Infiltrator (Cancelled)

by Phonyyx

Rating: teen
Tags: DJ P0N-3, Alternate Universe, Main 6, Drama, Changelings, My Little Pony: Friendship is Magic, Cutie Mark Crusaders, Romance, Adventure, Queen Chrysalis
Length: 13117

The perfect plan, enacted by the perfect candidate, born to do this job. This changeling was born to kill Twilight Sparkle.

Revised Version
Infiltrators, they are the first wave in any Changeling invasion. They impersonate a pony in places found with abundances of love. But some are given different a type of mission. Assassination. They will continue until completion or death. With Queen Chrysalis continuing to harbor a grudge against Twilight and her friends for ruining her invasion of Equestria, she sends an infiltrator to end Twilight. But, what happens when the changeling does not wish to take a life. But Chrysalis is nothing if not a master manipulator.
1/19/17 On Hiatus for revision
6/22/17 Revisions much larger than I originally expected. Starting a total rewrite and posting it as a different story under the same name. I'll try to keep as much of the original idea in the reboot.

Published 2016-08-19 02:20:01 UTC
Last updated 2016-10-01 03:53:40 UTC

Chapter 1

As an infiltrator he only had one goal in life. The only reason for his continued existence, to kill Twilight Sparkle. Ever since his rebirth he studied and trained for his mission, and he was finally ready. The dark of the night masked his approach to the castle. He knocked on the front door and turned invisible. Spike opened the door and looked around, finding nopony at the door.

"Nopony would still be up this late. I must be hearing things," Spike told himself as he closed the doors, but not before the changeling slipped inside undetected. Spike walked off and left the hidden changeling alone. He knew this castle like the back of his hoof. It didn't take long to find a sleeping Twilight. She looks so peaceful asleep. Why do I have to kill her. Then, in his head, he heard a voice not of his own. Kill her. Kill her. He looked around and saw the other elemental bearers all asleep in sleeping bags. He mentally planned his path to reach Twilight without waking the others when he heard hoofsteps in the hallways.

Those are hoofsteps! There are only supposed to be six ponies plus that dragon in this castle. I need to work fast. Carefully, he maneuvered over to Twilight and stopped right beside her and opened his mouth, fangs in place to end her. The door opened and a third unicorn walked in. The changeling instinctively turned invisible.

"Twilight, sorry to wake you. But, Spike said he heard somepony knocking at the door but nopony was there," she walked inside and awoke not only Twilight but the five other ponies also in the room. Twilight flipped a switch and light filled the room, exposing the changelings shadow. "What is that?" With his cover blown the changeling turned visible again and pounced on top of Twilight.

"AAAHHH!" Twilight yelled as she processed what was currently going on.

"Hey!"

The changeling turned to see four very pissed off ponies staring him down, one terrified, and one with a look of confusion. Before he could react Applejack kicked him across the room. He wobbled back up into his hooves and felt something hit him in the side. He looked up to find Pinkie Pie aiming a cannon at him. Where did she get that from! Pinkie pressed a button and out came a ball of paper strips and balloons. Confetti? He opened his mouth a spit a green substance at the cannon, clogging it up.

"Eeewww." Rarity gaged, visibly disgusted. So, she doesn't like that. He shot another spit at Rarity, hitting her mane. Rarity screamed and looked at her mane horrified. She launched herself at the changeling, momentarily pinning him to the ground. He readied another spit and fired. Headshot. Rarity jumped up and back. She called for her drama couch, all sorts of cleaning supplies, and the changeling's head before finally dramatically fainting. Rainbow dash flew at him, yelling a battle cry of sorts. He simply stepped to his right and Rainbow dash flew right past him, hitting a wall. He looked over to see Fluttershy trying to un-faint Rarity. I need to get out of here, now. He leaped for the exit. Only to be suspended in air -unable to move- by Twilight. She threw him towards a wall. He closed his eyes and braced himself. A loud thud emanated and he opened his eyes to see Twilight casting a spell. Crystals sprung up from beneath him and pretty soon he found himself trapped inside a makeshift crystal prison.

"A changeling. I say we tell Princess Cadence and Shining Armor. They will know what to do." Rarity, now un-fainted, stared down the changeling only to be meet by an intimidating glare.

"I agree. Starlight, can you get Spike?" Twilight asked Starlight.

"Alright," Starlight walked down the hallways.

Soon a letter was on its way to Cadence and Shining Armor. The reply appeared from a fiery belch, curtesy of Spike. The two arrived at Ponyville as the sun began to rise.

"Twily,-" Shining Armor hugged his little sister. "-it's so good to see you, if only circumstances were different. So, where is it?"

"We have it trapped in a makeshift crystal prison. That spell you taught me did come in handy Cadence." Twilight noticed that Flurry Heart was nowhere to be seen, "And, where's Flurry Heart at?"

"We asked Sunburst to foalsit her until we get back," Cadence answered. Twilight turned around and led the two to the makeshift prison. The changeling, still inside the cage, glared at Twilight as she entered the room.

"Can it speak?" Shining asked.

"Not from what we've seen or heard." Twilight's stomach growled. "Hehe. I guess we should probably eat. You two want to join us for breakfast?"

"Sure, this changeling isn't going anywhere anytime soon," Shining Armor answered as they all walked to the dining hall for something to eat. The sun had already risen and a small puddle of blood formed on the changeling's lower lip. He heard a familiar voice in the back of his head, Queen Chrysalis.

"You were given a single job, and you failed spectacularly. Bravo. Bravo," the queen said mockingly.

"My Queen, please. Allow me to make it up to you. I will complete my task and kill her," the changeling begged.

"I think not," fear shot through the changeling. He knew the dreaded words that he was about to hear. "You are compromised." And just like that, he felt his connection to the hive fade away, no longer able to hear her voice, nor the millions of voices from his brothers and sisters.

He hung his head down in sorrow. I failed my queen, and now I'm all alone because of my failure. He punched the crystallized stone floor. Then the doors opened and Starlight walked inside carrying a small plate filled with pancakes. She looked back over her shoulder and silently closed the door.

"I brought some you food." Starlight teleported the plate to the changeling. She was about to leave when the changeling spoke up.

"Why did you bring me this?" He asked in a soft and defeated tone.

"You can talk?!" Starlight was stunned.

"Of course I can talk. Why did you bring me this?" the changeling pointed a hoof to the plate of food.

"To be nice. And you looked hungry. Why does it matter?" Starlight sat down facing the changeling. "Do you have a name?"

"Name?" He cocked his head sideways as if hearing a foreign language.

"You know, a name. It's what others call you by. Like my name is Starlight Glimmer. What's yours?"

The changeling looked down to his side, "We are not given names."

"We?" now Starlight was confused.

"Changelings."

"Changelings. I've never heard of changelings. But, why are you called that?"

"Because of this." He transformed into Starlight. "We are able to change into and mimic others." his voice perfectly copied Starlight's voice.

Starlight was more than a little freaked out, what with the whole seeing and hearing herself, but she stayed calm and did her best to ignore it, "Mimic? That sounds like it could be your name."

"Mimic. I like it." Mimic transformed back into his natural form. "You neither hate nor fear me, why?"

"What reasons do I have to hate you or fear you. And how do you know that I don't?"

"Changelings can sense emotions on others. It's sort of like your taste and smell for food, for us its emotions. "Mimic's stomach growled. "Hehe. Sorry."

"If your hungry you can eat the food I brought for you."

"I thank you for it but, we don't eat most of the foods that you do. And that's not the main thing my kind eats anyway."

"Then what does your kind eat?"

"Love." Starlight looked over her shoulder to see the others standing in the doorway. "And they do it by foalnapping somepony you love, impersonating them, and sapping the love out of the pony's loved ones." Shining narrowed his eyes at Mimic. "Love-sucking bug."

"What. Did. You. Just. Call. Me." Mimic growled.

"Mimic. What about before, you weren't angry then, please calm down. Let's try to not resort to bloodshed. Please." Starlight placed herself defensively between Mimic and the group of ponies.

"Starlight, do ya know what the changelings did?" Applejack asked, trying to get her friend out of harms way.

"What do you mean?" Starlight looked back at Mimic. "Mimic?"

Mimic looked down. "We, the changelings, invaded Canterlot in order to-"

"Take over Equestria and suck the love out of everypony," Shining interrupted.

