Project Starburst

by Angelgrace

Rating: mature
Tags: Original Character, Starlight Glimmer, Adventure, Sex, My Little Pony: Friendship is Magic, Dark, Main 6, Other
Length: 31054

A group of ponies is gathered together to stop some of the greatest threats to Equestria: Attacks on not the body, but the mind.

The number of ponies, monsters, and artifacts with mind control powers was increasing at a dramatic rate. After nearly being brainwashed into a smiling cultist, Twilight Sparkle resolves to put a stop to it. The cutie mark map, however, demanded her attention, and the formation of Project Starburst.

Five ponies, thrown together without warning, and tasked with one of the most difficult missions a Princess has ever assigned a group of ponies: Investigate and neutralize any threat to a pony's free will. These ponies must trust in each other, and in themselves, for the fate of Equestria hangs in the balance.

All the while, a shadowy enemy gathers their forces, and prepares to bring the land to it's ultimate destiny
Unflinching, unabashed, total mental submission.

Published 2015-04-09 12:50:01 UTC
Last updated 2017-04-27 18:40:47 UTC

The Carousel Issue Pt1: Some Assembly Required

Author's Note

I promise this is the last time I'll make an Avengers reference in the Chapter Titles. Anyway, I hope you enjoy Part 1, and Part 2 should be coming soon.

The Carousel Issue Pt1: Some Assembly Required

The five gathered ponies looked around the large train car.

"Well. It, um...it's certainly spacious." Spiral Dream commented, sitting down on the padded seat. "I guess travelling under the flag of a Princess has it's perks...do you think it's a good idea to let everyone know we're working directly for her, though?"

Angel had been sitting down for a long time, still reading the file they had been given. At this, she glanced up. "Well, it does open a lot of doors. Besides, who doesn't love Princess Twilight Sparkle?"

"That guy, apparently." Golden Luck pointed at the file Angel Grace was holding. "I don't think he'll be too thrilled to see us coming in with her seal."

The five of them had gone over the file back at the base. The town of Carousel had been under scrutiny of late because of sudden changes in behavior. Ponies that were once active in the community had become withdrawn, and the few times they had been seen, they were wearing strange pieces of clothing.

Guards had gone to investigate several times, and each time, they had come back saying they had seen nothing wrong, but it wasn't until a couple of guards quit to go and join the town that Twilight had gotten suspcious. She had requested that she be permitted to take over the investigation, and had compiled all the notes for her new team.

"This ought to be an interesting test of our ability to work together." Greymane was saying, looking around at the others, who seemed to be each lost in their own little worlds. Hardly encouraging for Princess Sparkle's hoof-picked team. He motioned for Cloud Prism to follow him to the next car.

Once they were alone, he sighed. "You see it as well, don't you?" he said, motioning back at the door they had just entered by. "I don't doubt that they're all skilled ponies, but..." he let out a heavy sigh.

"We must have faith in the Princess." Cloud replied, though he seemed concerned as well. "No matter what happens, we know we can trust each other, right? We'll just have to look out for one another and try and cover them." he nodded back at the car, just as the train was coming to a stop.

"Hardly encouraging." Greymane said under his breath, as the two of them rejoined the others, headed out into the town.

"Well, everything looks normal as far as I can tell..." Angel Grace remarked, taking in the town. She had tucked the files into her saddlebags, and the others were looking around the town as well. It seemed like a normal town, ponies talking, walking about, shopping...

"Something is seriously amiss here." Golden Luck said, her eyes sweeping over the town. "I can't explain it, but this town
ain't right." she took a few steps forward, shaking her head. "Nope. Do not like the feel of this, at all."

The others looked at Golden Luck, completely confused by her response. It wasn't like she was cowering or anything, but she seemed extremely uncomfortable in this town.

"Well, let's take a look around town. I bet if we ask around, we'll find out a bit more about just what's going on here, and if the town is under some kind of spell." Greyhoof motioned further down the road.

"They are..." Golden Luck muttered, as the group moved into the town proper. Soon, they reached a pair of ponies talking to each other, and Cloud Prism held up a hoof.

"Let's get some answers." approaching one of the ponies, he inquired. "Excuse me, has anything strange been going on in this town lately?"

Cue facehooves from Golden Luck and Greymane, as the other two mares stared on in disbelief. The pony that Cloud was talking to gave a little scoff. "What is that supposed to mean?" she asked, shaking her head.

Once the two ponies had moved on, Golden Luck let out a sigh. "Look. Let me handle this, okay?" She meandered towards a small group of chatting ponies with a smile.

"Just who is she?" Cloud Prism muttered, "And what makes her think she can handle it better than me?" He scoffed, watching her carry on an animated conversation with the ponies.

Spiral Dream put a hoof on his shoulder. "Hey, some ponies are just better with crowds and social stuff. Things like that. Nothing wrong with it, she just knows how to work a room." she finished with a little laugh.

Just then, Golden was coming back, casting a wave and a smile over her shoulder. When she turned back, though, her face was grim. "Right, so it seems like this all started a few weeks ago when a new pony came into town. A puppeteer pony."

The others looked at each other, eyes wide. Angel pulled out the file, taking down a note as Greyhoof nodded.

"That's probably the cause of all of this, then. If this pony has a puppet cutie mark, it's possible they could have expanded their talents to using other ponies." he rubbed his chin thoughtfully. "Though I wonder how. I've never heard of a spell that could make a pony into a puppet."

"There's been a few essays on the subject." Spiral Dream chipped in. "It's supposed to take a really focused mind, laser sharp, though, to even do one. If this pony really is casting this kind of spell over the entire town, he's going to be extremely skilled."

Angel nodded, closing the file and putting it away. "So we'll need to proceed with extreme caution. We should have the advantage of numbers though, right?" she asked, looking around at the others.

"We'll see..." Golden Luck said gravely. "This way." she turned, headed down the main street. She led them across town, to a rather stately manor. "This is where he lives." she said, nodding at the large building. "Seems he's fairly wealthy to boot."

"Indeed." Greyhoof agreed, walking up to the door. Once everyone was caught up, he knocked a few times. A moment later, a maid came to the door, looking at the gathered ponies.

"I am sorry." she said, with a light bow. "Visits with Master Strings are by appointment only. You can see his next show at-"

Greyhoof cut across smoothly, holding up the starburst emblem. "We're here under the authority of Princess Twilight Sparkle of Equestria. We have urgent business with your...Master Strings."

The maid looked at the emblem, tilting her head slightly and mouthing silently. After a moment, she stood aside. "Please, come in. I will inform the Master of your arrival. I should forewarn you, he does not like interruptions."

The five ponies walked in, following the maid through the manor. The inside was spic and span, with several works of art scattered here and there. The reason for it's well-kept state was obvious, as every so often they would see a maid working, dusting some fixture or polishing the floor.

"Well, he certainly is a tidy...what are you doing?" Greyhoof asked, looking back at Golden Luck. She was at the back of the group, her eyes darting around nervously.

"Not right, not right, at all." she muttered, shaking her head and looking up. "He's here, alright, and Spiral Dream has it right. He's good." she picked up the pace a little to join the group properly, just as they were led into a parlor.

"Please, have a seat." The maid said, with another bow. "Master Strings will be with you in a moment." she turned and left through a door on the other side of the room.

The ponies all took a seat on the plush chairs, and Angel took out the file again, taking a few notes. Cloud scooted closer to Greymane. "Whether Golden is right or not, I'm going to stick close to you. Just to be safe."

"Cloud Prism, don't forget that we're all-ah!" Greymane glanced up as the door opened again, and a unicorn stallion stepped out. His coat was a rich brown, and his black mane and tail were neatly styled. Additionally, he did have a puppeteers cutie mark on his flank.

"So, I heard that you five are visitors from Princess Twilight Sparkle. I must say, I'm flattered that the newst Princess of Equestria sent envoys personally to meet with me." he said with a charming smile. "My name is Dancing Strings. How may I be of service?"

Greymane took the lead, as Angel Grace kept taking notes. "I am Greymane, and this is Cloud Prism, Angel Grace, Spiral Dream, and Golden Luck." he motioned at each of them in turn. "Princess Twilight has been concerned about some strange rumors around this town. We're just here to lay them to rest."

"Ah, I see." Dancing Strings said, with a slight nod. "Princess Celestia has sent some guards to investigate as well. I suppose Princess Twilight just wants to be thorough. Tell me, what concerns does the good Princess have?"

"Well-" Greymane started, before being interrupted by a soft voice from the other side of the room.

"There have been several unexplained changes in behavior from numerous ponies. Stylistic changes in those select ponies as well as notable deviations in personality." Angel Grace read, looking up from her file. "Targeted ponies are both stallions and mares, though the mares tend to be the ones with the strongest deviations."

"Really?" Dancing Strings said, his eyes on Angel Grace now, moving a few steps closer. "That's quite a series of observations."

Angel closed the file. "Based on this information, I believe that there is a central force responsible for this, the end goal being twofold: To build up a small base of power as well as several devoted followers."

The smile never left the stallions face, all eyes in the room on Angel Grace now. "What do you believe this 'central force' is aiming to do with this base of power?"

"I don't believe they intend to directly challenge the Princesses." Angel replied, her gaze fixed on Dancing Strings. "However, these actions are still inexcusable, and the responsible party will be brought to justice."

Dancing Strings chuckled a bit. "I see. I thought you might say something along those lines." A pair of maids slipped into the room through each of the doors. Cloud's breath caught, and he rose from his chair, casting his eyes around the room.

Dancing Strings chuckled again, his horn glowing.

"Look out!" Cloud jumped in front of Greyhoof, pushing him away from Dancing Strings.

His reaction was ill-aimed, however. Magical threads shot out of Dancings horn, wrapping around Angel's hooves. Another set was aimed towards Spiral Dream and Golden Luck; Golden stepped in front, the strands wrapping around her hooves, but a moment later they trembled and snapped, fading away.

"Well, that's an interesting effect." Dancing Strings mused, as Golden glared at him. "Still, though, I do have you." he tugged on the strings, Angel Grace rising up from her seated posistion and walking towards him.

"You let her go!" Cloud Prism said, tossing a knife at the strings. The knife, naturally, passed right through.

"Those strings are magical! They can't be broken with a physical weapon." Spiral Dream called out, as she and Golden Luck moved closer to the him and Greymane.

"Correct!" Dancing Strings said, seeming pleased. "You seem to know your magic! So, I imagine you've been wondering, how can I affect a whole town with this?" he motioned at Angel, who had come to a stop next to him. She was looking down at her hooves, clearly willing them to move.

"I have been. By all rights, you shouldn't be able to maintain a puppet spell for too long, or on this many ponies." Spiral Dream said, her own horn shimmering. She glanced back at Greyhoof, mouthing "Get us out."

"True, true." Dancing Strings admitted. "This spell really is only good to control one, two, no more than four pony's bodies." he tilted his head, Angel Grace giving a little bow. "However, I've manged to improve on it." Angel's body turned to face him.
"Now, please watch, my dear. I'm sure you'll appreciate the performance."

Dancing Strings raised his hoof, the strands detatching from his horn. The glow remained, however, as a puppet control cross formed in his outstretched hoof, the strands connecting to it. "Now, then, my dear Angel. The best part." he remarked, as a fifth string snaked out from the center, sliding into the top of her head. At once, her body stiffened. "You are nothing more than an obedient puppet."

"I am nothing more than an obedient puppet." she repeated, somewhat dully, her eyes glazed. The strings began to glow brightly for a moment, then an smile spread across her face. The strings, and the puppet control, faded away.

"There you have it." Dancing Strings said, turning to the others. "I've turned her into another of my puppets. She'll happily obey any command I give. Isn't that right, my dear?"

"That's right, Master." she said with a nod, before turning to face the others.

"Now that you've seen my performance, I'll extend you the honor of being a part of it. Do be sure that little anomaly doesn't interfere." Dancing Strings said. Angel took a step forward, causing Spiral to take one back.

"Now would be a good time..." Spiral said, glancing back at Greymane. Greymane shook his head quickly; his horn was glowing, but he didn't have enough energy to teleport four at once.

Golden stepped closer, her horn glowing as well. "We'll cast it together. The Inn?" she asked, and Grey nodded. The two unicorns touched horns, a bright spark filling the room; a moment later, the four ponies were scattered in front of the Inn.

"We need to go back! Find a way to break that spell!" Cloud Prism was the first to rise, and Greymane joined him soon after.

"We don't understand how the spell works, yet." Golden Luck said, dusting herself off. "Or how he conjured...whatever that is. We go in again, we're as good as puppets."

Spiral frowned a bit, her brow furrowed. "That second part...I might be able to break it, if you can buy me some time. The magical strings, however..."

Greymane put a hoof over her mouth, glancing around. "Let's head inside. We don't know how many of these ponies are under his control."

The other three nodded in agreement, and headed into the Inn, a dark cloud hanging over them. All of them were thinking the same thing:

Had they already failed in their mission?

The Carousel Issue Pt2: Pulling Some Strings

A few hours later, the four ponies had gathered together once again, still stunned by the events that had taken place in the manor.

"Well, now it's obvious what's going on." Cloud Flare said, slamming his hoof into the table, only to be quieted by Greymane. He glanced up at the two mares, who both had troubled looks on their faces. Well, Spiral Dream seemed concerned. Golden Luck, she seemed distracted, glancing out the window from time to time during the conversation.

"Anyway, he's controlling these ponies with those weird strings." Cloud went on, settling back in his chair. "We rushed in without understanding what's going on, and we paid the price."

The silence hung in the air after that, even Golden Luck seeming melancholy at that fact. Dancing Strings had taken away Angel Grace, and though the five of them had just barely met, her loss was still a major blow. None of them wanted to bring up that fact, but all of them knew if they were going to make plans, it couldn't be avoided.

It was Cloud Flare who finally broached the silence. "We're getting her back, right?" he asked, a hint of desperation sneaking into his tone with the last word.

"That could be difficult." Greymane said, shaking his head. "She's deep in his manor, and you saw what he did. She won't even want to come with us."

"Yeah, but..." Cloud turned on Spiral Dream quickly. "You...you said you could fix it, right? You can undo whatever he did to her?"

Spiral Dream sighed, obviously not wanting to say what she had to say. "Well, I could probably break the magic spell, but..." she shook her head. "The strings would still be there, and we're surrounded, and I'd still need to understand what he did." sighing, she looked at Greymane. "I mean, maybe. With a little bit of help."

Greymane tapped a hoof to his chin, brow furrowed in thought. "I'm afraid I couldn't provide much help freeing Miss Grace's mind. I could certainly provide some protection..."

"That's the stuff!" Cloud Flare said, standing up excitedly. "If the two of us...no, the four of us, all work together, we can get Angel out of there, and stop Dancing Strings once and for all."

"Well, I wouldn't go that far." Greymane chuckled. "We still have no idea how strong he is or what he's doing. But we can certainly try to free Angel Grace and get some more information." he glanced at Golden Luck, who was glancing out the window again. "I could use your help, as well."

Golden looked back, shaking her head firmly. "No way, no how." she rose from the table. "I joined up with this little group because I figured working for the Princess would pay well. I didn't sign on for rescue missions against crazed puppeteers." she turned away, headed for the door. "Good luck, though."

As Golden Luck left, Greymane put out a hoof, stopping Cloud Flare who was already leaping from his seat. "Easy now. If she doesn't want to help, we can't force her. She's right, this is a dangerous plan." he looked around at the others, seeing the looks of hope and determination on their faces. "But I think it's one we can pull off. Now, let's get started..."

"Master Strings."

Dancing Strings sat up from the reclining position he had been resting in, glancing at the maid who had just arrived. He offered a slight smile, nodding for her to go on.

The maid bowed her head. "As you requested, we have prepared your newest maid." she took a step to the side, and out came Angel Grace, all dressed to serve.

"Ah, Miss Grace. I presume you like your new attire?" he asked with a wave of his hoof.

Naturally, she nodded, though her response wasn't...quite in tune with his hopes. "They'll come back." she said softly, not quite looking him in the eye.

He gave a sigh, pulling the pegasus closer to him. "My dear Miss Grace, as far as your friends are concerned, you're naught but an obedient puppet." smiling slightly, he lifted her chin to look at her eyes. "Judging by what I see, you're not far off, either."

Casting a glance at the maid still standing by the door, he gave a dismissive wave of his hoof. "You may go now."

As the maid left, Angel spoke again. "You may be able to move my mouth and my body. That doesn't mean I'm nothing but a puppet." clearly, she wasn't quite pleased with the lack of fire in her response.

Dancing Strings chuckled a bit. "Perhaps not yet. I'll admit, that little performance of ours left me quite worn out. Still, I can see how deeply you're already affected by your strings." His horn glowed, and Angel's body was once again under his direct control. This was puppeteering the way it was meant to be! Sure, the gift he'd been given made his puppets docile, but there was a certain thrill in pulling their strings himself.

"I have to admit." he said, rising to a standing position, moving Angel back, "You are a cute little doll. You might actually enjoy being my puppet, once you've learned to relax, let your mind go, just let me pull your strings."

His statements were very deliberate, meant to chip away at her resistance. It was working, too. He could feel less of her pulling away, less fighting. "It's not so bad, is it, puppet? To just mindlessly obey, as I pull on your strings?" he gave a light, almost playful tug, pulling her towards him.

"Mm..n-no..." Angel gasped out softly, as he pulled her into an embrace. Was it resistance or acceptance she had meant to vocalize? It was so hard to be sure, and sometimes he wished he could read minds. Or rather, what was left of them; he could already feel Angel crumbling underneath him. Perhaps a little help wasn't remiss after all.

"That's my doll." he half-purred in her ear. "A good, obedient doll who responds so well to her strings...why, we'll put on such wonderful..." he looked up. The maid had returned.

"I thought I told you to leave us." Dancing said in a low growl.

"My apologies, Master Strings. However, the maids near the door report that Miss Grace's companions have returned."

He chuckled, lowering Angel to the floor. "I suppose I should be a gracious host, should I not? Come along, Angel dear." he tugged on her strings, having him walk alongside him as they left the room. "The rest of your set has kindly offered themselves up. Our lesson will have to wait."

The Carousel Issue Pt3: Cutting the Strings.

