess. When you eventually did, I sent my guards in as bait, and through their capture was able to locate the rest of the prisoners.”

His eyes widened after he'd processed that. “Wait. You mean… the moon idea was from you?”

“What 'moon idea'?” Sash asked, eyes narrowed in suspicion.

“I planted in his sub-conscious the notion that he would find assistance should he go to the surface on a moonlit night. I also ensured that he would be uncomfortable with the idea of divulging that information to anypony else.”

“What, I—you can actually do that?” Caramel sputtered. He scooted back several inches. What’s with leaders and their freaky mind-control powers? “What else did you leave in my head?”

Sash held him close, and her touch helped to soothe his nerves. When he had calmed enough to return to his original spot, she shot a glare at the princess. 

Luna still looked apologetic, but there was a bit of steel in the way her mouth had set to a thin line as well. “Again, I am sorry, but I had to place the safe return of the others over your dignity. I assure you; such manipulation is not taken lightly by Celestia or myself, and I would not have attempted it were there other reliable options available.” 

“I guess I could live with that,” Sash said after some thought. 

Caramel tentatively agreed. It would probably be selfish of him to think otherwise, especially since he was pretty much the reason Lucky and Cherry Berry had gotten themselves caught.

“I am curious about your condition,” Luna suddenly said. “How did it happen, and why were you subjected to it?”

Caramel noticed Sash fidgeting a little at that remark. “Your Highness, I wouldn’t really call it a ‘condition’. It’s not a disease or anything.” 

“Was it forced upon you?”

“Err, not really.” He scratched his head. “Chrysalis said she would let me be with Sash if I agreed to this. She even gave me a few chances to change my mind.”

“Did it hurt?”

Caramel glanced at Sash, then turned back to Luna. “I have no regrets.”

“I see,” said Luna. “But what was the purpose behind your transformation? It looks incomplete.”

“Well, long story…”


* * * * *


Rax. Changeling, warrior, friend. Friends do not forget.

Caramel and Sash told her about the state of the hive. About how they had to scrounge for food and fend off attacks from below. He told her about their flimsy agriculture and their shortage of love, and their reliance on the captives as their primary source of magic and means to defend themselves. The hive’s population had shrunk to an unhealthily small number after the wedding attack, and they were hard pressed to maintain and defend their home. But they could not leave because they had nowhere else to go. 

The princess asked questions every now and then, but for the most part she listened without interrupting. He also told Luna about how Chrysalis had planned to use him and Sash as a more stable source of love energy.

“So that’s why I can’t go back with you,” Caramel concluded. “My new family needs me around.”

“But we can’t do without the, uh, captives either,” Sash emphasised. “Caramel and I aren’t strong enough to feed the entire hive. If you take them away, we soon won’t have enough energy to spare for magic, and we kind of need that to fight intruders and heal the wounded.”

Princess Luna did not look happy to hear that. “That is… unfortunate. But are you truly asking me to let them remain here?”

“Just long enough for us to find alternatives. Please, Your Highness, just let us keep them for a while longer. Once we are stable, we will let everypony go.”

“Does your feeding harm them?”

Sash shook her head. “No, not if we are careful. At worst, overfeeding gives them nightmares, but we are taught to control ourselves because bad dreams will make ponies take longer to recover for the next session.”

Luna frowned and looked pointedly at Caramel. “Is this true?”

He nodded tentatively. “As far as I know. I’ve been keeping an eye on Lucky and Cherry, and they looked fine up until today.”

“Would you stake your lives on their safety?”

“Yes,” they said in unison.

Luna’s gaze intensified. “Even knowing that, should they be harmed by your hive, I will return to personally make known my feelings on the matter?” As she spoke, her mane began to writhe angrily, her eyes glowed, and wisps of black smoke rose from her coat.

Caramel shrank back a little, but he forced himself to keep eye contact and nodded. Sash did the same.

The princess held their gaze for several moments before she relented and sighed, returning to her normal appearance. “Very well. Then there is little more to discuss. But before we settle this, I must ask you once more, Caramel. Do you wish to stay here? You are still welcome back home, and I will ensure that Sassaflash has a place by your side as well. Your friends and family are waiting for you.”

He placed a foreleg around Sash. “I’m sorry, Your Highness. But I have another family to take care of now. When things are better, I might be able to visit. But for now, I know that my place is here.”

Luna was silent for a moment. After a while, she glanced at Sash and said, “My little pony, cherish this stallion of yours. There are few like him.”

Sash laughed and nuzzled Caramel’s cheek. “There are none like him.”

He grinned sheepishly. But beneath his embarrassment at her public display of affection, he was also thrilled that Luna had called Sash a pony, even when she wasn’t wearing a disguise. And her words hadn’t sounded forced. Maybe things are finally starting to look up.

“Come now,” said Luna as she rose to all fours. “I must speak with Chrysalis. We have taken long enough as it is.”


* * * * *


They went back into the hive on hoof, flanked by Luna’s guards and tailed by several warriors who kept a healthy distance. Caramel could not sense hostility from anyone, which was a good thing, but he wasn’t too keen on the suspicious looks that they were giving him. 

The remainders of the pods had been arranged neatly in rows outside the entrance, and he spotted Lucky and Cherry amongst them. But Luna had other matters foremost on her mind, and she headed down into the tunnel after telling the workers to keep an eye on them for the time being. 

When they were half the distance to the queen’s chambers, Luna spoke up, “Who was the young one who defended Chrysalis?” 

“Oh, umm, that’s Stickle.”

“And the other two who questioned me?”

“Mite and Pith. Why do you ask?”

Luna had a distant smile on her face. “They remind me of a colt and filly I know.”

“Oh.”

“It is amazing how children can put one’s perspective in order, is it not? I sometimes wonder why it is that when we grow up, we shed so many qualities that we would benefit from retaining.”

Caramel waited for her to elaborate, but she remained silent after that. He supposed it was true enough. Aside from Sash, the nymphs were the ones that had helped him to keep going when he’d sunk to his lowest in the hive. He wondered how things would turn out if a bunch of nymphs and foals were dumped in the same room, then snorted when he imagined the same being done to grown-ups. With all he’d seen, the kids were more likely to end up friends first. Or at least not start a war. 

She’s got a point.

“What else do you want?” Chrysalis asked when she saw them. Caramel detected a hint of resentment in her voice.

“To discuss your future.”

“You already have your subjects back. Take them and leave. We’ll survive… somehow. It’s been that way for a long time.”

Luna sighed. “Caramel and Sassaflash have enlightened me. If your feeding does not harm them, I will allow you to keep my subjects for a while longer.”

Chrysalis blinked in surprise, then frowned. “What’s the catch?”

“Peace. Let us end our mutual animosity. I have been informed that you have your own form of agriculture and can subsist on physical food; I will provide your hive with supplies, and perhaps even some land in a more fertile region. In return, you will stop abducting ponies and eventually free your current… charges when the time is right.”

