Equestria and the Angels from the Stars

by TheronSniper

Rating: mature
Tags: Spike, Science Fiction, Tragedy, Horror, Discord, Human, Main 6, My Little Pony: Friendship is Magic, Other, Changelings
Length: 12624

Shortly after the taming of the Changelings, a strange occurence has been happening in the Everfree. Something has come to Equis, and Twilight with her friends will discover a pestilence has come and magic is their food. Hope comes from the stars.

After Queen Chrysalis loses to the efforts of Starlight Glimmer and her friends, King Thorax and the changelings begin establishing relations with Equestria. However, not long after the reformation of his kind, there are reports of Feral Changelings sowing terror in the Everfree zone. All those near the forbidden forest live in fear and worry, and thus the Princesses decide that an investigation is required with King Thorax's help to find the rouge changelings.

A dark secret lurks beyond, one which will turn Equestria upside down as their magic becomes the target of a great devourer from another world. Twilight Sparkle and her friends will soon learn that a much larger reality exists beyond Equestria, but will they be able to handle these rouge changelings? Can their power of Friendship really turn the tide of the conflict that ails the entire planet? Will life ever be the same when the angels arrive in massive arks that dot the clear blue skies?

Published 2016-11-10 07:40:01 UTC
Last updated 2017-03-30 08:14:15 UTC

Ch. 1 Rogue Changelings

It was late in the evening when Twilight and her friends made it back to Ponyville, everypony else went to their homes while Glimmer and others headed straight to bed. They had a long day and quite an adventure to last for the next several months, and Glimmer needed the rest after such a stressful trip. Having played her part in saving the Princesses, her brother, her friends and herself from from Queen Chrysalis and her dastardly ambitions. In doing so, with oddly enough, the aid of Discord and Thorax helped turn the tide and rescue the Changeling race from a dark path. It became quite a sight to see a male version of Queen Chrysalis, that once pony sized drone had grown to fit his new role complete with a long horn and a strange crown studded with natural gemstones. She set a date to talk to Thorax about his future plans and his new body after they all recovered from the ordeal. Glimmer went off to her room after wishing good dreams to the others, which Sparkle and Spike returned before she had a report from Princess Celestia about a problem in the west.

"So what do you think could be the problem? We just finished a world ending scheme by Chrysalis again, now we have another on our claws?" he scoffed with a scowl at how fate laughed at their peaceful lives.

"Now now Spike, I'm sure it won't be something dangerous, probably another friendship issue we can solve without rescuing anypony or battling something as bad as Tirek. More than likely it could just be a... a roving horde of Hydra that only Fluttershy might know how to deal with?" she said trying to keep a convincing smile.

The young drake did not buy her reasoning, "Right, so I'll see you in the morning then. Somethin's got my scales on edge with whatever the princess sent you." he yawned and left to his room in another hall.

"Good night Spike!" dropping the guise once he left her vision.

It was right to say they all were truly exhausted and had to get some shut eye in, Sparkle could feel the dryness in her eyes and sore muscles from the pod they were put in. Not to mention they never were really asleep during their capture, just some kind of tranquilizer spell for Chrysalis to draw power off of. Suffice to say they were awake for the last two to three days straight. At least she was having spent the third day writing up on the new Changeling leadership and kingdom for the future meeting in Canterlot. All the notes she compiled were for the Nobles who'd surely cause a ruckus over the once evil creatures that invaded the city.

Even as the call of her sleeping quarters sounded like music to the ears and mind, the quick skim she gave the message earlier did not sit well with her. There had been an additional scroll stuffed inside the primary letter, to which as soon as it came to mind the mare pulled it out from her saddle bags as she reached her room. Closing her door behind her, she levitated the piece of parchment before her, magically lighting the desk candle off to the side to light up the room. The Princesses had only just returned when the trouble had been brought to their attention, it seemed that as soon as Celestia confirmed that the Changeling Kingdom was pacified. Stand Alone elements of Chrysalis's brood were out and about causing chaos for whatever reason, a reason that seemed either to convoluted to comprehend or there was something else ahoof.

"Thorax said there were no other hives in Equestria... so if Chrysalis had planned to overtake the crown and gain love through deception. Why would she send out scouts to to abduct the population when it completely goes against the plan?" Sparkle wondered as she crawled into her bed, the candlelight keeping the room somewhat visible.

Yawning again, "Let's see what this whole mess is all about, I can't imagine what it must have been like for them to go back to the palace and receive this bit of good news."

After ensuring she was comfortably ready on the soft quilt beneath her, the wax seal stamped with Celestia and Luna's cutie marks came off. Unfolding the parcel, her magic straightened out the sheet as her eyes began going over every little written letter, sounding it out in her own head.