"Now stay close." Greyhoof said, as the three ponies advanced on the manor. "Remember the plan. I'll try to distract them long enough for you two to slip inside. Once you're inside, Spiral, find Angel Grace and try to-"

Cloud Prism covered Greyhoof's mouth, pointing. Following the pointing hoof, Spiral Dream and Greyhoof would see a maid standing outside a side door, sweeping the steps. She seemed to be rather distracted; in fact, as the three of them crept up on her, she merely kept on humming and sweeping.

Glancing at each other, the three ponies shrugged, slipping into the door single file. Not a one of them seemed to want to question their luck by drawing attention to it, so they just moved down the hallway. A pattering of hooves got their attention, and they ducked into a side room just in time for another maid to go by.

"Geez, how many maids does one guy need?" Cloud Prism asked in a low tone, once the maid was clear.

Spiral couldn't help but chuckle a bit. "If I had the kind of power Dancing Strings did, I'd probably have enough maids to maintain three manors. ...well, maids and butlers. You know...where are you going?" she asked, as the two stallions moved away quickly and quietly, motioning for her to follow.

"You remember the way to his study?" Greyhoof asked Cloud, who nodded, leading them through the winding corridors. For several minutes, they traveled in silence, occasionally ducking into a corner or another room to avoid a passing maid. Just as they were arriving, they heard a distant sound that sent them scurrying again, and a good thing, too.

"...can't imagine what that maid was thinking." Dancing Strings was saying, Angel Grace trotting along beside him. "Wasted time, a diversion from a remarkably pleasant taming. Nonetheless, we can pick up where we left off."

All it took for the three ponies to make their plan was a glance at one another and a shared nod. As Dancing Strings led Angel into the room, they followed behind him, quickly closing and bolting the door.

Naturally, such an action didn't go unnoticed, and Dancing Strings turned around, a smile spreading across his face. "Oh, there you are. Well, most of you. You got rid of that mare I can't control, that's nice of you." his horn glowed for a moment, but he quickly had to stop as Greyhoof fired a spell at him.

"Such violence? Are you sure you want to put your friend at risk?" Dancing Strings asked with a chuckle. His horn lit again, and when Greyhoof's did, Angel jumped between them, a determined look on her face.

"Now, Spiral!" Cloud Prism said, making a beeline for the puppetmaster.

Spiral Dream stepped in, her horn glowing as she focused on Angel Grace. "I've never done this before...please let it work..."
Just reach into the mind, take a hold, and pull free.
Closing her eyes, Spiral started her spell. "Angel Grace...I want you to just relax. Let everything else fall away. All other thoughts, all other sensations. Follow the sound of my voice..."

Angel blinked for a moment, her body relaxing. A slight shimmer surrounded her, and Dancing Strings growled.

"Get off of me!" he said, shoving Cloud Prism back; the puppet control reformed in his hoof. "You will obey, Puppet! You can not resist the strings!" he held out the puppet control, and Spiral Dream let out a gasp.

"He's...ugh, that control, it's stronger than my magic..." she dug in her hooves, her horn glowing bright. "Relax, Angel Grace. Slip...slip down..."

"It's pointless." Dancing crowed, swinging the control over to point at Spiral. "But your skills with hypnotism are impressive. With you as my puppet..." he laughed. "No one will be able to stop me!" strings shot out of the control, right towards Spiral Dream...

And wrapped around Golden Luck. Like before, they shuddered before breaking and fading away. A moment later, the unicorn jumped Dancing Strings, wresting the control from his grasp.

"I was wondering how you did that." Golden Luck said, looking down at the cross in the green aura of her magic. "If I had to guess, I'd say this thing amplified your abilities?" she cast a glance over at Spiral. "Should be able to get Angel back now."

Spiral Dream nodded, focusing on Angel again. "Feel yourself waking up...all those bindings slipping away. Floating back to the surface."

Angel Grace gasped out, then fell forward into Spirals hooves. "Y-you guys...you came back for me after all..." she murmured, her eyes lidded.

Spiral Dream patted Angel, then looked up at Dancing Strings, who was clearly starting to panic.

"L-look...it's not like I was trying to take over Equestria or anything, right? Just a little harmless fun...there's no need to..."

Greyhoof stomped his hoof. "Golden Luck. With that out of his grasp, are the guards free?"

Golden looked down at the wooden cross, then back up, nodding. "Should be. They'll be disoriented, and a few of them might need a couple good slaps, but everypony in town should start returning to normal now."

He nodded, looking back to Dancing Strings. "Then by the authority of Princess Twilight Sparkle of Equestria, I hereby place you under arrest for unethical use of magic. Cloud, go and retrieve a pair of guards, please."

Cloud Prism grinned. "Gladly." and flew off.

Dancing Strings hung his head, like his own strings had been cut. "I was so close...with that artifact, I was supposed to have everything I ever wanted." he muttered. "I didn't even want much...just a few mares..."

Spiral Dream took a step forward, a furious expression on her face. "Their minds were not yours to take! Those of us with the ability to use mind magic have a responsibility to use it ethically. You'll probably have plenty of time to think about that." she added, turning her back to him.

Cloud Prism soon returned with the guards, who locked Dancing Strings in a magic suppressor ring; he was transferred to the local prison until they could gather up the resources to transport him for trial.

As for the reunited ponies, they gathered in the train car, beaming at the success of their first mission...

"Angel Grace. I told you to stay lying down." Spiral scolded, as she came back into the car. "You're still recovering from a serious mental attack."

"I'm sorry. I just wanted to finish this..." Angel muttered, through the pencil in her mouth; she was writing in the Carousel File. "Greyhoof is going to be sending it to the Princess here in a few minutes and I'd hate for it to be incomplete..."

Spiral sighed, shaking her head. "Fine, but as soon as you're done, I'd like to have a hypnosis session with you." at Angel's look of surprise, she went on. "I am a hypnotherapist, you know. I just want to make sure there's no lingering effects from what Dancing Strings did. If you want to have Golden Luck sit in to make sure you're safe, I understand."

Angel shook her head, setting down the pencil. "No, I trust you, Spiral. You saved me back there; I wasn't sure how much longer I could fight his control." she sighed, looking down at the closed file. "I still don't understand why the Princess chose me for this team. Our first mission together, and I got caught..."

"You got caught because you were a grade-A idiot." Golden Luck said, leaning against the doorway of the train car. "You looked a guy in the eye who you know was controlling ponies and basically told him 'I dare you to take me'." she looked down for a moment, sighing. "But you did it because you believed in justice, and you wanted to stop him from hurting others. That, that I can respect."

"Is that why you came back, Golden?" Spiral asked, looking back at her. "I thought you didn't want anything to do with this crazy mission."

Golden Luck shrugged. "What can I say? I like a long shot. Once I had a chance to blow off some steam, I realized helping you all was the right thing to do. Anyway, you better get that to Greyhoof. It's about time for the ring to activate. I can take it you want to rest."

"Thank you." Angel Grace said, giving her the file. Golden Luck rolled it up and left the car, taking it out to Greyhoof. Angel laid back on the couch, sighing. "Once Greyhoof and the others get back, and the train gets moving, I suppose we can have that session."

Spiral Dream smiled, taking a seat across from Angel. "I look forward to it. My offer to have Golden Luck sit in is still good if you get nervous."

"No, I don't think-Greyhoof?" Angel said, sitting up slightly. At the dirty look she got from Spiral Dream, she laid back down, still staring at the door. Greyhoof was standing there, clutching a letter.

"It's a message from Princess Sparkle. We're being called to Ponyville. She says it's urgent; Cloud Prism is going to inform the driver of the change of plans."

"Gone...all gone." Dancing Strings laid back in his cell, staring at the ceiling. All of his maids, once released from the spell, had gone away; not a single townsfolk wanted to listen to him after what he did.

"It's all the fault of that damn artifact!" he slammed his hoof into the wall. "That's what made me greedy. I could have been happy with the few ponies who came to me, but once I had that control, I wanted more..."

"Please, go on." a sweet voice lilted. Dancing Strings sat up slowly, looking into the shadows. He could faintly see the outline of a mare standing there.

"H-how did you get in here? The guards..."

"Are taking a break. But do tell me more about how you got greedy...and about that artifact that made you that way." the mare's voice was soft, inviting as she shifted closer.

"It was a magical thing...I was able to use my puppet spell on many ponies...even affect their minds...but it was wrong. I got in over my head."

"Oh, so you lost the artifact and your confidence...such a shame. It's a good thing I'm here to help you help me." the mare took a step out of the shadows, her golden eyes gleaming and horn glowing. "I am a hypnotherapist, you know..."

En Route Pt1: Derailed

Angel Grace watched the countryside pass them by. A few minutes after they had gotten the letter from Twilight Sparkle, the train had gotten underway; they'd only had to wait to take on a few more ponies on their way to a meeting of their own in Ponyville. Briefly, she considered looking over the files again, but even she had to admit she'd read them enough that they were practically burned into her head.

Instead, she looked out around the car. Golden Luck was looking out the window as well, playing with her pendant, Greyhoof had stuck his nose in a book, Cloud Prism was laying across three seats, snoring, and Spiral Dream was...writing? Angel got up, going over to her.

"What are you working on?" she asked, curious, and Spiral looked up.

"Oh, just a few notes about what happened back in town. I'm hoping that I'll be able to use what I learned to help other ponies." she smiled, looking back down at her notes. "As you may have noticed, not everyone with hypnotism uses it for good. I'd like to use mine to help repair some of that damage."

Angel Grace nodded. "That's very kind of you to do. You certainly seem to have a good start on it."

"Thanks. We still need to have that hypnosis session, don't we? If you like, we can go-"

Spiral Dream was interrupted by the car lurching; looking out the window, it was clear that the train was rapidly decelerating. The sudden change roused the others, as well, who came to the window.

"I wonder what's going on." Cloud yawned, as the view came to a shuddering halt.

Greyhoof headed towards the exit. "As official representatives of Twilight Sparkle, we should probably check this out. In any case, we need to get moving again as soon as possible."

Golden Luck waved a hoof. "You four can go check it out. I'll stay in here...to do...crowd control." she nodded to herself, pleased, before looking back out the window pensively.

"I'll stay here as well. Just in case." Spiral Dream added, her eyes on Golden Luck.

"Well...okay then..." Cloud Prism said, glancing between the two. "Come on, Angel. Let's go see what's going on."

Angel Grace nodded, and the two of them joined Greyhoof headed towards the front of the train. Once they reached the car by the engine, they found a small crowd had gathered by an open door."

"Please, everyone!" a conductor was trying to calm the crowd. "We can assure you, we'll be moving again as soon as we can! The Engineer is trying to clear the tracks now!"

"Clear the tracks? Did we run over something? Or somepony?!" a panicked voice came from the crowd, and the conductor shook his head quickly.

"No, no, nothing like that! Please, return to your seats!"

Greyhoof sighed, pushing through the crowd with Cloud Prism and Angel Grace. "Excuse me. I'm Greyhoof, and I work for Princess Twilight Sparkle. These are my associates. Perhaps we could be of some assistance?"

The conductor looked relieved by their arrival. "Yes, please, thank you! The engineers are down by the front of the train." he stepped aside to let them pass. "We don't understand how it could have happened..."

Once the three of them had exited the train and gone around to the front, it was clear what the source of the confusion was: thick vines had grown over and around the track for several hundred feet. Here and there, thick buds dotted the vines, and a closer examination would indicate they originated from the nearby forest. There was no way such thick vegetation could have formed since the last time a train passed over these tracks.

Nearby, several ponies were chopping at the vines with tools and using fire magic to try and burn them away, but it seemed like they weren't having much luck. Greyhoof and the others came over to join them, examining the vines.

"Have you sent anyone into the forest to look for a source?" Angel asked, peering down the vines.

The lead engineer shrugged. "We just got out here ourselves. We were hoping we could clear the obstruction quickly, but it seems like that isn't going to be the case. Can you three help?"

Looking between themselves, the three ponies nodded; Cloud Prism pulled out a knife of his own as Greyhoof joined the other unicorns casting fire spells. Angel, however, was tapping the vines and following their path from the forest.

"Something isn't right here." she murmured, "It's too thick. Too perfectly placed. Too rapid. Guys, I don't think this is na-ah!"

Her sentence was cut off by a sudden cry that attracted the attention of the others. One of the vines had whipped around and scooped up Angel Grace. Cloud Prism was the first to rush to her aid, but the rest of the ponies were close behind...only to be grabbed by the suddenly waving mass of plant matter.

A few spells found their way out from the captive unicorns, but the buds on the vines had bloomed out to dark blue flowers that filled the air with a strange pollen. Soon enough, all of the ponies were still as the vines dragged them deeper into the forest.

En Route Pt 2: Dreams and Luck

"Are you going to stop staring at me?"

Spiral Dream sighed, shaking her head. Something was bothering her about the other unicorn. There was something hiding behind Golden Luck's eyes, and she had seen it ever since they had met for the first time.

She thought back to just before they had gone to rescue Angel Grace. Golden Luck had been staring out the window the whole time, and that was the first time she had seen something else. Somehow, Spiral knew that in that moment was the most honest Golden had been with her and her friends. Not on the surface-Spiral suspected Golden Luck had planned to return and save them all along-but something had changed in the other unicorn in that moment. Ever since then, Golden had been more withdrawn. Sure, she interacted with Spiral and the others, and always had a smile or a little quip for them. When she thought no one was looking, though, Golden Luck had a certain distant look in her eyes.

When the others left to check out why the train stopped, Golden had seemed all too eager to stay behind, and Spiral took the chance to do some observation. Though most of her work was done under trance, any therapist needed to be able to read between the lines, see what a patient was saying with their actions and not their words. Golden Luck was hard to crack, though. She put on a bit of a wild act, but underneath that, every word, every action seemed to be carefully planned. She didn't reveal much, and perhaps that's why Spiral had been staring more than she should.

"I'm sorry. This is really the first chance we've had to be alone since the team was put together." Spiral offered a small, reassuring smile as she looked back out the window. "I realized I didn't know much about you. You still didn't explain why you came back after running off." or why Dancing Strings magic hadn't affected her...

Golden huffed. "Like I said. I like a long shot. Once I had a chance to cool down, I realized that stallion probably wouldn't stop until every mare was his plaything. I figured that would be bad. Though I do still have his little puppet controller if you want to try it."

"No thanks." Spiral responded with a nervous little laugh; Golden Luck had said that so flatly she wasn't sure if she was kidding or not. Her expression remained unreadable as she turned to look out the window, leaving Spiral with precious little more than she knew when they started this conversation. "I wonder what's taking them so long..."

Not a full minute after Spiral had said that, cries erupted from the outside of the train. With only a single glance at each other, both mares bolted for the exit, Golden Luck quickly overcoming Spiral Dream and therefore being the first to see the sight unfolding before them. Writhing vines surrounded the train, and Spiral took a step back on instinct. When she saw what those vines were holding, though, she let out a cry and tried to rush forward:

A dozen different ponies, some of them motionless, being pulled into the forest. But why? This wasn't the Everfree Forest, possessed of wild and poorly understood magic. There had to be another force at work here, but the pressing concern was getting those ponies down. Before she could take more than a couple steps, she was stopped by Golden's outstretched hoof. A moment later, a wall of flames curved in front of them.

"What are you doing? We have to help them!" Spiral exclaimed, turning on Golden Luck.

Golden Luck merely stared at the mass of vines. "If you get close, you'll wind up caught, too. Plus..." the flame wall flared up a bit. "Can't you see it? There's some kind of spore in the air. That's probably why they're not fighting."

Indeed, during the few moments since the two had arrived, several of more the ponies had gone limp in the vines grasp. These ones were pulled into the shadow of the woods faster than the others who were still putting up a fight.

"Hmm. Come with me." Golden turned away from the vines, headed up the track a ways.

"Where are we going?" Spiral asked, rushing to catch up with Golden Luck, still casting a few glances back. By this point, only a couple of ponies were left, and it seemed like it wouldn't be long before they were out, too. Surely Golden Luck couldn't be running away; what about the others?

"If we're going to find out what's going on, I'd really rather not knock on the front door. Whatever is behind this saw us coming, so-ah, here we are." Golden said, as they came around a curve. She stopped, looking back. "I'm going to head in, try and find out what's going on. If you want to stay out here where it's safe, I understand perfectly."

Spiral Dream shook her head quickly, moving closer to Golden Luck. "Not a chance. We're on the same team, remember? We have to stick together. Besides, two unicorns are better than one." with a little nod, she followed behind Golden Luck. Golden seemed to know where she was going, keeping up a sure and steady pace. Though, would the two of them be ready for whatever had captured both the train crew and their friends?

Perhaps. That same gleam that had been in Golden's eyes during the rescue back in Carousal had returned to her eyes, and considering how swiftly Golden had sized up the situation...she was one of Princess Twilight's hoof-picked mares, after all. So was Spiral Dream, for that matter. What chance did a few overgrown weeds have?

En Route Pt3: Sprouting

It had been a couple of hours since Spiral Dream and Golden Luck had entered the forest. At first, Spiral had been in high spirits, sure that they'd quickly find their missing friends and get to the bottom of what was going on here. As time went on, though, with no sign of their friends or the strange vines, she began to wonder if Golden really knew what she was doing. Every so often, they would make another turn, in one direction or the other, and to be honest? Spiral Dream was starting to get a little dizzy.

"Um, Golden Luck?" she finally spoke up after another turn. "Are you sure this plan of yours...whatever it is, is going to work?"

Golden stopped, turning around to face Spiral Dream. "To be perfectly honest, no I am not sure. Maybe not what you wanted to hear" she went on, seeing the look on Spirals face "But it's the truth. Right now, I'm just circling around to try and get behind the vines...they've spread out pretty far."

"I wonder what could be behind it..." Spiral remarked. Golden Luck started, putting a hoof in front of her.

"Wait a second, look." she motioned with her head, to a glade just ahead. At first, it all seemed normal, but after a moment, it was obvious what had caught Golden's attention. The glade was covered in those same vines, even wrapping around the trees and forming a rough canopy. On the forest floor, the vines had sprouted into large, beautiful flowers.

There was a shifting just ahead, and the creeping vines that were carrying the other ponies made their appearance. Each one had several flowers puffing out the clouds that were keeping their captives in slumber. Each one lowered to the ground, still holding it's pony tightly, as if waiting.