“Is that it?” Chrysalis sounded a little sceptical, as if the offer was too good to be true. 

Luna nodded. “Well, except for one thing; I will take the elderly home. Given their age and state, they cannot be of much value to you now. Allow them to depart from this world with dignity.”

“I… I can agree to that,” Chrysalis conceded. 

“Then it is done. I will have my soldiers return those I had rescued.” To Caramel and Sash, Luna added, “Take good care of them. I will be watching.”

Caramel nodded, Sash bowed. “Got it, Your Highness.”

The blue alicorn gave them friendly smile and extended the same courtesy to Chrysalis. “Then I bid thee farewell. We shall keep in touch.”

With that, Princess Luna and her guards teleported back to the surface in a flash of blue light. When they were gone, Caramel plopped his haunches on the floor and let his breath whoosh out. “What a day.”

“Tell me about it,” Sash replied.

He heard slow steps, then felt a gentle hoof on his shoulder. He turned to look and blinked in surprise at Chrysalis. She had a little smile that was equal parts relief, pride and genuine happiness. After a moment, her hoof went to Sash’s shoulder as well. 

“Well done,” she said.

Two simple words that somehow carried the weight of an entire hive’s gratitude. It made him a little giddy. 

But in the next moment, Chrysalis’ hoof faltered, and she turned and ambled off. Her steps were slow and her body swayed dangerously to either side, and Caramel realised just how weary she was. A couple of her personal guards rushed in to support her as she made for her private quarters. The rest of the changelings present, mostly overseers and a few warriors, soon left to mind their own businesses. The damage to the hive had to be repaired, and the pods had to be shifted back to their places. Before long, he and Sash were left alone in the queen’s chamber.

Caramel had been feeling a strange tingling sensation after hearing Chrysalis’ words. It was hauntingly familiar, like an old memory that was just out of reach. He thought he could hear something too, like the faint sound of a unicorn casting a spell.

“Umm, Caramel?” Sash whispered.

He saw her pointing a hoof at his flank and looked at it just in time to see the three blue horseshoes of his cutie mark glowing softly.

A couple of seconds later, the horseshoes grew transparent and faded away to nothing, leaving his flank as bare as a foal’s. He wasn’t sure how long he spent staring at it, but by the time he finally said something, the sound that came out was “Erm…”

“You okay?” 

His cutie mark was gone. Though he had never really been appreciative of it, it was at least a part of him. It was something that nopony else in the world had, not even the princesses. Sure, being part changeling meant that he could just make it come back, but it wouldn’t be real. He shouldn’t have to pretend to be himself! 

He felt a gentle hoof on his shoulder as his vision clouded. “Caramel, I am so sorry…” he heard Sash whisper.

Three horseshoes going in a never-ending circle. Wandering. 

When he saw her sympathetic expression, he sniffled and tried to shrug it off, saying, “It’s okay… I guess it just means I’m not a wanderer anymore. I finally know where I belong.”

She sighed and gently wiped his tears away with a hoof, then hugged him tightly. “I love you, Caramel.”

He smiled and nuzzled her back. “Love you too.”
	
	
> Chapter 13
> --------------------------------------------------------------------------


Two months after Integration…


Although Princess Luna had been victorious in her battle against Chrysalis, Caramel had learned soon after her departure that it had cost her just as much as the queen. Chrysalis had lain in her chambers for days on end to recover, but her presence was at least still tangible through the instructions she sent to everyone in the hive concerning repairs and reorganising in the wake of their truce with ponykind. But Luna, in spite of her promise to keep in touch, had been completely absent from his dreams for almost a week after her rescue attempt. He did not even get so much as a fleeting glimpse of her shadow in the dreamscape, let alone a full conversation. 

It wasn’t until the eighth day or so that she finally reappeared in his dreams, and even then her presence felt ghostly and… somewhat weak. She’d given no greeting or pleasantry of any sort. Though she probably could have taken any form and appearance in the dream world, she’d simply been herself, and her drooping wings and bowed head made it apparent that she was in no shape to hold a conversation. She’d simply sighed with weariness and whispered, “Help comes. Expect it in a day or two.” 

And then Caramel was alone in his dream once more.

But true to her word, a caravan arrived at the hive the following day, along with a small group of royal guards. They were laden with supplies and various necessities, particularly food and working tools that had come from the nearest towns, all paid for from the royal coffers. There was also a sizeable supply of alchemical equipment and books for Chrysalis, courtesy of Canterlot’s Royal Botanical Society. Or perhaps at Luna’s behest. Either way, those were meant to help the queen’s research in subterranean agriculture. 

Overseer Grez was never going to admit it, but Caramel was sure that the surly changeling was ecstatic over the supply of tools and small amount of building materials. On the other hoof, Forager Caste was less reserved with their enthusiasm over finding nearly a dozen sickles and other harvesting tools. With the end of the wet season, the teeming plant life would only last for little more than a couple of months. It had been several weeks of frenzied harvesting to collect as much plant material for the hive. Anything that wasn’t directly edible was meant to go to the fungus farms. 

The builders had somehow managed to cannibalise some of the caravans and tools to construct barricades with metal spikes in the lower tunnels to help fend off quarrays and diamond dogs. Warrior Caste even made themselves a few crude weapons, in spite of Luna’s refusal to ship them spears and swords. But that was as much as Overseer Skeehar dared to risk; Chrysalis was keeping a close watch on what they were doing in order to avoid angering the princess of the night through misuse her supplies. Given what Caramel had seen of diamond dogs and quarrays, he wouldn’t necessarily have considered making the weapons a misuse of materials, but he could understand the backlash that Luna would receive from ponies if they found out that she was indirectly arming the changelings.

He’d relayed these concerns to the princess when she’d sufficiently recovered to converse regularly in his dreams, and to his relief, she’d simply told him that she would deal with any political fallout on her end. So long as the supplies were not being used to anypony’s detriment, she would have no complaint. 

In any case, after nearly two months, the hive was relatively well stocked and Chrysalis had finally decided that it was time to release the captives. In return, Luna had promised to bring back the changelings who had been caught. They were going to meet in Dodge City, which was the closest town on the border to the badlands. Princess Celestia would be also present. 

If all went according to plan, they were going to begin the march to Dodge City in twelve hours’ time, after sundown. There was just the matter of releasing them…


* * * * *


“Are you ready?”

He was staring as Lucky cavorted with six attractive mares in the meadow below. They looked like they were having the time of their lives as they galloped and chased one another in the tall grass. 

Seriously, he needs to have realistic goals. Each mare looked like she was in the peak of health and beauty, with perfect proportions, vibrantly luscious coats and voices that would have put the most exotic songbirds to shame.

“Caramel, did you hear me?” Luna asked sternly.

He shook his head and returned his attention to her. “Sorry, I got distracted.”

The princess gave the mares a sideways glance and gave him a tiny smirk. “So I saw. Are you ready to help your friend out of this world?”

Caramel nodded.

