A Changing Duet

The pale green pony sped through the night.

The night sky tormented her, an inky blackness that hid all, a sliver of moon providing light, but not comfort as her hooves pounded on the earthen hoofpaths.

Her goal was set in her racing mind, far outstripping her body as it fearfully worked away. She had to get inside. It wasn't safe to be outside at night; never mind the ponies out looking for her - a thought that twisted her insides around - the night itself was the single most terrifying thing the panicked pony could think of. It hid everything, stole the warmth from you and made even the most well traveled paths foreign, not to mention it also - she cut off the thought and the memory she knew would follow. Just being out at this time made her heart race, more so then her current mad dash would normally accomplish.

She stumbled as she took a corner, suddenly out of the tiny back alleyway and into the wide, empty market lane. The bustle that one would usually expect here, the warmth of vendors and customers as they made their bartering, words like a dance, was replaced by an eery silence, broken only by the lone creatures panting and her heart, pounding in her chest as she forced herself to slow, wobbling slightly from the exertion.

Fear was slowly rising  as she walked, and the pale colored pony could only struggle forwards, doing her very best to accomplish the monumental task of keeping her head above that dread tide, wanting very much to bolt and run until she could run no more. Fighting down a cough, she focused her red eyes on a single goal, a single door-frame standing out amidst all the rest.

Bon-Bon's shop, just off the main market proper, stood out like a beacon to the laboring pony, the promise of a night indoors and out of this warmth leaching night as well as out of the eyes that always seemed to follow her in the inky blackness. Hope blossomed in her chest as, target in sight, she pushed forwards once more, making a final sprint for the door.

Suddenly anger bloomed in the back of her mind and the pale coloured mare stumbled, head turning to look into the alley-way. Green eyes shone forth, and she gasped, her fear fighting with the storm of anger and disgust. She hadn't felt the mare until she was practically right on top of her, the other appearing like a ghost out of the alleyway. The fury seemingly rolled off Applejack as she stepped out of the alleyway, making it all the more frightening to the green pony that she had been snuck up on.

Applejack glared openly as she kept walking towards the panting pony. Taking a final gasping breath, she locked eyes with her, forcing a smile onto her minty face. "Applejack, what are yo-" She started breathlessly, still winded from her panicked run, before Applejack cut her off.

"Stow it. Ah know yer not her." The orange mare snorted, advancing.

Icy fear gripped at the other pony's throat. "W-what are you talking about? I'm Lyr-"

Applejack stomped and snorted. "Yah fergot somethin'," 'Lyra' stopped, mouth open as she looked questioningly at the orange mare, the moonlight making the usually vibrant shade look more like rust, lending to the minty pony's rising panic. That same emotion was showing under Applejacks anger, layering her voice as she continued, "Lyra's eyes ain't red fer one," The other creature winced as she took a step back, glancing sideways at the still beckoning doorway. It may as well have been in Canterlot for all the good it did her now.

A second voice chimed in. "And she's a Unicorn!"

"Ponyfeathers," The creature glanced up as she breathlessly swore, taking in Rainbow Dash's figure as it hovered overhead, like a dark angel of the night. Anger was rolling like a storm around the two ponies, disgust and fear spurring it on, causing the mint green non-pony to flinch backwards.

She was dead.

It was Rainbow who moved first. The thing that was pretending to be Lyra gasped, a green shield manifesting between it and the suddenly speeding pegasus. The weakly glimmering barrier never stood a chance, exploding as the rainbow bullet barreled right on through, hitting the creature. Green flame erupted around it as it was launched backwards towards the other alleyway.

Twilight was taking this all in as she ran towards the scene, Pinkie Pie trailing behind her, stopping on occasion to shudder before rushing to catch up with the lavender unicorn.

Meanwhile, dead ahead, the green flame had stopped and a winged figure raised from the ground, coughing, the sound echoing off the dark buildings. A prismatic mane caught the moonlight, colours washed out under the pale glow. Rainbow growled something, launching forwards again, Applejack following close behind.

Twilight urged her body to go faster as she barreled down the market lane.

Applejack bucked out at the thing that had stolen her companions face, barely missing as it fluttered back. It had dodged Rainbow, ducking back into the narrow alleyway's shadows as the pegasus had rushed it once more. Now the other mare was preparing for another run, spinning about midair before regaining momentum.

The orange earth pony jumped forwards aggressively, and the fake Rainbow fluttered up and over her head. AJ smirked even as fear rose in the back of her mind, Dash launching downwards like a rocket. Her doppelgangers head snapped around, eyes widening as the feathered missile literally screamed during its decent.

At the last instant a sputtering green glow pushed at Rainbows wing, and the thing rolled midair in the opposite direction, gasping as it crashed into the thatched roof and Dash veered hard, correcting to avoid the same fate.

"Magic," It was almost spat out, Rainbow fluttering smoothly to a stop above Applejack. "So not fair."

That said, Rainbow shot towards the roof. Not even waiting for her to ascend all the way, her double half rammed, half fell onto her.

As they tussled on the ground, rolling back and forth, Applejack ran forwards, fear rising again as she lost track of which one was the real Dash.

Green flame flickered around them as they rolled and fought, neither stopping for long enough to tell which was sputtering the flames. One of them clocked the other in the snout, a pained yelp ringing out.

Suddenly, one was on-top, green flickering around her head as she drew her forehoof back for another hit, the mare on the ground flinching, bloodied muzzle about to be made bloodier yet.