What came out of the shadows almost looked like a pony. It had the same shape, but a leafy green pelt, and a pair of horns like branches. Flowers adorned it's...her mane, and her face was furred and cream colored, with green eyes and shining green lips.

"What is that?" Spiral Dream whispered, as Golden maneuvered in for a closer look. Once again, she covered Spirals mouth with a hoof, watching intently.

"Well done, my children." she said sweetly, patting the nearest vine, then turning to smile at the ponies. "And welcome, my soon-to-be-children." She pressed a hoof to the soft ground, several of her own vines seeping into the earth. Around each pony, new vines twisted up slowly to form a flower bud.

"We have to do something..." Spiral gasped softly, shrinking back from the sight. "What do you think, Golden Luck? Golden?" she looked around, confused; Golden Luck wasn't next to her anymore. Had she finally decided that this was too much?

"Hey!"

The strange plant-pony looked up in surprise, along with Spiral Dream, as Golden Luck planted her hooves firmly in the ground before the pods. "What do you think you're doing, kidnapping ponies like that?!"

Stunned, the plant-pony seemed to be unable to respond at first, before a sly smile spread across her features. "Kidnapping? Oh, hardly. Reclamation. Ponies have forgotten to give homage to the land..." she raised a hoof, and four ponies, three Earth Ponies and one Unicorn, came out from the shadows. They all shared several distinct features: vines were wrapped around and growing from their bodies, flowers had sprouted in their manes and tail, and their eyes were all green. "So they will be joined to it..." her gaze shifted slightly to Spiral Dream. "As will the both of you..."

She motioned, and the four ponies advanced on the two, along with several new vines sprouting from the ground. Spiral joined Golden, her horn glowing.

"Now what?" she asked, as they moved back to back to try and keep themselves from being surrounded.

Golden Luck narrowed her eyes, seemingly taking stock of the situation. "If we want to get the others out of there, not winding up in a pod would be a good start..."

En Route Pt4: Blooming

Angel Grace stirred slightly, and in response, the pod released more spores, keeping her in slumber. Nearby, the other pods were doing the same thing, ensuring their occupants stayed docile during the process. Tendrils from the walls of the pod slowly wrapped around Angel, sinking into both the vines within the pod and Angel herself; meanwhile the vines were fusing into the pod walls. Soon, with the aid of these tendrils, the vines were meshing into her coat as well, linking pony and pod more firmly.

As all of this was occurring, her head was feeling like a patch of fertile soil. Soil in which seeds were being planted, and tended to. New thoughts taking root in her mind, thoughts of becoming one with the forest. Giving herself over the vines and being reborn as something beautiful and natural. Already, she could even sense the forests will, as well as the others linked into it...including some familiar sprouts. A gentle smile graced her unconscious form, and green sprouts popped up here and there on her pale coat.

"Um, Golden?" Spiral remarked, as the two mares kept backing away from the advancing plants and ponies. "I sure hope you have a plan to get us out of here."

They were soon backed up against a tree, and the first plant pony smirked. The vines surged forward, ready to claim their latest captures...directly into a wall of fire; ashes scattered to the forest floor as Golden chuckled. "Who said we're getting out of here? Now, I'm going to need your help for the next part."

"My help?" Spiral asked, glancing at Golden Luck. Not for long, though: she didn't want to take her eyes off the four advancing ponies.

"A simple trance; we just need to make them lose focus for a moment. Can you manage it?" Golden didn't even look up, her gaze intent on the four ponies before them.

Spiral swallowed, nodding once. "I can try." she closed her eyes, focusing on a basic hypnosis spell. It wouldn't be anything fancy, or even with any goal in mind. Just a simple command to slip into a trance. There was no guarantee it would work; after all, even magical hypnosis needed an induction, so it couldn't just stop ponies in their tracks.

Or maybe it could. When she opened her eyes again, the four ponies were standing there, staring off into space. Well, maybe she was better at this than she thought. Funny what a dire situation can do for a mare. "So now what do we-" Before she could finish her sentence, Spiral saw that Golden Luck had gone off again.

The other mare was now in front of one of the pods, her gaze intense as a narrow green beam erupted from her horn, and she started trying to cut open the pod.

The vines around and woven into Cloud Prism began to pulse at an increased rate. The great stalk was in danger; one of the pods was being damaged, and one of his sisters needed help. It wasn't yet time for his awakening, however. There was still much work to be done before he could be reborn. He had to fully accept his new life in order to best serve it...allow the vines to continue spreading over his body...

A low growl erupted from the plant-pony, and she pushed her hooves into the soil again, more vines sprouting out. Half of them shot towards Golden Luck, but she was surrounded by another circle of flame.

The other half headed for Spiral Dream, and she fired off a couple of magical bolts, knocking out a few; unfortunately, she wasn't able to stop them all. Hefted by one leg into the air, she called out "Golden! Help!"

Golden Luck spared her one glance, then went back to her work, a scorched mark becoming clear at the point of her beam. Meanwhile, Spiral was carried over to the plant-pony, kicking all the way.

"You two are causing quite a few problems for me." the pony remarked, as a pair of vines rose up from the ground to get a better grip on Spiral and flip her right side up. "Fortunately, that is easily resolved." She pulled Spiral in closer, and gave her a firm kiss. A warm, firm kiss that lingered...Spiral found her body was relaxing, a strange fuzz filling her mind.

"Now, my dear...save my children."

The voice was so sweet, so easy to listen to, to obey. Spiral wanted to please her so much...as she was lowered to the ground, she turned to the Golden Luck.

"Y-you need to stop..." she said softly, advancing on the pods and their attacker. "You can't harm them."

Golden Luck looked up at her, seeming to be almost annoyed. "Spiral Dream, you are a hypnotist. I had assumed you could protect yourself from such a simple trick."

A trick? That kiss...it had to have had some kind of mind altering substance in it, right? Or maybe it had just been a wonderful, eye-opening kiss...

"Don't listen to her, my sweet." The voice seemed to curl around her. "She's trying to hurt my children...she's a cruel pony."

"A..a cruel pony...?" Spiral whispered, shaking her head a bit, trying to think, to clear the fog from her head. She was attacking those pods...the forest...

The plant-pony came up behind her, nodding. Whispering in her ear. "That's right. She's harming the forest...and you belong to the forest, don't you?" the vines caressed Spiral Dream, who nodded slowly. "Good, good. Give yourself to the forest...serve it with all your heart..."

A soft sigh escaped Spiral Dream as she felt the plants around her, the fuzz growing thicker in her head. She could feel the forest taking over, vines curling around her body as she surrendered to it.

"That's right, let my seeds take root and grow...tend to my children...serve me."

The words were like sunlight on a flower; Spiral soaked them up, her mind succumbing to the roots that had wormed their way in. She would serve the...vines? In a forest? A parasite. Not natural. Don't let it win. Protect the forest from it. Get rid of it.

Spiral Dream blinked, shaking her head; she could see Golden Luck looking at her intently, obviously worried. With a cast of her magic, she sent a energy surge through her body; already she could feel the spores sloughing off.

"What are you?" she asked, stepping away from the strange pony, who scowled.

"I could ask the same of the two of you; you've proven immune to my spores...you intend to force me to reveal my true nature? So be it." the pony arced back, surrounded by more of the vines that folded into it's mass. Gone was the gentle, leafed pony, replaced by writing vines and a pair of glowing red eyes.

"I am older than the forest, stronger than the plain. I once fed on mere shoots and sprouts, but now ponykind will serve me and my life will spread over the land."

"I don't think so." Rising up from the pod Golden Luck had broken was a green earth pony with a tree on her flank. "You have deceived and suppressed the forest...but you played your hand too soon." she charged the mass before her, tackling it to the ground.

"Fool! Even if you were broken free, the others will soon be reborn as my kind! You have escaped too late!"

The earth pony looked back, her eyes wide with fear. "It's true. It's spores will have seeped into the...others...look!"

With a great cracking sound, brown roots were pressing up against the pods, the trees swaying. The green pods shuddered at first, and began to crack under the pressure, each one soon spilling it's occupant. A couple of them seemed a little green, but released from the pods, the vines were already receding from their bodies.

"The forest is rejecting the infection." Golden Luck said, in wonder. "Look..." she motioned at green motes settling on the gathered ponies, which seemed to speed their healing. Spiral Dream could even feel some brushing against her, clearing her head.

A scream caught everyone's attention, however, and the alert ponies looked at the monster before them. It was writhing in pain, the vines rotting before their eyes where the motes touched them. It shrank back, headed into the shadows away from the forest center.

"This isn't the end...where there are dark and damp places, I live...my spores touch every part of this land, and you...will..." before it could finish, it was speared by a root, pressed into the ground.

The earth pony approached the still twitching vines. "You will feed what you sought to steal. You should know the nature of the circle of life..." with a wry smile, she looked up. "Thank goodness you two came along. I wasn't sure how much longer I could hold out."

It turned out that the Earth Pony was Redwood Skies, an arborist who had been on the train with them to study the forest. With her help, Spiral Dream and Golden Luck brought the others back to the train to recover. Once the vines were gone, the other ponies woke up fairly quickly, if still a little lightheaded for the experience.

"So Redwood is going to stay in the forest?" Angel asked, brushing at her foreleg again. She still couldn't get the feeling of those vines out of her body.

"Yep." Spiral said, nodding with a smile. "Just to make sure that there are no lingering effects." The train tracks had already been cleared, and the train was underway.

"I'm going to make a record of this to give to Princess Twilight once we arrive." Angel decided. "It technically falls under our purview? Though mind controlling plants is a new one to me."

"It's a new one to all of us." Spiral Dream remarked with a little laugh. Angel gave a polite chuckle, and headed back to the car with the others. Golden Luck made to join her, but Spiral stopped her.

"You could have cut those vines with a single spell. I've seen the way you use fire. What happened?"

Golden gave her a look, a frown on her face. "If I had stopped cutting the pod, it would probably have healed. I trusted you could resist the parasite long enough for me to finish. I was right, more so then I expected. You threw it off completely."

"And if I hadn't?" Spiral pressed, her voice lowering. "I came very close to being transformed." she nodded behind Spiral, where the four ponies that had been completely transformed were being treated: no one was sure if they'd ever completely recover.

"Well, that didn't happen, so no use worrying about it, right?" Golden remarked, tapping her on the side before walking off. "We should probably focus on what's up ahead: if there's an emergency in Ponyville, it's probably quite dire."

Spiral watched her go, her brow furrowed with concern. "Yeah, I guess so..."

Author's Note

If I had to do this over again, I'd probably adjust what went into each chapter; the defeat should have been it's own, but by the point I didn't think I could make a goodsized chapter out of it. Anyway, hope you enjoyed the filler.

Ponyville Pt 1: Shadows

"Ponyville Station. Ponyville Station."

The voice crackled over the speaker, rousing Angel Grace and the others. Stretching, Spiral Dream nodded.

"Well, we finally made it. Ponyville!" she said brightly, looking out the window as the train slowed, allowing them a good glimpse of the colorful buildings all around them. Dominating the landscape, of course, was a large, purple castle with spires like branches: the Castle of Twilight Sparkle. "I can't wait to see Princess Twilight again!"

Cloud Prism was looking around the town. "Don't forget, we're not here for fun. Princess Twilight said there was a crisis in town, and if she called on us instead of the guard-"

"Then it must be something serious." Greymane finished with a solemn nod. Despite it, however, he couldn't help a small smile from creeping over his face. They had faced two threats together, and he had grown more confident in their abilities and their teamwork. Whatever lay ahead, he was sure that they could handle it. "Come on, let's get going."

The party rose from their seats, headed for the exit, and Angel looked back. "Golden Luck?"

Golden was staring out the window, her eyes narrowed. Angel came back to Golden, waving a hoof in front of her face. "You coming?"

"Oh right, of course." Golden Luck said, looking up and nodding. "Sorry, I was just lost in thought. Come on."

The two mares left the car as well, preparing to get off the train, when Angel bumped into someone. "Oh, I'm sorry about that." she said, looking up.

The pony she bumped into, a stallion with neatly curled hair and a vest, shook his head and smiled. "Nothing to worry about. Train stops can be so chaotic and confusing." with a nod of his head, he stepped aside to allow Angel Grace and Golden Luck to leave first.

"How nice..." Angel remarked, looking back as the stallion got off the train as well, nodding at a small group of ponies who had come to greet him and launching into an animated conversation. "Anyway, we should get to the castle as soon as possible. What-where did she go?"

The gathered ponies all looked around, puzzled. "Who?" Spiral Dream asked, before her eyes widened. "Golden Luck...where has she wandered off to now?"

Indeed, Golden Luck had completely vanished in the milling crowd around them. The four remaining ponies spread out to try and find her, but after fifteen minutes had passed without a glimpse of her, they regathered by the front of the station.

"We can't spend too much time looking for her." Greymane decided with a shake of his head. "She's shown a habit of appearing when we need her most, so let's assume that she's going to meet us at the castle."

With that decided, they headed for the castle, looking around for any signs of the crisis that Twilight Sparkle had mentioned. As far as they could tell, everything was normal. Ponies were out, going about their day, businesses were running, it was the very picture of tranquility. When they arrived, though, they were accosted by a pegasus...one with brightly colored hair.

"Hey! Didn't you get the memo? No one's supposed to be coming close to Twilight's Castle without prior permission!"

Greymane removed the small starburst badge from his satchel, holding it up. "I believe you'll find, Miss Dash, that she has been expecting us."

Rainbow flapped in for a closer look, then grinned. "Well, why didn't you say so! You must be the ponies she's been so excited about. Is it true that you kicked the flank of some messed up stallion? Man, if I had been there..."

Spiral Dream glanced at Angel Grace, who had lowered her head, seeming to be quite ashamed of herself. "I wouldn't say we kicked his flank, but yes, we're the ones who saved the town." Spiral said, looking back up at Rainbow Dash.

"Well then, come on in! Twi's a-waiting for you!" Rainbow said, opening the doors and guiding them inside.

It was a good thing that Rainbow Dash was here to help them; the sprawling castle was surprisingly tricky to navigate. With her help, they soon reached the throne room.

Twilight was hunched over the table, muttering to herself. She glanced up, and smiled. "You got my message! What took you so long?" she asked, coming over to the others.

"We have a little gardening to do. What's the big emergency?" Cloud Prism asked. Twilight motioned for them to take a seat.

"Honestly, I was hesitant about calling you at all, but...this kind of thing is why I put you together..." she looked around at the seated ponies in front of her. "Weren't there five of you before? What happened to Golden Luck?"

"...she disappeared shortly after we arrived. To be honest, she seems rather...sporadic in her help." Cloud Prism finally spoke up.

Spiral Dream shook her head. "She's a private mare, but her intentions are good. She's been an immense help."

Twilight held up a hoof. "Hopefully, she's doing some investigating. That's why I called you here: lately, the town has been...off. I can't explain it, but ponies have been acting strangely."

"Not where they're supposed to be, for one." Rainbow Dash folded her hooves. "I've got two members of the weather team who decided to take a walk down by the lake this morning. And I've been hearing about ponies changing their routines from others, as well."

Twilight nodded, holding up several papers. "When they were asked about it, they got really secretive. Said that there was something they had to do, wherever they were. Something is going on, and I've mapped out the strange...events..." she trailed off

Angel Grace had taken the papers from Twilight, as well as a few more from the table. Picking up a pencil, she began to notate on the papers as everyone else gathered around and watched. She pulled over a map of Ponyville as well, drawing dots and lines, then nodded.

"Well I...I think that it all started here." she said, pointing at the edge of one of the shapes, by the mountains . "This is where the first strange incident was reported, and they were...here..." Angel pointed at another dot, which was part of a larger shape, a sort of crescent nestled against the lake. "You said the weather ponies were down there, too?" she asked, glancing up slightly before quickly lowering her gaze.

Rainbow nodded, looking at the map. "Yeah, that's right. Right about there." she pointed at the respective dot. "What are you thinking?"

Angel looked at the shape, then shook her head. "I don't know. But I think that we should go down to the lake and have a look."

"And I'll come with." Rainbow said, sticking a hoof to her chest. "This is my home. If somepony is messing with my friends head, I'm not letting them get away with it!"

Twilight smiled. "I'll stay here and keep going over the notes. Thank you for guarding the castle, Rainbow."

"No problem." Rainbow said, landing next to Cloud Flare.

"If I may." Greymane said, stepping forward. "Why are you turning ponies away from the castle, Princess?"

Twilight sighed, hanging her head. "You're not the only defense I came up with against this strange events. I've put procedures into place to be enacted in case of suspicious activity. For the protection of the town; if I were somehow to be affected..."

Rainbow nodded. "I told you before, Twilight. Stuff like this, your first job is making sure it doesn't get worse. We can handle whatever it is. Come on, let's get going!" she said, headed out the door.

"We'll keep an eye out for Golden Luck, too." Spiral Dream said, as the party hurried to follow Rainbow Dash. "Anything we find out down there, we'll let you know as soon as possible."

Twilight smiled and waved farewell to the group, before going back to her research.

Ponyville Pt 2: Flame

"Knock Knock Knock"

Twilight looked up from her book, puzzled. Project Starburst shouldn't be back from the lake yet, and she had asked Applejack to take Rainbow's place guarding the door. There shouldn't be any visitors right now. She went to the door, opening it and looking out. "Um, hello?"

"Princess, good morning. My name is Cardinal Rule, and I've come with some information you might find interesting." the curly haired Earth Pony Stallion at the door smiled. "I believe that your town has been infiltrated, and I'd like to help you stop the perpetrators."

Twilight took in the stranger, who seemed to be quite in earnest. Of course, it was entirely possible that this was a trap, and she considered several paths that this interaction could take. He was an Earth Pony, and she had a considerable amount of magic, experience, and Applejack right nearby. She stepped back, showing him in. "Alright, Cardinal. Why don't you tell me what's going on?"

"We're not too far off now." Rainbow Dash said, leading the other four ponies down the path. Once she had filled Applejack in on what was going on, Rainbow had seemed to be quite eager to get into some action at last. "This bend up ahead is where we found the weather ponies."

Angel was not far from Rainbow Dash, looking around at the area. It was strange anything would be based out of here, it wasn't central to anything at all. The lake was on the other side of town from the Everfree Forest, and a good distance away from any large roads. It would be a good hiding place, for sure, but there was no real way to launch an attack of any sort on Ponyville. It would have made sense to stay in the mountains, instead of coming down to this location.