“Good.” 

Without further comment, Princess Luna leaped into the air from the hill that they were standing on and gently glided down to Lucky. Caramel simply sat and waited. This was Luna’s third attempt to get the grey earth stallion to converse with her. The first one had been pretty much like his initial reactions to her intrusion in his dreams; it involved lots of running and freaking out. The second one had been better, but Lucky had still been inclined to fear her rather than think rationally about his situation. But at least he was getting used to her, and Caramel’s heart leaped when he saw Lucky greeting the Princess instead of running away.

Caramel had seen the pattern repeat itself often enough with the rest of the captives. Fear, followed by doubt and then acceptance. Sometimes there would be a little incredulity and frustration in the mix. He watched as Luna and Lucky sat down and conversed; she would be convincing him that everything was just a dream, a fantasy induced by the fluids in the changeling pod that he was really trapped in. A laugh from the stallion told him that Lucky probably did not believe her, but after a few stern words from the princess, his ears drooped, and he glanced around with doubt written all over his face. 

Yep. She’s popped the bubble. Caramel had long since come to recognise that wide-eyed, bewildered expression. 

Luna drew Lucky’s attention back and continued speaking for some time, pausing only every now and then to make sure that the confused stallion’s attention didn’t wander too far. Eventually, she pointed a hoof in Caramel’s direction. That was his cue. 

He leaped into the air and flittered downhill. Lucky’s eyes widened as he approached, but Luna’s steady hoof prevented him from running away as Caramel settled onto the grass before them.

“Hi.” 

Lucky blinked. “That’s… not Caramel,” he whispered to Luna. “And what did he say?” he added more softly.

Caramel always looked like a full changeling whilst dreamstalking, and so far had been unsuccessful at getting anypony to understand him. Fortunately, Princess Luna had picked up Vespid after hours and hours of visiting him in his sleep, and although she could not speak it herself, she could understand him as clearly as if he’d spoken Equestrian.

“I assure you; your friend is right before your eyes. He will appear more familiar to you in the waking world, but you must still be prepared for a few… differences.” Luna smiled at Lucky and gestured at Caramel, who grinned and waved back. “No matter what he may look like, he is still your friend, the one you and Cherry Berry came searching for in this desert. He will keep you safe when you leave this place.”

“But… what happened? Safe from what?”

“You will remember when you wake up. For now, you must trust us. Promise that you will do your best to remain calm when the darkness comes.”

Lucky gulped visibly. “Is it going to hurt?”

“No. But it’s not going to be nice, either,” Caramel said. 

Luna relayed the message and added, “You will be fine. Everypony has already gone through it unharmed. They’ll be waiting for you. Trust your friend; he knows what to do.”

Lucky glanced at Caramel and shuffled uncertainly, but he eventually murmured, “Okay. Do it.”

At the princess’ signal, Caramel withdrew from Lucky’s mind.


* * * * *


Lucky was still floating peacefully in his pod when Caramel opened his eyes. They were in the hive’s repository, but where there had been dozens of pods hanging from the low ceiling, there only remained the severed stalks of the pods that had been removed. Lucky’s was lying on its side on the floor. No one else was in the chamber.

The grey stallion twitched and twisted in his container, and Caramel took that as the signal to begin. He spat on the pod and pressed his hoof on the wet spots, spreading his saliva in a line from one end to the other. He felt the resin softening, and dug the sharp edge of a notch in his hoof into it. When it split under the pressure, he dragged his hoof along the full length of the pod, widening the cut and spilling green fluid all the way. He then pried both sheets of resin apart and lifted Lucky out.

He set his friend down on his side and then transformed into a unicorn version of himself. Slowly, Lucky’s stirrings increased in frequency and magnitude. It started off with little more than blinking and drooling. Followed by the occasional spasm and cough.

Almost there…

After about two minutes, whatever properties the fluid possessed that allowed the captive to stay alive without breathing finally wore off. Lucky’s eyes shot open, and Caramel winced when he drew in a gurgling breath that was quickly followed by very wet coughing. He conjured a mild light on his horn and knelt close as his friend desperately emptied his lungs of fluid. 

“That’s right, let it all out,” he coaxed. 

Lucky rolled onto his chest and tried to get up, but only managed to sneeze and snort out two thick streams of fluid out of his nostrils. He groaned and simply lay there panting in a puddle of gunk. 

“Feel better?” Caramel asked.

“Urgh…”

Caramel decided not to press him and waited patiently for his friend to recover from the ordeal. He was doing pretty well, all things considered. At least he wasn’t panicking like some of the ponies that he’d freed before. Not yet, at any rate. 

Eventually, Lucky had recovered sufficiently to sit upright on his haunches. After doing so, he wiped his sticky, wet mane out of his eyes and stared at Caramel, with his jaw hanging slightly.

“Hey.” Caramel grinned nervously. His cheekbone was still aching from when one of the other ponies had freaked out and punched him.

Lucky picked his jaw up and shook his head. “I guess Princess Luna wasn’t kidding. You’re part changeling now, aren’t you?”

Caramel nodded. “Yeah.”

“So, umm… how’s it working out for you? Did you and Sash…?”

He grinned. “Yeah. We’re together.”

Lucky whistled. “Wow. I guess that makes me the last bachelor.” His expression suddenly turned glum. “That’s so sad. I was having a pretty good dream.”

His friend’s ruefulness was false, though. Caramel could feel his good natured humour beneath his words. He smiled and patted him on the shoulder, saying, “Don’t worry, you’ll find your special somepony someday. Just keep your expectations… realistic.”

“Says the guy who’s found a mare who can look as hot she pleases.”

Caramel frowned. “That’s not what I meant. Love’s not all about looks, you know.”

Lucky chuckled and threw up both hooves in surrender. “Relax, I get what you mean. I was just kidding.” He then sighed and asked, “How long has it been, anyway? And where’s Cherry?”

“Cherry’s with the others in the… guest rooms.” The chambers were actually storage spaces that had been quickly converted to accommodate the former captives, but Lucky didn’t need to know all of that. “You were brought in almost three months ago.”

“Huh. It doesn’t feel like it’s been that long—” Lucky paused when a loud gurgle became audible. He then rubbed his belly with a hoof, grimaced and said, “On second thought, it’s been forever. You got anything pony friendly down here?”

Caramel got onto all fours. “Come on. We’ve got hay and some oats. Desert grass, if you want something fresh.”

Lucky put up a hoof. “Hang on, one more question.”

“Yeah?”

“You know this one’s a long time coming. Come on; let’s see what you really look like. The princess said you’re sort of okay with it by now.” 

Aside from him, Cherry Berry was the only one who had asked that question. Although Luna briefed each captive on his hybrid state, he always disguised himself as a unicorn to give them a less threatening face when they woke up. None of the other ponies had asked him to reveal his true self, and when he finally did, he could tell that their feelings about him were mixed at best. But Lucky was a relatively steady guy, and not likely to panic. Besides, he was giving off waves of pure curiosity, so Caramel shed his disguise, flared his wings and gave him a toothy grin. 