"-survive," Mimic finished. Everypony looked confused at Mimic. "You honestly think that the invasion was our first attempt. We tried peace talks. Only to get chased out of every town we came across. And ponies are the only creatures that we can feed the emotions off of that won't eat us."

"E-Eat you?!" Twilight gave a horrified look on her face, ears drooped down.

"Yes. And invading the wedding through disguises was the only way to get food without being killed by the hate for us."

"What do you mean by 'killed by the hate' Mimic?" Starlight turned to face him.

"Changelings can sense and feast on any emotion. But love is the only emotion that sustains us without any adverse side effects. Hate kills us." Mimic's vision blurred and his hearing dropped. His legs swayed and he could taste blood in his mouth. "And all the hate you're directing at me is killing me." Mimic's legs gave way and he coughed up blood. "Quickly."

Starlight looked in disbelief. "We have to do something, we can't just let him die." She spun around frantically. "Princess Cadence, maybe one of your spells that gives love can help him."

"It was just trying to murder Twilight earlier. And you want to save it!" Rainbow Dash shouted, "Are you insane!"

"Well, maybe we can find out why if he currently wasn't on death's door!"

"Starlight has a point. We should help it, err, him." Cadence stepped forward and readied a spell to help Mimic. Two halves of a broken heart appeared and floated around Mimic, coming together to form a full heart. Mimic gasped and coughed small amounts of blood. His eyes opened and he forced himself up, only to fall back down from exhaustion.

"T-Thank you," Mimic said softly.

"Why were ya tryin to kill Twilight?" Applejack asked.

"It is the only reason I exist. I was bred to kill Princess Twilight."

"Alright, everypony out. We'll decide on what to do and talk later." Shining Armor ushered the ponies out of the doors and shut them behind him, leaving Mimic alone to muse over everything that has happened.

Shining hates me, Twilight dislikes changelings but not me so much. Cadence holds no hatred for me. Neither did Fluttershy, she was completely terrified however, Rainbow Dash wanted to give me a black eye, Rarity hated me for spitting in her mane, Applejack and Pinkie Pie were just too confused to sense emotions from, and Starlight didn't have anything. So half of them hate my guts. Just great. Hopefully that spell that feed me will help me last till I can find somepony to draw love from, if at all.

The ponies all gathered around the Map of Equestria to decide on what to do about Mimic.

"We can't trust it. We all have seen what a changeling can do." Shining Armor slammed a hoof on the map.

"What exactly can a changeling do?" Starlight asked curiously.

"Well, for one they are deceitful and.. and... um."

"Really. That's it. That's the only reason you have to not trust them?" Starlight gave a deadpan look.

"Starlight is right. That's the only instance that the changelings have done any real harm to Equestria," Cadence spoke up. "Who's to say that we should judge him for the actions of others?"

"How about trying to murder Twilight! Let's not forget that!" Rainbow Dash shook her hooves to emphasis her point.

"Okay, that we should judge him for."

"We can't keep Mimic here forever, we need to figure out what to do about him." Twilight rubbed her chin.

"What if we gave Mimic a chance to live here? In Ponyville." Starlight proposed. "That way we can keep an eye on him and we won't have to keep him imprisoned here forever."

"That could work." Twilight thought about it in her head.

"What! Twilight, you're not actually considering releasing that creature!" Shining Armor shouted. He thought Twilight was going crazy.

"Shining Armor, please don't shout in my ear. And yes. If he makes any moves, we can put him in another crystallized prison. Plus, this might be the only time we could befriend a changeling. What do you girls think?" a series of mumbles were heard. "I guess we'll put it to a vote. Rarity."

"That ruffian messed up my beautiful mane. I don't like the idea of letting it lose again."

"Applejack?"

"Ah think we should give him a chance at the least, remember Zecora? Let's not base a book by its cover. But be careful sugarcube."

"Pinkie Pie?"

"If he was still trying to kill you, wouldn't he also be trying to escape. Maybe he doesn't want to kill you anymore."

"Rainbow Dash?"

"Not at all!" Rainbow Dash slammed both her hooves down.

"Fluttershy?"

"H-he is very scary. But I don't want him to starve. I don't know."

"Cadence?"

"Yes"

"Shining Armor?"

"Still, no!"

"Spike?"

"He tried to kill you! I don't trust it one bit."

"Starlight, since this was your idea, I'm guessing that you'll say yes?"

"Yes, to both."

"So, my decision will decide it. Well, I say we let him have a chance."

Mimic heard the doors open and a flood of light entered the room. He raised a hoof to try and block the sudden light. The holes in his hooves didn't help.

"Mimic?"

"Who is it? I can't see with all that light." Mimic rotated his hooves to block the light, again to no avail.

"It's me, Twilight. We have decided to let you free."

"Okay, why?"

"Don't you want to be free?"

"Yeah, but these kind of things tend to have a price tag come along."

"Just don't kill me or anypony." The crystal prison started to fall to pieces. Mimic took a few steps forward, stopping in front of Twilight.

"Why would I try to kill anyone?"

"You said yourself that you were bred specifically to kill me."

"To be completely honest, I didn't want to kill anyone. And also I was rebred after being err... regrown, or healed, for lack of a better term. I was originally a scout Changeling, then Queen Chrysalis had me on essentially life support and ordered me to be stored in stasis cocoon. There I was healed and, well... I blacked out in the cocoon. While in the cocoon, all I heard was a single order." Mimic lowered his head and sighed as he remembered that order. "Kill Princess Twilight Sparkle and her friends. And when I woke back up I had no recollection of past events."

"Then how did you remember the events at Cadence and Shining Armor's wedding then?"

"This scar,-" Mimic held up his right hoof and there a scar in the shape of a hole, "-it tore my mind apart trying to remember why I had it. One day I stumbled across the place where I was impaled and the memories started to return. I remembered the events of the wedding and beginning impaled by a rocky outcropping after being blasted out of Canterlot."

"Why would Chrysalis not want you to remember what happened?"

Mimic shrugged. "My best guess is that it was to demonize me and give me a bloodthirsty grudge against you without any reason as I felt a grudge against you and your friends with no knowledge of why. It was essentially to make me a living weapon."

"Okay, he doesn't seem to want to kill me. You can turn off the light."

"Yes, please no more lens flare." The blinding light dimmed and revealed Shining Armor with a spear, ready to throw it at Mimic. "Ahh!" Mimic hid behind Twilight.

"Shining Armor, is the spear really necessary?" Twilight facehoofed.

"Yes!" Shining Armor shouted with the spear still aimed at Mimic. Twilight moved her older brother out of the way and motioned for Mimic to follow. Mimic quickly ran past Shining Armor. "Twilight, can me and Cadence talk to you. In private?"

"Uh, sure." Twilight followed the two into the throne room. They were going to the throne room a lot, probably to use the bathroom as well.

"Well... what now?" Mimic asked.

        "I don't know. Tour of the castle?" Starlight proposed.

        "Sure." Mimic followed Starlight as she showed him around the castle.

"Well, since everythin' is fine, Ah got to get back to the farm," Applejack said.

"And I need to feed Angel Bunny." Fluttershy quickly left for her cottage. Applejack looked over at Rainbow Dash.

"Ahem. Rainbow Dash, don't you also have something to do, like your job maybe!"

"I don't trust him or like this at all." Rainbow Dash muttered for the billionth time. Applejack grabbed Rainbow Dash by the tail and dragged her out of the castle.

Pinkie looked over at Rarity, "Don't you have something to do today, Rarity?"

"Nope, I don't anymore I don't," Rarity responded, glaring at Mimic.

"Great! That means you can bake with me!"

"Wait, what?" was all Rarity could say before Pinkie grabbed her and bolted off to Sugarcube Corner.

Shining Armor was walking back and forth, back and forth. "Twilight, I really do believe you should reconsider allowing that changeling to stay here. I mean, what if it attacks you in your sleep tonight?"

"Shining Armor, I honestly don't think Mimic is that big of a threat anymore," Twilight said.

"Are the two of you done bickering yet?" Cadence asked. "Shining Armor, we need to get back to the Crystal Empire." A door opened and in walked Starlight and Mimic. "And, Twilight we should also inform Princess Celestia and Princess Luna of Mimic."