So, the question came down to the unusual sightings. They had radiated out from around this location, forming a distinct pattern. Angel continued to ponder this as they arrived at the lake, and Rainbow Dash turned to them expectantly.

"So what do you all think?" she asked, Greymane taking a few steps forward to check out the lake.

"There doesn't seem to be anything unusual about the lake itself..." he glanced up at the sky, shaking his head. "Or the weather." He and the others gave their surroundings a good look over; a few scattered trees, a meandering path up into the foothills of the nearby mountains through a flowerbed.

"I agree. This place seems to be fairly...quiet..." Cloud Prism had started, before spotting a figure walking down the same path they had just arrived by. He turned, seeing two more coming down past the flowerbed. "I get the feeling we're about to find out what's going on."

"A crescent shape...starting in the mountains and centralizing here..." Angel's brow was furrowed as she mumbled to herself, picturing the map in her head. The way the dots had connected, the order of the sightings.

"Um, hello." Spiral Dream waved, the figure from the path turning out to be a pegasus; the ones from the foothills were a pair of unicorns. "We were just wondering what was going on down here. Seems to be a lot of activity..."

A lot of activity, focused around the lake and spreading out-Angels eyes widened and she turned to the others. "It's an invasion!" she cried out. Rainbow Dash looked over at her.

"What do you mean, an invasion? Who's invading?" she asked, already on guard.

"That is the question, isn't it?" A familiar voice rang out. All eyes turned to the path again, as a fourth figure had joined the others: Golden Luck. "That was really impressive of you, Angel Grace. I suspected you might figure out what was going on."

"What is going on?" Cloud Prism asked, still glancing around at the ponies currently surrounding them.

Golden Luck smiled...and burst into flames. Flames which soon cleared, revealing her true nature. Black Chitin, blue eyes, and holes in her legs, mane and tail.

"Changeling!" Rainbow Dash exclaimed, already leaping forward. Golden Luck held up a hoof, shaking her head.

"I wouldn't do that, if I were you." she remarked coolly, motioning at the group with her head. Spiral Dream and Angel Grace were facing down a unicorn, who had conjured up some rope and already had Angel Grace mostly bound up. The other unicorn was facing Cloud and Greymane. "We're all going to come in quietly, and no one's going to get hurt, okay? There's someone eager to meet you all, but she has to attend to one small matter of business, first."

Rainbow looked between Golden Luck and Spiral Dream, who was putting up a valiant effort of her own. She was even trying to use her hypnosis magic to entrance the unicorn into letting her go. Unfortunately, it didn't seem like it was taking effect fast enough, and the pegasus by Golden Luck had joined the second unicorn.

"Rainbow...Cloud..." Greymane said with a heavy sigh. "We've lost this one. It's not going to do any good for us to get hurt."

Golden Luck smiled, nodding her head slowly. "Very good, Greymane. As long as you all do as you're told, everything will be fine." she took some of the rope from one of the unicorns, helping to tie up the ponies. "Now, come on, everyone. We're all waiting for you."

"We?" Cloud Prism asked, as they were led towards the mountains. "Who is we?"

Golden Luck glanced back, as she resumed her old form. "You'll see, soon enough. This has been in the planning stages for long enough, a few more hours won't hurt..."

Author's Note

In case you're wondering what "Golden Luck" looks like:

Kudos to whoever guessed she was a Changeling.
Double Kudos if you know why none of the mind control stuff works on her.

Ponyville Pt 3: Capture

"You betrayed us." Cloud Prism said, as the group headed towards the mountain path. "We put our faith in you, and all along you were a changeling."

"Which, technically, means I didn't betray you, since I'd have to be on your side to begin with." Golden Luck pointed out from the back of the group, where she was watching all of the ponies, Rainbow Dash and Cloud Prism most of all. "Now, keep quiet and keep moving on."

Rainbow leaned into Cloud. "You know, if we bolt right at her, even without our wings, we can probably take her down. We'd have to be fast, though, before the ponies caught on." she whispered, glancing around at their escort. "What's with that, anyway...?"

Cloud looked around at the ponies who were falling in line with Golden Luck, thinking. "I don't know." he finally muttered back. "Could be coerced, could be some kind of spell. I don't want to hurt them until we know more."

Rainbow growled, annoyed. "Well, what are we going to do, just let them take us to their base?" she asked. "I'm going to go for it. You can follow me if you want." she crouched down, ready to make her move, when the group stopped in front of a cave. A few changelings came out, looking them over.

Golden Luck nodded at the group. "I've brought in a few ponies, including one of the heroes of Ponyville. I'll be taking them in myself. Carry on with the mission."

The Changelings nodded and stepped aside, allowing the ponies to enter the cave. The bare stone only lasted a few steps, though, before it opened up into a massive chamber. Changelings and ponies were walking about, taking to each other, or working on various tasks, including dozens of pods dangling from the ceiling. Not a few of them had shadowy shapes in them that were perfectly still. Green goo covered the walls, and even stuck to a few of the ponies coats.

"Keep on moving." Golden Luck urged, before turning to the ponies who had captured Rainbow, Angel, Spiral, Cloud, and Greymane. "And you all get back to work. We're on a bit of a timetable here, got it?"

With a nod, the ponies split off, two of them headed out of the cave again while the others went to attend to various other tasks. Golden Luck moved up next to the captives, leading them through the cave. "Don't look so grim. You have my assurances that everything will be okay soon."

They reached a small tunnel, following it to another large room. In that room, there was a large, green throne, and on that throne, there was a large changeling.

"Mind Shade, very well done." Chrysalis praised, standing up and approaching the group. "This is an excellent turn of events after some very bad news." she stroked a hoof over Rainbows chin, pulling back when the pegasus tried to bite her.

"What bad news would that be, my Queen?" the changeling who they had known as Golden Luck asked; it seemed as if her name was a part of her disguise as well, a disguise that melted away once more as she stood before Chrysalis.

"Princess Twilight Sparkle has erected a barrier around her castle." Chrysalis said, a hint of irritation in her tone. "She must have found out about us. And we were so careful about it, too. Not that it matters, soon we'll have enough ponies to accomplish our goals." Here, she smiled, looking over the assembled ponies. "More so now that you five will be joining us."

Rainbow Dash growled. "Whatever you've been doing, it won't work!" she spat, glaring at the Queen; she seemed about ready to charge at her.

"What are your goals?" Greymane asked, putting a hoof in front of Rainbow. "This seems like a lot of work for someone who just wants to feed on love."

Chrysalis chuckled, shaking her head. "Oh no. This is about so much more than love now. Though of course, having all of these devoted ponies isn't exactly hurting matters. This is about my rightful place as ruler of Equestria, about spreading the Hive. In fact..." she smiled broadly, her horn glowing. "Why don't I show you?"

A flash came from Chrysalis' horn, washing over all five ponies. A moment later, they could hear a distinct buzzing sound, and they all looked around, trying to find the source of the noise.

Oh, don't bother. It's all in your heads. The voice of the Queen filled their minds at the same time, causing them to look back at her. Chrysalis was smirking as she looked down at them, horn still glowing. In all your heads at the same time, to be exact.

Angel's eyes widened, and she looked back at the others.

That's right, Angel Grace. I'm using a Hive Mind on these ponies. It's really delightful; the more ponies who devote themselves to me, the stronger I get and the more ponies I can affect. The buzzing sound was getting louder as Chrysalis went on, starting to drown out the thoughts of the captured ponies.

As it got louder, thoughts and images started to trickle into their heads, confirming what Chrysalis had told them. She'd been taking ponies for weeks now, turning them into loyal servants of the Hive. With their love feeding the Changelings, she was able to recover quickly, and prepare for the next phase of her plan: with an army of devoted ponies at her side, she'd attack Canterlot once again, imprisoning the Princesses, except for one. She was planning on using Cadence to make the entire land love Changelings! Already, there were a couple dozen ponies who had been taken by the Hive, and once Ponyville was secure, they would be put into pods to be drained of every last drop of love and will. With Ponyville loyal to the Hive, the Princesses would hesitate to strike, and that would be their undoing.

Mmm, so I see. Twilight's been working on a project of her own, has she? So she already suspected. Chrysalis' amusement passed through the Hive Mind. Oh yes. You're able to see my mind, and I'm able to see into yours. That's the beauty of a Hive Mind. Now, I think it's about time you all let me do the thinking for you, my new drones.

The buzzing grew louder and more intense, and then...it all stopped. Everything stopped, leaving their minds still. A moment later, their heads were filled with overwhelming truth. They must serve the Hive. They must obey the Queen. They were...a part of the hive.

The struggle slowly slipped from their expressions as they succumbed to the Hive Mind, and Chrysalis laughed as she felt each pony fall under her power. She directed them to their new roles, then sat back on the throne, the smirk still on her face. Soon, Twilight's knowledge and power would be hers to command, and nothing would stand in her way.

Ponyville Pt 4: Refocusing

"No, Golden. I want you to have it." Dazzle Gleam said, pressing the pendant into her hoof.

Golden Luck looked up at her friend, shaking her head. "But it belonged to your sister. I couldn't possibly take this away from you." she protested.

The white unicorn smiled, stepping back. "It's something precious to me, yes. But you're precious to me as well, and I want you to keep that as a reminder of what we share."

Mind Shade passed by a group of drones completing another row of pods, looking up at the ones already hanging from the ceiling. Some of them contained ponies, who had walked into them without so much as a fight. Even now, their dreams of love and friendship were slowly being twisted into a cold emptiness as the hive drained them to power itself.

"We're ready to leave."

She stopped, looking back at Rainbow Dash, Cloud Flare, and Spiral Dream, all waiting for her. It had only been an hour ago they had stepped before the Queen, their minds pressed into service of the Hive. Now, she could vaguely feel them in the Hive Mind, only aware of the Hive's will. It could be worse, she thought, her eyes returning to the pods above her.

"Come on, then." she said, turning around and putting on the Golden Luck disguise. "We have work to do."

The three ponies fell into line behind her, as her thoughts drifted backwards again.

She had first felt it as they approached Ponyville, and had scarcely believed it. She had suspected, when Twilight had written about strange behavior among the residents of Ponyville. Chrysalis had always been furious that Twilight and Cadence had ruined what was a perfect plan, and any plan she made to claim her rightful throne would involve those two. It wasn't until she had arrived that she realized just how far the Queen had gone to accomplish her goals.

It wasn't until she had arrived that she had felt the Hive Mind again, after so long. She took in a deep breath as she led the entranced ponies out of the cave. "...I want the three of you to patrol...around the lake." she said, turning around. "Keep an eye out for any other ponies, and report to me if you see anything."

The three of them nodded, splitting up to cover the largest area possible at once, and Mind Shade turned down the path, her disguise changing once more, blue fur covering her as she flew towards town.

Angel Grace followed Queen Chrysalis through the Hive. Even with her mind dulled by the magics, there was still a sense of curiosity floating up from the pegasus that Chrysalis found intriguing, and she decided to let it be for the moment. If she was right about Angel, that quality would end up serving her well.

"You should know, by now, my little pony, that the Hive Mind isn't exactly what you would expect when you heard the phrase." Chrysalis remarked, as they passed a group of ponies. "We're not all thinking the same thoughts. The changeling drones are born without a sense of purpose, like you ponies are. I provide them that purpose, and that's the nature of the Hive." smiling, the Queen turned to the pony. "I don't control their thoughts any more than I am controlling yours. Rather..."

"The minds are linked together loosely, sharing thought and sensation. You interpret that and send it back down the line." Angel replied, nodding a bit.

Chrysalis raised a brow, nodding. "Correct! It seems I was right about you. It was a pony like you that led me to realize that your race could benefit from this magic as well. I didn't remove your thoughts, I simply opened up your mind to the Hive. It's like putting a cup of water in the ocean, it's so vast that it's hard to keep yourself. But you can...you can process all of that faster than other ponies, and that's why I separated you from the others."

They came to a stop in a small room, where a scared pony awaited. His eyes widened as he saw Angel Grace and Chrysalis, and he scooted back against the wall.

"So afraid...it's a bitter taste." Chrysalis sighed, shaking her head. "It doesn't help me at all, and it doesn't help him. Help us both, Angel. Help me bring him into the fold."

"How?" Angel asked, looking up at the Queen, confused. "I'm not even a unicorn, much less a changeling."

Chrysalis still had her eyes on the stallion. "But you can feel my mind. Follow it's guidance as I link him to the Hive Mind. Help ease him into his new life."

Without any further warning, Chrysalis began the spell, reaching out the tendrils of thought towards the stallion. Again, she could feel his panicking mind twisting under her telepathic grip, slipping through her power. This time, however, she felt a third presence in the link.

Angel Grace was watching the stallion, her eyes taking on a light green glow. It was working! She used Angel's mind as an anchor line, sighting her magic around the stallion. Slowly, she opened up his mind, felt his presence spreading out through the magical link. His mind and body stopped their struggles, and he relaxed against the wall with a gentle sigh of relief.

She released Angel's mind, and the mare wavered and fell onto Chrysalis. With a single thought, the Queen summoned four Changelings.

"Take her to a cocoon...she need a bit of rest and recovery." she smiled as the drones took the unconscious mare, carrying her into another room. The cocoon would provide a relaxing environment to allow Angel to recover from the strain on her mind. In addition, however, it would help further attune her to the Hive Mind. Chrysalis still wanted Twilight Sparkle; her magic and intellect would make a far better focus, but ponies like Angel were very rare, and Chrysalis intended to cultivate her as well.

Twilight stood by the window, looking at the town through the purple distortion of her shield magic. "I'm not nearly as good as my brother at this. I'm not sure how long I can maintain it."

Cardinal Rule stepped up next to her, putting a reassuring hoof on her shoulder. "I have faith in you, Princess Twilight. The important thing is to start identifying the Changelings as soon as possible. Try and rest and focus on the shield. I'll keep researching magic."

"Thank you, Cardinal." Twilight said, her eyes widening. "W-wait a second!" she ran out the door, as a pegasus landed in front of the castle.

"It's me, Twilight! I need your help!" Rainbow Dash pounded on the shield. "Please, let me in!"

"I would advise against it." Cardinal Rule said, from inside. "She could be a changeling impostor."

Twilight shook her head. "If she isn't, then she needs my help. Even if she is, I'm more than a match for a single Changeling." she opened a small hole in the shield, allowing Rainbow to enter.

"Close it, quick!" Rainbow looked back over her shoulder as the hole sealed, then breathed a sigh of relief. "Now, I'm going to need for you to stay calm, alright?" she flickered with flame as she changed, and the fifth pony, Golden Luck was standing there.

Twilight took a step back, her horn glowing. "You're a changeling?" she asked, and Golden sighed.

"Yes." she admitted, lowering her head. "If you want to imprison me, or blast me, then I...I understand. There's something I want your help with, first, though." she dropped her disguise.

"What is it?" Twilight asked, her eyes narrowing as she kept her spell at the ready.

Mind Shade looked up, desperation in her eyes. "Please. I-I've...There..." she took in a breath. "Help me save my friends."

Ponyville Pt 5: Golden Luck

Chrysalis remembered well the day that Mind Shade was born. A couple dozen drones, and her. From the moment she awakened, the Queen knew who she was, and what purpose she served. And Mind Shade had served quite well. She had a way of getting into the heads of other species, drawing out emotions they never knew they had. Chrysalis had never considered a princess, an heir, but if she had, Mind Shade would have been the one.

Now that Mind Shade was back in the Hive, where she belonged, Chrysalis knew that victory wasn't far off. Her very last obstacle was Twilight Sparkle, and while that had grown more complicated, it wasn't impossible. She closed her eyes, allowing the perceptions of several drones to come into focus. Scattered around town, they were closing in on their targets. Soon, Twilight would make the obvious choice, and join her lot with the Hive.

"Your friends?" Twilight asked, in shock, staring at the changeling before her. "You mean the other members of Project Starburst? You consider them...I didn't even know Changelings could make friends." she sat down on her throne, processing this.

"They can, technically." Mind Shade said. So far, this was going better than she had hoped. She knew that if Twilight Sparkle understood anything, it was friendship. And massive amounts of magic, but she suspected that for Twilight, they were one and the same. "Most changelings don't even consider friendship, because all they know is provided by the Queen."

"Not you, though." Cardinal Rule cut in, his tone cold. Ever since she had revealed herself, Cardinal had been giving her this suspicious glare. Honestly, though, Mind Shade had kind of expected it, and it wasn't really bothering her that much. At least, not until she got a good look at the chilling stare she was getting.

"No. I'm...different." she said softly, looking down at the pendant she wore. For her, that pendant was a reminder of what she had discovered. That pendant was Golden Luck, through and through, and every time she'd seen it over the past day, it had gnawed at her. "I...met a pony, a long time ago, who taught me about friendship. I made a mistake, Twilight, and I want to make up for it."

"Alright, so let's start from the beginning. What happened to the others? Why weren't you with them to begin with?" Twilight asked, sitting up.

Mind sighed, hanging her head. This was the part that she hadn't been looking forward to. No matter which way she cut it, she had betrayed her friends. More than that, she had betrayed herself. "When we arrived in Ponyville, I sensed that Chrysalis was nearby. It's...it's a changeling thing. I didn't want to get them involved, so..."

It was easy enough for her to slip into the crowd, changing to a nondescript mare. Once the others had gotten off the train, Mind Shade started towards town, following her link to the Hive Mind. Something was different this time, though. She couldn't put a finger on it, but the Hive Mind had been changed somehow.

When she realized what it was, for the first time, Mind Shade nearly sent a ripple of shock through the link. Ponies. Queen Chrysalis had somehow managed to bring Ponies into the hive. She wasn't sure if her first question should be how she did, or why. It didn't matter, though. Soon, the Hive would flourish at long last. It brought a smile to her borrowed face...for a moment. Then she caught a glimpse of her pendant in a passing window. What would Dazzle Gleam say if she heard her relishing in ponies slaved to Chrysalis.

That's what it was, after all. She knew that those linked to the Hive Mind gave up their own minds to allow the Queen to dictate their actions. Even Mind Shade herself had happily submitted, trusting the Queen to guide her, until she understood fully what Chrysalis desired. She didn't think that the Queen was bad, exactly, but Mind Shade believed that there must be another way to keep the Hive fed. She sighed, about to head to the castle to rejoin the others, when she felt a familiar brush against her mind. Chrysalis had found her.