'1st Lieutenant Brazen Bronze, current commanding officer of Solar Guard Regiment 104th Tortoise Shell. My Princess, I write to you bearing bad news of dire importance. To begin, forward scouts of outpost Diamond 3 came across the remains of a small village that use to be called Gidder's Pass. Summation, a trading site for miners and gatherers close to the northern area of the Appalachian Mountains, head count around two hundred ponies with foreign merchants amongst them. Smoke in the sky drew the forward scouts to the devastated area to which they explored and found no pony left. Evidence of a struggle was clear as day by the destroyed homes that seemed like a mad bull minotaur had a temper tantrum on the village. Before they could report back to base, they happened across a strangely colored Changeling hauling an unconscious foal into a tunnel dug right in the south eastern portion of the village. Regrettably they were unable to save the foal as the Changeling sprinted away and the Scouts were unprepared to deal with a possible swarm under Gidder's Pass. Upon debriefing, then acting commander Major Silver Trebuchet ordered half of the regiment to investigate the ruins. What should have been a simple sneak peak had devolved into an all out battle to which there were no survivors. All that the scouts who were sent out could find were random weapons dropped and pieces of armor. Silver responded with half of our remaining force sent in fully geared out for combat only for they too to disappear. Scouts found a disturbing trend as more deserted villages and towns popped out closing in on the outpost. Major Trebuchet took the remaining guards to meet the enemy head on, and what became a two week involvement welcomed us with one lone messenger who quickly succumb to severe exhaustion. We have yet to glean any information as to what became of the Major's whereabouts or the bulk of 104, however, upon recovery of the Solar Guard he uttered one word to his rescuers. Uttering 'Changelings' before giving into unconsciousness, medical staff are giving his condition as mana exhaustion. Private Sunny Springs is under close monitoring of his vitals until his magic returns, however, I regret to inform that one of the doctors warns that the serious depletion may never regenerate. In closing, Regiment 104 is no longer combat effective and with the threat of the Changeling Swarm I fear without reinforcements we will lose this area. We need immediate asset denial with all outer city centers and villages. Citizens of the affected area have been deemed lost to the enemy, even down to the foals. Princesses I urge swift action to mobilize effective immediately. Commanding Officer 1st Lieutenant Brazen Bronze.'

It took a few minutes before Twilight could even react, overcome with the contents of the letter and her mind finding a way to fix the new problem. King Thorax had never mentioned any other Changelings, and surely the others would have said something about another contingency plan in the works. Whatever Queen Chrysalis was working on, she must have assumed either two things to be the most prominent courses of action to take. If she won, she could use this raiding swarm to draw attention to the outside threat while her brood impersonate and drive Equestria into focusing on the danger. Thereby allowing the imposters to cement themselves as the Princesses themselves as well as her and her friends. No pony would be the wiser as soldiers were sent into ambushes coordinated by replaced officers and such. The second thought was likely the Queen's gambit if the plan failed and she wanted to start rebuilding quickly, a well calculated backup scheme to secure sources of love.

"That would explain why she left Starlight's offer of friendship... she knew they might lose... Clever?!" Sparkle thought, "But if that was the case, we just need to find the new hive and make those other Changelings see that giving love is a better way to live. We'll need Thorax for this, because if this new swarm was able to take out a regiment of guards then this could be very dangerous."

Revisiting the letter again and again, Twilight pondered on the rather careful planning Chrysalis had displayed. Being so vain and proud of herself, it seemed like the polar opposite to ever consider a fall back plan. She usually was too boisterous to ever think she'd lose, but perhaps Canterlot was the last straw that broke the pony's back. Being blasted away by Shining's and Cadence's love might have knocked some strategy into the Changeling Queen for the worse. She just hoped that this would be the last of the love sucking Changelings, there would be no telling how to end the fight without the reformed ones joining in.

It was strange to see the alterations that occurred after Thorax ascended into a King caste of his kind. His eyes lost their compound featureless blue orbs, gaining the draconic-like oculars Spike and Chrysalis possessed. Rather than the jade hue of his former queen, Thorax' had a soft pinkish tint on violet irises which the drones around them took on. Beyond that they didn't change very much besides the holes in their bodies filling in, some kind of biological reaction to giving love freely and some kind of backwash from the thrones destruction. Though if that were the case, Sparkle feared they might not be able to free the last of their own without the throne to feed. Changeling magic was just too new for her to even consider, and she'd likely off to the guards and help within the week.