His friend scrutinised him for several moments, after which he returned a grin and said, “Wow, I guess beauty’s really only skin deep after all, eh? Not that I would complain, though – that’s got to be the coolest Nightmare Night costume ever. Heck, you can practically make your own costumes now, can’t you?”

Caramel nodded. “Yeah. I guess.”

But his smile faded when he saw the look on his friend’s face. Lucky’s was having one of those smiles now. The slightly lopsided one with distant eyes that he got whenever he was about to air perverse fantasies. “You know, outside of Nightmare Night, I can already think of a dozen different ways you could use that to—”

La, la, la, not listening! He whirled around and resumed his brisk trot. 

“—you can even be the mare, and use your horn to—”

He flattened his ears and squeezed his eyes shut in an attempt to block out images that were an affront to nature. It’s awfully warm down here… Darn it, stop thinking about what he’s saying!

The grey stallion’s expression was an unwholesome mixture of childlike glee and filthy curiosity. “Say, since you’re now a shapeshifter, just how flexible is your—” 

Now I remember why we decided to let him out last... Caramel spun round and glared at Lucky, who managed to stop just before their muzzles collided. “Dude. Just shut up.”

“But—”

Caramel bared his fangs. “I kick and bite.”

Lucky blinked and nodded. “Okay… maybe we can talk about this later.”

Yeah, right. He gave a disbelieving snort and started walking again. Sure enough, it didn’t take long for Lucky to suffer a sudden bout of guffaws as he trotted along. But his humour was good-natured and refreshingly light-hearted, which was something Caramel dearly missed from Ponyville. 

“Eh, sorry about stuffing those thoughts into your head. I need to get my kicks, and since Shiny’s not here and you were the only one around…” Lucky chuckled and gave him a hearty nudge. “Surprised you’re still so squeamish, though. I would have thought that turning into half a bug would’ve fixed that.”

Caramel shifted back into unicorn form and replied, “There’s disgusting, and then there’s disgusting. They’re not the same.”

“Heh heh.” The grey stallion rolled his eyes, but his humour went down a notch when he caught sight of Caramel’s bare flank. “Say, what happened to your cutie mark?”

“I lost it.”

“Oh… That’s rough, dude.”

Caramel shrugged. “It felt that way at first, but all things considered, it’s a small price to pay, I think.”

“Sure, but what about—” Lucky was interrupted by a particularly loud groan from his stomach, after which he chuckled and said, “You know what, you can satisfy my curiosity later. My stomach demands an offering.”

“You’re taking this pretty well. I mean, for somepony who’s just woken up inside a changeling hive far from home.”

“Hey, if Princess Luna trusts you, then what have we got to worry about? Not that I wouldn’t without her vote of confidence, but ever since you disappeared we’ve been getting all sorts of rumours about you and Sash…” Lucky trailed off when he realised the direction in which he was steering the conversation. After a brief gap, he shook his head and continued, “Err, never mind that last bit. We were just really worried about you two. The only reason Shiny didn’t tag along was because he now has an empire to run.”

Caramel blinked. “Empire?”

Lucky raised an eyebrow in return. “You know, the Crystal Emp—”

“Oh. That.” He suddenly remembered Luna’s account of the city’s reappearance. 

“Right. I forgot you’ve been down here for a while.” Lucky cracked a grin. “Oh boy, Cherry’s going have a field day talking about what you guys have been missing. Let’s go!” He tossed his mane, which promptly made a sticky splattering sound when it slapped his neck. “Hmm. Food would be great, but a shower would be really nice as well,” he added thoughtfully.

“We’ve got that too.” Everypony had been given a chance to take a dip in one of the water reservoirs to get cleaned up. He smiled involuntarily when he remembered how hard it was to convince the first pony that there weren’t giant leeches or piranhas in there.

“By the way, the princess said something about a truce. Is that really going to happen?”

Caramel nodded. “Yeah. The queen will be going over the details with the princesses when we meet them at Dodge City. It’s still only a truce for now, but maybe after some time we’ll be able to figure out a way for all of us to get along together. I mean, ponies eventually got past the fact that griffons eat meat, and now we’re okay with them, right? For now, we’re going to get all of you guys home. Princess Celestia will be releasing all the changelings that were caught as well.” 

“Hard to believe that the invasion only happened half a year ago. Do you really believe it will all work out?”

Caramel took in a deep breath and released it slowly. We’ve come this far. We’re this close. We’re not going to give up now. He then turned and gave his friend a reassuring smile. “Believe it. We’re all going home.”


* * * * *


“Whoa,” said Lucky as he munched on a mixture of hay and desert grass. His mane and coat were shaggy and a little damp after his taking a quick dip in one of the reservoirs to get himself cleaned. “And I thought living next to the Everfree Forest was bad enough. Can’t imagine what it’s like to deal with quarrays and diamond dogs popping up every now and then. And you guys don’t have the Elements to trump them all when things get out of hoof.”

It’s enough to give you nightmares. But Caramel kept that opinion to himself.

“Yeah, that’s life down here,” he replied. “But it wasn’t always so bad. We used to have the numbers and supplies needed to keep things under control, but now that Princess Luna’s helping with part of that, we’ll get back on our hooves someday.”

Lucky nodded slowly. “I think I can see why changelings were doing… all those things. It’s still not cool, but I guess we don’t all have princesses who can solve everything nicely for us all the time.”

Caramel wasn’t sure whether his friend had kept his voice low to avoid waking the others or because he was afraid other changelings might hear. Either way, he was glad that Lucky had at least been willing to listen.

He inclined his head towards the other end of the chamber where ponies were huddled together under their blankets, snoring gently. “They’ll be up pretty soon, but I’d still recommend getting some sleep before we make our move. You’ll have plenty of time to catch up with Cherry on the way home, and Sash will be back from her shift by then.”

Lucky swallowed his last mouthful and gulped down his bowl of water. After that, he belched lightly and followed it with a massive yawn. “That sounds awfully good right about now,” he drawled. “You sure you didn’t put anything in my food? It seems silly that I’d want to sleep so soon after doing so for three months straight…”

“Your body is getting used to working the normal way again. Sleep helps a lot.” 

“Right.” Lucky yawned again and sauntered off. “Good night. Or afternoon. Whichever it is.”

“If you need to, uh, do business, the refuse pit’s that way.” He pointed towards a narrow tunnel that had green globes hanging from resinous strands from its ceiling, which had been placed there to provide the ponies with stronger light so they wouldn’t bumble around in what would’ve otherwise been nearly total darkness to them. “Just follow the lights. If you can’t see, it’s not somewhere you want to be.”

“Got it.” Lucky tucked himself under a spare blanket and was out like a light.