"Princess Celestia, she's the one Queen Chrysalis defeated at your wedding right?" Mimic asked.

"Yes," replied Cadence.

"Oh, please Queen no. Don't not tell that white demon, or her sister, of me. Please, please, please no," Mimic was practically begging Cadence.

"Why not?"

"Well, essentially what Queen Chrysalis is to you, Princess Celestia is to us. Mother fucking terrifying." Mimic shivered slightly.

"Well, we won't tell them."

"Thank you."

After a bit of convincing, Shining Armor and Princess Cadence both headed back to the Crystal Empire. Twilight was in the castle library, searching for any book she had on changelings. There were books strewn across the floor and numerous skyscrapers of papers reaching the top shelves. Mimic walked in and nearly created a domino line books.

"Princess Twilight, what is all of this?" Mimic asked.

"This is me trying to find a book with anything about changelings in it. And you don't have to refer to me by my title." Twilight grabbed three books and flipped though them.

"But I will." Mimic walked over to a shelf and pulled out every book about Equestrian Wildlife. Then he selected the most ornate looking book,Equestria's Wild Beasts, and gave it to Twilight. "Try looking in here." Twilight opened and flipped through the book. And low and behold, there was a section on changelings.

"How did you find this, I've been looking for hours and didn't find squat!" Twilight was expecting Mimic to answer with It was under 'E'. But he didn't.

"I just went for the most ornate book. Its usually the one that holds what you're looking for."

"Of course it is. It always is!" Twilight flipped to the beginning of the section. Changelings are a race of evil, deceptive, love-sucking bug-like beasts. That was just first sentence of the section. Twilights' mouth gapped wide open. She looked up to see Mimic holding a nonchalant expression. "Wh...wh... What!?"

"You get used to stuff like this. Keep reading, I'd like to hear what else the book says ponies think of us."

Changelings abduct foals and replace them with a changeling while the real foal is placed inside a cocoon. When the foal emerges, they are no longer a pony, they are a changeling and hellbent against ponies. Twilight continued reading. The book stated all sorts of things that changelings were responsible for, it even stated that no changeling can be trusted, and if somepony was to ever find a changeling, they have to kill it. Eventually, Twilight could bare it no more and stopped reading. "It's all a load of lies and fanatic racism. Par for the course for any book on changelings."

"We could write a better book in a day." Twilight threw the book into the air. Until she realized what she did. She then proceeded to catch the book in her magic. The words she said dawned on her. Her eyes lit up with a intelligent enthusiasm. "We could write a better book." She looked over to Mimic. "What do you say, if you tell me about changelings, true things, then there would actually be a book about changelings and not be out to demonize them."

"You're right." Mimics' mind clicked. "So, where do we start?" Twilight, however already had that covered. Twilight had cleared a sizable area in the middle of the library and brought up a table, some chairs, quills, ink, and lots of paper. "Ohh." Twilight sat down in one of the seats and Mimic sat in the other.

"Well, how about the beginning. How are changelings born?"

"Well, we are born from eggs. The queen is the only changeling capable of giving birth."

"You said you were a scout? Can you elaborate?"

"It's a caste system. When a changeling is born, they are assigned a role based on how they were bred. The Drone is the most basic and common changeling, they are the all-around ones. Scouts like me are the fastest and are usually sent on mission to investigate potential sources of love, we are the only ones who can sense emotions from across the world. Infiltrators are the elites of the Hive, they are sent out as the beginning of most invasions. They replace a pony, or make up a completely new persona, and go undercover as a pony in the potentially love sources found by the scouts, but they aren't exactly the best for assassination missions. In fact that's the Hunter's role. They can track anything indefinitely. Now we have the Brutes, they are the muscle of the Hive, they have the most physical strength and the thickest shells, but are ridiculously slow as a result. Next would be the Captains. They are the second-in command and we usually receive orders through them. And finally the Queen. She is literally the mother of all changelings." Mimic noticed Twilight was furiously trying to write all that Mimic was saying. "You need me to repeat any of that?"

"Yes, please." Twilight sighed in relief.

"Which parts?"

"All of it."

Mimic chuckled. "Alright, I'll go slower this time." Mimic repeated what he had said, this time more slowly, and allowed time between each part for Twilight to finish writing and ask questions. The doors opened and Starlight walked in.

"Twilight, there you are. We couldn't find you. What are you two talking about?" Starlight pointed a hoof to the three papers Twilight had written and to the fourth paper Twilight had filled out halfway.

"We are writing a book on changelings, as it turns out... err... how do I put this lightly?" Twilight brought a hoof up to her chin as she tried to find the right words to describe the book they found without offending Mimic.

"You can't. It was essentially fanatic racism combined with large amounts of paranoia, and all out to demonize changelings," Mimic spoke the words that Twilight did not wish to say. "Now, you were asking about how the scouts were so much faster?"

"Yes."

Mimic stood up and the shell on his back split in two halves, revealing his insect-like wings underneath. They were fairly transparent. That, however, wasn't what he wished to show them. He flapped his wings back and forth and eventually stopped. Twilight saw that there were, in fact, actually two set of wings. They were stuck together during normal flight. Twilight walked closer up to get a better view of the dual wing sets. She never seen any creature in Equestria with two sets of wings other than dragonflies. "Wow. This is amazing." Twilight fell to her thoughts of how such a dual wing system worked. Starlight walked up to see the sight as well. The two mares circled Mimic, awning the four wings he had. On their fifth circle Mimic was getting nervous. He lowered his head and blushed slightly.

"Can I have some personal space, I feel like I'm about to get mugged." Twilight snapped out of her thoughts and she realized how uncomfortable Mimic was feeling. She took a step back. "Thank you." Mimics stomach rumbled.

"Mimic, you said Changelings can feast on any emotion. What happens when you eat certain emotions?"

"Well, love is food. Hate kills. Both of which you already know. I can't remember what fear does. But the main reason the other emotions are dangerous for us to ingest is that if we ingest a large amount of any emotion, then we begin to show that emotion. We are what we eat." Another stomach rumble emerged. "Okay, that wasn't me." It was Twilight. She gave an embarrassed blush.

"Sorry, I guess its time for something to eat." Twilight looked over at a clock. It read 6:13. "Who wants to eat?" Starlight was still looking at Mimics' wings. "Um, Starlight?" Starlight blinked and looked over at Twilight.

"Yes. I'm hungry too." The two trotted out of the room and towards the dinning room.

Mimic found himself walking around Twilight's castle with nothing better to do. He walked out onto a small balcony and looked to the sky. The sun had set and the moon had risen to takes its place in the night sky. Mimic loved to look at the nighttime sky, all the stars and cool air always made him feel relaxed. And here it was no different. The crickets chirped and the moon shone brightly.

He never really cared if it was true that a pony was responsible for bringing forth such a beautiful gift each and every night. To him, it was a sign to him telling him that he was never alone.

But now, he was alone. The moon no longer gave him the same sense of never being alone like it usually did. He was cut off from the Hive, left alone and afraid in the dark, unknown world he found himself in.

But even though he could no longer hear the millions of voices in his head. He for once, could hear his own voice clear and concise.

Maybe, Queen Chrysalis was wrong. Maybe ponies could accept changelings. Maybe. And yet, maybe not.

"Mimic,"

Mimic was torn from his inner thoughts as someone called his name. He turned around to find Twilight.

"What are you doing?"

"Nothing really."

"Well, then follow me, I'll show you to your room." Twilight walked in and out of the library. Mimic followed closely behind her. Twilight stopped in front of a door and opened it. Dust flew up and into her nostrils.

"Ahh-choo!"

"Queen bless you."

"Thanks. Sorry about the dust. There are to many rooms here to use all of them." Twilight started to remove some of the dust. But Mimic put a hoof on her shoulder.

"Don't worry about it. I've slept in worse conditions." Mimic walked over to the bed and inspected it.

"If you're all settled in, I've got to go."

"Alright." And with that Twilight went off to her bed. Mimic wasn't sure how to sleep in a bed. Eventually he just played on the bed. Seconds passed, then minutes, and finally hours. He tossed and turned, and then tossed and turned some more. Mimic wasn't tired but he needed to sleep. He looked over to a clock.