Fear rose like a huge swelling wave over Applejack. Making her decision, she hit the Rainbow Dash who's head was wreathed in green flame, buck sending the cyan mare tumbling into the side of the building, green flame surging over her form. Applejack almost laughed as she helped the battered prismatic maned mare to her feet, the other holding a hoof to her bloody face and forehead.

"Nice work, pardner."

The other laughed, then coughed, blood spraying from her muzzle a little. "Yeah, thanks AJ."

Applejack carefully made her way towards the green flame wreathed form, the green tongues of fire slowly dying down. Fear rose in the back of her mind as she took each step, eyes trying to pierce the inky blackness that was left in the wake of the magical fire.

The injured pegasus coughed again behind her.

Twilight skidded around the corner and met a familiar cyan mare face to face, gasping as she took in her friends face, swollen where it had obviously been hit hard.

The rainbow maned mare grinned, a little bit of blood in her muzzle making the expression look demented. "That was so not a problem," She coughed, looking to the side, a little bit of blood escaping as she did so.

"So you got it?" Twilight looked into the alleyways, feeling incredibly nervous. She could just make out two dim outlines about half-ways down the small path. Pinkie gasped, finally having caught up to the lavender unicorn again and catching a glimpse of her friends face.

The pegasus laughed, sounding a little off, probably her bloody nose and face. "Yeah, no problem for somepony awesome like me." She struck a little pose, flipping her hair.

Twilight glanced from the two forms lying in the alleyway to the Cyan mare. Her purple and blue bangs caught the moonlight.

"Rainbow?"

The other mare looked at Twilight questioningly. "Yeah Twi?"

Magenta magic flared from her horn. "Your mane is backwards."

The fakes pupils went to pin-pricks as it stumbled back a step. "Horseapples."

The arcane blast that followed sent it flying down the market road, bouncing several times, green flame shooting up with each impact before it skidded roughly to a stop, Pinkie shouting something as Twilight took off down the roadway after it.

The thing wearing Rainbow's face groaned pitifully as Twilight moved angrily towards it, green flames licking about it from the impact, it's form fighting a losing battle to hold itself together. Its eyes went wide as it saw her, the purple coated magic user storming towards it.

"Twilight," It's voice, Dash's voice rose from the ground, raspy and full of terror. "P-please." Fear began seeping into her mind as the changeling on the ground stared at her approach. "I," It swallowed, the green fire flickering across its face, one eye now shining a solid, icy blue, a shattered black horn appearing as well, ruined black remains out of place in the stolen, multi-hued mane. "I don't want to die. N-not again."

Twilights eyes went wide, the things words sending chills down her spine, fear licking at her mind even as she stomped towards it.

"Please," It whimpered, shutting it's eyes, and Twilight felt fear creep through her mind, invading every crevasse it could sink it's icy grasp into.

Suddenly, for the single, most terrifying moment, she was gripped by utter terror and swore she saw ice cold blue eyes burst from the night itself for but the briefest of moments. She could vaguely hear Pinkie  saying something in the background, the words meaningless to her ears as her mind swam in a wall of emotions.

She was towering over the changeling on the ground, the flame finally petering out; its stolen face gone, replaced by the fanged black monster it was. It whined in a twined tone, then coughed, opening it's eyes again, the watery blue pools locking with Twilights cold amethyst orbs.

When it spoke up again, it's voice was stolen, Twilight flinching as Lyra and Bon-Bon's voices harmonized in the things whimpering. "P-please Twilight, y-you're scaring me."

"You hurt my friends," Twilights eyes narrowed, anger overpowering her fear.

It coughed again, silvery green fluid spluttering from it's muzzle, before sobbing weakly. "Y-you're h-hurting me."

"You pretend to be one of my friends, snuck into Pinkie's party," Pinkie said something behind her, Twilight choosing to ignore it and carry on, fear of this thing and her anger towards it fighting for control. "And you want me to be nice?"

"O-oh C-celestia, I d-don't want to die," Tears where pooling at the edge of it's pupil-less blue eyes as it sobbed, shaking like a leaf before a storm, Twilights rage swirling into a maelstrom. "I-I-I-"

"You what?"

It blubbered some more, then hiccuped, eyes barely open as its face contorted in pain, that silvery blood leaking out of it's beaten face. "P-please," It begged, gasping out between sobs.

"After what you did In Canterlot?" Twilight felt her rage boil, that tide of fear blasted away by the heat of it. "What you did to Celestia? Cadance? My brother?!" She nearly roared as she towered over the black carapaced thing. Pinkie was frantically saying something, tugging at the lavender unicorn, Twilight barely registering this fact as she seethed.

It just cried, tears running down it's battered face and mixing with the dribble of blood, emanating the wail of defeat and pain when something knows it's lost everything.

"Twilight!" Pinkie's now frantic shouting finally made it through to the mare, who's head snapped about to look over at her.

"What?" It was unintentionally harsh, anger flooding her voice.

"Frying Pan."

Twilight's sudden confusion at this statement was cut short as something large and heavy collided at a great speed - the likes of which Dash would have been proud of - with the back of her skull.

The black creature on the ground winced, gasping as the air was forced from it's lungs by Twilight's collapse upon it. Anger boiled in the air, the emotion a raging inferno as something dragged Twilight's limp body off the sobbing changeling.

Pink and blue filled its vision as it hiccuped again, tears distorting it's vision.

"Is she going to be okay?" Pinkie Pie's voice, followed by the feelings of worry, possibly concern, invaded the changelings mind.