* * * * *


The hours flew by. Caramel remained in the chamber with everypony else for the most part, ready to assist in whatever way he could, be it to get them stuff they needed or to relay news to them if they asked. Although the princess could speak to them whenever they slept, she could not be with every one of them at the same time, and it often fell to him to pass information to them when Luna was too busy to deliver messages personally. 

Only a few ponies took up that offer, though. He could sense their unease in his presence, which only grew tenser whenever other changelings came by to deliver necessities. There was also a little bit of suppressed hostility in a few of them. He couldn’t blame them, though. He’d probably want to keep his distance as well if he’d been captured and had a doppelganger take his place at home. Still, he did try to be friendly and help mend bridges, even though only a few of them were inclined to openly accept his side of the story when most kept their opinions to themselves or gave him odd stares. 

They spent most of their waking hours conversing amongst themselves, although some, unicorns in particular because of their light spells, preferred to keep themselves occupied with the books that had been imported. 

Cherry Berry at least made the situation a lot more bearable; he could tell that she was fighting hard against her instincts to keep away from him and Sash whenever they spoke, and she was making every effort to look at them the same way she used to before the attack on Canterlot. This time was no different.

“So, is there any chance we could salvage my balloon on the way back?” Cherry asked.

He shook his head. “Sash already went through it with the scavengers. It’s a gone case. It won’t fly, and it’ll probably be easier to make a new one than to drag it all the way home.”

The pink earth mare slumped. “I guess I shouldn’t have hoped otherwise. Would’ve been nice if I hadn’t lost my goggles, though. Mom gave them to me.”

“Sorry.”

Cherry snorted. “Heh, don’t mind me. If you can get over losing your cutie mark, I think I can get over losing that. By the way, how did Lucky take things?”

Caramel glanced over at his friend, who was still snoring in his corner. “Pretty well, I think. He didn’t punch me, for a start.”

She grinned sheepishly. 

“You can ask him yourself. We should wake him now, anyway. It’s almost time to go.”

Hoof steps came echoing from the entrance to the chamber, and Caramel recognised the pace and gait as belonging to Chrysalis. She stalked into the chamber with Sash and a few warriors in tow, drawing a few gasps and causing a few ponies to move closer together. She rarely made an appearance, and had always remained silent during her inspections. 

Until today. 

“Greetings,” she said. “As Caramel has undoubtedly briefed you, your journey home begins tonight.”

Everypony listened intently, some with more than a little trepidation as the queen swept her gaze over them.

“Some of you have been in here for a long time, and although I cannot say that I am sorry for what we have done to you out of necessity, I promise that you will be the last to be treated so. Return to your families. The ones who have stolen your lives are gone.”

“Really, does she think that's all it takes to make it right?” somepony muttered.

Caramel tensed. He had seen Chrysalis’ ears perk up; she’d heard it all right. The others had noticed too and quickly hushed the offender, a middle-aged pegasus mare, before she ruined their only chance at freedom.

The queen gazed at the mare, and the ponies around the mare quickly backed off as if expecting her to lob a fireball their way. To her credit, the pegasus stood her ground and met her gaze, although Caramel noticed that her legs were trembling slightly.

“You’re right. Words are worthless,” Chrysalis eventually conceded. “I have nothing more to say to you. Get packing, we leave in the next half hour. My children will assist and advise you on what to take for the journey.” 

Caramel released the breath he’d been holding as Chrysalis turned to leave.

But before she exited the chamber, she added over her shoulder, “It will take some time for us to balance out the… mistakes we have made. But it will happen whether you believe it or not.”

“Wow, I think that’s the closest Mother’s ever gotten to an apology,” Sash whispered to him.

He nodded. It’s still better than what we started with.


* * * * *


They set out as soon as the evening had grown cool enough for everypony to travel comfortably on hoof. They numbered thirty-five ponies in total, plus twenty changelings including the queen. Caramel, Sash and more than half of the warriors were laden with saddlebags of supplies that were meant to last them the three-night journey to Dodge City. Chrysalis had ordered them to bear all of the travel burdens, but Lucky and a few others had insisted on helping out, and Caramel was grateful for their sincerity.

The pegasi amongst them were itching to stretch their wings after being cooped up for so long underground, so Chrysalis allowed them to soar overhead so long as they took care not to stray too far from the group. 

Chrysalis led the way, and as everypony settled into the brisk rhythm of their march, Caramel noticed that they were all forming their own little cliques. The warriors stayed close behind the queen in a roughly triangular formation, with the exception of those who had been tasked to guard the flanks and bring up the rear of their party. Within the group itself, the ponies seemed to have divided themselves according to hometown or trade. There was a group of three Appleloosans, another of upper-class unicorns who were probably from Manehattan, a bunch of traders who were pretty chatty amongst themselves, and several others that were probably from some of the other towns that were closer to the badlands. Though, he was pretty sure that one of the pegasi had a Canterlot accent. 

Caramel’s group was the only one that consisted of both ponies and changelings. It was him, Sash, Cherry and Lucky. Sash and he had taken on their pony forms to ease the obvious discomfort that the others had around changelings. It wasn’t a long term solution, but anything that helped ease communication would do for the time being. In any case, coats were much better protection against the cold air, and they had no shortage of emotional energy to draw on this time. 

“Gotta say, the night looks great out here,” Lucky commented. 

“It’s probably because there aren’t many clouds,” Sash replied. “I’m sure it would look just as lovely back home when Rainbow Dash schedules for a clear sky.”

Looking up, Caramel had to agree. The stars were twinkling in the sky, and the moon loomed bright and welcoming over them, promising safety from the darkness. The sky itself was deep purple, and although Sash had called it clear, that wasn’t exactly true. There were clouds of yellow and greenish blue that seemed to blend in with the rest of the sky. If he stared long enough, he could almost imagine them drifting in an invisible current, like ink in a puddle. Unfortunately, it was something that ponies couldn’t really enjoy. He’d learnt quite a while back that changelings could see some colours that ponies were blind to, and those lights in the sky were amongst them. Thinking back to his days before joining the hive, he almost couldn’t believe that he’d gotten along just fine without being able to see so many colours that ponies didn’t even have a name for. 

“I’m sure it’s pretty and all, but I think I would’ve liked some clouds for a little more insulation.” Cherry Berry pulled her travel cloak tightly around herself and shivered. 

Lucky chuckled and trotted a little closer to her. “Allow me to be of assistance. You can even sleep next to me if you like.”

“Thanks, but don’t get any ideas if I do,” Cherry replied, poking him with a hoof.

“Aww, not even a snuggle?” Caramel teased.

The pink mare considered it for a moment. “Maybe. But not a hair closer than that.” She then rounded on Lucky and added, “No hanky-panky, got it?” 

“Wouldn’t dream of it.” Lucky nodded solemnly. But after a moment, he added, “Actually, I can’t promise that; you’re too good looking. But I won’t actually do it, of course.”

“Keep the details to yourself, and we’ll get along just fine,” Cherry replied, rolling her eyes.

Caramel and Sash chuckled at that.