"1:24." Mimic sighed. He got up and started walking. Quietly to not wake up the others. He found himself in the throne room, looked up to see a tree hanging from the ceiling with around a hundred crystals hanging from it. One would think I would've noticed that earlier. Mimic flew up to the tree and found a small, open area big enough for him to sit in. He sat down in the tree and took a closer look at the crystals. He found that each crystal had a picture of Twilight's friends magically etched inside of them. The ponies all looked happy and excited to be with each other. Mimic couldn't remember if he had any friends back in the Hive. Without the Hive he was alone.

I may be alone, but I am my own. Mimic thought to himself as he finally drifted off to sleep.

Water droplets dripped from the endless number of stalactites that lined the ceilings of the caves. The constant sound of the dripping echoed throughout the caves that served as the changeling's home. The dark, damp atmosphere was almost suffocating. The only sources of lights were the luminescent moss growing on the cold, stone walls. In the buzz of the Hive, a single messenger changeling rushed to report to Queen Chrysalis the results of her latest plan. The messenger opened up a pair of enormous doors. On the other side laid Queen Chrysalis, opposite the doors to the hallway.

It was the only room in the entire cave system even remotely furnished. Torches lined the walls, all burning with an otherworldly green flame. Under each torch stood a single changeling in sleek, jet black set of changeling armor. The Zuckel, Queen Chrysalis's royal guards. A dark green carpet laid at the foot of the doors and ended at the feet of the stairs, leading up to an elaborate throne. The Emerald Throne. Dozens of spikes jutted out from the sides of the throne. In it sat Queen Chrysalis. In front of her stood a pedestal with a crystallized sphere on top. On her left and right stood her left and right hoofed guards. On the left was Tortel and on the right was his sister, Resezila. The two siblings were bred to be the ultimate guardians and then trained since birth to serve the queen and only the queen.

Tortes motioned for the messenger to come no closer.

"Who are you? And business do you have here?" Tortel asked aloud.

"My name is Dithyl. I have come with news for the Queen." Dithyl bowed before his queen. Tortel looked over to Chrysalis.

"Speak up, messenger."

"My Queen, your latest plan seems to taken an unexpected turn. Do you wish to send another solider to finish the job and tie up loose ends?" The changeling bowed to Queen Chrysalis as he told her the information.

"No." Chrysalis responded, not looking up from the ball.

Dithyl was confused. "But, My Queen, the infiltrator has failed."

Chrysalis shot a glare at Dithyl. He then realized his mistake. "You dare question my authority!" Chrysalis stood up and slammed her hoof down, causing the stone beneath her to crack.

"Forgive me My Queen. I was only thinking..."

"No, you do not think. You only serve. Now begone and leave my presence!" Dithyl whimpered slightly and left the throne hall. The doors echoed out as they were shut. Chrysalis sat back down. She looked back into the crystal and saw Mimic asleep. "Oh, little Kore'kel, you believe you are free. But, you are mistaken. You are still mine, and even when you believe you have failed, you have only begun. You will complete your mission." Chrysalis chuckled as she watched her plan perfectly fall into place.

Chapter 2

Mimic tossed and turned in his sleep. Not out of discomfort; instead, out of something else. He spoke slightly as he spoke and whimpered slightly. Soon, the sun rose above the horizon and blessed Equestria and her inhabitants with its magnificent light. One by one the ponies of Equestria rose as well. Save for one sleepy changeling. Twilight, Spike, and Starlight just stared at the tree chandelier, or more accurately, who was on it. Mimic was fast asleep, hanging almost completely upside down from the tree. Starlight had been the first to see Mimic in the tree, and heard him speaking and whimpering in his sleep. He eventually stopped, before Twilight entered the room and noticed him.

"Should we wake him?" Starlight asked.

"If we do he might fall." Twilight rubbed her chin.

"So, do we wake him or not?" Their question was answered for them. The front doors slammed open with a loud bang and a small shake of the castle. The three turned their heads to find Rainbow Dash waiting at the opened door.

"Hey, what's up?" Rainbow Dash asked, unaware of the sleeping changeling.

"Ahh!"

Thud

Everypony turned back towards the table to find Mimic laying on the table.

"Oww." Mimic rubbed his back.

"You okay?" Twilight helped him up.

"Yeah." Mimic blinked his eyes a bit, eventually he stopped seeing doubles of everypony.

"Why were you up there?"

"I fell asleep up there," Mimic looked over to Twilight. She simply gave a confused look. "We don't sleep in beds. Instead, we sleep in cocoons. So I'm not exactly used to sleeping in a bed. Hehe, sorry."

"No, It's okay. It's just... different from what we're used to."

"Okay, honestly, why is he still here?" Rainbow asked.

"Rainbow!" Mimic shrugged the comment off. At this point, he was used to stuff like that. But Twilight wasn't going to stand for it. "He is our guest, could you at least show a little consideration?"

"Your guest just disappeared." Rainbow pointed a hoof to where Mimic was moments before. Now just empty space.

"No, I'm still here. I'm just invisible," Mimic's voice rang out from apparently beyond the ether. "Don't worry about me." With that, Mimic walked off and out of the castle. He wanted to see Ponyville, he never really been out in the top world much.

"What are you here for Rainbow?" Twilight turned towards her friend.

"I came here to make sure you were still alive. I don't trust him." Rainbow exasperated.

"You've said that enough times that I'm considering you're just a broken record. And you never will trust him if you don't give him the chance to prove himself trustworthy. So please try to give him that chance."

Dithyl walked down the long winding caves he called home.

"Dithyl," Dithyl looked behind him to see his friend, Keyser. She stopped in front of him, exasperated. "What did the Queen say?"

"She refused. She then told me to leave."

"Damn it. I'm worried about Kore'kel. I wish she would let us go find him."

"Yeah," then an idea struck Dithyl. "What if we went to find him anyway?"

Keyser looked at Dithyl, baffled. "Dithyl, that's treason!"

"I know, but I can't stand not being able to help Kore'kel," Dithyl looked down a bit. "And think about it. You're a hunter and I'm a messenger," Dithyl was right. As a messenger changeling, he could create and maintain a secure hidden telepathic connection between himself and anyone else in the Hive; as a hunter she could track anyone and anything no matter the time or distance. Keyser thought about what Dithyl was saying. But, she was still frightened by the fact that it was treason.

"I don't know Dithyl. If we were to get caught, we would be executed. In case you forgot, again," Keyser was always baffled by how Dithyl could remember the smallest details, and yet he constantly forget about the big important things. "I'll have to think over it. Just promise me you won't do anything stupid?"

"Keyser, when have you known me to do anything stupid!" She gave an unconvinced frown. "Okay, okay. I won't do anything stupid,"

"Thank you. I have to go, the Huntress wanted to see me fifteen minutes ago." Keyser told her friend as she turned down a corner and into the upper parts of the caves system. Dithyl's right. I'm Kore'kel's friend. We should do everything we can to help him. We...

"Keyser, are you listening!" That command pulled Keyser out of her thoughts and back into reality. In front of her stood the Huntress. She was taller than the average drone changeling, but still smaller than Chrysalis. She had a small satchel laying at her hoofs. "Keyser!"

"Yes Huntress." Keyser straightened herself up and put her dominate hoof up against her horn.

"Finally," Huntress told Keyser. "Here, you're late," Huntress tossed the satchel to Keyser. Keyser looked around herself to see she wasn't the only hunter in the room. There were a dozen other hunters, all sitting, all staring at her. Not wanting to be the center of attention, Keyser walked to the back of the room and plopped herself down. "Now, you all have been selected to..."

Keyser wasn't paying any attention. Instead, her mind was wandering, wandering to the first time she meet Kore'kel.

Keyser awoke. The hundreds of her brothers and sisters laid asleep all around her. The green moss lit the hatchery up. She had already molted and could easily walk on her own. Getting up, she walked out of the hatchery and through the caves. She was supposed to stay in the hatchery, but curiosity got the better of her. She walked and walked and walked until she saw a blinding light. The exit of the caves stood before her. Curious, she ventured out into this strange land above. A bright orb stood in the sky, illuminating the land with a glow greater than that of the moss in the caves below. Around her was an almost barren wasteland, but before her there was a lush green land far off.

