Changeling Empire

A large spherical orb displays images of each pony. A gold fur stallion stands next to it detailing each pony to a large shadowed figure sitting on a throne.

"Princess Celestia, Co-Ruler of Equestria and possess the magic to move the sun. Threat level: Low.", The stallion said as the orb shows Celestia beatened by Chrysalis, sent to Tartarus by Tirek, and turned to stone by Tempest Shadow.

"For an all powerful Alicorn, she lost to a broken horn unicorn very easily.", the shadowed figure comments using her magic to pick up a candy in a shape of a heart and eats it. "Proceed to the last one."

"The Elements of Harmony Bearers aka The Mane Six, Equestria's ultimate weapon. Threat level: Extreme.", The stallion said as the orb shows the Mane Six turning Nightmare Moon back to Luna, turning Discord into stone, Twilight freeing Cadance allowing her and Shining Armor to defeat Chrysalis, Twilight throwing the Crystal Heart of Spike allowing him to defeat Sombra, The Mane Six defeating Tirek, Twilight offering Starlight's chance of redemption, The Mane Six and ancient heroes banishing the Pony of Shadows, and defeating the Storm King.

"How pitiful.", the figure said. "How could such a weak country possess such a powerful weapon, Gold Star?"

"I do not know, but I do know is that if we take hold of the weapon, Equestria will be easy to conquer.", Gold Star said.

"Now that's a surprise.", the figure said. "Don't you have any love? After all it is you're home you plan to invade."

"No, I don't.", Gold Star answers with his eyes showing hate.

"Now that's the ruthlessness I expect from you.", the figure laughs. "I give you command of the 8th Ground Division and the 4th Air Regiment."

"I'll will not fail you for they will not see this coming.", Gold Star said bowing before the figure.

Later about thirty large airships take off with Gold Star standing on the bow of the lead ship.

"It is time to pay for you crimes against me, Equestria.", Gold Star said. "But my true target is you Armor. Shining Armor! What you've done to me is absolutely unforgivable! I'll be sure that you'll pay the ultimate price for what you've done! I'm going to make you suffer as I sit back and enjoy the show! My revenge is almost at hand!"

Crystal Empire...

"Hurry up, Shining!", Cadance calls out picking up Flurry Heart. "We have to be in Canterlot for the Grand Galloping Gala."

"Coming, Cadance!", Shining calls out packing up the last item when a photo falls to the floor. "Hey, I've been wondering where this has been."

Shining Armor picks up the photo and looks at it. It was a group photo of his young school days among the group were Spitfire, Fleetfoot, Soarin, Big Mac, Cheerilee, Cadance, and finally Gold Star.

"Gold Star, where are you going?", Shining asks chasing after Gold Star leaving the military barracks.

"This whole kingdom is a joke! What's the point of having being a Royal Guard, if six inexperienced little ponies can defeat threats like Nightmare Moon or Discord."

"But they're just a powerful as the Princesses.", Shining argues not liking Gold Star's tone on the Royal Guard.

"And that's not all! It took twenty Royal Guards to restrain a Diamond Dog barbarian! One dumb Diamond Dog fighting off twenty guards!", With that Gold Star storms off.

As much as he hates to admit it, Gold Star was right. The Royal Guard has become a joke, while it is understandable with beings like Discord and Tirek, they were easily beaten by Changeling Drones and Storm Creatures. There were whispers in the streets on how useless the Guards were.

"If only Gold Star was still around, perhaps things would be different.", Shining Armor sadly said putting the photo into his bag. "After all he was the one who deserved to be Captain of the Royal Guard."

The fleet flies past Equestria's borders and Gold Star scowls at the sight.

"No sentry posts. No watchtowers. No outposts. An army of ten thousands can easily sneak into the kingdom with no problem. And to think I used to serve such a place.", Gold Star mutters in frustration before turning to five cloaked figures.

"My special forces will take hold of the Mane Six, you five are to keep the Princesses and their friends busy as it happen."

"No worries, General.", the center figure said. "I am eager to see my children."

Gold Star walks up to them and hands each of them an orb with a green crystal inside, before giving orders to the crew. A changeling hands a cylinder shaped object to Gold Star.

On the train to Canterlot...

Cadance, Shining Armor and Flurry are fast asleep, however Shining Armor is suffering a nightmare.

Shining Armor finds himself in the Friendship Festival and witness Cadance turning into stone.

"Cadance!", Shining screams when suddenly fog surrounds him.

"This was your doing, Shining Armor!"

"Gold Star?"

"You are Captain of the Royal Guard and yet you fail in your duty to protect Equestria let alone your wife.", Gold Star said as he appears out of the fog. "If it was me I would have protected this kingdom from any kind to threats, yet you waste all that potential for parties and all the nonsense."

"But doing so would make everyone fear us.", Shining Armor protests.

"So let them fear us!", Gold Star shouts. "It is fear that will shield us from threats. I am willing to destroy an entire nation just to keep our land safe."

Gold Star then walks over to the petrified Cadance. "Tell me, Shining Armor. What would have happened if Twilight failed?", Gold Star asks, before shattering the statue in pieces. "This!"

"NNNNNNNOOOOOO!"

"I don't know why she loves you and not me.", Gold Star said bitterly as he fades away.

Shining gasps waking up from his nightmare. He turns to Cadance sleeping next to him and sighs in relief not seeing her as a statue. Shining puts on his robes and walk to the train balcony looking up to the stars.

"That dream again...", Shining Armor said sadly. "I truly am a failure."

Sitting in his command chair, Gold Star stares at the orb chuckling at Shining Armor's despair.

"We are be arriving in Catnerlot at noon.", the trooper reports.

Ponyville...

The Shining Armor and his wife and daughter walks into the main hall of the castle. Celestia and Luna walk up to the three ponies. The ponies bow before each other.