* * * * *


“How goes the journey?” asked Princess Luna.

“Well, Chrysalis said we’re less than six hours away from town. We’re just holed up in one of their old outposts,” Caramel replied.

The blue alicorn nodded. “Very good, but that was not what I meant. My question concerns your travel companions. Specifically, the changelings.”

“Oh.” 

Caramel paused to think about it, and it wasn’t looking all that great. After two nights of traveling, everypony was still keeping to their respective cliques. And he felt a little guilty that he hadn’t done all that much to change that. Aside from him and Sash, very few words had been exchanged between changeling and pony.

“Well, we’re not fighting…”

Luna raised an eyebrow. “Communication has been merely for the sake of expediency, I take it?” 

“Yeah, you could say that.”

“I fear it may be much the same when we actually meet, then. Although my sister is amenable to peace, the new captain of the guard and his subordinates were not so pleased when they found out that Chrysalis was coming as well. They appear to have been expecting little more than a prisoner exchange.”

“I guess that’s understandable. She did kind of lead the attack on Canterlot.”

The princess nodded. “Indeed. But I remain hopeful. They have at least expressed willingness to change their minds if Chrysalis is sincere. Do not be disheartened; you have accomplished something that even my sister has not in all her centuries, and I intend to help you see it through to the end.”

“All right.” Then, after a moment, he tentatively added, “Your Highness, could I ask a favour?”

“You may.”

“I need to take back some books. Chrysalis doesn’t plan to stay, so I don’t think I’ll have time to get them on my own.”

Luna smiled. “For the little ones, I presume?”

“Yeah.”

“Easily done. Just name the titles.”

After hearing him rattle off of the mental list of volumes he’d compiled, she chuckled and said, “An impressive selection for their age. Ah, would that our children shared their hungry enthusiasm for literature.”


* * * * *


Caramel stirred as the dream faded away. There was a little bit of orange, sunset light trickling in from the entrance tunnel to the cave that served as a changeling outpost. His eyelids still felt too heavy for him to wake up properly, so he kept them shut and tried to sink back into proper sleep. It had been three long nights of burdened traveling, and he doubted that anypony would say no to a little more rest before Chrysalis gave the order to march the final stretch to Dodge City. 

Unfortunately, it was a little too cold for comfort, and sleep remained tantalisingly out of reach. Sash apparently was feeling the chill as well, for she stirred and shifted until she’d worked her way into his forelegs, with her back against his chest as he lay on his side. He smiled, stroking her shoulder and nuzzling the back of her neck. Her coat was wonderfully soft and warm. 

Sash sighed at his ministrations, and he felt her sweet, happy contentment flowing freely. Silly though it was, he wished that they could just lie like that for all time, just the two of them, without a care in the world…

And then Caramel was dragged back into reality by somepony’s loud sneeze. Judging by the close proximity, it was probably Lucky’s. 

He frowned. Typical.

The stallion had the audacity to sneeze again, and Caramel found himself a little annoyed that he’d disturbed Sash too. She was stirring a little more vigorously this time.

But the third sneeze gave him pause. It sounded more like a snigger…

“Caramel, what do you think you’re doing?” Sash asked in a highly amused voice.

His eyes snapped open. Her voice had come from behind him. 

He stared at the mare in his forelegs. Pink coat. Yellow mane.

Oh, ponyfeathers!

“Sorry!” he blurted as he detached himself and scrambled to sit in an upright position. 

Unfortunately, the sudden movement shocked Cherry into full wakefulness as well, and she yelped when her head bumped on the ground. She got up, stared at everypony in confusion, then narrowed her eyes at Caramel. “Wait. That was you?”

“Sorry!”

And that was when Lucky lost control and burst out laughing, drawing confused stares and annoyed glances from the other ponies who were also in the process of waking up. “Oh wow, that was perfect! See, Cherry, I told you I wasn’t the one you had to worry about!”

“I’m sorry!” he yelped for the third time when Cherry’s frown darkened. “I thought you were Sash. I could’ve sworn she was on that side when I went to sleep!” He then glanced at their sleeping positions and searched his memory, but nothing certain came up. “Or maybe I flipped when I was dreaming—I don’t know. I didn’t mean it!”

Cherry Berry’s eyes softened. “Okay, I can buy that. Just… don’t do it again.”

Caramel nodded vigorously, which drew another round of laughter from Lucky and a giggle from Sash. He glared at them in response, which only made it seem funnier to them.

At length, Lucky finally stopped laughing and said, “You sure about that, Cherry? You were making those happy noises; Caramel’s probably getting mixed messages.”

She reddened and sputtered out something before settling for punching Lucky in the shoulder as he sniggered. “Caramel’s already got a special somepony, you knucklehead!”

Maybe it was Lucky’s goal in life to be hit at least once by every mare he befriended. Or multiple times, in some cases. Whatever the reason, he seemed to treasure it all the same. 

“You’re awfully okay with this, Sash,” he commented. 

Sassaflash chuckled. “Changelings are used to sharing.” She then sidled over to Caramel and hugged him, saying, “Not that I wouldn’t mind practicing monogamy, though. The idea of keeping my stallion all to myself is very appealing.”

“Can we please stop encouraging Lucky?” Caramel pleaded. He glanced around and saw that the others, changeling and pony, were already rousing from their slumber and getting ready for the last leg of the journey. Some of their ears were perked suspiciously in their direction. “Or could we at least save this for another time when we don’t have everypony listening in?” he added more softly.

Lucky gave one last chuckle and replied, “Fine, fine.” 


* * * * *


Caramel had never been to Dodge City before, but he was pretty sure that it wasn’t supposed to look so… intimidating. It was just supposed to be a quiet mining town with a railroad and a medium-sized population. There were dozens of neatly organised tents and pavilions on its outskirts surrounded with braziers and torches. He recognised the Celestial and Lunar banners billowing in the gentle night breeze. 

A distant horn sounded as they got within arrowshot of the town, and there was a brief flurry of activity as ponies – probably runners with messages – dashed off to some of the pavilions and houses. The rest of the guards were already in formation, casting long shadows from the blazing torches and braziers. Altogether, it looked like Dodge City was prepared to fend off an attack.

It all came off as a little too aggressive for Caramel’s liking, but if Chrysalis shared his sentiment, she gave off no sign of it. She simply called for a stop and began giving out instructions rapidly to all the warriors in Vespid.

“What’s going on?” Cherry asked in bewilderment as the changelings herded them all into a tight group.

Other ponies were also voicing their concerns and uneasiness as the warriors formed a defensive perimeter around them. A couple of changelings took to the air and began circling overhead, keeping watchful eyes over the surrounding land.

“Relax. The queen’s going to speak to the princesses first. Once everything’s settled, the royal guards will come and take you all home,” Sash said to everypony. 

Her reassurances failed to fully convince them, though. But that was why Chrysalis had brought him along as well. When several pairs of eyes automatically turned to him for confirmation of Sash’s statement, he smiled and nodded. “That’s right. We’ll just need you guys to hang on a little longer. But don’t worry; you’ll be tucked into a warm bed before the night’s over.”