"My faithful Mind Shade." the message came down through the link, and Mind had focused her attention on Chrysalis, and responding with feelings of happiness. "This is indeed a perfect day. Come, return to the Hive." the location of their new hive was fed to Mind Shade, as well as the invitation. "With your power back in the Hive, this town will soon belong to us."

That was the moment she realized, she couldn't do it anymore. She couldn't help to use ponies for their own ends. It was like that realization, that idea, wrapped around her, stood between her and the full link. She headed back towards the Hive, knowing she had to find a way to end this, once and for all.

"...by the time I approached the Hive, the others were already there with Rainbow Dash, surrounded by ponies loyal to Chrysalis. I had to bring them in...I'm sorry."

Twilight was still taking that all in, looking down. "This entire time...I can't believe I missed hiring a Changeling to help me defend Equestria. Why did you do it?"

"Because of a promise." Mind Shade said, stepping forward and holding up her pendant. "This necklace was given to me by...by a good friend. The day I got it, I promised myself that I would no longer see ponies as just a source of food." she sighed, turning away. "That they meant something to me. I can understand if you don't believe me. But when I heard about what you wanted to do, about helping ponies under the control of others...I thought that this was my chance. That I could start to right the wrongs I had committed. It wasn't easy." she laughed, thinking back to their adventures. "I had to use my abilities, without any of them figuring out who I was. And just when I started to think I was doing some good..."

Twilight hopped down off her throne, walking over to Mind Shade and putting a hoof on her shoulder with a smile. "Golden Luck, if there's one thing I know, it's that friendship can do some amazing things." she said kindly. "If you're telling me that finding friendship helped change you, then I believe you. I also believe that friendship is what's going to help us save the inhabitants of Ponyville."

Cardinal Rule stepped in, looking between the two of them. "Perhaps if you can explain how this Hive Mind works, we can figure out a way to free the ponies from Chrysalis' control. Without them, Princess Twilight should be able to get rid of Chrysalis and the changelings. Well, the other ones, at least." he added quickly, glancing at Mind Shade.

Mind Shade took in a breath, and gave the two of them a brief rundown of the Hive Mind, and the methods that Chrysalis was using to bring ponies into it. Laying it all out felt strange, almost surreal. Now that she was saying it, using magic to make ponies pliable to Chrysalis' commands seemed to be so...cold. She was going to have a lot more to make up for than she thought...

"Right." Twilight said with a little nod. "Then we need to find some way to close that connection Chrysalis makes. That's going to be pretty tricky, honestly, mental magic isn't the easiest thing to cast, and doing it over someone as strong as a Changeling Queen...and of course, we still have to find a pony to test it on."

Mind Shade swallowed, looking away again. "That part won't be so hard. Rainbow Dash, Cloud Prism,and Spiral Dream are all patrolling around the lake, under the Hive's control. I'm so sorry, if there had been any way to save them on my own..."

"Rainbow?" Twilight asked...smiling. Mind Shade thought she was losing her mind for a moment before Twilight went on. "The friendship that Rainbow Dash and I share will make it so much easier for me to reach her. Come on, I think I have an idea!" she nodded, headed for the door.

"...if it's all the same to you..." Cardinal remarked, "I'll be going now that I've given you my warning. I'm afraid I don't quite have the...skills that you do, Twilight, and there are other affairs I need to attend to. I hope to see you again very soon, however." he added with a smile.

"Fair enough. Thank you again for all your help, Cardinal Rule. I'll see you later." Twilight said. The three of them headed out the door, Cardinal headed into town while Mind Shade, back in her Golden Luck disguise, walked with the Princess towards the lake.

"Can you really forgive me? After everything I did? You don't even know how many ponies I-"

"It doesn't matter, Golden Luck." Twilight said, shaking her head. "You were only doing what you felt was natural. When you learned about friendship, and realized what you were doing was wrong, you tried to change. Even here...you wanted to help, but you couldn't do it alone. I understand..." she looked ahead, smiling. "The two of us together can fix this, though."

Rainbow Dash was flapping down to join them, a empty smile on her face.

"Twilight, awesome! We've all been waiting for you. It's time for you to join the Hive, and help bring Chrysalis to Canterlot." she said, motioning ahead.

Twilight looked at Rainbow, letting out a breath. "I'm afraid not, Rainbow. Don't worry, I'll help you remember..." she closed her eyes, a beam of magic striking Rainbow in the head. "Remember our friendship, and remember who you are." her brow furrowed as the spell continued, flooding Rainbows mind with memories of their time together.

"How adorable." a cold voice chimed in.

Eyes wide, Twilight looked back, along with Mind Shade, as Chrysalis walked into view, smirking at the scene before her. Next to her was Angel Grace, spots of green goo on her fur as she stood by the Queen.

"All of those memories of happiness, of love..." Chrysalis smiled, licking her lips. "Thank you for sharing them with the Hive, Twilight. Not that we don't have plenty, of course." she tilted her head a bit as a few more ponies came out, escorted by changelings.

"Girls!" Twilight cried out, her heart sinking as she saw who it was. Rarity, Fluttershy, Pinkie, and Applejack, all with their heads lowered.

Chrysalis smiled at them, then back to Twilight. "As much as I would love for them to share in the gift of the Hive, I'm willing to trade them...for you. Surrender yourself to me, Twilight, and I'll let your friends go. I'll even release Rainbow Dash as a bonus."

Mind Shade took a step forward, shaking her head. "Twilight, don't do it. You can't trust her. Besides, once she has you, she'll be able to take them easily. We need to get out of here."

"No." Twilight said softly, lowering her head and stepping forward. "I can't leave them here. Let them go, Chrysalis, and I'll...I'll surrender."

Laughing, Chrysalis waved a hoof, the changelings backing off of Twilight's friends. "You made the right choice, Princess. And don't look so glum. I think you'll really enjoy being a part of the Hive..." her horn glowed, and Angel stepped forward, her eyes picking up the same glow.

Slowly, Twilight's head raised up as it was surrounded with green magic. Mind Shade could already feel her being pulled towards the Hive, her thoughts and will being absorbed into the larger Hive Mind.

"Yessss..." Chrysalis purred, stepping closer. "There is only my command, my Hive. You live to serve..."

That wasn't all, Mind Shade realized, as she probed the connections. There was another link, a focus. It felt like something laying out a framework for Chrysalis to follow, finding Twilight's thought patterns and sorting them...her eyes fell on the prone figure of Angel Grace, and she realized what had to be happening. Her horn glowed with a bright green aura, a beam of light striking the pegasus' forehead.

It was almost overwhelming. In a moment, Mind Shade wasn't standing in the field anymore. She was suspended in thought, in knowledge and memory. She was in the Hive Mind itself, and could feel all the minds connected to it like beacons in the darkness. Some of them were tied deeply into it, the Changelings themselves. Others, though, were loosely tied in, like an alien branch grafted to a tree and still growing in.

She focused on those connections, pushing each of them away from the Hive Mind one by one. Near the center, she found a pony's mind that had a more stable connection, and she knew who it was. As soon as she touched it, saw how it was drinking in the Hive as easily as a natural born changeling, she knew. She disconnected Angel Grace, easing her mind to rest before releasing the spell.

"What have you done?" Chrysalis growled; Rainbow and Angel had fallen to the ground, passed out, and Twilight was panting, holding her head.

"Freed them." Golden Luck said, stepping between Twilight's friends and the approaching changelings, her horn still glowing dangerously. "As well as every other pony you enslaved. Ponies aren't meant to serve us, Chrysalis."

"You think this will matter?" Chrysalis said, as she moved forward. "You're only one, and my loyal changelings still hold so many of the town captive. It will be easy to recover where I left off."

"No." Twilight said, raising her head, her horn glowing. "You're going to call them off, and you're all going to leave. Otherwise, I'll knock you out and take you to prison. This is my mercy: If you and your hive leave now, and never return, you will go free. If I catch wind of you again, and believe me, I will..." she glanced at Golden Luck for a moment before looking back. "Then I will lock you all in a place where you'll never see love again."

For a moment, Chrysalis seemed ready to fight still, but she backed down, glaring at Twilight. "This isn't over. One day, you will kneel before me and call me Queen. On that day, I will drain you of all your love, and you will, until all that's left is the need to serve."

Like a black mass, dozens of Changelings rose into the sky, and Chrysalis moved up to join them. "As for you, Mind Shade, you have betrayed your place and your Queen. Next we meet, I will see you reduced to a common drone."

With a great buzz, the changelings flew to the west, until they were out of sight. Golden Luck let out a breath she hadn't realized that she was holding.

"Come on." Twilight said, picking up Rainbow in her magic and nodding at Golden Luck and her own friends. "Let's get those ponies out of there, and back into town so they can recover."

After the Battle

Ponyville Hospital was filled to the brim for the first time in years; those ponies who hadn't been under the thrall of the Changelings for too long had been released back to their homes, and they still had to keep some of the stronger ponies at Twilight's Castle. Only one pony still weak from their ordeal had been transferred to Twilight's castle, at her request.

Angel Grace sat up in bed, her brow intent as she worked the pencil. She had to get it all on paper, before she lost it completely. Elaborate diagrams filled the empty paper before her, then she shook her head, ripping it out of the book and wadding it up in her hooves, adding it to a small pile by her bed before starting fresh.

"Hey, Angel...you doing okay?"

Spiral Dream walked in with Princess Twilight and another stallion; Angel knew that one...right. Twilight had introduced them a little while ago.

"Oh, hello Princess, Spiral, Cardinal." she said, nodding to each of them in turn as she tried to tuck the notebook under her pillow. Unfortunately, it was picked up in a magical aura, floating over to Spiral Dream, who sighed.

"We've been over this, Angel." she said, giving the notebook to Twilight. The Princess started to read it, with Cardinal Rule looking over her shoulder, and Spiral Dream went on. "It's not conductive to your health for you to focus on this."

Angel reached for the notebook in vain, shaking her head. "You don't understand. It was...it was beautiful. It was like...thousands of points of light, all working in concert, and I could see them all..." she closed her eyes as she remembered her brief experience in the Hive mind. "For just that short time, I felt a sense of peace like none I'd ever felt before. It was like my mind was finally set free..." she chuckled, shaking her head. "Albeit it under Chrysalis' control."

Twilight closed the notebook. "Such insight into the workings of the Hive Mind would be useful..." Spiral Dream gave her a glare, and she went on. "But not so much that it's worth risking your mind, Angel Grace." she set the notebook on a table by the door. "Believe me, I know how tempting it is to study this in great detail. With you still recovering from the link to the Hive Mind, though, it's not the time to strain yourself."

Sighing, Angel laid back in her bed, trying to clear her mind of memories of the Hive. It was more difficult than she thought, though...every time she closed her eyes, she was reminded of that perfect purpose, that peace in simply obeying a single voice. It hadn't been like with Dancing Strings; this had been almost liberating.

"...so, how are the others?" she asked, looking up. A change in subject seemed to be quite welcome, as Spiral Dream brightened up a bit. Only a bit, though, as if the news wasn't all good.

"Cloud Prism recovered fairly quickly from...what happened, and he's spending some time with Rainbow Dash. The two of them really seem to have hit it off." Twilight chuckled a bit. "And I'm working with Greybeard on a few more...ideas, for your next missions."

"Next missions?" Angel sat up a little straighter, surprised. "You mean that we're going to have more missions?" she let out a sigh. "I would have assumed, after what happened here, that we only won because we were lucky..." she shook her head, looking away in shame.

Twilight approached her bedside, putting a hoof on her shoulder. "Of course. We still need you. Besides, you and your friends have been doing good work. It doesn't have to be perfect..."

Still, Angel knew that she was the one who kept getting controlled. She was the one who kept on failing. If she was going to contribute to this team, she was going to have to do better than this. Nodding, she laid back, closing her eyes again. "Thanks everyone. I'm going to get some rest now..."

"I had a feeling that I would find you here."

Mind Shade...or was she Golden Luck? Or was she any one of the alias she had adopted over the past few years? Whoever she was, she looked up to see Princess Twilight Sparkle. She scoffed, turning away and looking out over the lake as her disguise melted off, revealing her changeling form again.

"Have you come to arrest me, Princess?" she asked bitterly "After all, you told every Changeling to leave, and I didn't."

Twilight sat down next to her, looking at her with a shake of her head. "No, I'm not. I've just been wondering what you plan to do now. The other members of your team are resting up, but there's still a lot of ponies that need help out there." she smiled "They still need you."

"Me?" Mind Shade asked, laughing coldly. "I am the monster they're afraid of. What I'm capable of...the things I've done...I can't go back to the Hive, or else I would have. But I can't live with ponies, either."

Twilight turned her head, looking back in the direction of Ponyville. She sat in silence for a minute before she spoke again. "You saved them. You saved me. You made a choice when you faced Chrysalis, and it cost you your home. Yet, I have the feeling you made that choice a long time ago." At Mind Shade's puzzled look, she went on. "You don't really think I picked out the members of Project Starburst at random, do you? Each one of you is talented, yes, but also, you've demonstrated the most important qualities that any pony, or changeling, can."

"What are those supposed to be?"

Twilight smiled, looking back at Mind Shade. "The Elements of Harmony aren't just artifacts. They're ideals, ideals you represent as well as any pony. You've proved your kindness by agreeing to help ponies in need, by risking yourself to free them. Generosity by giving up what could have been a comfortable life, quietly feeding on the love around you. Laughter by keeping your spirits about you, even in the face of danger. Loyalty? Golden Luck, you came to me and begged me to save your friends."

"And honesty? I'm a Changeling. It's against my nature to be honest." Mind Shade remarked, shaking her head. "All I've done is..." she bowed her head, holding the pendant around her neck. "All I've done is what she would want. If anyone saved you, it was the pony called Dazzle Gleam."

Twilight looked down at the pendant as well, a soft expression on her face before she pulled Mind Shade in, hugging her, quite to the Changeling's surprise. Even without trying, she could tell that it was a sincere hug, full of genuine care. "There is honesty in you...but most importantly? You understand the meaning of Friendship, even if you don't fully realize it yet." Twilight explained, a wide smile on her face as she released her. "It's still not going to be easy. More than any of the others, you've chosen a difficult path...but you've chosen it for the right reason. That is your true strength, and that's why I know that when you go back to see your friends, they'll understand."

A warm flame passed over Mind Shade as she once again took on the form of Golden Luck, a small but honest smile on her face. "Princess, thank you...but...I'm still a changeling. You know that I've been-"

Twilight held up a hoof, shaking her head. "You've spent weeks with those four ponies, and they haven't been weakened one iota. If anything, they seem stronger. In fact..." she smiled suddenly. "You may have found a way for our two races to one day live in Harmony. So, as your Princess, I'm going to assign you to study the long term effects of love, freely given to a changeling."

Golden Luck stared for a moment, in shock, before she gave a bow. "Of course, Princess. I'll send my reports along with the others."

"Glad to hear it. Now, come on. All of your friends are waiting for you." Twilight said, standing. Golden Luck stood up, nodding, and the two of them walked back to Ponyville.

"So what are you going to do now?" Dazzle Gleam asked, looking over at Mind Shade.

Mind Shade toyed with the pendant, shaking her head. "I don't know. I can't stay here, that's for sure. They'll come looking for me. For now, Starry Skies needs to disappear, along with all of those other ponies..." her body was engulfed in flame as she took on a new form.

"Beautiful..." Dazzle said, smiling as she took it in. "I think you should call this one...Golden Luck."

"Golden Luck it is." She hugged Dazzle tightly, closing her eyes. "I promise, Dazzle Gleam, I'll come back one day. Once I'm sure the Queen has given up on me, I'll find you. You've changed my life...I..."

Dazzle Gleam put a hoof to her lips. "Save it. Consider it a promise. Next time we meet, you can tell me all about it.

"You're sure you're going to be okay?"

Angel Grace smiled. She was still sticking close to Cloud Prism, in case she needed some support, but she seemed to have her strength back.

"We'll be fine. Besides, with that letter you just got..."

Twilight nodded, looking at it. "After the past couple of missions you've been on, it should be a fairly simple task, but be careful."

"Oh, don't worry." Spiral Dream remarked, her eyes on Angel Grace. "I'll be taking care of her treatment. I think the best thing for all of us right now, though, is to keep moving."

Cloud Prism looked at Greybeard, then nodded at Twilight. "I'll keep them out of trouble. Rainbow's shown me a few new flight moves."

Golden Luck looked over her friends, nodding at Twilight with a meaningful expression on her face. She knew she had a lot to learn about friendship...but at least she was on the right track. "I suppose we better get going, then." she remarked, opening the door.

"Oh, Princess, good." Cardinal Rule said, trotting in. "I wanted to discuss a few things with you before I left. Really, this entire experience has been..." he shook his head sadly. "But I think we can use it to better prepare ourselves for if the Changelings come back, and I had a few ideas to run by you."

"Well, we'll leave you two to it." Greybeard said, as the group filed out.

"Right this way, Cardinal. I've been finishing up my notes in the library, and I would love your insights." Twilight remarked. Before he left, though, Cardinal turned to Angel, putting a hoof on her shoulder. She stopped, turning around.

"Angel, I have to say, from your report, I was very impressed." he said, beaming. Ignoring her confusing look, he went on. "I'm not saying it was good you were brainwashed by Chrysalis, but it seems like you demonstrated some impressive abilities during that time. I get a feeling that you're going to be able to use those abilities for the betterment of all Ponykind." he lifted her head, looking into her eyes and nodding a bit with a smile. "Yeah, I think you're going to do great. Chin up!"

"O-oh...well, thank you." Angel responded, a bit uncertainly. "I-"

"Angel, come on!" Spiral Dream called out, and she looked back.

"I've got to go. Thank you!" she said, running after the others with a little wave.

"You're quite welcome." Cardinal Rule said, then turned back to Twilight. "You really picked out some good ponies. I personally feel a lot safer with them out there."

Twilight watched them go, smiling as well. "They're going to do a lot of good things...I'm actually really proud of them."

Shifting. Pt 1: A call for help

"So what are we looking at, for this one?" Golden Luck asked, as the train puffed along. The five of them were sitting around a table, and a folder was laid out before them. Unlike most of the other missions, this one was fairly thin.