It blinked and, tears cleared for a moment, found Bon-Bon towering over it's battered black form, eyes filled with the vestiges of anger and growing worry. It wailed, shutting it's eyes as hooves, no longer pinned, raised to cover its face, the hole filled limbs barely cutting the sound of it's twinned voice. "P-please d-don't-"

It was cut off as a foreleg gently wrapped around it's onyx carapace, Bon-Bon gently shushing the battered creature as she cradled it close. It hiccuped, eyes slowly opening while a familiar warm emotion filled its mind, pushing away the fear and drowning out the anger, lending strength to its limbs as love - actual love, directed to her - emanated from the cream colored mare. "W-wha-?"

That wonderful, wonderful voice filled the changelings ears as the cream coloured mare whispered quietly to the black beast. "I promised I'd take on the Princess herself for you, and I meant it."

Blue eyes went wide. "Y-you knew?"

Bon-Bon's reply was to kiss the fanged creature's forehead, softly stroking along it's neck as the changelings eyes widened further. She gently murmured reassurances, that strained sound of almost crying in her voice, holding the battered black form tight to her soft frame, her other hoof, pink hoofkerchief draped across it, carefully wiping the blood from the changelings muzzle. "Lets get you inside Hun."

It nodded oh so slowly and hiccuped again, tears still flowing freely as Bon-Bon helped it to it's hooves, letting it lean against her warm body as love flooded its being.

The first thing Twlight noticed was her head was pounding. It was worse then when she had attempted to memorize the Encyclopedia Equestria, the mental strain having had left her on the floor in agony as her head protested. Worse, even, then the time Derpy Hooves had dropped that piano on her head, the occasionally clumsy mare having had apologized profusely. Whatever had hit her had gotten her good.

The second thing, quite possibly helping along the first, was singing. She buried her head in her pillow, trying to block it out.

A feeling of warmth and happiness floated in the back of her mind just behind the headache as her ears twitched, trying to make sense of the words and sounds that floated past her, the pounding in her head beginning to sync up with the music as if it was some kind of painful drumbeat.

A soft, sweet voice filtered through the pounding, a rhythmic shaking sound accenting the singing. "If I was a song, I'd be in just the right key. I'd be all the right instruments, in sweet harmony," Twilight's eyes cracked open and she groggily tried to focus, Bon-Bon's lone voice softly swimming through her hazy mind.

"Oh I'd play oh so loudly, in hopes that you heard, because music is love," There was a pause, shaking sound going silent as Twilight's eyes focused a little more, dim candle light barely lighting the scene, The candy shops interior welcoming, display cases reflecting the soft glow.

"Yes, music is love, In search of the words," Somepony made a small, cheerful noise, and she heard Pinkie Pie giggle. Bob-bon started humming the tune wordlessly, a feeling of warmth and well-being drifting through the room like bubbles on a breeze.

As Twilights eyes finally focused, she thought she heard the sweet-maker whisper something. Raising her head, she could see that the cream colored mare was holding somepony close, softly stroking their mane as she hummed the tune, Pinkie sitting off to the one side, being oddly quiet as she smiled brightly at the two ponies sitting in the middle of the floor, a container of sprinkles in hoof.

The tune faded off as Twilight tried to move, a little groan escaping her as her head continued to complain about it's recent adventures. Pinkie was suddenly at her side, the energetic mare helping her sit upright, the blanket and icepack that had been draped over her slipping to the floor. The unicorns gaze swept the room as she tried to remember exactly why her head hurt so much, and she blankly looked at the other two ponies lying off to her left for a moment before gasping.

Rainbow Dash and Applejack where lying on the floor, pillows and blankets providing some comfort, Rainbow's one eye covered and the back of AJ's head wrapped in gauze, hat on the floor beside her, icepacks on both head injuries. Dimly, she could feel that her head was also similarly cared for, a fact that barely registered as the recent events flooded her mind. Worry crept into her mind, then fear as she realized that the changeling was out there, lose still, and, worse yet, something had attacked her while she'd been dealing with that.

Yet now they where in what appeared to be Bon-Bon's shop, the two other mares still out cold.

"Don't w-worry," Bon-Bons muffled voice trembled slightly as it broke the silence that had formed after Twilights shocked gasp. Pinkie hoofed the purple unicorn back her ice-pack, and the unicorn silently thanked her friend, re-applying the relieving cool to her head, feeling the aching throb diminish back to something manageable.

"I-I'm so s-sorry Twilight. I re-really am." Bon-Bon's muffled voice whispered from across the room. Twilight looked over at her, confusion over-riding all other feelings until she finally saw it.

Bon-Bon was hugging herself, still humming as she stroked the others pink and blue mane softly, both sets of eyes puffy as if they had been crying for a long while, and smudges of chocolate staining both of their cheeks. The one being embraced was suffering a swollen face, ice pack pressed against the injury, most likely causing the muffled voice.

"Y-you-" Twilight felt panic rising, though it was fighting full force with the currently otherwise calm mood in the room as she stammered, thoughts racing through her mind like a whirlwind.

"Twilight, c-calm down. Y-you're supposed to be the s-smart and reason-reasonable one here," Bon-Bon's muted voice shook with fear, stuttering either from the pain of her muzzle or just nerves.

"Yeah Twi, why are you being such a panicy-paniced-meany-mean-pants, huh?" Pinkie tsk-tsked, shaking her head. "I tried to tell you she was a friend, but you where all 'grrrrrrr' and boom and made her cry and it was bad and then Bon-Bon had to knock some sense into you but it made you fall down and then I had to drag you all in here and make the guards and Rainy go off towards the Everfree forest to look for a monster because there isn't a monster here! That would be silly!"

"No monster? It's a changeling! It's probably got you and Bon-Bon under it's control! It's evil!" panic and fear where rising in her voice as it increased in volume. "It hurt Rainbow and AJ!"