A murmur went through the group, and he was relieved when he felt the tension in their emotions ease up a little. He turned to Chrysalis and saw her nod in approval before she broke off from their party with an escort of five warriors. 

All eyes turned to the town as the queen’s approach was met with flashes of white and blue light, each corresponding to a princess teleporting to the formation of guards at the main gate. It was difficult to make out anything beyond the identities of the alicorns at that distance, but everything seemed to point towards a civil meeting at least. After speaking for several minutes, Chrysalis was apparently invited to enter the town, and she went in after the royals. 

And then they waited.

“Is there a reason we can’t just go in right now?” a young mare asked. “They let her in just fine, and it’s really cold out here.”

“Hug somepony. Problem solved,” a warrior deadpanned.

Lucky raised a hoof. “I volunteer!”

Cherry grabbed his hoof and yanked it down. “No you don’t. She’s too young for you. Quit hitting on every stranger you meet!” To the blushing mare, she added, “Trust me, you wouldn’t want this guy.” 

That earned a few chuckles from some of the ponies, and even a couple of changelings sniggered as well.

But Caramel remained silent. There’s a reason. Royal dignity. 

Princess Luna had agreed that it was best to conduct the prisoner exchange in such a manner where both parties still had some semblance of power over their captives until the negotiations were complete. Chrysalis was under no illusion; she knew that the princesses and royal guards could overpower her force and free everypony without even needing to release the changelings they’d caught if they really wanted to. Unless she decided to kill him and everypony just to spite the princesses if they decided to try that. The same could be done if anything happened to her whilst she was in the town, protected by a paltry five when she was surrounded by alicorns and scores of royal guards. 

These extra details were all unspoken, of course, but it was clear that Luna and Celestia were allowing it as a gesture of trust and maybe respect. They were giving Chrysalis some bargaining power over them through Lucky, Cherry and the rest of the captives. 

But wasn’t it a hollow gesture when they knew that the changelings probably couldn’t afford to antagonise them at this point? Caramel shook his head. Politics is messy. 

Over an hour had passed by the time Chrysalis reappeared, bringing Princess Celestia, Luna, some royal guards and a whole group of changelings that he’d never seen before. They must’ve been the changelings that had been caught throughout Equestria, which probably meant that the negotiations for their release had gone reasonably well. 

The warriors relaxed when Chrysalis motioned for all to be at ease, whilst the ponies grew increasingly excited with freedom so close at hoof. Nearly everypony was practically hopping in place by the time the detachment reached them.

“Your subjects, as promised.” Chrysalis turned to the warriors and buzzed her wings briefly, and as one they loosened their formation to allow the ponies to pass between them. 

They were hesitant at first, maybe thinking that it was all a little too easy, until Princess Celestia stepped up, stood right next to the queen and said, “It’s quite all right, my little ponies. You can come with us now.” She gestured towards the royal guards present and added, “Captain Barding will escort you into town, and there you’ll find that we’ve prepared rooms for you to stay until the trains arrive in the morning. You’ll be able to make your way to your respective homes then.”

Chrysalis seemed a little surprised by Celestia’s move, but she quickly schooled her expression back to neutrality and affirmed, “Yes. You are free to go.”

After the apparent confusion from seeing the two rulers so close to one another without so much as a magical blast being exchanged had worn off, nearly everypony broke into brisk trot to cross over to the other side. Some paused long enough to bow to the princesses or to gush their thanks, and before long were all safely standing amongst the royal guards and breathing collective sighs of relief. At the same time, the captive changelings trotted over to stand beside their warrior siblings. They were more sedate in their movement, but Caramel could tell from their postures that they too were relieved.

“I guess you’re not coming, huh?” Lucky had paused in mid-stride in the space between the two groups. 

“Ponyville’s still your home, you know,” Cherry called out from the other side.

He bit his lip, remembering that Stickle and the others were probably waiting impatiently for him back at the hive. They’d been a little petulant over the fact that they hadn’t been allowed to tag along for the journey, and he’d only been able to placate them with the promise of bringing back some storybooks. He shook his head. “Sorry. I’ve got some responsibilities back at the hive right now. Maybe I’ll come back and visit someday.”

“So this is the pony I’ve heard so much about.” Caramel swallowed when Princess Celestia trotted over to him. 

Oh darn. Was he supposed to bow? Would Chrysalis take that the wrong way if he did? Would the ponies take it the wrong way if he didn’t? He could see the guards watching him closely. So were the warriors.

But at that moment, he felt the gentle touch of Sash’s wing on his back. He turned and saw her bowing to the princess, shedding her disguise as she did so. A murmur of went through the crowd, and he felt surprise and a little bit of suspicion rippling from the ponies watching. And in that moment, he decided that it wasn’t his job to make ponies or changelings take things the right way. His job was to show things as they were, as they should be, and trust others to see it.

Two leaders, two families. If we do this right, we won’t have to choose between them.

He bowed before Princess Celestia and shifted back into his normal hybrid appearance, noting with some trepidation that there was a noticeable spike in tension coming from the ponies watching. 

The sun princess was much better at guarding her outgoing emotions, but her smile appeared genuine enough. “Rise, Caramel and Sassaflash. By all accounts, you’ve both played an important role in reminding us that love and friendship can and should transcend physical and cultural differences. And what your friends said is true; Equestria is also your home, and you will always be welcome.” She then shifted her gaze to the changelings present and added, “The same goes for you all. If you do consider this land and a life amongst ponies your home, then it is not our place to say otherwise.” 

Celestia’s words were met with silence, and Caramel was pretty sure he knew what was going through everyone’s heads. Luckily, Princess Luna stepped in before it became too awkward. 

“We realise that such a promise can seem empty and insincere, given our history and the way we have treated one another. No law that we pass can make ponies simply accept changelings overnight, and we know that forgiveness for our past grievances will not come easily. It will be a long journey before we can enjoy widespread acceptance between our kinds, but rest assured – we will make amends for our mistakes.”

“As will we,” Chrysalis affirmed. Then, to her subjects she said, “Form up. It’s time we went home.” 

“Wouldn’t you like to stay in Dodge City for tonight?” asked Princess Celestia. “I’m sure your subjects would appreciate the opportunity to rest after the long walk here. We have plenty of supplies if you need any.”

Whilst the sun princess was speaking, Caramel saw Luna conversing with Lucky and Cherry. Although they were whispering, the princess of the night was uncharacteristically animated; she reminded him of Pinkie Pie when she was planning a party…

“Thank you, but we can’t stay the night,” Chrysalis replied. “I do not want to be away from the hive for any longer than I have to.”

“Very well. We bid thee farewell, then,” Princess Luna piped up. “But before you go – we have a parting gift.” 