"Guess I won't have any advance time to study much less learn from King Thorax about their magic. Well... at least he'll have the power of Chrysalis now, there may yet be some way to work around the throne's magic suppression field and mimic it for Thorax to act in place of. Ugh... it's way too late to be worrying about all this." the letter rolled up and floated to the desk of the room.

Snuffing out the candle flame, she threw herself back first onto the soft mattress. Considering they had to walk for several miles after the train stalled out, their magic had been slow to return after staying so long in that hive with the throne. Only Celestia, Luna, and Cadence somehow were able to revive far faster, which was a good thing since they had to return back to Canterlot before the city discovered the truth. Though surprisingly her own magic had just barely peaked halfway to its proper level as she returned to the castle, even now it still felt a little weak. No teleportation spells for them after getting stranded, but at least it served to warn her of how much she needed exercise.

Looking out the crystal pane window to the outside, the starry night sky guided her thoughts into calm serenity. She vowed to spend all day tomorrow to get all the information she needed and to understand what it was that Celestia wanted of her in the matter. Until then, Luna's dream realm would have her for the night, a clear mind was an efficient one.

Outpost Mustang 1-3

Located near the mountain range known as Solaris where the Everfree met the slopes, the current quarantine area affected due to the new changeling threat. A small platoon of Solar Guard stand on watch for threats to signal to the other towers in the distance with a magical bonfire. Since the loss of a large force as of late, Mustang 1-3 had been on alert for the last few days with little sleep and adrenaline buffering when sounds were heard in the distance. The area had been perfect for fog to settle, grassy plains to the thick forest anchored the low lying clouds that could not pass over the tall jagged mountains like static in hair to balloons. Only the few teams who possessed unicorn guards who could caste a dispersal spell to clear a decent swathe of land could see.

Torches stood alight in the early morning hours along the stone walls of the miniature fortress, giving every pony visibility through both the lack light and looming sunrise. Currently, seven guards stood at attention at each corner of the base while the others patrolled with weapons ready. Private Gold Bloom scanned the outer reaches of his zone, looking for any movement or sign of life as he was ordered to do. It had been several hours since he was posted, the Sergeant had made it clear that any who shirked their duties would be summarily punished to the fullest extent of the law. The loss of a combat ready force was enough to jar command into enacting such harsh punishment, but Gold would not falter.

As his eyes looked over the zone he was issued for the eighteenth time, a female voice spoke up behind him, "Gold don't you think its time to call it a night and let me take over for you? You've been up here for nearly two days with barely any break other than to eat and stuff!"

Bloom did not register her words physically, he simply replied, "When a dragon is ahoof, you don't let one eye go without watching the skies. It is the only way we know when the flames of death come at us before it is too late...Private Ivy Star."

She shook her head within the ornate encompassing helmet, "I don't know what empowers you to do what you do, but at some point any soldier must rest. Please, let me help you so we can have our best capable soldiers always at their peak?!" she beckoned hoping to get through to the stallion if not through his ego.

The guard sighed feeling the strength of fatigue starting to onset beyond his ability to hinder, "Perhaps your right... I am feeling a bit tired." he yawned.

"Good, then come down and let me take up the post." she asked as she watched him start to come down off the wall.

Gold seemed to be reluctant at first, he held his position with closed eyes and a relaxed posture with his tail swaying like a pendulum. Ivy felt certain he'd provide some resistance due to his need to fulfill his duty. Since she'd known him, Bloom was the kind of pony to take his tasks with the utmost importance. Resulting in her need to step over the line to get him to come to sense.

"Okay, come on down then... we've yet to see any danger for the last week and I doubt we'll have any problems with the caches we have stock from. Just trot to me and we can switch, seems easy right." Ivy asked as she welcomed the pony with open hooves metaphorically speaking.

Breaking his concentration, Bloom looked at the mare and wondered what it was like to just breathe for the moment and relax. It felt nice to consider the lack of strain on the mind and horn if for a moment. The C.O. had them pulling double shifts with little rest since the recent threat made itself known, and honestly he could use a wink of sleep even on the hard ground. He gave a heavy sigh and looked back to the mare in golden armor, a pastel green coat could be seen between the joints in the frontier armor guards like them were given. These areas far from Canterlot and its cities were often wrought with dangerous things, so having the additional padding saved lives even if it was a burden to wear. The Ocularian Helmets upon the guard were designed to offer superior enchanted protection to the neck and head without detracting from their ability to hear and see. Segmented and heavy, it still offered a wide range of movement while having the stopping power against javelins and the rending claws of beasts. He could see her ruby mane poking out a bang just above her inquisitive hazel eyes, she was always the most helpful of the unit looking out for everypony like a sister.

"Fine, you win... just let me get down off the ramparts." he chuckled to himself as his hooves started to move to the steps a few feet to his left.