"A-actually," Not Bon-Bon coughed, the real mare hugging her while murmuring comfortingly (and, Twilight noticed, glaring at her out of the corner of her eye) as the fake winced and wheezed a little before continuing. "A-applejack kinda hi-hit Dash in the face. S-she thought she was me," She flinched and attempted to hide in Bon-Bons mane as Twilight's glare intensified.

"Because you where pretending to be her!"

Bon-Bon glared from across the room, bright blue eyes locking with Twilights purple ones, a fire burning within. "I didn't think I hit you hard enough to make you stupid," That response was definitely all Bon-Bon. "She was terrified!"

Distrust and anger reeled in the room, tension growing thicker by the minute, the changeling worriedly looking up at Bon-Bon as the cream mare glowered across the room at the unicorn, the dim lighting accenting her anger. Pinkie Pie snorted, then giggled. Suddenly all eyes where on her, confusion clearly evident in all of them as the pink mare rolled about laughing on the floor of the shop. "You are all silly fillies! It's great!"

She gestured towards the two nearly identical earth ponies, smile spreading across her muzzle as she continued on. "She's been here for, like, two years silly! She's usually the master of disguise! Plus she's really nice and helps out a lot when somepony's sick or out of town!" She grinned, suddenly popping a chunk of rock candy into Twilights muzzle; "And she makes some of the best candy! Who doesn't like candy!"

The taste of apple filled Twilights muzzle, maybe a bit sour, but good none-the-less. She looked over at the injured creature, who was now hiding behind Bon-Bons mane ineffectually, before asking a question around the candy in her mouth, curiosity getting the better of her. "Two years?"

"Almost th-three, I think. I-I don't remember a lot before..." The false mare trailed off, eyes looking towards a window before shivering,  candle light playing with the shadows, the darkness pooling around her eyes.

Bon-Bon nuzzled it, apparently doing her best to keep the creature calm and collected. It had to be feeding off of Bon-Bon, Twilight figured, because it definitely looked stronger then when she'd faced off against it, even huddling pitifully in Bon-Bon's arms.

Or maybe it was a ploy, there being more then one Changeling in Ponyville and they'd snuck in and replaced Bon-Bon and Pinkie! Furthermore, Twilight thought, staring at the twined pony, why would one keep itself as a double? Deciding to voice her worry driven thinking, she spoke up. "How can I be sure you're all who you say you are? How can I be sure of anything you even say?"

The changeling coughed again, wincing. "How c-can you trust any-anypony then?"

Twilights eyes bulged as her mind reeled from the things blunt honesty. The changeling-turned-mare's face was suddenly as terrified as it was terrifying to her, even Pinkie Pie looked menacing, a sinister gleam in her eyes, and the purple mare found herself scooting back away from the pink pony. "S-stay back!"

"T-Twilight! C-c-calm down! I didn't mean-"

Pinkie Pie had had enough apparently, bounding across the room and pulling Twilight into a hug. "Twilight, that's silly! If we where mean ol' Changelings who wanted to hurt you we wouldn't have bandaged you up!"

"So you are changelings!" Twilight tried to squirm away from the pink mare, panic rising as her voice followed suit.

A cream hoof touched her shoulder, Bon-Bon's mimic shakily standing beside the librarian, looking like she was fighting to stay calm herself. "I-I am, they're not. J-just calm down and-"

Twilight slapped the offending appendage away, gritting her teeth as she tried to form another arcane bolt, only to meet with a feeling akin to making acquaintances to the falling Piano once again. She began to topple over, only to be stopped by a soft, warm surface.

"T-Twilight, calm down. Please," Bon-Bon's voice was laced with panicked worry as the changeling used it, supporting the lavender librarian with her side. "You're h-hurt and-and-and-" The creatures voice broke as it stuttered, sobbing. "T-this is all m-my fault! I-I-I-"

This had to be a trick. It had to be. There was no logical reason for a changeling to feel bad about this, there was no reason for a changeling to help her, there was no reason unless it was a trick to escape back to it's queen! In her frantic mind, she could already see the creature telling that monster about - she paused for a moment. About what exactly? The invasion had failed. The magical shock-wave had thrown all of the Changelings (except this one apparently, or had it just come back?) from Equestria. Any information gathered would have been of more use before the invasion, all it could possibly do now was...

Twilight steadied herself on her own hooves, resisting the urge to shake her head to clear it as she looked at Bon-Bon and Pinkie, who had both moved in to comfort the crying creature. The only thing it could do at this point was get close and lull them into a false sense of security, most likely in preparation for a second attack from it's kin. Twilight narrowed her eyes. She had to inform the Princess. She went to leave, turning -

• Only to fall over once more, the blanket that had been draped over her having wrapped itself about her legs as she had scurried backwards in terror. She heard all three exclaim, and two muzzles helped her back up while a green sheen of magic shakily unwrapped the sheets from her legs before draping them over Twilights shoulders.

"Y-you should s-stay put for now T-twi," The fake still had fresh tears in its eyes as it laughed awkwardly before continuing, looking at her. "H-haven't seen you th-this messed up since y-you t-t-tried to re-remember th' w-whole Encyclopedia Equestria."

Twilight stopped dead, head pounding as it - and her heart - raced. The only one's who'd seen the aftermath of that incident where Spike, her five closest friends, and -

Little Dinky had wandered into the Library, calling out in that cheerful voice for Twilight even as Spike looked out from the kitchen. She beamed up at the lavender librarian as Twilight trotted downstairs. The whole room seemed to be alive with glee as the little unicorn bounced about excitedly. Behind her, Amethyst beamed as she looked over the books, possibly investigating the newest arrivals on advanced magic.