"Shortly after we defeated...after Ponyville was saved, Twilight got a letter. The strange thing about this one is that it wasn't brought by the mail service or any other normal means. It just showed up in her mailbox, as far as she could tell." Angel said, staring down at the file.

Greyhoof stroked his chin, thinking. "It's quite possible that whoever sent this used a spell similar to the one we use to report to Princess Twilight. Though, it takes a fairly powerful unicorn to be that precise without a preestablished link."

Angel shook her head, taking out the letter. "That doesn't seem to be the case for whoever wrote this." clearing her throat, she read aloud.

Dear Princess Twilight Sparkle,

I wasn't sure if I should write to you, or to Canterlot. On the one hoof, you're the Princess of Friendship, and this certainly seems like a friendship problem. On the other, the events that have taken place over the past few days seem to be highly unusual, very magical, and I thought it might be best brought to Canterlot's attention.

When I heard about Project Starburst, though, I knew that contacting you was the best option. If anything, I would guess that somepony is using their magic on my friend...allow me to explain.

Recently, my friend, Fire Ruby, has been acting very strange. He often disappears for hours at a time, the same time that one of the mares from the village will be gone. When they reappear, the mare will often seem worn out, and require a large amount of rest. They seem fine afterwards, but my investigations have shown they've been visiting Ruby on a regular basis.

Even this wasn't enough to worry me, until I went to visit him late one evening, to return a quill. The sounds I heard merited further attention, and when I peeked in a window, Ruby seemed to be glowing. What he was doing, I dare not write in this letter, but suffice to say I now understand why he has been taking mares. As quickly and quietly as I could, I returned to my home.

You must understand. Fire Ruby is a gentle, kind stallion, but the pony I saw that night was nothing like him. I am concerned that something or someone has changed him. Please, Princess, if you can't come personally, send those ponies to help me...to help Ruby.

Thank you
Sapphire Stars

"The first question that comes to mind is how did they know about us? Even if it was something that was getting spread around, we've only just started." Golden Luck remarked, frowning a bit as she stared at the letter. "I mean, we literally were on our way back from our first assignment. Unless Twilight sent out ads or something..."

"I can't see the Princess doing that." Cloud Prism noted, as Angel Grace put the letter back into the file. "Unless someone from Carousal told this Sapphire Stars about us, there's really no way for her to know."

"I think, at the moment, we should focus on the main issue. Her friend is in trouble." Spiral Dream pointed out. "She could be in trouble. Princess Twilight put us together for this reason. For better or worse, she knows about us. Doesn't that mean either she really need us, or is a threat, and therefore we should deal with it as soon as possible?"

Silence settled over the car as the occupants all looked at Spiral Dream in surprise. It was Golden Luck who finally broke the silence, shock still evident in her tone.

"Never figured you for the threat assessment type." she remarked, shaking her head.

Spiral Dream shifted slightly, her face tinged red. "We've already faced three dangerous enemies, and every time we've barely made it out. I just thought it was time to start taking our mission seriously, before..."

Greybeard nodded, cutting in smoothly. "Spiral Dream is right. The Princess is counting on us." He looked around at the team, a slight smile on his face. "I think we've proven that we can handle the responsibility, so it's time for us to start to show our stuff. This mission could really go in a lot of different directions. What do you think, Angel Grace?"

Angel looked between the others, startled. "M-me? Well, I don't think that this...this mare would contact us directly if she was trying to capture us or anything...um, the circumstances are strange, but..." she shook her head. "I'll know a bit more when we get there."

Greybeard nodded slowly, sitting back in his chair with a thoughtful expression. While the occasional conversation between the others broke out, both he and Angel Grace were silent for the rest of the ride, the latter spending most of her time looking out the window with a distant expression on her face.

The sun was beginning to set by the time the train pulled into the station, and the five ponies were the only passengers to disembark. A light blue unicorn was waiting by the platform, and when she saw them, her face lit up.

"Excuse me." she said, coming over. "Are you...I mean, this is the only train from Ponyville, so..."

Greyhoof nodded. "We're Princess Twilight's special team. Perhaps you could tell us a bit more about what's going on, and how you found us?"

She shook her head rapidly, pointing back to town proper. "We don't have time for a prolonged explanation! Fire Ruby is going to be headed out soon! It's been three days since..." her voice choked up, and she lowered her head.

Spiral Dream put a hoof on her head, smiling. "Don't worry, Sapphire Stars. We're here to help your friend. Can you tell us a bit more about his activities while we're on our way there?"

Sapphire looked up, her eyes watering. "Of course. This way, please." she turned around, motioning down the path. As the others followed her, she explained. "It all started a couple weeks ago. Everything was normal, Fire Ruby was just coming back from a job...that night, it was the first night that he started acting strange."

"What's his job?" Cloud Flare asked, with an aside glance to Angel. Somehow, he couldn't figure out how, she was taking notes as she walked. It looked like she was stopping every few feet, writing something, and hurrying to catch up. Little mare could put on the speed when she wanted!

"Oh, he's a transport pony. He escorts shipments between towns, and his last one was to some town down the river." Sapphire explained, nodding at the river flowing a little ways off. "Can't remember the exact name. He came back, though, and that night, the first mare disappeared. Ever since then, every three nights like clockwork. And tonight..."

"Tonight's the night?" Golden Luck asked. "A different mare each time, right?"

"That's right." Sapphire responded, taking a deep breath. "He's been taking mares to his home, I know not how, and..." she swallowed, closing her eyes and turning her head away. "And he's been mating..."

After a moment, Cloud Flare spoke up, his tone careful. "Is there any pattern to it? Any mares he seems to pick out?"

Sapphire looked at Cloud Flare, tilting her head in thought. "None that I can see. He's been working his way through the mares of the town at random, as far as I can tell.'

Cloud Flare nodded. "I have a plan, but I'm going to need your help, Spiral Dream." he said. "Really, all your help, but it depends on Spiral..."

Not long later, Spiral Dream was walking down the street, glancing around. It had taken a few minutes to convince everypony to return to their homes, but flashing the emblem of the Princess had done wonders. So far, she'd checked over half the town, and the streets were empty besides herself. It really seemed like this plan was going to work.

The sound of hoof-falls caught her attention, and she turned her head. Still nopony around. Her heartbeat increasing, she moved a little bit faster, turning down the next street. She'd barely made it a few houses in before the sound returned. Louder...and closer. She reached for her magic instinctively as she cantered towards the end of the street. By this point, she didn't dare look back, focused on her goal. When Spiral reached the end of the street, she prepared to make the next turn, but something was in her way. Something large.

Spiral Dream looked up slowly at the deep red Earth Pony standing before her. He was big, even for a stallion, though not excessively so, though he was certainly well built. His black mane and tail were fairly messed, and there was a strange look in his eyes. She didn't have much time to dwell on it, though, as her gaze was slowly moving down as if pulled. Between his hind legs, he was sporting a long, thick erection, and the more she stared at it, the more it seemed to dominate her thoughts.

A mission, she had a mission. She knew what she had to do, why she had been chosen for-

"Come."

The single word rang across her mind. The stallion, who she presumed was Fire Ruby, had turned and started walking, and she was following. Spiral followed him to a nearby house, joining him inside before she fully realized what she had done. The door clicked shut, and the lock secured.

Author's Note

Next time, on Project Starburst: Clop?!

Shifting Pt 2: Engaged

Spiral Dream's head was spinning, and her body was flushed, warm. Fire Ruby was standing over her, almost appraisingly as he drew the curtains shut. She got one last glimpse of the streets outside, her eyes searching for something before that cock dominated her vision once again.

Fire Ruby put a hoof to her head, slowly lowering her body down. "Lick it. Suck it. Get it ready for you."

Just like before, that throbbing, red length muddled her mind as she looked at it, making it seem so easy, so natural to just do as he said. When her tongue touched his cock, she felt a warmth radiating up from it, filling her from the head down as she licked, up and down the shaft slowly. After a couple of runs over and around his cock, she took the entire thing in her mouth, sucking on it and swirling her tongue around it. The feel and taste of his cock fed the haze in her mind, and she soon built up into a smooth up and down rhythm.

It felt like such a short time, before he pulled back, leaving her panting and in need. His cock liberally covered with her saliva...not that he'd need the lubrication. Spiral was already feeling so hot, so ready for him to plow into her, and judging by the way he was circling around her, she was about to get her wish. Finally, he came to a stop behind her, leaning in. "It's time." he proclaimed, as his cock teased over her entrance. Just one more push and he'd be inside of her...

"Yes it is!"

The lights all clicked on at once, Golden Luck and Greybeard on either side of the duo; Cloud Prism dived at Fire Ruby, pinning him to the ground as Angel pulled Spiral Dream back.

"What! How dare you!" Fire Ruby growled, pushing back against Cloud Prism; the pegasus slipped a bit.

"He's strong!" Cloud Prism shouted, his face showing his exertion as he tried to keep Ruby down. Greybeard stepped forward, his horn glowing as he conjured several strong ropes, tying hooves together tightly. "That's more like it." Cloud grinned, looking down. "Fire Ruby, by the authority of Princess Twilight Sparkle, you're under arrest for kidnapping and r-rape." he paused for a moment on the last word, shaking his head.

"You alright up there?" Golden Luck asked, surprised.

"Y-yeah. Just the shock of it all just hit me. Right, you're coming in with us, pal." he pressed a hoof against Fire Ruby.

"How about you?" Golden Luck asked, as Cloud Prism and Greybeard worked on readjusting the ropes for transport. "You doin' alright there, Spiral?"

Taking in a deep breath, Spiral Dream closed her eyes and nodded. "I didn't anticipate...cover him with a blanket, make sure to gag him. He's got some kind of magical allure..." she murmured, sitting back. "It overwhelmed me almost at once..."

"Not to worry." Golden Luck said, tapping her on the shoulder. "We've got him now, and once we have him someplace safe, none of the mares in this town will have to worry."

"Right, of course." Spiral Dream smiled. "I'll go and find Sapphire and the other mares. I'm sure they'll need some help recovering from all of this."

Cloud Prism and Greybeard led their captive out the door first, followed by Golden Luck and Angel Grace, with Spiral taking up the rear. The three mares surrounded the hostage on the sides not covered by the other two, trying to keep him out of view as much as possible. As a result, Angel happened to be walking by Cloud Prism.

"That was...really impressive, you know?" she remarked, as they headed for Town Hall, where a room had been prepared to lock him up. This town didn't really get a lot of bad ponies, so they didn't have a proper jail, or even guards stationed here; they'd have to call to Ponyville for some. "Every part of the trap was executed perfectly."

"Huh? Oh...yeah, I suppose. Except for that time when Spiral Dream was in danger..." Cloud replied, his eyes falling on Spiral as he said it. His brow furrowed and he shook his head. "Let's just get this over with..."

Once Fire Ruby had been locked up, Greymane sent a letter to Princess Twilight, while Spiral attended to Ruby's victims. Golden Luck had wandered off, but being used to it by this point, none of the team was concerned. That left Angel Grace sitting by the train tracks; she had volunteered to wait for the guard and escort them into town when they arrived...mostly, she wanted some time alone to think.

This entire operation had been risky, but her friends, the rest of the team, they had pulled it off perfectly. They were really coming together as a unit, but...what happened with the changelings was still pestering her. What was she going to do? She knew she had a lot to offer the team on an intellectual level, but emotionally, she couldn't see it...

Her thoughts were interrupted by the whistle of the train, and soon it was pulling into the station. The guards, all bearing armor adorned with the same crest as their badge, stepped off first, and Angel stepped forward. "We're holding him at Town Hall. Please, come this way and-" she stopped, seeing another figure stepping off the train. "Um, head down this road. I'll catch up."

With a stiff salute, the four guards headed towards Town Hall, and Angel Grace turned back to see that Cardinal Rule had stepped off the train. "What are you doing here?" she asked, in surprise.

"I was actually headed to visit a friend." he said, holding up his hooves. "When I saw you sitting here, though, I wanted to pop out and see how you were doing. Where are your friends?"

Angel nodded back at town. "We've just captured another bad pony. He was...um, he was using some kind of magic to assault mares."

"Goodness, that does sound bad." he remarked, shaking his head. "What gets into the head of these stallions, I wonder."

"It's a shame, too." Angel added, sighing. "His best friend is in complete shock. She says it's a total change from who he used to be. I wonder if he'd been hiding this ability all along."

Cardinal Rule tapped her on the head, glancing up. "Well, I knew you're the kind of pony who'd find a way to help. If he had been hiding that ability, I'm sure you'd be able to find more victims."

Angel's eyes widened, and she backed up, the wheels in her head turning. The train sounded a short whistle.

"Well, I can't stay for much longer. But I'm sure you'll figure it out, once you get your thoughts in order." with a warm smile, Cardinal Rule boarded the train again. "I'm headed down to a small mountain town called Haymarket, if you want to chat sometime in the next couple weeks."

His only response was a nod as the train pulled away, and Angel walked back towards town slowly, deep in thought. "Three days. Three days like clockwork. No way he could have hid something like that...there's something missing here...plus, why always different mares?"

Greymane galloped up to her. "Angel Grace, the guards have arrived at Town Hall, but Cloud Prism isn't there. He had the key to Fire Ruby's room."

"Find the mayor, they'll have a master key, hopefully." Angel remarked, "I'm headed back to Fire Ruby's place. I think he may have had more victims, so I'm going to look for clues. If you see Spiral Dream or Sapphire Star, let them know I want to talk to Sapphire, too."

Greymane nodded, headed back into town as Angel Grace went to Fire Ruby's home. The place was still in disarray from the arrest, but something seemed strange. Angel looked over the chaos, shaking her head. There was no way she'd be able to figure this out in time...

"Your friend said you wanted to talk to me?" Sapphire Star said, stepping gingerly into the room. She bit her lip as she looked around the scene. "I still can't believe it. I've been in this place dozens of times, and I never suspected..." her voice caught, and she looked away, out the window. "What's going to happen to him?"

Angel Grace scanned the room. "That depends on what he says, what we learn...so he just started acting up out of the blue?"

"Yeah. It was after his last trip; he came home really frustrated. I tried to reassure him, ask him what happened, but he wouldn't talk to me. The next day, he was back to normal." Sapphire turned around. "When I asked him about it, he said that a couple of apprentices had damaged a package they were transporting and he had to fire them. He's such a kind stallion, it must have gotten to him...he hasn't been out of town since."

"I see." Angel approached a bookshelf, brushing at it and sneezing. "Kind but not given to household tasks?"

Sapphire joined her. "No, it's unusual. He's a very tidy stallion, that's why everyone liked him. A perfect gentleman, and quite well read, as you can see."

Angel was, in fact, familiar with many of these titles; books on the history of Equestria, geography, legends, and a few classical works of fiction. She, herself, had read many of them... "Wait a second." her hoof stopped on one of the books. "This book is out of place."

"What?" Sapphire asked, looking at the book. "What do you mean?"

"This set is a series of books detailing the development of Western Equestria...but this book isn't part of that set." Angel pulled it down, opening it. "It's from the same author, same subject, but it's a overview."

The eyes of both mares widened when they saw what was inside: The center of the book had been cut out, as if to hide something.

"Just what is going on here?" Angel asked, looking up at the sound of a knock on the door. Greymane stepped into the house, along with Golden Luck.

"We haven't been able to find Cloud Prism. The guard is preparing to transport Fire Ruby once the mayor returns with her key."

Angel closed the book, setting it on a table. "So Fire Ruby hasn't escaped...where could Cloud have gone? I wonder if he found something. Still, he would have told us. Did you see him out there, Golden Luck?"

Golden shook her head. "No, I didn't. All the mares are looking for Spiral, too. She's late for their meeting."

"Wait, Spiral Dream is missing, as well?" Angel gasped out, headed for the door. "We need to find them both, quickly. Let's spread out!" The three of them headed out, splitting up to search the town for their missing friends.

"I don't understand, Cloud. What did you want to tell me?" Spiral asked, as they entered the room. Cloud Prism had led her to an upstairs room of the local inn, telling her he had discovered something important about this town. "And what about the others."

"This is between us." he said, closing and locking the door, a smile spreading over his face. "After all...we have some unfinished business."

Spiral gasped as he turned around, his cock sliding out...the way it was pulsing seemed so familiar, just like the fog creeping over her mind. In a moment, he had closed the distance, turning her around and roughly pushing her into the bed.

Taking a deep breath, Cloud chuckled. "I can still smell your arousal from earlier, it was so easy to reawaken it. Fortunate, too, as I don't want to be interrupted...again"

"C-cloud...what are you...oh!" she screeched, as he mounted her, covering her mouth.

"Don't worry. It will all be clear in a moment, my mare." he growled, pushing his length into her with one thrust. The feeling of being filled radiated out across her entire body and mind, and he gripped her tightly. "Just let yourself go. Enjoy." Without another word, he started rutting her roughly. He was right about one thing; from the moment his stallionhood had been revealed, Spiral's need had quickly returned to where it had been the previous night, and by this point, she had been wet and ready for him. She gasped out with each forceful thrust, though the gasps soon turned to moans as pleasure began to sprout within her. There was another feeling with it, a sort of glow that seemed to come from Cloud...not that she was looking at him. It was more like she felt something shining off of him, her body soaking it in like a hungry plant as his motions grew harder and faster.

It seemed like only a few moments before she felt a throbbing within her, and she knew that Cloud Prism was about to reach his peak. That thought should have concerned her, but all of her reservations, by this point, had been replaced with a deep thrill, and instead she gave a heady moan.

"That's good!" Cloud growled, pressing against her. "You know you love it! Now!" he grunted as he gave a final, few thrusts, and she felt him erupt inside of her, pushing her over the brink as well. The two joined ponies shone for a moment, before Spiral let out a slow breath and slumped to the floor.

Cloud helped her to the bed, licking her ear and smiling wickedly. "That's much better. Mmm, if your friends are as half as good as you, then I only should need one of them..."

Shifting Pt3: History

They won't understand you. They never can.

"I wonder if I really made the right choice." Mind Shade sighed as she walked. She'd taken on the form of a mindnumbingly average Earth Pony, the kind that blended perfectly into a crowd. She often did this when she wanted to be alone to think; it was so much easier to get lost in a crowd then find a private place.

You are a Changeling. You know where you belong.