Another guard yawned at the other post nearby, having had no care to heed the two and their conversation. Though that reaction to his boredom or fatigue had Gold follow suit and let loose the call of bed. Feeling the liquid squeezed out of his eyes, a couple small tears formed at the ends of his vision as he drew a deep strained breath. Letting it out as he paused so as to avoid falling off to a good twelve foot drop below, it felt pleasant to be on his way to getting a couple winks. His soft violet eyes opened again with a flitter, viewing an empty section of the wall where the solar guard once stood.

Gold stalled in place, his ears swiveled to see if the private had just moved quick enough out of his vision. However none of his senses picked up the soldier as if the stallion simply vanished or leapt off the wall. That hopeful idea was forfeit when the spear the guard had held in a forelimb just then fell to the stone embattlement, the lit torch near the site shimmered with the last evidence of an air current flowing off the wall. All that quickly surmounted into an alarm which the once tired pony then had his body pumping in the chemicals to do him justice.

"Ivy!! Sound the alarm! NOW!" he shouted enough for the others on watch to turn their heads at the frantic guard.

The mare had not taken the hint and assumed he was joking with her, "Come on, no one's seeing anything for awhile what's the big deal in doing that? You know I could get into a lot of trouble for..."

Gold grabbed his lance and used a spell to light it on fire, "DO IT!!!"

By that action of magically activating his weapon, she took it as confirmation that he was serious. Why he acted as he did now she could only assume he saw something, and well risked getting the commanding officers wrath afterwards. Far be it for her to question any soldier in his state, no pony could fake sensing danger as honest as he displayed.

"Get the Lieutenant out here before..." he yelled only to stop mid sentence as to why, it would haunt Ivy Star for the rest of her life.

She was just about to turn around and make it to the bell when something came over the ramparts. A strikingly colorful insect that seemed to be twice as large as anypony, her vision caught sight of four of its visible legs. Two of which had anchored itself on the ledge of the gray stone wall while two were near a large fleshy trap jaw mouth. Those taloned limbs were in the act of shoving the private into the gator-like mouth where the incisors held silver fangs that had to be a hoof long or more. Tiger stripes of black serrated the carapace of the monster gave some kind of disorientation to it which if her own terror had not been at the forefront she'd have tried look away.

In the span of a few seconds, Gold disappeared within the insect as it swallowed him whole and lept away like a shark that had just breached the waters surface for a seal and went crashing down into the blue abyss. There was the faint sound of wings beating, like a large bumblebee disappearing into the night. He never even had a chance to scream or finish what he was saying, Gold was now gone inside the stomach of the only thing that his attacker could have been. What she and the other few guards who witnessed saw, a Changeling attack was underway and it started with the ambush.

She staggered backwards still in disbelief as her armored rump clacked on the cobble stone ground. Shouts came from other guards around her, but they were barely even registered by her even as the screaming began. More and more stallions and mares were turning their yelling into frantic cries as their nearest squadmates were being plucked from their positions by more of the Changelings. Her eyes remained glued to where Gold once was, the reality of losing a guard was beyond difficult to just adapt to. She'd served with Gold and Mustang 1-3 for two years, longer with the guards themselves as they once served at the southern bases during the peak of the Hydra population back then. Even during that time of immense danger they never lost a pony or were ever hurt, at least thanks to the lack of attack by the vile lizards.

A pegasus guard flew backwards into her vision holding a crossbow, firing wildly to the right corner of her eyes. A colorful blur flashed before her towards the stallion and he vanished, followed by a standard spear which had been thrown haphazardly to Ivy's left coming to a rest just three feet from her hooves. Her head pivoted to look at the discarded weapon, noting the glyphs etched into the wood staff were unique to one pony of the squad. Though before she could begin to remember, something big and heavy suddenly slammed in front of her.

Her thudding heart and icy limbs held no further dread as she gazed upon the creature that came for her, a yellow green shelled Changeling with beady black eyes. Shiny obsidian orbs at the tip of the nose, reflecting her stupefied face as the same fate that befell the others was upon her. The crocadillian maw revealed the cavernous gullet from which she'd make her grave, her eyes never blinking as it came closer and closer.

"STAR!!!"

Ch. 2 Arrival of King Thorax

During the confrontation with Queen Chrysalis
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"I can feel her taking all of the love I have!" Thorax painfully spoke, hovering in place through the Queen's magic as a visible trail of love flowing from the aura around him and into the fanged mouth before him.