The two sisters where there for one thing, as usual - Twilights tutelage on magic. The small filly was learning in leaps and bounds, the occasional flare up still happening with her magic, while her sister had her own occasional hiccup.

"Hello girls! Ready for today's lesson?" Twilights question was met with enthusiastic nodding from both of the ponies, Amethyst's namesake eyes glimmering as she nodded.

They'd missed the last lesson when they came in to find Twilight passed out in front of a large book, closed as if it had just been finished. When they had finally woken Twilight, she'd spent the better part of the day babbling random tidbits of information from the Encyclopedia, groaning and mumbling. Dinky, bless the little blonde filly, had gotten so worried she'd sent off Ammy to fetch Twilights friends. She had then proceeded to echo Twilight every time she quoted the book, much to Spike's dismay when he returned from his quill run.

Twilight had always thought Dinky was a great little filly, the small pony having a great thirst for knowledge, often times doing research on magical creatures despite her young age. On occasion her sister would also pipe in, usually catching something her sibling had missed as she had torn through the books pages.

"Did you know," The small, dusty coated filly chirped as she walked around the library, practicing simple levitation, a small wooden sphere floating beside her. "While ponies are bodies given magic, there are lots of creatures who are magic given bodies? It's so cool to think about!"

Her sister grinned over at her. "For such a little thing, you sure love to study."

The little unicorn looked over at her, grinning. "It's cool to be smart! Look at Twilight!" The librarian had to suppress a giggle at the enthusiastic praise.

"Well then, maybe you should show her what you learned from watching us practice, hmm?"

Twilight looked over at the small filly. "You learned a spell by yourself? That's very impressive!" She leaned over as the little unicorn set the ball down carefully. "Would you like to show us?"

"Yes! Watch." Dinky scrunched up her eyes as she concentrated, horn glimmering a pale purple as she worked on the spell. In a flash of light a pale barrier sprouted in front of the pony, the small shield spell Amethyst had been working on mastering for the last week.

It was a common spell actually, just a sustained version of levitation, except it was focusing magic out from a point as opposed to onto a point. It was an exercise used to teach about magic focus and manipulation for the most part in this day and age. In many ways, it was truly impressive to watch the little filly preform it, even more so because she'd figured it out on her own.

"That's very good! Great work Dinky!" The little pony giggled, then let the flimsy shield vanish.

Twilight turned to Ammy, smiling at the other Violet unicorn. "Now, lets see how you've been doing."

The other unicorn nodded, focusing for a moment, her horn glowing before she let out a gasp. A wall of green flame shot out in front of her, the magical surge rippling across the intended barrier as she fought to get her powers under control. Twilight's eyes were wide as saucers as the fire wall surged in her house, in a library full of books - oh so much potential kindling.

With a pained hiss, Amethyst cracked a single eye open, and forced the spell to behave. A shimmering barrier coalesced from the formerly savage flames, the green tinted wall solid as could be.

Twilight shook her head to clear it, all her books still very much intact, and no scorch marks. "Well, other then the rough start," She looked at Dinky, who looked like she'd almost passed out from the terror of the moment before looking back to Amethyst and her barrier. "And breaking your sister, I'd say not bad at all. Now then, let's work on this next."

Twilight stared ahead as she her mind suddenly raced, frantically searching for other occasions where she had missed - outright missed! - Clear signs that somepony wasn't who they said they where.

Suddenly every last minute change of plans, every unplanned visit, every forgotten meeting or event became a potential for one of these monsters to have been there, leeching love out of her or others. This one had been around for a number of years, if the others where to be trusted. And trust was the problem - as shown at the wedding, ponies trusted one another. Ponies would let these things amongst them and never realize that they where there because they trusted that their friends and family had just forgotten something, or changed their minds, and why wouldn't they? If somepony was acting off, they where just having an off day, right? Twilights eye twitched.

She heard somepony whimper beside her.  "G-Girls, sh-she's freaking o-out."

Pinkie laughed, waving a hoof. "Of course She's freaking out! She's Twilight!" Twilight stared at the possibly-party-pony as she carried on. "Remember when she made everypony go nuts-o over that doll because she was a afraid of being late with a Friendship report? The Mayor was wrestling with Derpy and then was soooo embarrassed. Anyways, Twilight always freaks out!"

Bon-Bon groaned. "Big Mac still hasn't apologized for trying to pull my tail off..."

"S-She's still freaking out."

"I am not freaking out!" Twilight nearly roared, left ear twitching crazily. The changeling jumped back, wobbling a little on its hooves, looking for all the world like a small child being yelled at by a parent and not understanding why.

"I am trying to figure out why two of my friends," the Libarian spat the word out as she glared at Bon-Bon and Pinkie. "Would keep something like a shape-shifting monster a secret? It doesn't make any sense!"

Bon-Bon stared at Twilight, mouth hanging a touch open. "... You're kidding," She looked over at Pinkie and her double, blinking a few times. "She's kidding, right?" When neither confirmed that train of logic, she sighed. "Most brilliant mind of the generation, and she doesn't notice something like two Lyras standing around during the Iron Pony Compitition."

The changeling winced. "N-Not one o-of my finer mo-moments."

Pinkie spoke up next. "Oh-oh-oh, how about when she was standing near Bon-Bon while copying her when those two brothers with that Cider machine where here!"

"T-to be fair, most ponies where t-too excited to notice," The thing with Bon-Bon's face mumbled, looking at it's hooves. "I was too excited to notice..."