With only a few words, Chrysalis had swayed her heart. She hadn't even had to use magic, just declare simple truths that even now, Mind Shade couldn't deny. She had chosen to stand with the ponies...with her friends. That much, she didn't regret. What she was afraid of was if she could really live among them. Everything they saw in her was a lie; she couldn't change that fundamental fact. The question she had yet to answer was if that lie was worth living.

"Heh. The Princess seems to think that I can do it. I suppose that it's not worth worrying about for the moment. I wonder though...did she suspect something all along?" Mind Shade pondered. Princess Twilight hadn't seemed too surprised to learn that Golden Luck was a changeling named Mind Shade. With as smart as she was, there was no way she could have missed all of the signs.

It seemed like this mystery was going to have to wait for awhile, though. She'd looped around town and passed by the Town Hall again, where a small crowd had assembled. "What's up here?" she asked the nearest pony.

"I have no idea. Some ponies working for Princess Twilight Sparkle arrested Fire Ruby, but when the guards came to pick him up, they were gone"

While her face showed only passive interest, inwardly, Mind Shade was startled, concerned. Why would they leave Fire Ruby alone? She turned away, headed down a blind alley and switching back into her Golden Luck disguise. When she stepped into the light again, she nearly ran into Greymane.

"Golden Luck, there you are. Have you seen Cloud Prism?"

She shook her head quickly, looking back at the town hall. "I don't get it. If that stallion wasn't under guard, why hasn't he tried to escape? Something doesn't fit."

Greymane let out a sigh, and responded. "It isn't like him to do this. He's excitable, yes, but he does his duty. He wouldn't leave his post unless something serious came up. Last I heard, Angel Grace was at Fire's home. Perhaps we should check with her..."

Angel Grace. Mind Shade couldn't get the feel of her mind out of her thoughts. They had touched so briefly, but it was hard to forget how natural she felt in the Hive, how easily she had taken to it. She was a smart mare, that much was for sure, but that ease troubled Mind Shade. She'd spent a lot of time around Changelings, and anyone who fit that well into the Hive...

"Golden?" Greymane inquired.

Shaking herself, Mind Shade nodded. This was no time to be lost in thought. "Right. Fire Ruby's place. Let's get going." She'd be keeping a close eye on Angel for awhile, that was for sure...

"I don't like it." Greymane shook his head. Angel had gathered the others back at Fire Ruby's house to discuss the situation, and that was where she had presented a new plan. "With both Spiral Dream and Prism gone, we don't exactly have a large margin of error for what we do next."

"Which is precisely why we need to figure out what happened to them. It all comes back to Fire Ruby." Angel argued. "If anyone knows what happened to them, it's him." the three of them had spent the entire day searching for their missing friends, with no success.

"What makes you think he'll want to talk to us, though? We did, after all, capture him." Greymane sighed. "By the time we get anything out of him, it might already be too late."

Mind Shade cleared her throat, causing the other two to pause their argument to look over at her. Once she had their attention, she shapeshifted, putting a gentle smile on her borrowed face.

"I'm sure he'd be willing to talk to Star Sapphire."

The other two stared at her, seemingly having forgotten that she was a Changeling. Or, perhaps, they hadn't wanted to remember...she pushed that thought away. Better to focus on what had to be done, magics that once had been as natural as breathing to her.

Once.

Angel and Greymane looked at each other, Greymane frowning slightly. "It could be out best chance at getting information out of him. Are you sure that you'll be able to-"

"What? Make a pony believe I'm their loved one? Convince them to spill their secrets?" Mind Shade scoffed with a slight nod. "I think I can manage, if we do it the way I say. Now come on, we have a pony to seduce."

She had to admit, the slight discomfort of her travelling companions lightened her heart somewhat as they headed out towards the town hall. Shade explained her plan to them, and they both agreed that it seemed like the best way to get the information they needed. By the time they had arrived, all three of them were on the same page.

"Now, Spiral Dream said that all she had to do was look at him, and she wanted to...wanted to..." Angel trailed off with a distinct flush to her cheeks, so Greymane stepped in.

"Just looking at him seems to inspire a certain level of arousal and desire. So be careful."

Mind Shade huffed. "Changelings are asexual. I shouldn't have a problem."

Lies, at least, still seemed to come naturally to her. Taking a deep breath, she focused on the task at hand. Part of the illusion depended on the changeling getting into the headspace of the pony they were disguised as, but a low-level telepathic field filled in the blanks from the pony she spoke to. Her mastery of this field was a part of the reason why Mind Shade was as good at what she did as she was. Once she was prepared, she stepped in, ready to talk down an annoyed stallion cut down in the middle of his triumph.

Entering that room was like stepping into a snowstorm. Despite what ponies believed, Changelings were not true empaths. The only interest they had in emotion was the raw strength of love, and the other emotions barely registered as a blip on their radar, which made what was happening even more remarkable.

Fear...no, terror. Primal terror radiated off Fire Ruby the likes of which she'd never felt before. She stood there, stunned for a moment, before quickly slipping back into the act.

"Ruby...Ruby, what happened to you?" she asked, moving towards the cage. Seeing the look on his face confirmed what she had sensed. He was terrified of something, more terrified than any pony she'd seen. It was as if he was scared for his very life.

"Pl-please, Sapphire. I tried, I really did...it was all I could do to keep it away from you!" he pleaded. "Those other mares..I'm so sorry."

Holding up her hooves, Mind Shade asked "Why? What are you talking about? What is...it?" the way he had said that was a mixture of that same terror and revulsion, like he had touched something unnatural.

He paced in his makeshift cage, eyes on the ground. "I don't know. I think it came from the digsite. One of the interns was transporting a crate when it broke, and that when this...sensation..." he put a hoof to his chest. "I didn't think much of it at first, but after awhile, I started blacking out...finally, I woke up one night, and I was..." he turned around, retching. "What have I done?"

"What have you done, indeed..." Mind Shade muttered under her breath, before speaking again. "But these ponies, they came from the Princess to help you!"

The storm around them suddenly grew in force as he grabbed at the cage door. "You need to stop them! It's gone from me, I think one of them-where are you going?" he asked. Mind Shade was backing away, turning and running out the door.

"What is it?" Greymane asked, seeing the look on Mind Shade's face as she reentered the main room.

"Cloud Prism, or Spiral Dream...probably Cloud...I think whatever made Fire Ruby do all this has gotten to him." she panted, looking between the two of them. "Fire Ruby seems to think it's from his latest digsite."

Angel Grace furrowed her brow, and pushed past Mind Shade, entering the room where Fire Ruby was waiting.

"An artifact." she said simply. "Was there a strange artifact in your home? Something you don't remember bringing home?"

After a moment, he nodded. "That's right. There was a cracked statue sitting on my mantelpiece. At first I didn't know where it came from, but I made the connection between it and the strange occurrences."
It's from another realm. You must stop it.
"So you hid it..." Angel said softly. "He must have come back for it." she reached into her bag and pulled out a key, unlocking the door.

"What's going on?" Fire Ruby asked, looking between the three of them. He walked out of his makeshift prison uncertainly, as if expecting a trap. Angel turned to the others.

"You two need to track them down. I suspect Cloud is now host to whatever was inside Fire Ruby...and I'm afraid if I get too close..."

Greymane nodded. "I understand. We'll find them. What about you?"

She looked back at Fire Ruby. "We have some research to do. If this artifact made Fire Ruby do those terrible things, then it's happened before to somepony else. The magic, the spirit, whatever, must have been held inside the artifact. We're going to find out how to put it back."

With a nod, Angel Grace took Fire Ruby out of the town hall, and Mind Shade turned to Greymane.

"Are we sure we can trust him? Perhaps this is all a story to get Angel Grace alone."

"Angel Grace isn't a fool." Greymane responded, as they walked out themselves. "Besides, Cloud has been gone far too long. There's certainly something amiss. I hope you're prepared to do whatever it takes to end this."

Mind Shade allowed her disguise to melt off; she'd turn back into Golden Luck in a few minutes before they walked out. "I've always done what it takes for the mission." she remarked coolly. Quite a few times, she'd pushed the boundaries of safety to collect love or an advantageous position for her Hive. There were a couple of ponies she'd left in...not the best state. Compared to what she'd had to do, she didn't have a problem taking Cloud Prism out for a short time.

Friendship really was a strange thing sometimes.

Shifting Pt4: Confrontation

Shifting Pt4: Confrontation

Pulling down another book, Angel started flipping through it. "Batlike, you said?"

Fire Ruby nodded, the stack of notes having grown, at least, another inch in the past hour. "That's correct." he pulled a leaf of paper gingerly from near the bottom of the pile. "Batlike, Bipedal, with claws and this scowl..." he shuddered. "Even cracked down the middle, it gave me the creeps to look at."

Angel nodded, looking through the collected books. They had pulled down books covering a variety of topics, everything from How the West Was Fun, to From Order and Chaos Sprung Harmony, to Fantastic Beasts and Where To Avoid Them, to Myths Long Lost. A few of them mentioned spirits or forces the could possess a pony; there had even been a brief discussion of the Nightmare Forces themselves before Angel dismissed the idea, given the Nightmare's goals were much clearer than this creatures. With few leads in their research, Fire Ruby had suggested that the statue itself might hold some clues, and so they were looking for any references to it in books detailing the area.

"Batlike...Bipedal...there must be..." her eyes widened as they fell on a page,and she showed it to Fire Ruby.

Looking it over, he nodded. "That's the one, alright." Together, they read over the book, and when they got to the end, they both sat back, in shock. "This explains everything...come on, we have some more research to do before it's too late!"

The two ponies started sorting through the books again, singling out a scant few to set aside. Somewhere in those pages, there was the key to restoring a broken seal, but the clock was already ticking.

Mind Shade and Greymane scanned the street, looking for any clues as to where Cloud Prism and Spiral Dream could have gone. "Isn't there some kind of tracking spell or something you can use?" Mind Shade grumbled as they walked. "This seems...really inefficient. What's with you, anyway?"

Greymane was glancing around with a furrowed brow, muttering to himself. This went on for several minutes before Mind Shade tossed a stone at his head. He came to with a start, magic at the ready before he released his breath. "Yes. What is it?"

"What. Is. Going. On. With. You?" Mind Shade stared him down, the two of them stopping.

He pursed his lips, looking around again, then sighed with a shake of his head. "I don't know. I'm just trying to think what Cloud Prism would do, get in his head. Maybe that's how we can find him..."

Mind Shade looked at him for a moment, then turned away, taking a few steps down the street. "That's a mistake." Greymane made a puzzled sound, raising an eyebrow. "It's not Cloud Prism." she hung her head, silent as she reflected, before going on. "Look, obviously when I mimic someone, I act like them around people who know them. But I have my own motivations. My own plans that I conducted when they weren't looking. Usually kidnapping their loved ones to be...replaced."

She looked back at Greymane, the expression unfolding on his face telling her that he had just come to the same conclusion she just had. The two of them ran down the street, not bothering to knock on the door of Star Sapphire's house. Between the two of them and the spells they used to open it, there wasn't much of a door to knock on anyway.

"Sapphire! We need to get you out of here. We think-" Greymane started, but as soon as they entered the house proper, it was clear that it was too late. Cloud stood over Star Sapphire, who was enraptured by the erection he sported. A sly smile crossed his face as he looked up at the two.

"Well, if it isn't two of the heroes." he snickered, hoof running over the mane of the mare lying before him. "I'm certainly glad to see you. Though, I'm sure, one of you is more glad to see me..." Prism's eyes fell on Mind Shade, who was...glaring at him, much to his evident surprise.

She growled. "What's wrong? Expecting me to throw myself at you? Sorry, but I have a bit more dignity than that."

Cloud Prism studied her for a few moments, then chuckled, reaching for Star Sapphire, only to pull his hoof back; a kitchen knife embedded in the wall nearby. Greymane took a step forward, his horn glowing as another knife, as well as a few other sharp objects from nearby, hovered around him. "Come on. You expect me to believe you'd harm your friend?"

Two more projectiles flew towards the possessed stallion, who dodged them deftly. Greymane's face was set as he tracked Prism across the room, getting his next volley ready. "You're not my friend, and I'm sure he wouldn't mind getting his body back with a few more scrapes." he shot out, along with a spiraling pair of scissors.

Cloud Prism jumped back, holding a hoof to his head. Turning, he saw Mind Shade, her horn glowing green as she focused on him. "Oh, I see. You're a Changeling, that explains it. No more tricks!" with a wave of his hoof, the Golden Luck disguise dissolved around her; she backed up as he advanced on her. "That's why my glamour didn't work on you. Changelings don't feel desire the same way mares do. But..." a red aura radiated off his body.

Mind Shade gasped out softly, a familiar, strong warmth suffusing her. It...it was so hard to focus, that warmth called to her. She had to have more of it. Nothing mattered but drawing as much as possible into herself. She looked up at Cloud Prism, who offered her a welcoming smile as she took a few, shaky steps towards him. She was so close...

Then, it all ended like a splash of water. Or, rather, ice. Shards of frost were raining down on Cloud Prism who beat them back with a flap of his wings, a scowl in his face. Greymane gave a swing of his head, the falling shards rising up in the form of a dragon to crash down on Cloud Prism...

Who was gone when the smoke cleared, along with Star Sapphire. Greymane released his magic, casting his eyes around the room. "Come out! Or are you afraid to face us together?"

"Not one iota." Prism's voice echoed across the room. "But we have better things to do than play tag. How about hide and seek?" his laughter faded away, leaving Greymane to kick a chair into a wall.

"Come on, Greymane." Mind Shade said, as she disguised herself again. "He's not a unicorn, so he can't have gotten far, right?"

A slight smile crossed his face. "There is." he looked up, out the window. "There is a tracking spell. This time, no holding back. Let's hope Angel's found something, otherwise..." he let that hang in the air.

He reformed, leaving his latest catch back in the bedroom. A small amount of energy, barely worth the effort, but it got the attention of the interlopers. That was what counted.

"Soon." he said, walking among his devoted. A dozen-odd mares, each of them having tasted of his power, each of them having been duly bound to him, hanging on his every desire, as well they should. Oh, he treasured them and their worship, but they weren't as valuable as the one he had found. The mare who even now waited for him before his altar. The cracked gargoyle standing at the head had been perverted into his prison, but would once again serve as the keystone to his power. "Soon, they will come for you, my dear. Unaware of the truth."

She smiled at him as he lifted her chin to look her in the eyes. Such slavish devotion was always wonderful to see in his mares...he guided her up to the altar as the disciples gathered around. "Not knowing that you are mine, and will always be. That you will have given the greatest of devotions." Chanting filled the air as she laid on the altar, and he placed a hoof on the gargoyle. "Now, Spiral Dream. Make the offering."

The mare gave sharp gasp, a familiar red glow surrounding her form. Slowly, the same glow surrounded the statue, the crack beginning to mend. The chanting intensified as he leaned in, the glow filling the room, each mare radiating energy. "Yes...hold nothing back. Give your all..." he smiled. This was the moment he had been planning for. He would have liked to add that white mare to the rite, but the trick he pulled on her changeling friend would only work once. It would take some time, but with how long it had been, it was unlikely that any remained who knew how to seal him.

It wouldn't be long before it didn't matter, anyway. Before the artifact would once again fill it's proper purpose, and he would have a Priestess once again...and his form would come soon after. Besides, with his return, he had brothers and sisters who would need offerings. The white mare and her magician friend would make a fine gift for them.

He cast his eyes skyward; even before the temple fell into ruins, the stars and moon had been visible from an opening in the rite room. "How delightful. The full moon shall stand above you when you take your rightful place." he remarked, as the daylight began to fade. "I actually hope your friends arrive before we finish. The look on their faces when you pledge eternal loyalty will be quite delicious..."

Shifting Pt5: Between

"You're certain you can track him?"

Greymane didn't look up at Golden Luck; he had been asked this question two times already and both times answered in the affirmative. "He's left a distinct magical trace." he looked up at the sky, the moon rising above them. "Are you certain they're coming?"

It wasn't Golden Luck, but rather Angel Grace who answered, coming around the bend with Fire Ruby in tow. "I apologize for the tardiness, but we wanted to make sure we had properly documented everything." Indeed, she was carrying several scrolls, and with the help of Fire Ruby, they were laid out for everyone to read.

"So as you can see." Fire Ruby explained, pointing to relevant passages. "The statue belonged to a creature who once ruled over this part of the land. He was adored by his followers, who would regularly make offerings...hmm, that part was unclear..." he shuffled through the papers, checking a book he had brought along.

Golden Luck tapped her hoof, and shook her head. "I thought you said you got everything documented."

With a glance up, Fire Ruby nodded. "I did. I do! It's just some of this stuff is conflicting, and other stuff I've translated from drawings...an-anyway..." the glares he got all around caused him to clear his throat. "Anyway. It seems like this ruler was adored, but it wasn't until Equestria was being organized that the truth came to light: he was feeding."

"Feeding." Golden Luck repeated, turning around the group to look at the scroll now. A furrow crossed her brow as she scanned the lines, her lips pressed together. "You're wrong."

With a little sputter, Fire Ruby shook his head, pointing out symbols. "No, no, it says right here. The Lord ruled over his kingdom of wonder, Equestria expanded, the new ponies not taking part, eventually learning he taking their pleasure for energy."

Shaking her head and pulling one of the scroll over, Golden Luck started to write. "You're used to Equestrian syntax, so it's a natural mistake. But this symbol in front is a modifier, not this one. The Lord ruled over a kingdom of pleasure, and he wasn't feeding on them. He was enthralling them with pleasure, magnifying his power. That, in turn would given them more pleasure."

Greymane raised a brow in surprise. "I didn't know you spoke ancient languages." he remarked, Fire Ruby going over his translation once again.

Golden Luck walked to the door. "I don't. I just happen to know a few words here and there. The rest was deduction. I'll meet you outside when you're ready."

"She's right!" Fire Ruby said, a few moments later. "I mean, there's still a few words off, but her deduction was almost perfect. He ruled over a kingdom of pleasure, which really puts a few laws into-"

"Get to the point." Greymane cut off. "How was he defeated?"

With another clear of his throat, Fire Ruby flipped through his notes. "It seemed there was an artifact he used in his rites. It kept him...something something...but when it was something, they were able to something." the stares from the other two ponies made it clear that his translation wasn't quite cutting it, and he shrugged. "I've never seen these words used before. I have no idea."