Chrysalis eagerly devoured the source of power, her eyes burning with malice as Starlight behind her was held to the ground by commander caste Changelings. Having love pulled by such force was a death sentence to a drone, being branded a traitor was a rare occurrence in the hive. Thorax had left his home just to avoid being placed in such a situation, risking capture at the Crystal Empire just for that purpose. He would never of thought friendship would be gifted to him by the ponies all thanks to the courageous efforts of that little purple dragon. Although reluctant, he came to this predicament all for the sake of his friends and their world once his old Queen took away the leadership and the former element bearers. The return of their kindness he was about to give his life for, and strangely enough it felt good even under the excruciating extraction of his love stores.

"Thorax!! Give her all of the LOVE!!" Glimmer roared in defiance to her captors she struggled under, the venom in her words were meant for Chrysalis but they emboldened the fading drone to do just that.

With that, his entire supply lost the meager shield that kept the Queen from just yanking away the well from within him, the floodgates were opened. She ceased feeding when the amount of love became surprisingly too much for her to take in, her hooves startlingly withdrew her from the then glowing Thorax. The levitation spell she used to keep him still remained around him as it mixed with the power all Changelings starved for. Devoid of love, the drone began to curl into a ball with wings spread out wide as they shimmered like a shoal of fish in the sea under a bright sunny day. From all the joints of the little Changeling came blasting out a viscous green substance similar to the resin that the Hive possessed and the pods the prisoners were kept in. Flowing like water, the muck began to swirl around him and encase the body in what was strangely similar to the metamorphosis of butterflies from caterpillars. Starlight looked in awe as did all the Changelings in the room, the magic surrounding the chrysalis was immensely strong as it ebbed and flowed around it. Whatever was happening, even the Queen of Changelings was unaware of it as she began barking orders at her subjects.

"What is the meaning of this?! Guards! Surround that thing!" she roared in what sounded like fear to Glimmer, her own Changelings which pinned her to the ground left to join the quickly formed perimeter.

As soon as the last Changeling took position, the pod bulged as it doubled and then tripled in size. The magic around it became dense and almost tingly on Starlight's skin, she could only guess it was not the same for the drones or their Queen if they were so eager to declare it hostile. The surface of the cocoon started to lose the shiny green color to opaque and lastly a transparent shell, within it finally came the image which the mare realized what put the Hive on edge.

Thorax was definitely inside, though now his form was larger and bulkier, he had the same frame and oddly enough the same frills of a drone. Though what was becoming ever more obvious was that the creature that was now Thorax had become the male version of the Queen. His wings were visible as they were large and golden hued, resembling a dragonfly's wings. As little as she could see from her distance, the sounds of something cracking like a very large hens egg broke through the beating wings of the hovering drones and guards. Glimmer could not have seen the event as it unfolded, being too far away but the Changelings could.

"GUARDS!! Fire on it now! DESTROY!!" Chrysalis nearly could have spewed fire like a dragon what the vehement way she shouted, almost roaring at her drones which took her panic with utmost haste.

Spell fire was shot from the horns of all the surrounding guards, brilliant blue fire as well as green beams of pure magic streamed into the pod housing Thorax. Starlight cried out as the encasement disappeared beneath the destructive magic to the point that it became nothing more than a magical bonfire. What could ever survive that much heat and energy was beyond the mare, for all that she knew was the morphed drone was removed from this world by the vile Queen.

".... no." Starlight whispered as louder cracks and shattering of glass made it through the attacking endless volley of magic.

Then, all of the sudden, the drones stopped and darted away to the edges of the chamber as if they'd seen a horror beyond this world. It sent the Queen into a deeper panic as she tried to rally her drones back into attacking, and normally they would not risk her ire and do as they were told. However, even Glimmer could see they were quivering in their carapaces, shunning away as if a mana bomb had been thrown into the inferno. An explosion ripped through the air, causing all to shield themselves from the fragments of the magic that had supposedly should have annihilated whatever Thorax had become. Once she felt it was safe to look, she scanned about and locked onto a glowing ethereal white light as warm as Celestia's sun. It hurt to keep eyes on the sight, but it appeared Chrysalis was not affected in the least as she snarled at it.