Pinkie put a hoof to her chin, a pensive expression on her face as she thought aloud. "For a master of disguise, she isn't always exactly sneaky."

Twilight groaned. Not even Luna would be able to convince her that they where not just messing with her head at this point. "Ugh. Better question then," She looked over the trio, feeling a mite bit calmer (if still a bit worried) even as Bon-Bon sat beside her mirror image, her logical side finally taking over on a quest to get answers. "Why are you helping this... Thing?"

Bon-Bon's response was to nuzzle her double, the fake mare blushing. "Becasue she made my life perfect and I love her."

"What." Twilights counter response was deadpan even as the double mumbled back something sounding like 'I love you too,' while blushing a colour deeper then Pinkies mane.

"You ever wonder why me and Lyra are together even after all our fights? After I told her I hated..." Bon-Bon had a sad look in her eyes for a moment as the memory crossed over her mind.

"I don't understand!" Lyra was nearly crying as Bon-Bon fumed, a small crowd having started to gather, the scene the two mares causing drawing more attention then Bon-Bon would have liked.

"I. Don't. Like. Mares!" It came out a hiss, the cream colored mares eyes narrowed as she stomped the ground in punctuation. "I don't know why you keep pushing this! I thought we were friends!"

The mint colored mare winced back as if physically hit, eyes finally watering. "S-stop it Bonnie! I know y-"

Bon-Bon cut her off, anger welling in her mind, quashing the nagging feelings at the back of her mind. "Don't call me that! I told you this already! Just stop."

Yesterday, Lyra had come to her house, which in and of itself wasn't unusual. They'd been fighting on and off for the last few months, Lyra occasionally getting, as Bon-Bon figured, a little too close. Last night, they'd fought particularly badly. Lyra had come to her house, possibly a little drunk, and professed her love for her. When she had refused to leave, saying that Bon-Bon had told her that she loved her (something Lyra had mentioned weeks before, stunning Bon-Bon, who had never said such a thing) Bon-Bon had taken to throwing a frying pan out the front door, hitting her squarely in the shins.

"I-i-i-" Lyra stammered, looking around almost frantically. Bon-Bon felt a panic rise in her as she realized exactly how many ponies had come to see what the fuss was about. Lyra wasn't doing that great in the spotlight either, eyes wide as she looked around them.

Bon-Bon groaned, spinning about quickly to walk away. "Look, just leave me alone."

"No." It was barely a whisper, but she heard it, even above the crowd. She she turned back, Lyra looked her right in the eyes before continuing. "I-i know you're as scared as I am Bonnie," The mint coloured mare gulped as she continued, pushing on ahead. "B-but I can feel it, r-right under the surface. Please. I-I love you. I need you to love me too."

Bon-Bon's world felt like it shattered as the unicorn held a hoof out, a desperate look in her amber eyes. "I know, d-deep down that you love me. Please," She pleaded once more, the crowd looking on, breathless. "S-stop lying to yourself, I-it's painful..."

Bon-Bon ran.

"She knew. And kept pushing and pushing until I finally realized that I did love Lyra," Bon-Bon kissed her double on the cheek, the mare squeaking. "Of course, I eventually caught on that there was something odd going on - I began noticing things around that point. Lyra had bandages on her legs from the frying pan. She didn't. She calls me 'little fireball'. Lyra doesn't. Lyra talked to me about something we did when I was actually at work. Lyra forgot something we did together. Then I began noticing the same thing with our friends."

Pinkie Pie stifled another laugh. "And she always gets that love struck look when you or Lyra walk past, no matter who she is!"

Bon-Bon nodded and her double hid behind her mane, face flushed. "After a while I could pick her out, despite how good she is at hiding," She laughed softly at the changelings antics before adding, "Present moment aside."

Twilight's left eye twitched off time with her ear, the flickering candle light making it look all the  more spastic.  "And you just let a changeling run loose through town? This struck you as a good Idea!?"

"To be fair, me and Pinkie only found out she was possibly a Changeling after the wedding. We just assumed she was a weird pony."

Pinkie bounced up and down. "She was so lonely and scared Twilight! I found her right after we stopped mean ol' Black Snooty!" She smiled over at the changeling-turned-mare. "I knew she wasn't Lyra because Lyra had gone to Canterlot for some-reason-or-another, and I figured she was just really really good with magic because wow and I figured she'd surprise us all later!"

"Yes, let's let the pony who's everypony but herself run around and all freak out at, ooooh, Zecora instead."

With Twilight's response, Pinkie was suddenly subdued, bouncing stopped. "Uuuuh," She bopped her hooves together, awkwardly tittering. "Whoops?"

"Everypony knew about Zecora, and they all fed on each others gossip," The double spoke up, voice finally stable as she looked at Twilight before fidgeting, looking ashamed. "I, uh, maybe got a little bit caught up in that too..."

Twilight groaned, hoof pulling over her face in annoyance. "Let me get this straight. You knew it was a doppelganger, never confronted it and just let it do whatever it pleased for years?" As the other two nodded, Pinkie gaining back that goofy grin, all the libarian could do was shake her head. This was just stupid. "Why? Celestia's sake, just why?"

"Privacy?" Bon-Bon's reply was somewhat sane, she supposed.

Pinkies, however, not quite so much. "It would ruin the surprise!"

"It wasn't like she was hurting anpony."

Twilight spazmed for a moment before composing herself. "They eat love. Love. That is why she wanted you and Lyra together. She needed a couple to feed off of."

"There are hundreds of couples around Ponyville Twi. I could have just been with them instead." The changeling spoke up, still using Bon-Bon's voice and body. It flinched back as Twilight glared at it.