Keyser looked on in wonder, she had never seen a sight more beautiful than that before her now. "Wow." Keyser trotted on to the green land. She felt a warmth flow over her as she walked. The mashup of brown and orange gave way to green. The rough rocky terrain grew to smooth grassy ground. A small stream ran through the path ahead.

She walked on for quite some time, not paying attention to where she was going. A realization hit Keyser, she had no idea where the entrance to the cave was anymore. Frantically, Keyser spun this way and that way, trying to remember the way back to the caves.

Snap

Keyser turned to the direction of the sound. There, she saw another changeling not unlike herself; only male, slightly smaller, he had no obvious wings, and whereas her eyes were turquoise, his were lime green. The same went for his carapace.

"Were you following me?"

"Yes," responded the other changeling. "You're lost, aren't you," Keyser nodded back in response. "I remember the way back."

"What's your name?"

"Kore'kel. And yours?"

"Keyser."

"Well, Keyser, follow me." Kore'kel turned towards the craggy spires of rocks and started off to them.

Keyser and Kore'kel both arrived back at the cave entrance. The two walked from the warm beautiful sun and sky into the cold damp underground caves. "Kore'kel, why did you follow me?"

"To make sure you were okay. I saw you leave the caves and I had an urge to make sure you made it back safely," Kore'kel stopped before a split. "I have to go elsewhere so this is where we part," Kore'kel extended a hoof. "It was nice to meet you," Keyser extended her own hoof in gratitude. "You too." Keyser walked down the path to the hatchery.

"Keyser!"

That shock her out of her memories and back into the reality around her. Huntress was standing in front of her, glaring at her. She appeared to be waiting for Keyser to say something.

"Yes, Huntress?" Keyser tried not to make eye contact. Difficult when she had to look up to her teacher. Keyser felt the dozen of eyes glued to her. She fidgeted in her seat.

"I asked you a question. I expect an answer,"

"I'm sorry Huntress. I didn't hear the question." Keyser said in a respectful tone. It did little.

"No, you were not paying attention. Were you!"

"No."

"You will stay in after the others are dismissed. Understood? Or did you not pay attention to that as well?"

"Yes." with her answer, Huntress returned to the front of the cave. Keyser wanted to disappear from the eyes looking at her. Great, now Huntress wants me to stay back.

Meanwhile, Dithyl was memorizing maps of Equestria. A dozen other scrolls and books surrounded him. Books about the geography of Equestria, pony anatomy and physiology, maps detailing hundreds of pony settlements, and the population of each settlement. He pulled out another scroll from his satchel and copied the maps and marked all the places to avoid; AKA where to go for sightseeing later. Putting away the map, Dithyl opened a book on Equestrian military tactics. Ponies hadn't trained in hoof-to-hoof combat for decades. Now, it was all on one using their natural abilities to win. Curiously, Equestria didn't have a large military.

Putting that book away, Dithyl found a book on changeling combat. He chuckled slightly, combat was were he first meet Kore'kel. He still remembered it like it was yesterday.

Dithyl didn't like these odds. Not at all. Him, a combat first year, against an entire team, each with five years of combat training. He honestly didn't think the combat instructor was serious when he said if anyone started to fail, they would fight the final years. All. At. Once.

"General, you can't be serious about this." Dithyl shouted. The other changeling, a scout, who was failing didn't look he liked the odds either.

"The two of you know the rules. If you start failing then you face them," General motioned to the final years. "This is how we cull the weak and useless. Like you two."

The finals charged Dithyl and jumped up to dog-pile him and the scout. Two of the finals crashed down on top of Dithyl. But the three other finals couldn't find the scout. It was like he disappeared. But Dithyl saw him; through a hole in the front final's leg, there the other changeling was standing on the other side of the arena.

"There he is!" a final shouted, pointing to the scout. "You're dead meat." the final said through gritted teeth. The three finals lunged at the scout, only to find empty air. The scout was right beside Dithyl, then he grabbed one of the finals on top of Dithyl and was gone. Both the scout and the other final were on another side of the arena.

"What the…" started the final on top of Dithyl, he made the mistake of relieving some of the pressure on Dithyl. Seeing his, possibly one and only, opportunity, Dithyl heaved upwards. Unprepared for such a move, the final was sent flying. Dithyl ran over to the other changeling.

"Hey, thanks for the help. But why did you do it?" Dithyl asked the scout, who sent the final he grabbed careening towards the others.

"Uh... hm...." the scout looked as if he was trying to find a justification for his actions. "We stand a better chance of surviving if we work together. Name's Kore'kel." Kore'kel replied.

"Dithyl." The five finals now circled around the two of them. Kore'kel put his back to Dithyl's back. The finals charged and Kore'kel and Dithyl held their own for quite a while. And Kore'kel was right. They had stood a better chance when working together rather than on their own. Unfortunately, two first years against five finals was only ever going to end one way. The two ended up with bruises all over and Dithyl had a black eye. Dithyl held a glob of healing gel up against his black eye and winced.

The General was impressed by the two of them surviving. Although it was more of because he didn't think they could survive, so low expectations.

Dithyl shook his head. He needed to focus on the plan ahead. Now was not the time for getting all nostalgic. Later that day Dithyl met back up with Keyser.

"So, what did you decide?" Dithyl asked in a hushed tone.

"We'll do it. But when I say so." Keyser answered back.

"Okay, when?"

"Later; But not too late. We'll need time to prepare. And we'll also need to both be on patrol duty at the same time."

"I've already covered most of the preparations. I've copied and memorized maps of Equestria and pony society," Keyser looked at Dithyl. That was him in a nutshell. Once he set out to do something, nothing could stop or convince him otherwise. "And I'll forge some documents that'll put us both on patrol for the weekend."

"Dithyl, we will not forge any documents!"

"Look, Keyser, when we do this, we wont be able to return to the Hive quite so easily. They wont let us back in."

Queen Chrysalis sat atop her throne. Enjoying the perks of being queen. Resezila asked her Queen something that she had been thinking over. "My Queen, I know that it is not my place to ask such a question nor is it my place to require such information but, why did you send that changeling to fail?" Resezila turned toward Queen Chrysalis.

"Resezila, you are right in that you do not need such information and you are right to be curious. I have sent that changeling to fail to gain sympathy. From there, he will subconsciously work to win over the friendship of Princess Twilight and her friends because they will easily forgive him. Then, when they have finally accepted him as a true friend, he will turn on them. He has been brainwashed with a code word. And when he hears it, he will kill them all, with no remorse and no care." Queen Chrysalis answered her loyal subject.

"Why go through so much trouble to make him become friends with them?"

"He is not going to be their friends, they will be his in their minds. And when he turns on them, they will not be able to bring themselves to kill him like they would have if he would try it the first night. And he knows none of this."

"It is a brilliant plan your majesty."

"Yes, I surprise even myself with my intelligence."

Mimic wasn't sure how long he'd been walking around Ponyville, invisible of course. He wasn't sure of what to do, he just needed to find a way to feed off of love without exposing himself as a changeling to the populace. Mimic walked up a rail less bridge spanning over a small river. Then he heard the near buzzing sound. What is that? Is it another changeling? He opened his back and readied his wings for a possible quick take-off. The sound was getting louder and louder, no, it was getting closer and closer. Turning every which and way, Mimic tried to find the source of the sound. He wasn't sure if there was something near him or if he was just being paranoid.

It was something. That something was a scooter and three fillies.

The force of the scooter ramming into him sent him flopping into the river.

"Scootalo, what did ya hit. A barrel of cider?" a voice called out.

Splash!

Upon hearing that sound, the three fillies looked over to the edge to see ripples in the water. Mimic became visible again. His entire body was wet, including his wings, and the water was cold. "He's drowning!" one of the fillies said, pointing at Mimic. It was true, Mimic couldn't stay afloat and was quickly sinking back under the water surface. The three fillies ran beside the river and kept calling out to whoever they'd hit. "Here mister, grab on." A rope levitated in front of Mimic. Not really wanting to drown, Mimic grabbed a hold of the rope and felt a sharp tug.

Mimic pulled himself off the now soaking wet ground, breathing heavily. "Thanks," He looked up to his mysterious saviors, only to find them with terrified looks. "Oh. Um, I. Uh..."

"Are you a c-changeling?" the orange one asked.

"Yes. But, I won't hurt you. Any of you."

"But ah thought changelings were..." the yellow one started.