Having gave up on getting her hive to do anything beyond cowering like fearful mutts, she anchored her hooves into an aggressive stance with her head lowered so her horn pointed at the form taking shape. Glimmer looked in awe as the fleeting light of creation as it was shed off the being standing up, Thorax slowly becoming visible. Just as she saw before, as did everypony else, he was no longer a diminutive drone by any means. Instead, he sported holeless legs that held up a broad armored chest with an amthyest waist segmentation unlike the Queens green banding. A trunk of a neck lead up with powerful muscles under the carapace of the new Changeling, sporting two separate dorsal frills that merged at the shoulders and disappeared. The membrane between each spine shone with a light rose shade, beautiful to observe and elegant like a stained glass window. The large head like Chrysalis's own, had a more stallion's structure, two upper canine fangs poked through the lips and eyes possessing the individuality of the Queen. As if in reflex to the last bits of magical amniotes drifted off him like stardust, Thorax spread his large wings outwards in their brilliance. Just the right size to carry his new form in the air, bendable to collapse underneath the protective red shell casing on his back. Golden veins ran through the crystal like glassy wings, giving them a royal sheen to his black body. Glimmer felt as if she'd just witnessed a very rare once in a lifetime moment in the race of obscure and reclusive beings.

Thorax looked about as if confused and had woken up in the den of an ursa major, whipping his head about as his eyes looked all every which way. That was when Starlight caught the sight of the crown on his cranium just behind the bladed horn, it looked a little like the Queen's only larger and flatter with more points possessing ruby orbs. Those draconic eyes and their violet irises had labeled the situation to the mare Thorax did not know what to do with either his new body or the leverage he actually had over the Hive itself.

Seizing the chance, Glimmer rushed over and smiled up at him which calmed his addled nerves, "You see? This is what happens when you give love, you have to do what's best for both our kingdoms. Help them see the light!"

"YOU!!" the queen roared again.

"Everyone! Listen to me!?" the former drone pleaded as he paused at the deeper tone in his voice that emphasized the new title he attained, "I've made friends! Ponies who like and appreciate me for a Changeling... I saved a little baby dragon and earned his trust. He fought for me when the ponies feared me after what we did at the wedding! I took the chance and showed how much I was willing to be kind and good! The Princess of Love who you have in that pod over there... she vouched for me and even brought her new foal before me. I fought the urge to feed like the Changeling that I am. I resisted when the foal gave me love in my natural form, I did not have to hide."

"LIES!! YOU will NOT usurp me traitor!" Chrysalis spat as she charged her horn and fired a destruction spell at the new King.

"Oh no you don't!" Glimmer grinned and erected the same shield she used to keep a baby alicorn's erratic magical outbursts from harming Spike and her.

The Queen's spell bounced off and struck the magic suppressing throne behind her, she gasped at the damage and growled back.

"The ponies took me in and I made friends over there, friends who were not afraid of me in my own skin. Freely given love is real! We don't have to go about capturing ponies, impersonating loved ones, and sucking away all their love till they can't even stand anymore! Give your love to your Queen and show her that we can change for the better and no longer starve! That we don't need to hide no longer!" Thorax bravely asked of his kin with a mysterious source of confidence in his new found powers surging within his spirit.

The two hopefuls noticed doubt sowed into the drones around them, it seemed an extra perk came with his evolution. They feared him as they did the Queen, but with the words he gave them they seemed to like the idea and serving him more. Starlight observed as the courageous few flew into the air and gave their love for others, opening up their stores completely with what little they had. Though instead of going to the queen, the pink winds fished around the chamber before being absorbed by the throne. More and more joined in as the exuding mana from Thorax enticed them to do so, his royal aura altering their bodies in the process. To which after each shared their part, they underwent a change of some sort. Their bodies mimicking the shades of red and purple of their new King as they came down from their willing generosity.

Once most of the drones in the hive partook, Chrysalis eyed her throne in terror as the love stores began to overwhelm the strange magical item. Cracks tore and rent it apart until a solid sickly green crystal heart began to shone through the rock structure of the throne. The love started to turn it pink and that sent the Queen's wings into overdrive to rush her to the primary power source of the whole hive. She had to stop it and get it away before it was destroyed, but instead of stopping the last changelings from giving their love away she provided her own downfall. Just as she reached, the last stream of love entered the hungry crystal heart which cracked down the center and to her horror detonated right in front of her face.

************************************

Present day, Twilight's Library

Having spent the last week preparing for the trip to the western area past the Ram's Horn mountains she could see from ponyville. She had sent the request of the new Changeling King to meet with her as soon as possible, while she accepted that Thorax would have had to spent time locating a new home beyond the ruined hive of old. A recent letter sent to her from the fresh royal indicated that the Crystal Ponies would open their doors to the reformed changelings, bolstering the kingdom's numbers and help where ever extra hooves were needed. The kingdom of which Cadence and her brother oversaw was amidst a population boom and fresh farmlands were of the utmost importance to avoid requiring trade.

This opened up time for the King to visit and assist with the growing issue in the west, as it were two more regiments were dispatched from the eastern coast to shore up defenses on what was left of that frontier. Twilight had only received the news two days ago as it was reported that the 104th had been all but captured, just a few Pegasus guards were left as they were amid the fastest flyers in their unit. It lent them the option to escape the changelings and their ambushes.