"Don't call me that. And one other thing," Twilight ignored the sudden prod of fear, a little reminder in her head that, 'oh yeah, this is one of those creatures, don't forget,' and pressed forth a question that had been bothering her for the whole conversation. "Why in Celestia's name are you still Bon-Bon?"

"She's pretty, soft, warm and round," Twilight blinked, thrown off for a moment as it continued on and elaborated, obviously noting her confusion. "I don't like being a hard-shelled-bug-pony-thing very much, and she's just comfy," It chirped as it nuzzled Bon-Bon, the mare looking a little more then upset.

"Did you just call me fat?!"

The now blushing changeling silenced the possibility of more indignantly responses by kissing the cream colored mare, just a quick little peck. "No, I called you cuddly. It's different." Pinkie giggled as Bon-Bon's face flushed , choosing not to complain any further.

Twilight also found her cheeks reddening, as she looked away, coughing. All eyes turned to her, the twin mares grinning sheepishly as they leaned against one another.

"Everything aside, I should tell Celestia at the very least," The ever faithful student looked over the trio, still not entirely sure if she should believe that there was no trickery involved. Fear was lingering in the back of her mind still, and it spiked as the changeling blanched, the blood draining from her face enough to be visibly suck the colour out of her.

The Changeling shuddered, mouth working open and shut soundlessly as her eyes widened. The creature shook her head frantically before finally finding her voice, words tumbling out in a panic. "Nonono, not after what just happened! She'd have me thrown into prison! Or banished! Or banished and imprisoned! Or-or-or-" The wide eyes and terror that filled her look spoke to Twilight, who suddenly felt sick with fear as she figured what exactly the unspoken punishment was meant to be, the creatures panicked, fearful words from before slicing into her mind like a knife. 'I don't want to die.'

"Remember what I said Hun?" Bon-Bon nuzzled her double, even as her expression was tempered by fear. The Changeling whispered back the response, too faintly for Twilight to catch, and slowly relaxed as Bon-Bon nodded.

The burnt down candles flickered, light glimmering on the display cases all around them as the not-mare looked over at Twilight. The light reflected off the cases and her eyes, making those blue orbs look even more watery then back in the roadway. "Please."

Twilight didn't like it. She absolutely did not, but here she was, looking at something that had done its best to pretend it was a pony, that had done its best for two of her friends, and that undeniably had, without even knowing others were aware of her existence, formed a friendship and love of sorts with Pinkie and Bon-Bon.

The librarian sighed, head lowering as she slumped down. If she told the guard now, if she told Celestia now, she would rip that appart. Pinkie had apparently thrown the party for her. Bon-Bon had rushed out in the dark of night to save it, even knowing its secret. Twilight had always done everything to keep her friends together, and knew exactly what it was like to have that bond broken; she couldn't do it, not because she trusted it, but because she trusted her friends, respected them.

A hoof on her shoulder broke her mental rambling. She looked up at Bon-Bon's softly smiling face, still a bit swollen from where the fake had been hit. "I don't expect anything other then a chance," As Twilight nodded, Bon-Bon's voice cracked a touch as it carried on. "Though we should explain to these two."

Twilight looked over to her two friends, Applejack and Rainbow still out cold, blankets draped over their bandaged forms. A pang of guilt entered her mind; she had been too busy arguing and panicking to remember that her friends where hurt.

The Changeling carried on, staring at Applejack. "She'll hunt me like a timberwolf if we don't," Seeing Twilights expression, the pale cream faux-mare elaborated. "She saw me on the edge of the Everfree one night, before I began sneaking in here - she was on the lookout for 'the black beastie' for weeks," It chuckled, a bitter sound, before continuing. "She's stubborn to a fault. Remember that one Applebuck season?"

Twilight did indeed remember (AJ's lack of sleep as she had made an attempt to harvest all of Sweet Apple Acres on her own had caused far too much chaos not to,) and realized that the changeling was indeed correct - If she knew there was a changeling on the loose, the cow-pony would be looking for it. Rainbows reaction, Twilight supposed, would likely be harsh as well, having lost a fight to it (even if the thing was telling the truth and Applejack had been the one to actually take the Prismatic mare.) "I suppose so..."

The small, hopeful smile that had worked its way onto the fake mares face was broken as Twilight spoke up again. "But you are going to have to stop being other ponies. We can't have doubles running around," The real reason was that Twilight wanted to be able to keep track of the thing, though she wasn't about to say that out loud. As it protested, Twilight cut it off. "I mean it."

The Changeling looked at it's hooves before slumping, green flames of magic covering its form, rushing upwards.

Twilight had expected it to take on another fake appearance, instead the black carapaced creature stood in front of her as itself. The librarian blinked as it shuffled, tattered wings flitting nervously, eyes trained on the ground. Outside, by the moon light, she had taken a very cursory glance over the creature, but inside, by candle light, she could make out the shattered mess of a horn that graced its forehead well enough to spot an old, healed but visible scar spiraling down from the jagged peak of the ruined spike and, as she could see from its bowed head, down to the back of its black neck.

Suddenly the wild surges made sense. On unicorns, alicorns, and it would seem changelings as well, the horn was the focus of outwards magic. It acted as a focal point for Mana, the energy of the world, where a spell could be shaped before release. While all ponies had inherent magic, the horn's ability to focus and control it in an outwardly and controlled fashion set unicorns apart. A damaged horn would either cut off that ability or cause it to come and go sporadically, lack of control leading to surges or long droughts in ability.