"Evil? Yeah, most of us are."

"Are you evil mister?" the white one asked.

"No. At least I hope not." Mimic could feel the feelings of fear slowly fade away. Now being replaced by curiosity.

"Um, well. I'm Sweetie Bell."

"I'm Scootalo."

"And I'm Apple Bloom."

"Hm, I guess I should tell you three my name as well. I'm Mimic. And thanks for getting me out of the river."

"Actually, that was kinda our fault. Well, my fault specifically. I'm sorry." Scootalo said sheepishly.

"Well, its okay. Nobody got hurt. Where are you three going anyway?"

"Oh, we were going to my sister's shop." Sweetie Bell said enthusiastically.

"Who's your sister?"

"Me. Now get away from her you bug." a voice behind Mimic called out. And Mimic knew whose voice that was. With a wince, Mimic turned around to face Rarity. She was giving him a glare that could kill. Well, for Mimic, it was killing him. But his blood boiled when he heard her call him a bug.

"Rarity, what are you talking about?" Sweetie Bell asked her older sister.

"That bug very nearly hurt Twilight last night." Mimic's eyes burned. He wanted to spit at her again so badly. He considered doing so, until he looked down and saw Sweetie Bell and her two friends looking at him.

"What does she mean, Mimic?"

"I-I almost did hurt Princess Twilight last night. I'm sorry, I have to go." Mimic turned invisible and flew off, back towards Twilight's Castle. Great. I finally meet some ponies that aren't terrified of me. My chance to prove myself and I fucked up; just like I fuck up everything. Is there anything I can do right!

Mimic stood perched atop the highest point of Twilight's Castle. Visible. From up there, he could see for miles all around himself. Ponies all over Ponyville walked to and fro. Going from here to there, there to here, and back again. All carrying on in their everyday routines. Routines. That was something they had back in the Hive. Everyday was identical to the last and the one before it. Hardly anything changed. Every generation growing up just like the last.

"Whatca doing up here?" Mimic looked up to see Rainbow Dash looking down at him.

"What. Do you want me to stay away from your 'sister' or something too?" Mimic sighed.

"Hm? Why'd you think that?"

"I meet Rarity's little sister, Sweetie Bell, today. Rarity wasn't too pleased at that."

"Yeah, she can be pushy like that sometimes. Especially when it comes to Sweetie Belle." Mimic raised an eyebrow. Earlier Rainbow Dash was wanting him to leave and not come back. But here she was talking with him. Not to him, with him. But he could sense anger. It was deep down, but there, and strong. Buried under a mix of displeasure and feelings of obligations.

"What game are you playing at?"

"Hm. Game?"

"Earlier you wanted me to leave Ponyville, but now you're talking to me like we've been friends for years. So, what are you playing at?"

"Nothing. Twilight told me to at least give you a chance to prove yourself trustworthy. Well, this is me doing that. But if you don't want me to give you that chance."

"No, no. I'm sorry Rainbow Dash," Mimic just sat there. "It must be odd for your kind."

"What must be odd?"

"You ponies can't sense emotions. Yet, you can easily tell what someone else is feeling. Most changelings can hardly tell what another is feeling. We're trained to hide our emotions from everyone. Especially each other."

"You don't need to sense emotions to know what somepony is feeling. You can tell just by knowing them and caring enough to notice. Don't you and the other changelings care about each other?"

Mimic shook his head, "No, most of us hate each others guts. The only one that everyone loves is the queen. Plus the Hive encourages competition. If you try to be friendly or help others, you're essentially guaranteed to be exiled. Many a changelings have died simply because they were different like that."

"Were you different like that?"

"I don't know, I wasn't exiled so I seemed to not; but I did my best to be friendly. But I was still treated as different than my brethren. I was an outcast in a species of outcasts. I also didn't understand why we needed to hide all the time. I always thought that, if it was possible, we should try to befriend others. But it never worked. Even when we tried."

"How bad was it?"

"Living in the Hive? It wasn't bad. Not by our beliefs. We worked and served our queen. For any changeling, serving the queen is the single greatest achievement. Sure, we starved, but we gave everything for our queen and many of us, myself included, would lay down our lives for her. Is there anyone that you ponies would die to protect?"

"The Princesses. Any of them. But for Twilight, I'd do things I would regret any other way."

"What is she like, the White Dem... I mean, Princess Celestia?"

"She's wonderful. She cares for us, all of us. Doesn't Chrysalis care for you?"

"Yes, but she also expects a degree of success that one must achieve. She may not act like it at most times, but she assures us that she truly does care for us," Rainbow Dash wasn't convinced that she really cared for her subjects. "Can I ask you a question?"

"Ask away Mimic."

"What if you had an obligation, but you believed it to be wrong. Would you still do it?"

"I... I don't know. It probably depends on what the obligation is. But if it went against your morals like you say, then is that really what you should be loyal to?"

"Thanks, for giving me this. It means a lot."

"Giving you what?"

"A second chance. Not many of those come by. And a second chance was something I wanted. You gave that to me. So, thank you."

"No problem." The anger was faint and nearly gone by now. Mimic could hardly sense any at all.

Invisible, Mimic walked into Rarity's clothing store, with Rainbow by his side. A series of mannequins lined the store walls and seemed... creepy!

"Oh, welcome to Carousel Boutique, where every garnet is... oh, it's you Rainbow. Why are you here?" Rarity walked down into the main room after a moment.

"Is anypony else here?" Rainbow look to her left and right.

"Um, just the CMC. Why do you ask?" Rainbow closed the door behind her and nodded to where she thought Mimic was. Mimic turned visible. "You!"Rarity glared down Mimic.

"I came to apologize. Look Rarity I'm sorry that I spit that gunk in your hair, twice." Mimic sighed and put his head down.

"You think the reason I'm angry is because of my hair! It's not! You almost killed Twilight."

"Rarity, just give him a chance to talk." Rainbow stepped forward to defend Mimic.

"Oh, Rainbow, don't tell me that thing has brainwashed you."

"I can't do that." Mimic muttered to himself.

"Look Rarity, I gave him a chance, now I'm asking you to do the same. Give Mimic here a chance. After what I've heard, he needs it." Rainbow put a hoof up to her face and pulled her face down along with it. Why does she do that? What does it mean?

"Rainbow, you are not thinking straight..." Rarity and rainbow were so engrossed into their arguing that they didn't notice Mimic turn invisible when Sweetie Bell motioned for him. Mimic became visible again once out of the main room.

"I though you wouldn't want to see me?" Mimic looked down to Sweetie Bell.

"Well, my sister has a tendency to exaggerate things, and I don't think you'd hurt us." Sweetie Bell said with a smile. That little smile made Mimic feel... uplifted. "Follow me." Mimic followed Sweetie Bell up to the upper part of Carousel Boutique. Sweetie Bell opened a door and walked in. Mimic peered into the room. It was a fairly spacious room. Not as big as the one that was supposed to be his in Twilight's Castle, but not small either. A map of Ponyville was on one wall, with numerous pins on it, each with a different symbol.

"Wow, is this your room?"

"Yeah."

"Its nice. Its a whole lot better than what we had back in the Hive."

"Hive?"

"Its complicated. I'll explain it to you some time later." Mimic picked up a few sheets of paper. Music sheets.

"Oh, that's were I put those sheets."

"What do you play?"

"Oh, I just sing. Do you know how to play any instruments?"

"No. But I can do this." Mimic lifted a hoof and took in a big breath. Putting a hole in his hoof in front of his mouth, he blew out. A soft sound emanated. It sounded like a flute of sorts. He moved from one hole to the other, each producing a different sound than the others. Once he was done Mimic put on a smile.

"Cool!"

"On a really windy day, it does it all on its own. What was it that you wanted to show me?"

"This." Sweetie Bell smirked smugly. Mimic was then attacked from his left and right behind him.

"Where's Mimic?" Rainbow looked around, now realizing that Mimic was nowhere in sight.

"Sweetie Bell!" Rarity and Rainbow ran up to Sweetie Bell's room and opened the door to see... Mimic tied up, upside down, and laughing.

"Help, they've got me!" Mimic was trying, and failing, to keep in his laughter.

"We have done it. We've capture the changeling." Scootalo announced triumphantly. So, Rarity and Rainbow looked on as Sweetie Bell, Scootalo, and Apple Bloom "interrogated" their prisoner.