The princess of the night trotted over to Caramel and Sash, flanked on either side by Lucky and Cherry. She and the stallion had mischievous grins plastered to their faces, and Cherry, although more reserved in outward appearances, was also giving off pleasant vibes as they approached. Caramel and Sash had no time to figure out what the deal was before Luna stopped squarely between them, sat on her haunches and presented him with a pair of heavy saddlebags.

Oh. He’d forgotten about the books. It was a good thing that—

“Aack!” Sash and Caramel cried out together in surprise.

Without warning, the blue alicorn had swept them up in a hug that was somehow both tender and bone-crushingly powerful. He could feel Lucky and Cherry joining in as well, which probably made this the most unusual group hug he’d ever been a part of. 

“For the ones you have lost; for the livelihoods we have taken,” Luna whispered.

Her solemn words puzzled him, but only for about a second. He gasped, as did Sassaflash and several nearby changelings, when he felt the oncoming surge of emotions. He felt Lucky’s and Cherry’s love and friendship, emotions born from a childhood of growing up and learning together. But Luna’s emotions were quite another thing all together. He should have realised it sooner, why she of all ponies had taken such an interest in helping them after her raid on the hive. She knew what it was like to live in exile – the loneliness, the hunger for companionship, the rage and frustration of having everything held dear taken away, the loss of loved ones, the desire for vengeance… but there was also guilt and the longing for forgiveness. She knew. She understood. And she cared.

Absorbing all of that pent-up, raw emotion from his friends was like having a lightning bolt surge through his veins. His reserves were soon filled to the brim, and he quickly followed Sash’s lead by reaching out with his magic to every nearby changeling and channelling the excess to anyone who would accept it. The air positively hummed with energy, or maybe that was just the thrum of their wings. Although none of them were in any state that could be considered deprived – the prisoners had not been mistreated and the hive had been supplemented with food and other resources as per Luna’s instructions – feeding on emotions freely given, without deceit or ignorance from ponies was like tasting the sweetest, juiciest serving of fresh vegies and flowers after ages of wandering lost in a desert. 

It took Caramel a while to realise that Luna had released him and that he could breathe again. He sucked in a deep breath and wobbled unsteadily to his hooves, noting with some amusement that nearly every changeling was giddy from taking in so much energy at once. It was a little puzzling that Luna, Lucky and Cherry could have provided that much on their own, though. Maybe alicorn emotions were extra potent, or maybe Luna had just been bottling those up for a long, long time.

“Sweet Celestia, that was good,” one of the changelings murmured.

“I think you mean ‘sweet Luna’,” Sash answered, smiling with gratitude at the night alicorn.

Even Chrysalis seemed stunned by what had happened, although he couldn’t tell whether it was because of the intensity of his friends’ emotions or the fact that Princess Luna had gone so far as to share what must have been some of her deepest feelings attached to her thousand-year exile on the moon. Or maybe it was something else. Wasn’t she from Hunter Caste before she became queen? Did she ever have a special somepony? She did seem to have a distant look in her eyes…

Chrysalis inclined her head towards Princess Luna and said softly, “Thank you.”

And, of course, Lucky just had to go and ruin the mood. He waved a hoof in front of Caramel and Sassaflash as if he was checking their eyesight, then chuckled and said, “A hug is all it takes to get you guys high? Wow, I was totally born into the wrong species!”

“That’s… interesting to note,” Celestia said with a smile that was just a tad forced. 

“If you want him off your hooves and can spare me the necessary reagents, I could try turning him into one,” Chrysalis offered. “My children would welcome any help in fending off quarray eels.”

Lucky paled at that. “Um, on second thought, I’m totally cool with being a pony.”

“Yes, thank you for the offer,” Celestia interjected, “but I believe he has already made up his mind.”

The queen sighed. “Too bad. I could have used another hybrid.” She then turned and spread her wings, saying, “Goodbye. I hope our next meeting will not need to be so… expedient.” And she was off into the night sky.

As one, Caramel’s foster siblings took to the air after her. He followed suit after strapping on the book-stuffed saddlebags, but delayed his acceleration just long enough to glance back at the princesses and his friends. Lucky and Cherry were waving goodbye whilst Princess Celestia and Luna stood and watched in silence. He waved back at his friends and the royals, although it really wasn’t necessary for the princess of the night. She could visit him whenever he slept, and it hadn’t taken Chrysalis long to figure out that she could carry a conversation with the alicorn simply by dreamstalking him at an appointed time. It was too soon for goodbyes anyway; there was still so much to be done.

With fewer supplies to carry and no flightless ponies to slow them down, not to mention the fact that they were brimming with newfound energy, their pace homeward was thrice as fast. Add that to the rising elation he felt at this small step towards what might possibly be lasting peace between ponies and changelings, and it was all he could do to maintain his place in the flight formation and not challenge everyone to a race home.

A couple of things about that were bothering him, though. If Princess Luna’s emotions carried this much power, it did make him wonder what would’ve happened if the attack on Canterlot had succeeded. Chrysalis had taken down Celestia after feeding on Shining Armour. How strong would she have become if she’d managed to feed on Celestia and Luna as well?

“What are you thinking about?” Sash asked, drifting in close to fly alongside him. 

“Err…”

After a moment’s hesitation, he decided to confide in the second thing that was bothering him. “Sash, when we, err…” he paused, unsure of how to frame the issue, but forged on when his brain offered nothing particularly insightful, “You know… compared to what we felt back there. Am I…” 

She raised an eyebrow, waiting for him to finish.

“Am I anything like that?”

Sash blinked for a couple of seconds before a knowing smile appeared on her face. “Caramel, are you worried about how good you taste compared to everypony else?”

He felt himself redden. Or, that would’ve been the colour if he still had red blood. “Umm, definitely not the words I would have chosen, but—”

He was cut off when she careened into him – not too roughly – and hugged him tight. As they spiralled downwards at a slight angle, wings beating hard to compensate for the shift in centre of gravity, he felt strangely calm and secure. Although he was full, he could still taste the sweet love she poured into him as they nuzzled each other. 

It felt like ages, but it must’ve been only for a few seconds because they were still pretty high up when they finally separated.

“Nopony’s love compares to yours,” she said. “Don’t let anypony tell you otherwise.”

Caramel smiled. “Thanks. You were great, too.”

“Well, there’s always more where that came from.” There was a flash of green fire, and she was suddenly in her pegasus form, reaching out with a hoof. She bopped him on the nose before he could react and then put on a burst of speed, twisting around to yell, “Come on, Wonderbolt. Let’s see if you can catch me!” And she was off like a speeding Rainbow Dash.

Oh, it’s on!

He shapechanged into a pegasus as well to trade some manoeuvrability for speed, and was just about to surge off when he realised that Chrysalis was watching. He made eye contact to check if she thought they were stepping out of line, but all she did was roll her eyes, as if she wanted to sigh and say, “Fine. If you really have to…”

Sensing no direct disapproval, he grinned and sped after Sassaflash as all around them, the world brightened with the rising sun. 


.