Shaking her head, Angel looked around. "We'll have to figure that part out later. He's got three of our friends, and if he does keep growing in power the way the texts suggest, time is not on our side." she looked to Greymane. "You can get us there?"

Motioning for them to follow, he nodded. "I can. He's actually more or less here, but he seems to have ducked into, or created, a pocket of space. Considering how stable it is, I believe it was, in fact, preexisting, but I can't be completely sure." Golden Luck joined them as his horn began to glow. "It would explain how they were able to disappear so quickly, though. Get ready."

The four of them gathered into a tight circle, and with a flash, they were...elsewhere. Considering they had to pass through a dimensional wall, it was expected they would still be in the city, standing outside of some building or the other. Rather, they were inside a crumbling ruin, fragments of murals dotting the broken walls.

The area just ahead of where they had arrived appeared to have been cleaned up a bit, stones rearranged to benches and beds. Upon a few of them, mares were sitting, looking up ahead in rapt attention. Taking a few steps forward, the object of their attention soon came into view. An altar had been formed, the missing statue sitting at it's head, and...

"Spiral!" Angel said, taking a step foward; Greymane put a hoof in front of her to stop her from charging towards the altar. In front of the altar, standing over Spiral Dream, was Cloud Prism, his hoof on the statue. The entire scene glowed with an eerie red light, which only intensified as the crack crossing the statue sealed. A soft moan filled the entire room, and even Angel shivered as Cloud Prism stepped back, laughing.

"Oh yes. I've known you're there. The only reason you're not on your knees is I have something to show you first." he remarked, his own form shimmering crimson. "You should consider yourself honored. You're going to witness my true rebirth. But first, I needed some-pony special. A High Priestess to serve and attend my every desire, and to bind herself to my idol. With this connection, I am now free of my shackles...isn't that right, Priestess?"

As he turned to face the group, Spiral Dream slowly stood up. Stepping down from the altar, she moved to stand next to Cloud Prism, a smile on her face...her eyes shimmering with a familiar red glow. "That's right, my Lord. With your idol recovered and the collected lust of your followers, you shall retake your rightful place...and perhaps more."

He rubbed under her chin, nodding. "That is true, isn't it. Your kind has made it so easy to cross great distances, spread my power. I could very well rule this entire land...so, the only question remaining..." the two of them smirked, looking over the huddled group. "Do you prefer to serve, or merely be vessels for more of my power?"

Shifting Pt6: Return

"Well?" The creature inhabiting Cloud Prism asked, a grin on his face. "I'm sure that a couple of you could be a bit more than slavishly devoted to my cause. Fire Ruby, for example, your knowledge has proven to be rather impressive..."

"Perhaps if you give back my friend, I'd consider it! As it is, all I can see right now is a monster that has stolen my form, and done harm to so many."

"Harm? Why I..."

As the two conversed, Mind Shade leaned into Greymane. "Listen: Do you trust me?" at the puzzled expression she got, she repeated, a little firmer "Do you trust me? I'm going to need your magic, and I can't just take it."

"What are you...right." Greymane shook his head quickly. "There isn't time. Do what you need to do."

With a simple nod, Mind Shade called out. "Quickly! Everyone gather around!"

Stopping admist a lecture on the relative morality of pleasure and forcefully introducing someone to it, Fire Ruby backed up towards the group at once.

A smirk crossed Cloud's stolen face. "You again. Is this another changeling trick? You plan to cloak your allies, no doubt; it won't work." his red aura shimmered a bit. "I can sense you."

Rather than responding, Mind Shade closed her eyes, her horn glowing a bright green, the party engulfed in flames. A moment later, only a wisp of smoke remained before Cloud Flare.

Looking around in shock, he turned back to the altar. "Priestess! Find them! Do what you like with them, but they can not be allowed to interfere. Not when we're so far..."

"As you wish." Spiral Dream replied with a deep bow. Her eyes scanned the ruins, and she proceeded to walk away from the group. "I'll be sure that they see the light..."

"Is everyone okay?" Mind Shade asked, looking around. Fire Ruby, Greymane, and Angel Grace were laying close by her, slightly singed but none the worse for the wear. One by one, they rose up, shaking themselves.

"Just what was that?" Ruby asked, once he had collected himself somewhat. "It felt like a teleport, but..."
You can't hide for long. You must reform the seal.
"Closer to translocation." looking around the ruined walls around her, she nodded. "Normally I can only target a fixed point, but thanks to Greymane, I managed to add a little more oompth to the spell. Do you still have all those scrolls and stuff?"

Fire Ruby stared for a moment, then nodded quickly, pulling out several books and scrolls. "Right, of course. I don't understand, though, what's going on? It seems like it's too late...we...we've lost..."

Huffing, Mind Shade pushed him aside, starting to flip through the books one after another. "He was recorded, right? Means someone beat him once before. All we have to do is fine the right way to do it." she growled, pushing the nearest book away. "Damn it, why couldn't they have translated these first..."

The ruins were silent for several moment, the gathered ponies looking at Mind Shade. Timidly, Fire Ruby approached her, pulling over a book. "I speak ancient Equestrian pretty well. I can help you translate these...I'm sorry. I guess I...jumped the gun on giving up..."

Mind Shade gave a slight smile, taking on the appearance of Golden Luck again. In pony form, the mixture of sorrow and concern was much clearer. "...it's okay. I-I want to get our friends back, too. These books must hold the answer..."
They do. You must take it literally! The pieces are all there if you can put them together.
"They'd want us to defeat him again." Angel Grace said, her brow furrowing as she studied the books before her. "They'd have put the key in here. Hidden, so if he did return he wouldn't think to destroy it, but clear enough to find if needed..."

Fire Ruby suddenly gasped out, unrolling several scrolls and starting arrange them. "Of course! That's why they all reference each other." he remarked, nodding at one of the books. Mind Shade pushed it over, and he flipped through it, taking a few notes. "There's something here." she beckoned at Fire Ruby, the two of them scanning the page.

"Yes, I believe this is it." Fire Ruby agreed after a moment, opening a couple more books. "We'll need some time to put together the pieces, and once we do...I think we can seal the creature in Cloud Prism, put it back where it came from."

"Once that's done, what happens to the ponies under it's thrall?" Angel Grace asked, her voice trembling a bit. The real question went unasked, no one daring to even invite that possibility

Shaking his head, Fire Ruby replied. "I'll need more time to figure that out. Several sections of text are still untranslated, not to mention I'm still working on breaking the code."

"Well, hurry..." Angel stopped, her ear twitching; she turned her head slightly. "You better hide. Greymane, make sure they're safe." she said softly, shaking her head.

Mind Shade glanced up at Angel, then looking in the direction she was looking, her head tilted. After a moment, she rose suddenly. "No, Angel! You can't be-" Greymane put a hoof up in front of the changeling, nodding at Fire Ruby. Without any protest, he quickly started to pack up the research materials.

"They'll find a way. Are you sure you don't want me to go? I can hold my own for longer than you can." Greymane said, his horn glowing slightly as he looked at Angel Grace.

Shaking her head, Angel Grace replied "No. They'll still need you to protect them. All I'm doing is buying you all some time...at least I can do that, right?" she asked with a slight smile.

With a nod, Greymane ushered Mind Shade and Fire Ruby deeper into the ruins, and Angel turned from the group, waiting. She wasn't there long before Spiral Dream came into view, horn aglow, glancing around before her gaze fell on Angel with a slight smirk. "I expected you'd do this." Angel gave a quizzical expression, and Spiral approached, going on. "You're trying to protect your friends from Master...but not only is it pointless, there's no reason to. The gift he's shared with us..." she took a slow, deep breath with a little shiver. "It all feels incredible. Once you see, you'll understand."
There is no sharing. He's taken from you everything, and given you a pittance in return.
"The cost is too high." Angel responded calmly, holding her ground. "No matter what pleasure he's making you feel, he's taken something more valuable from you. The very thing we've sworn to defend."

"Free Will, right?" Spiral Dream asked, chuckling. "We all long to be a part of something larger. I know how strong that desire is in you, how much you envy those with purpose."

Angel stammered a bit, clearly caught off guard by that reasoning. Still, her eyes never left Spiral as she responded. "Purpose and obedience aren't the same thing. They're...they're..."

"What?" Spiral Dream asked, moving closer, right in front of Angel Grace now, licking her lips. "You know that I'm right. You can feel it in your heart." she nodded a bit.

Angel nodded in return, her brow furrowed. "Well, yes, of course. I..."

Spiral Dream put a hoof to her mouth, shaking her head. "Shh. No more reasoning. No more fighting it. Just try and relax, and you'll understand." she soothed. "Just let your worries go, and everything will make sense...it always does, after all..." she added softly. Angel's eyes flicked upward, hazy as they were, settling on that still glowing horn. "Yes, I am hypnotizing you. That's pretty impressive for you to understand. It's for your own good. I'm just trying to help you; you'll let me help you, right?" Angel nodded, and she smiled. "Good, that's very good. Let's head back to the altar. Once we're there, I can show you exactly what I mean, why all of this is so good. All you have to do is follow me." She pulled back her hoof, turning and headed the way she came.

Spiral Dream didn't have to look to know that Angel Grace was right behind her, ready to be delivered to her Master.

The Starburst Initiative

Sombra. Chrysalis. Discord. Sirens. And now, Starlight Glimmer. Even herself!

It was becoming increasingly obvious to Twilight Sparkle that there was a greater threat to Equestria than she was even aware of. Ponies lived simple, happy lives, depending on each other, and their Princesses.

That was their weakness: Minds and hearts of ponies were too easily swayed. The magic of friendship had triumphed each time, even when all seemed lost. It was like a beacon, shining through whatever spell was cast on her and her friends. Not everypony was as fortunate as her, though. Her recent adventure proved that; if she and her friends hadn't be directed to that town, who knows how many more ponies would have become...equalized? Not to mention, Starlight Glimmer was still out there, with a magic that could do what she once thought was impossible: Take away a pony's destiny and replace it with another. Manipulation on the most base level.

Nor had Twilight forgotten her own misadventures. She still wasn't sure if it was the Elements of Harmony or her own, not fully explored, magical potential, but she had somehow changed her friends cutie marks...and made them forget their own talents. Even before that, she had used a spell to make all the ponies in her town lose their minds over an old doll. Twilight Sparkle was just as dangerous as Starlight Glimmer; in fact, perhaps more, as a Princess.

This was a matter that required immediate attention, but two things held her back. First, the simple knowledge of these arts could turn around and corrupt her (Or perhaps she would even find a form of control she couldn't break free of.). Secondly, she doubted the map was finished with her and her friends. She could not balance these two duties.

In that moment, Twilight Sparkle began to understand why Celestia took her on as a student, and why she was being directed to deal with these threats. She was a Princess. She had subjects who could be where she was not; as much as it pained her to delegate such an important task to ponies who may not even be prepared, she knew it was the only way.

For the next few weeks, she spent half her time travelling around Equestria, and the other half in her castle, going over her notes. She and her friends had fallen together by fate; she suspected that the Elements had linked them together before they knew each other, but she wasn't completely sure. Regardless, she wasn't prepared to take that chance with her undertaking, so she had a list of ideal ponies for her plan.

A hypnotist pony, to be sure. No one knew the ins and outs of a pony's mind like hypnotists. Understanding how a mind worked would be essential for healing it, and protecting it from harm. Finding one she could trust, both in skill and ethics, was difficult, but she finally singled out a talented, kind pony, and she had her first team member.

Next, she wanted a generalist unicorn. She admitted, even to herself, that she felt like this team of hers needed someone like herself, a pony with a wide array of magic and the will to seek out more. That was harder than the hypnotist; there were so many talented unicorns, picking one out was difficult. It wasn't until she realized she was looking in her own age group she was able to get some objectivity. Shortly after that, she found an older unicorn, and along with him, a ranger pegasus. This was of great benefit to Twilight, as she was able to cross off "Physical Defense" from her list.

The last bit was harder to quantify. She had hoped to find it in her generalist, but unfortunately, he didn't have that spark. What she was looking for was a pony with...that quality that she had discovered during Winter Wrap Up. Everypony had something to give to this team, but she wanted a pony who could take those pieces and help them work in concert. She had expected this kind of pony to have a lot of friends, so it was to her tremendous surprise that the two best matches she had were both loners. They were both quite distinct, one of them being a quiet, simple pony, and the other a drifter and (she found it odd such ponies existed) a mare-for-hire. Not of the more...intimate sort; this pony was a problem solver. To be safe, she brought both of them in.

Once she found her ponies, she had invited them to an old, abandoned guard post near Canterlot. This was the moment she had been waiting for. Standing a bit away from the gathered ponies, she was having one of the moments where she actually felt like a Princess. Collecting herself, Twilight Sparkle stepped into view.

"Welcome. I'm glad you all made it. The five of you have been brought here to form a very special…team. A team that will report directly to me, but have the authority to work all on your own.” she looked around at the gathered ponies, unable to keep the smile from her face. This was going to work, she was sure of it. "Welcome to Project Starburst. Spiral Dream, Greymane, Cloud Prism, Angel Grace, and Golden Luck, you represent some of the finest ponies in Equestria."

This was critical; she watched how the ponies before her reacted. Angel Grace, a pegasus one of her choices for the 'organizer role' , along with Spiral Dream, her hypnotist unicorn, seemed to react in the same way, lowering their heads slightly abashed. Golden Luck, another unicorn, and the second 'organizer', put on a look of passive disinterest. It was Cloud Prism, the pegasus ranger, that spoke up after a glance at Greymane, her generalist unicorn; clearly, they had a strong bond. That was good.

"Just what is this project Starburst? What have you gathered all of us here for?"

"I'm glad you asked." Twilight Sparkle said, noting that Angel Grace pulled out the files she had been sent. Following her example, the rest did as well. "You received this files with your invitations. Each of them details a threat to Equestria, more specifically, how ponies minds have been directly affected."

Golden Luck sat a bit more upright. "Wait a second, here. I think I see what is going on here. Ponies have been having their heads messed with, and you're aiming to put a stop to it."

That was one sharp Unicorn; it had been that intelligence that had drawn Twilight to Golden to begin with. Around her, the other ponies were looking at the files; Cloud Prism and Greymane start conversing with each other, and Spiral Dream looked...intensely nervous. Angel just kept her eyes on the files, lingering on a couple in particular. Twilight didn't bother to check which, she suspected the pegasus had her own reasons for examining those files.

"Correct. I'd study it in more detail myself, but...well, as you can see in the introduction to the 'Starlight Glimmer' file, I suspect I will have my own missions. Besides that, I feel this is best directed to a dedicated team, instead of one more pony."

"A single pony would be more vulnerable." Angel Grace spoke up, not looking from the files. "Here, with Discord, and here, with King Sombra, and here, with this other world, it was the bonds of friendship that made their defeat possible." her voice was very...matter of fact, as if she was making a statement on a theory instead of talking about actual events, actual ponies.

"The issue being, we're not friends." Golden Luck motioned around the room. "We don't even know each other. It's a great idea, but there is that little snag."

"Nor were Twilight Sparkle and the other elements, before the Restoration of the Elements of Harmony." Greymane chimed in. It was clear, hearing him speak, he had been considering this at length. Twilight was confident he would bring some stability to the group.

"That's correct. It was actually the journey that helped me to understand the true meaning of Friendship. Once you start working together, hopefully, you'll come to realize it as well. In fact, I have a mission for you now, if you're all in?" she looked around the room hopefully.

The ponies looked around at each other; it was Greymane who raised his hoof first, followed by Cloud Prism. Spiral Dream soon followed, though the expression on her face clearly showed her reservations. Angel Grace also raised a hoof, after a moments consideration, and Golden Luck shrugged.

Twilight smiled at them, lifting a folder much like the ones they already had from a nearby shelf. This one, however, was emblazoned with her cutie mark; it felt so wonderfully official. "Here's what I know. You're free to carry out the mission however you see fit. You report to me, but you have standing permission to disobey any orders I give, according to your best judgement. You're all here because I trust you." she levitated the folder to the table in between them. "This building will serve as your headquarters; inside of that folder are all-access, VIP passes to most forms of transport." Being a Princess did have its perks.

It didn't surprise her that it was Angel Grace who picked up the folder; the pegasus seemed to share her fondness for reports and paperwork. It's a shame she wasn't a unicorn, and therefore unable to use the Spell of Sending. Speaking of which, she picked up one of a set of two rings, giving it to Greyhoof. "This will allow you to send reports from the field to me. It's not as quick as using, say, a dragon, and it's limited to when we're both wearing rings. I'll put on my ring for fifteen minutes every twelve hours, starting from eight in the morning, Ponyville Time, tomorrow." With that out of the way, she nodded at her team.

"I'm going to return to Ponyville; I wish you all the best success in the coming days. If you need anything else...well, just look for the big castle." she laughed a bit, headed out the door. They'd do fine, she was sure of it.

Author's Note

Given all my Bad End Stories, I thought it was high time to launch my heroic one.
Only time will tell if this ever updates.

Excerpt from the Diary of Starlight Glimmer

Excerpt from the Diary of Starlight Glimmer

It has been many days since I have written in this journal.

The reason for this is I've only just now been able to return to Our Town and recover all of my books. Suffice to say, after the interference of Twilight Sparkle and her friends, the ponies living there have not been too excited to see me. I had to wait for the majority of the ponies to leave before I could sneak back into my house (My own house!) and recover this journal and my research.

I'm not going to lie, I considered revenge against Princess Twilight and her friends many times, but I've come to realize that my work is more important than some personal scheme. The disaster in Our Town has set me back months, perhaps even years, but I'm not going to stop my work.

One thing was made clear to me was my methods were imperfect. I was too eager to see results, too excited when it began to work, and too impatient to prove my theories. I forced ponies to give up their cutie marks before they were fully ready, and I paid the price for my hubris. Never again.

The past few weeks have given me a chance to consider what I did wrong and right, and I'm going to start on the ground floor of my research. Cutie Mark Magic has been engrained in Pony Society since the dawn of time, and at first, I considered finding a way to see that dawn and prevent it. Even the work of Starswirl the Bearded could only bring me back a few years, however, forcing me to reevaulate my priorities.

If only there was some way to do the demarking on a massive scale, remove the concept of Cutie Marks altogether...but that's absurd. I will return to my research; if history doesn't have the answer, then there must be something in magic...