“Good day, everypony!”, Princess Luna greets. "Did you all have a pleasant trip?"

“It was a pleasant trip.”, Cadance said while Flurry Heart giggles. Shining Armor on the other hand appears drowsy. "Shining!"

"Huh? Oh, yeah! We had a pleasant trip.", Shining Armor said with a force smile. "I'll be working on security for the city."

Shining Armor leaves in a hurry.

"Shiny hasn't been been sleeping too well lately. I worry about him.", Cadance said in concern. "It started after the Friendship Festivities."

The day came and went so fast like a running roadrunner being chased by a coyote. The castle’s ballroom was being filled up with properly dressed and the upper-class ponies always dressing in style like they always are. Dozens of ponies were gathering of the Grand Galloping Gala. The Unicorns especially were gathering in larger numbers than Earth ponies and Pegasus ponies.

Just on the outskirts of the city, Gold Star and the five hooded figures overlooked the festivities and the celebration going on.

“Yes, celebrate all you want, little ponies.”, Gold Star said in a mocking tone. "But soon you'll have the taste of true power." Gold Star turns to the hooded figures. "You know what to do."

The hooded figures transform into noble ponies and head towards the castle, while Gold Star turns to a trooper. "Prepare to attack!"

Shining Armor is seen ordering the guards to their station.

"You seem to be taking this whole thing too seriously.", Spitfire said flying up to Shining Armor.

"Sorry, Spitfire. It's just that after the two Changeling Incidents, Tirek and the Storm King, I've been on edge.", Shining Armor said.

"Well, I'll admit those weren't our brightest moments.", Spitfire said.

"It just makes me wish Gold Star was still with us.", Shining Armor said. "I mean he would have made a defensive field perfect enough to ward off any invasion."

"I hate to say this, but your right.", Spitfire agrees. "While his methods are extreme they always bring results. Makes me wonder how things would be different if he was Captain of the Royal Guard."

"What's that?", Shining asks seeing a dot on the moon. The dot is getting bigger fast and that dot is an airship flying towards the castle.

Back at the party, everypony were still enjoying themselves. Then distant screeches and sounds of interrupted the talks. The partygoers stop what they’re doing and turn their heads towards the windowsill of the ballroom.

“What was that?", Rainbow Dash asks.

The airship bursts into the ballroom through the stained glass window of Shining Armor and Cadance defeating Chrysalis as the entire crowd erupts in a panic. But the all stop as the door opens and an heavily armored Gold Star exits out of the airship.

"Ponies of Equestria! Your days of fear have finally come to an end!", Gold Star announce. "No longer will you be ruled under a false monarch!"

Celestia, Luna and Cadance lands in front of Gold Star confronting him.

"And what makes you say that?", Celestia asks.

"As of now, this Kingdom is under the rule of the Changeling Empire. And for that to happen I require your immediate surrender.", Gold Star answers while locating where each of the Mane Six are. "Of course I am a reasonable pony. Hand over the bearers of the Elements of Harmony and I'll leave this kingdom in peace."

"And why should we do that?", Luna asks. "After several previous invasions we are more than prepared for this one."

Hundreds of Royal Guards moves in pointing their spears at Gold Star. At the same time the disguised hooded figures slowly and quietly creep up to the Mane Six.

"I see you're prepared.", Gold Star said. "Or are they really?"

Ten Changelings fly out of the airship and attack the Royal Guards head on. The everypony's surprise they are easily overpowering the Royal Guards.

"Come on, y'all!", Applejack calls out to the other Mane Six.

"I don't think so!", the noble pony said, transforming into a Changeling with a purple mane and a glasgow on her face. She kicks the orb to Applejack causing her to vanish.

"Applejack!", Rainbow Dash screams, before a blue mane Changeling did the same thing on Rainbow Dash.

Fluttershy, Rarity and Pinkie also suffers the same fate as a green mane, orange mane, and white mane Changeling throw their orbs.

"Girls!", Twilight screams in horror seeing her friends gone.

"What have you done?", Celestia shouts.

"They're fine, they'll be meeting with the Empress soon.", Gold Star said throwing the last orb to Twilight. Cadance moves in front of it and creates a shield in an attempt to block the orb, but to her shock the orb breaks through and turns Cadance into stone, but unlike last time the orb is much bigger resulting in Celestia and Luna to turn into stone. Before Twilight could do anything Gold Star throws the actual teleportation orb at Twilight causing her to disappear as well, just as Shining Armor arrives.

"Twilight! Cadance!", Shining screams. Gold Star turns to Shining Armor and makes an evil smirk. Shining Armor spots Gold Star charging towards him and creates a shield to stop the attack. Gold Star however breaks through the barriers with ease and rams Shining Armor straight towards the wall, this however knocks Gold Star's helmet off.

"And to think you are captain of the royal guard." Shining gets back up only to have a sword pointing to his throat, he looks up and widen his eyes are the one pointing the sword. Spitfire gasps at the identity of the attack along with many other ponies. "This is the part where I claim victory, but fortunately for you I believe a lifetime of savoring your failure is punishment enough!"

Gold Star then face the crowd. "You're own sworn protectors are defeated and Equestria sends a poor excuse of a royal guard instead of real soldiers? How pathetic! No wonder you all suffer at the hands of the Changelings, Tirek, and many others. As it currently stands Equestria is now powerless."

Gold Star picks up his helmet and heads to his airship, but not before tossing another orb to Shining Armor.

"This orb will reverse the effects done to the princesses, but I doubt that'll do you any good.", Gold Star laughs as the door closes and the airship breaks free of the debris and flies back to the empire.

Shining silently picks up the orb and looks at the surrounding crowd all looking at him with disappointment.