Starlight walked in just as Sparkle proceeded to mark off a checklist on a checklist, she'd set out the documents and plans to handle the menace and track down Queen Chrysalis before she sets another scheme somewhere else in Equestria. For her rouge brood to be this successful was of dire revelation, and hopefully Thorax could provide insight.

"So no luck I see with just the guard handling a few changelings huh?" she asked as she took Rarity's seat looking concerned at the organized papers on the crystal map.

Twilight shook her head as she set down the list, "Unfortunately no, all of the guards except a few flyers made it out. They've deemed the west frontier not even that far away from us to be quarantined until the Queen is captured. I can't fathom how they can just subdue trained soldiers in a month and a whole regiment of all things?! It just doesn't make any sense as to why Chrysalis is doing this? What larger goal is she playing at by taking all the ponies? I mean I know they'll provide a boost of love for her, but they're crops harvest and the plant will never regenerate. Its a short answer to the big problem her species unreformed face."

Shrugging, "From what I experienced, first hand... if that old hive was anything like her strategy making. Then I'd wager she's probably using this as a front for something bigger. She's tasted the love in Equestria and she won't let it go. She's taken so many ponies now, the only thing we can assume is that she's rebuilding her army with who knows how many she has now. Did you read the statistics on the initial invading force during the wedding and the amount that reformed?"

Twilight nodded and searched for a few notes she made for Thorax, "Yes, she had several thousand at the wedding, half were on the attack while the rest were securing prisoners for love harvesting. The total who converted like Thorax was just slightly below that number, but your guess is as good as mine as to why? The few not there may be the rouges or perhaps those who were far too scattered out from the shield bubble Cadence and Shining Armor created to caste them out of Canterlot."

Glimmer rubbed her chin and thought deeply, "Two variables... lets say we take into account how fast the guard were taken. You've showed me the towns and places that were already invaded and emptied of every pony and more. She'd need a standing force of maybe three thousand just to keep that kind of operation going, far beyond the number she should have had when that vile scheme to capture the princesses and you. We don't know the gestation period for Changelings, so it's a gambit to figure out if she had any nurseries hidden about. That also does not explain their love shortage and how if any way they could have fielded even more than what was at the hive and support this little rouge colony."

"And that is what I intend to talk to King Thorax about, there is a major gap in information to truly grasp the details we have. Is it possible they've captured griffonstone and used them for food sources for more Changelings? Ohh... now I know I forgot something, I needed to ask Princess Celestia if any other kingdoms have come under attack or have gone dark!" Twilight slammed a hoof on the edge of the map and pouted.

"Don't worry about it, Spikes nearby if you have to ask, but I'm sure if that were the case wouldn't Celestia have mentioned it? They'd be the first to know and pass it onto you." the doors to the chamber opened up to the young drake holding a bowl of gems as he ate them on the stride.

With his mouth full of crushed gems, "So uh... anything happened yet? Is Thorax here?" he swallowed the broken fragments and jumped into an open seat.

"He won't be here for a few more moments Spike, we were just talking about the dangers with the rouge Changelings right now. Something doesn't make sense in the bigger picture." he looked to Sparkle as she spoke.

"Ya, she's got like an army that goes beyond their ability to keep fed, any reasons for their sudden appearance all point to stressed resources to the point she shouldn't have extra drones to rely on. We're trying to figure out the missing puzzle piece." his green slitted eyes gandered over to Glimmer as he shoved a few opals into his gullet.

He shook his head as he recalled a comic book he enjoyed with his new friend in Dragontown, "Sounds like she's got allies then, kinda like my twenty second favorite comic book war between the Hartee empire and the Space Dragonets that wanted to destroy Equis to prevent it from falling into the wrong hands with its magic either side could use to their advantage in the war. The Power Ponies and friends managed to find out the Hartee had a renegade faction that took the helm of the Empire while the good guys were supposedly caste through a portal to another world in exile. The Power Ponies hooked up with the 'Vast Intellect' who once ruled the Hartee and Blue Nova merged with it to become a temporary god and stop the war before it destroyed the planet. Well... its kinda like that with the Changelings... if you bend a little here and there and flip the sides." he innocently chucked another gem and crushed it between his sharp teeth.