"Tell us changeling, what is your queen planning?" Scootalo asked, imitating an army general's voice.

"I will never betray my queen. Never you hear me? NEVER!" Mimic told them defiantly.

"So, you refuse to talk then. Sweetie Bell, get the tools."

"No, -ahahah-, not the tools." Sweetie Bell levitated some feathers over to Mimic and started tickling him with them.

"Ah, hahahahaha. Make it haha stop!"

"We will stop once you tell use what you know."

"Alright, Queen Chrysalis is planning an invasion of Equestria. First she wants to remove any obstacles in her way and then she will lead her army to attack Canterlot. Ahaha." Scootalo nodded to Sweetie Bell, who stopped the torture. Meanwhile, Apple Bloom was writing everything down in a "military folder".

"Okay, you three. I think Mimic's had enough. For now." Rarity said, undoing the "ropes", really a string of her fabric, tied around Mimic's hooves. "Mimic, Rainbow talked to me and I realize that I was being childish. It is our duty to spread friendship, and I was being..."

"No, you had every right for what you did. I was in the wrong."

"Well it still doesn't excuse my behavior. I should have given you a chance."

"Well, now you've given me that chance."

Mimic walked out of Ponyville and towards Twilight's Castle. He was invisible of course. No need to reveal himself to the ponies yet. Out of the corner of his eye, he saw a small pony walking into the forest. Alone. What are they doing? Mimic stopped and started towards the filly. He crouched to the ground and slowly sneaked forward. If he made to much noise, it might spook her. She was a small, white earth pony with green mane and tail. She was holding in one hoof a teddy bear.

"This doesn't feel like the way home," she spoke to herself. "Um, is anypony there?" Why does this feel familiar?

"Um, hello." Mimic rose up out of the bush and looked down to the little filly. She turned around and looked straight forward.

"Mister, can you help me?" Mimic got a good look at the pony now. She was blind.

"Sure, what's your name?"

"I'm Lily. What's your name mister?"

"Um, I'm Mimic. Are you lost?"

"Yes, I-I can't find my way home."

"Well, can you tell me where your house is?"

"Um, I live with my mommy and daddy in Ponyville. They work at a diner." Mimic frowned. This wasn't much to work with. And since she was blind, she probably didn't know the directions to her home.

"Can you give me anymore details?"

"The house is beside a place called Sugar Cube Corner."

"I think I know where that is. Follow me." Mimic turned and felt something on his hoof. It was Lily. She had grabbed Mimic. He walked on back towards Ponyville. I'm moving like a yo-yo.

"Thank you for helping me get out of the Everfree Forest." Mimic lead Lily back into Ponyville. One or two ponies gave a confused look towards him. Or, where he was. It probably was strange to see a little filly being lead home by an invisible being.

"Lily!" A mare ran up Lily. She had a worried look on her face. "Lily, where were you. Me and your father were getting worried when you didn't come home. Are you okay?" She pulled Lily into a tight hug.

"Yes mommy, I'm okay. Thanks to my friend here." The mother looked around and didn't see anypony.

"Um, Lily dear. Nopony's here."

Mimic opened the door to Twilight's Castle and walked in. Almost immediately, he felt himself being levitated and carried against his will. What the? Mimic looked up and saw Twilight. "Really, if you wanted to talk, you could've asked."

"Sorry-" Twilight looked up from the book she was reading. "Uh, where are you?"

"Oh," Mimic turned visible and blinked a bit. "What is it that you want to talk about?"

"The book."

"Oh. Before you get angry, I'm not perfect when it comes to my memory. So inevitably, I forgot about some other types of changelings and other pieces of information yesterday."

"Okay,"

"Um, can you put me down?" Twilight put Mimic on the floor and pulled out the papers she had been writing the information on yesterday.

"What are the types that you forgot?"

Mimic put a hoof up to his chin and thought for a moment. "Psionic. They're incredibly powerful when it comes to magical powers. Messenger changelings. They handle all the information that we collect. They look just like any normal drone, but they can create a secure hidden psychic link between any number of changeling and maintain it over incredible distances. And the Zuckel."

"Gesundheit."

"No, that's what they're called. They're the queens royal guard. And then there's Tortel and Resezila."

"What?"

"Tortel and Resezila. Brother and sister. They were breed and trained from birth; specifically to serve the queen and only the queen."

"Well, what can you tell me about changeling society?"

"No much society there. All we do is serve the queen."

"You don't have like jobs?"

"No, we are each breed for a single purpose." The two went on for hours. They had more than a few pages filled up by the time the sunset in the sky. Twilight yawned and took a look outside. The was sun setting.

"I think that's enough for today."

Mimic cocked his head sideways in confusion. "You ponies are weird. You get tired so quickly." Twilight ignored Mimic's comment and made her way to her room. Mimic, likewise, made his way towards the tree chandelier. He flew up to the branches and found his spot from the previous night.

Mimic ran, but he wasn't quick enough. He felt his body be forced into the ground beneath him. He was flipped around and faced his assaulter. Tortel, he pulled Mimic back in to the throne room. There, Queen Chrysalis stood starring him down. Not just her, the entire Hive stood in the higher sections of the arena. The feelings of hatred and disgust were overpowering Mimic.

"My Queen..." Mimic started, but he was interrupted by a hit to the face.

"Do not speak to the Queen unless spoken to!" Tortel shouted in Mimic's ear.

"You betrayed us," Chrysalis said in a terrifyingly calm manner. "You failed. You were given a simple order and you utterly failed," Chrysalis motioned towards the guards holding Mimic up. They let go and Mimic fell down, the struggled to even try and get up. He finally forced himself up, only to be forced down again by Tortel. He was enjoying this immensely, Mimic could hear the faint chuckles every time hit Mimic. "Enough." Tortel looked back confused, but did as he was commanded. Chrysalis walked forward, stopping before Mimic. Mimic felt a magically grip grab him around his neck and force him off the ground. Instinctively, he tried to flap his wings, but only invited more pain. He felt his wings crack and screamed out in pain.

"AAHHH!" Mimic looked into Chrysalis's eyes. Fear filled his eyes, while a whirlwind of emotions filled hers. Chrysalis opened her mouth and Mimic felt everything being forced out of his body. All of the emotional energy he had seeped out of him and into Chrysalis. Mimic's body wilted. Veins showing. Body greying. The pain from before was nothing compared to what he was going through now.

"AAHH!" Mimic jerked up. His breathing was rapid. Eyes wide open. He was still in the tree. He opened his carapace and looked back to see all four of his wings perfectly straight, not injured. It had just been a nightmare. Slowly, his breathing slowed and he took long deep breaths. Mimic looked down and closed his eyes. What time is it? Mimic opened his eyes and peeked out of the tree. There weren't any windows or clocks in the throne room. Mimic hovered down from the tree and looked around. He made his way to a door and opened it to reveal a corridor. Sighing, Mimic walked down the near endless hallway. He passed a door to a room with its lights on. Mimic pushed open the door. He squinted his eyes from the sudden influx of bright light. It was Starlight's room. But she wasn't there. Mimic turned towards a window, still dark.

Where's Starlight? Mimic hovered up and flew out of the window. He turned invisible and made his way to the center of Ponyville and perched himself on the top of the tables building there. Mimic closed his eyes and focused. The world around him faded into a black, dark nothingness and the ponies lit up in a vibrant series of colors. He was focusing on emotions now. A trick he was taught by another changeling named Da'rak. He searched around Ponyville, trying to find the pony with emotions that tasted similar to Starlight's. There! Mimic saw a pony inside of a bar and the taste of emotions from them was identical to the those of Starlight. Mimic flew down to the bar and looked inside. Yep, Starlight was in there. With a mug of something in one hoof, on stage, rambling about a goose's mother and a dog's step-father. Mimic really didn't know.

Mimic reached for the door, only to realize something. Shit, I need a disguise! He could make an original disguise, but he didn't exactly want to spend hours on a disguise that he was going to use for about ten minutes. Mimic looked back into the bar and just selected different looks at random. Mix-and-match body. Some assembly required. Mimic hide behind the bar and transformed into the disguise. Mimic opened the door to the bar and walked over to Starlight. "Starlight, what are you doing here?"