All that aside, the fact that the Changeling's response to being told to stop imponynating others was to become itself was interesting, even if it's form made her skin crawl. "That... is not low key."

Pinkie snorted in the background as the Changeling looked up at the librarian, who's spine tingled as the twinned voices of Lyra and Bon-Bon responded. "It's... It's what I can do. I have to see somepony at least once to change. If I can't pretend to be somepony else, all I can be is this," the pitch black creature made a gesture meant to indicate itself, voice full of - Twilight couldn't quite place it, but it certainly was not happy.

Twilight scrunched up her muzzle. "But I know for a fact you have changed little bits about whom ever you've copied!" She gestured towards Rainbow. "You had her mane backwards!"

"And I didn't get Lyra's horn or eyes right either," The Changeling fidgeted again, still staring down. "I don't know how or why, I was really tired though. I was pushing myself into those changes..."

This possibly complicated things. She wanted to make sure the changeling could be kept track of, but she agreed that it had to be kept secret. If all she really could do was copy...

Actually, Twilight figured, fighting through a shroud of anxiety, this could work in her favor.

There was precious little about Changelings in the archives. No real studies on how their magic worked, nothing solid on them other then their ability to shapeshift and consume love. She could study this one as she figured out if it was as trust worthy as Bon-Bon seemed to think it was, figure out how their magic worked, take notes on it's physiology. She was sitting on the edge of a barely touched subject, a vast sea of unexplored hypotheses, with a treasure of unknown knowledge on some island of fact.

It could prevent anything like the invasion from happening again. And that was enough.

"I will help you. We'll do some tests and see what the limits of your ability is, see if we can't figure this out," It still left a problem though. "We can't have you wandering around like this though." The changeling looked up at last, bright blue eyes looking at her with hope.

Twilight immediately took note of what she saw - There was a spiderweb of cracks where the swelling had been on her as a pony. Her eyes must have widened in shock as the changeling looked down again, ears plastering to the back of her skull. Without even thinking, Twilight had the creature in her magical grasp, pulling it's face back up as she stepped forwards for a better look.

It's gasp had the other two ponies moving forwards. Bon-Bon's angry voice rang out like a shot. "If you hurt her-!" Twilight ignored her, peering at the fracture on the changelings face with a look of worry.

It wasn't deep, just a cracking along the surface - The old wound must have nearly split the creature open to look as bad as it did. Twilight softly probed at the mark with her magic, the changeling whimpering softly as  she did so, finding that while it was cracked, an a bit flexible, it was still very much soildly together though, a gentle press on the uninjured side showing that the dark, low gloss surface seemed to have some limited degree of flexibility normally. "Interesting..."

"Uhh..." The blue eyes blinked as the mare invaded the Changelings personal space. "What...?"

Twilight gestured to the cracking on the creatures face. "This, uh..." She looked at the black beast's face again before continuing. "Will this heal?"

It blinked. " You mean the bruise?" It seemed absolutely flustered and confounded by the question. "Why, does- does it look bad?"

"May be a teeny-tinsy-tiny little bit," Pinke spoke up, looking at the changeling herself now. "It looks like an itsy-bitsy spider came and made himself a very fancy house on your face!"

The Changelings eyes went wide as it cried out, yanking itself from Twilights with a counter-flare of it's own magic, dashing the few steps to a mirror-backed display, a candle hastily careening across the room in green magic.

"Ohgodohgodohgod," The changeling was panicking, one hoof to the side of her face as she whimpered in that eery twined tone, inspecting the damage itself.

Twilight herself was panicking now as the Changeling proceeded to incoherently freak out, hyperventilating, holding onto the side of her face like it might fall apart at any moment, which for all Twilight knew was entirely the case. "Hold on, hold on! Calm down and tell me what to do to help!"

"I don't know!" The fanged creature wailed, hoof pressed against it's face even as Bon-Bon moved to comfort it. "I thought it was just a bruise!"

"You can't bruise," Twilight's voice sounded uncertain and panicky even as she spoke. "You're covered in an exoskeleton!"

"Not usually!" The reply was shot back, sounding almost hysteric as green flame shot over the changelings form, Bon-Bon's blue eyes now staring wildly at her face in the mirrored glass. It was just bruised badly once again, the fake mare letting out a sigh of relief as she felt over the flesh with a foreleg and green magic, leaning into the real Bon-Bon as she managed to calm herself.

Twilight, still feeling a bit on edge from the reaction the changeling had just shown, carefully moved over, once more looking over the faux-ponys face, magic carefully prodding and inspecting the flesh herself.

It was indeed a bruise. A normal, been hit hard bruise. Curiosity got the better of her again, the purple pony scanning over the fake mare for the scar that had graced the black head, only to come up blank.

"Amazing," the Librarian muttered, eyes and magic scouring the creatures head. Clearly this was going to take quite a bit of research to figure out.

However, a groan interrupted her thoughts; Applejack was groggily stirring, a forehoof raising to the back of her head, knocking the icepack to the floor.

"Don't move too fast AJ!" The changeling winced as the stubborn mare struggled to her hooves, wobbling slightly. Her eyes seemed to fight for focus for a moment, staring at the changeling-turned-mare as well as over said creatures shoulder.

With a yell, Applejack stumbled backwards, tripping over Rainbow, the poor cyan mare gasping as the earth pony fell onto her. Not-Bon-Bon pushed herself back, panicking herself as Applejack stuttered momentarily, looking from one cream colored mare to the other, then to her two friends who where looking at her, one with worry, and the other with a goofy grin.

As Applejack sat on top of Rainbow, the icepack floated back up in a magenta aura, placing itself back on her head.