"Uh?" Starlight spun around to look at Mimic. She looked into his eyes. "Mimic, is that you?" She bought up another mug to take a swig. Mimic pushed it away from her.

"Starlight, you're drunk."

"So. Hic Oh, you changelings are so weird." Mimic freaked.

"Shhhh!" Mimic looked around the bar. Nopony seemed to hear Starlight's comment. "Starlight, I think its time for you go back to the castle." Mimic was afraid that if Starlight keep talking while drunk like this, she might accidentally expose him as a changeling.

"Um, sir. Do you know this mare?"

"Uh?" Mimic looked behind Starlight to see the barkeep.

"Of course, he's my..." Starlight started.

"Brother." Mimic said.

Starlight had a different idea however. "Date." Mimic moaned internally at that. Welp, now ponies think she's incestuous. That'll be something for me to clear up later. This was awkward, like way too awkward for his tastes. The barkeep gave a confused look and shrugged. Mimic turned to Starlight.

"You're going back to the castle."

"Why?"

"You're drunk. That's reason enough." Mimic led Starlight out of the bar and... she fell.

"Unf" Starlight starred up to the night sky. Mimic helped her back up and continued towards the castle. The biggest obstacle was Starlight constantly falling over. Mimic was starting to think she was doing it on purpose. Most of the time, she leaned more onto Mimic, and he had trouble staying steady. Once they finally got to the castle, Starlight was very nearly passed out. Sighing, Mimic opened the door and, at this point, practically dragged Starlight through the castle.

Opening the door to Starlight's room, Mimic turned back to find Starlight walking off; slowly. Shaking his head, Mimic helped Starlight into her room and onto her bed. Multiple times, Starlight tried to roll off the bed.  And each time Mimic had to forcefully push her back to the center of the bed; where she would try to roll off on the other side. Mimic finally got Starlight to lie still in her bed.

Mimic turned to leave  when Starlight said something. "Mimic,"

"Yeah," he turned back to face her, only for her to kiss him. What the? Starlight lied back onto her bed looking funnily at Mimic. "Umm?"

"You looked hungry."

"Oh. Well thanks? I guess?" Mimic hit the light switch and started to close the door behind him.

"Mimic, don't leave." Now that confused Mimic.

"Uhm, what?" Mimic walked back over to Starlight. This must be the alcohol talking for her. It has to have be. Right? Mimic felt himself be grabbed and forced on the bed.

"Don't leave." Starlight had Mimic in the equivalent of a bear hug and hasn't giving him any room to escape.

"You're not going to let go any time soon, are you?"

"No."

"I guessed as much." Mimic just sighed and accepted his fate there. Boredom over took his body and he felt drowsy despite being fully-rested. Mimic closed his eyes and the nightmare began again. The same as the night before, and the one from earlier that night as well.

Queen Chrysalis held Mimic high above her, allowing all to see. He coughed up a pool of blood and the evil snickering from all around the cave echoed. They all hated him. Every single last one of them. Chrysalis through him back onto the ground and another changeling approached Mimic. They spit at him and he couldn't move his hooves. Chrysalis placed a hoof on his throat and pushed down. Not enough pressure to crush his throat, but enough to were it felt like he was drowning. No, not felt, he was drowning.

Large waves of ocean water came crashing down into the cave, flooding it entirely and the cave ceiling had been replaced by a furious storm at a sea. The dark sky was only momentarily shown from a flash of lightning, followed by a thunderous Boom! A sharp rocky cliff stood tall in front of Mimic. The violent waves washed over him and he swallowed a mouthful of seawater. He opened his carapace and fluttered his wings. It was no use, they were too wet to fly. Nearby, a black fin broke the surface of the water and another and another. A dozen fins circled Mimic as he struggled to stay afloat. Mimic felt something bite his back hoof and try to pull him under. Not try, it did pull him under. Down deeper and deeper he was dragged. Water rushed into his lungs and Mimic jerked around frantically. Another creature grabbed his other back hoof and Mimic was dragged faster. The world around him was blackening. He could no longer see the surface. The pressure was popped his ears. The creatures jerked him to the cliff face. Then to an underwater cave system. They jerked him upwards and into an air pocket. He felt himself thrown onto cold, wet, hard stone ground. Mimic threw up a large amount of water and gasped for air. Then he heard something exit the water and looked back behind to see... two more changelings. But different. Where Mimic was green, theirs were blue, had longer tails that ended in a fin, horns shaped like dorsal fins, and gills. Mimic sensed he was being watched and turned around to see a third changeling. This one was as tall as Queen Chrysalis herself, had no fangs, much shorter, straighter, blue hair. She looked at Mimic with strict look. "Myxine."

"Huh? What does that mean?" but before Mimic could get his answer a wretched smell hit him.

Mimic closed his eyes and covered his nose. He opened eyes to find himself in a sewer. Purple goo oozed from the interconnecting tunnels of the sewer system and the smell got worse and worse every inching moment. He turned around to try and find his way out, only to run into a new changeling. Another tall one, she had holes in her checks, allowing Mimic to see inside her mouth. That was gross, she also had a vain and snobby look upon her. "Miasma." Mimic tired to ask what that meant, but was cut off by a loud hissing sound.

Turning around, Mimic found himself in a graveyard. A dense fog covered the entire graveyard and the only source of light was that of the full moon. Multiple set of red lights appeared and inched towards Mimic. He turned to run, only to find himself surrounded by more of those red lights, and a single large pair of white lights. The many, many pairs of red lights inched out of the fog and into Mimic's sight. These changelings had more holes on their hooves and their horns curved down and outward. Their red eyes made Mimic's exoskeleton peel. The single large pair of lights belonged to another tall changeling, who had wavy, rose-colored hair and pure white eyes. Blind. She held a cold, but wise demeanor. "Calliphora."

Mimic was burning. The ground beneath him gave to scolding hot desert sands. Sand was all he saw in every direction. The heat of the sun bore down on him like a thousand hells. From one extreme to the next, first he dealt with near drowning, now blistering heat. He felt himself sink slightly in the sand. He opened his carapace, only to find his wings all dried up and unable to even separate from one another. Closing his carapace, Mimic felt the sweat already form on his head and his tongue felt, and tasted, like a saltine-cracker. Mimic turned to try and find anyone else. There, a bit out was an oasis. A mirage! Mimic started his way to the mirage. From most of the stories he's heard, anytime someone went to the desert and saw a mirage: they went to it, realized it was a mirage, and miraculously were found before dying. The sand was filling up every hole in his hooves and the sun was drying up his eyes. He was getting closer and closer to the mirage. Behind the mirage were two pyramids. Mimic felt his hoof get stuck in a hole. He tried to pull it out, only for it to pull him further into the sand. He felt himself getting dragged under again. Not again! Mimic was pulled fully under the sand and landed into an underground cave. The cold, solid, rocky ground was a sharp contrast to the hot, soft, sandy grounds from above. He looked up to see a shorter, leaner changeling with red eyes. Its hooves ended in points and its horn was bent along its face and had it had a pair of pincer-like fangs. A taller one walked up behind the one that dragged Mimic under. This one had a kind air about herself. "Myrrh."

Mimic no longer felt the rocky ground under him. Instead he felt a wet and humid ground beneath himself. He looked around. The Everfree Forest. He could hear a beautiful song not far off. Following his ears, Mimic found a group of changelings preforming a dance of sorts. Some were inside hollowed out trees. Mimic stepped in a strange, orange, sticky substance and couldn't get it out. The changelings dancing approached Mimic. A tall changeling approached Mimic. She had long, long hair that laid flat on the ground at its ends and had a straight horn. She also held a curious and playful look. "Ambrosia." The world around Mimic warped and distorted itself, reforming the cave with Chrysalis above him again. He felt the full force of her hoof press down on his throat. He grasped for breath. Smiling evilly, Chrysalis opened her mouth. Just like before, Mimic felt all his energy seep out of him and straight into her.

Mimic bolted upright, panting, and breathing heavily. He looked around and saw Starlight asleep. It was still dark outside. Is day ever going to come? Slinking out of the bed, Mimic silently made his way to the throne room. He looked at the round table. Seven thrones, seven friends for life. What is that like? A friend for life? Mimic made his way around the castle, not sure of what to do. Yawn.