The mares both rose an eyebrow each before glancing at each other, and for a moment there was silence save for Spike's loud eating habit. Then it dawned on Twilight, she realized then that the Guard was not all stationed at Canterlot and some were far away at Outposts for years on end. If she recalled a little of Equestria's military, each sector had its own list of dangerous creatures and flagged enemies those guards were extensively trained to handle. The regrettable fact was that new foes isolated to one sector was usually never reported to others. Reserves were sent from Canterlot or garrisons by major cities who also trained to handle to handle whatever needed their presence to a particular area. All in all, it meant that the southern sector and Canterlot were the only ponies who actually had seen a Changeling personally. So whatever the guards were thinking were Changelings may in fact be something else entirely and not even anything to do with Queen Chrysalis.

"Spike..." Sparkle started to say before a magical rune at the main doors rang to signal the arrival of their royal visitor.

"I'll get it, seems like you've just come across something important." Starlight gave a passing smile before trotting away to answer the door.

"Did I say something wrong?" Spike asked, sensing the unease in the room and a very troubled expression etched into the alicorn's face.

She had lulled her head down till she had been starring at the map, thoughts and theories zooming around in an orderly chaotic mess that Discord would nod at. Amid that, she looked to the baby dragon with conviction and said, "I think we have a much larger problem than just Changelings..."

Ch. 3 Greater Threat

In the palace royal quarters, Princess Celestia had concluded the day court and had moved to the garden area of the castle still recovering from the Queen Changeling's earlier conquering scheme. Far away from the ruckus of squawking nobles and the necessary but stone muzzled guards and their ever attentive eyes. She needed to breath alone or in a less sterile routine-like atmosphere, she had to be in the warmth of the sun she commanded and in the company of the life which needed it to thrive. The carefully tended to flowering shrubs, native plants, and berry bushes called to her with their gently swaying leaves of nearly every color of the spectrum. To Celestia, a simple walk through the garden could clear her mind of whatever tar stuck to it which thankfully hardly occurred. When it did however, it was a time of crisis which compounded the daily antics of ruling the kingdom and this time it came from the Changelings. Even as she witnessed herself most of the love feeding species had reformed in some sense by the evolution of the drone known as Thorax. Most of his kin followed suit, but as it seemed there were backup plans by the infamous Queen of the Changelings bent on gaining her victory and revenge no matter the risks.

She looked over a plot of lavender, inhaling the floral scent that calmed her ruffled patience just as well as any gourmet cake her royal chefs could craft. The Queen known as Chrysalis was ever the devious one, a very cunning opponent on her list of evil she'd had the job of capturing and defeating in her thousands of years ruling Equestria. Her record made her a dangerous threat as she seemed to have plans over plans, and each mistake she made she covered it with more contingencies. The fact that she may even have throngs of ponies captured and being drained of their love had lead a fire in the alicorn's heart, her precious little ponies tormented and suffering for her lack of the ability to prevent it from happening. In her mind ever since they were all freed from the insidious mission to rule the lands, Celestia had wondered over what might have prevented such happenings from even taking root. From enlisting more guards, to refining the Unicorn Guard that could reveal Changelings, and even to commissioning experimental magical towers which might discover a drone within its field of affect. The last being an idea passed on by the head of her school for the Gifted Unicorns, though these were all tips of the iceberg she had created from her worry. Grown further by the missing guards and the loss of the border villages in the west, though thankfully she was old enough to not give into impulse and fly herself to the quarantine area to handle the issue through might and righteousness only a goddess like her could bring.

Looking at a hedge of hibiscus to her right, Celestia sighed almost morosely, "I can surely end this problem by myself alone, I could easily do so. But... my loyal subjects would only look to Luna and I and only us when another problem comes along of this magnitude. I can only hope Twilight and King Thorax will resolve the issue and bring sense to that Queen. The peace we could bring between ponies and Changelings is already proven, it is sad to see her so resistant."

Celestia mourned the only other demigod as the alicorns were as well, Chrysalis may not be of the same race but she hinted at a very long life after her proclamation into Equestria being the most love filled land. She could see what a truce would have been like, to share an afternoon of tea with the reformed version of the Queen Changeling. The stories they could share with each other would be a very savory day which would go on for years. As there were no other immortals or those of prolonged existence that knew her pain of seeing friends and family pass on. Deep down, when the Queen revealed her race from beyond bedtime stories to keep foals in line, it felt at first warm before the reality sank in. A hostile entity who came in to ruin the wedding of Cadence, from that sliver of a second later Celestia could only see a horror from the darkest reaches of Equis. Anypony whose lived past several lifetimes as the Queen seemed to suggest at knew how to fight and conquer, one who knew no remorse in their actions until their desires were achieved.

Fluttering her huge alabaster wings, "I pray that they can make her see the light. The more added to Tartarus and should Cerberus or the prison walls ever falter... I can only wish the best for all my little ponies. On that horrible day we may not be able to stop them all when they come seeking vengeance."

In truth, she had long been concerned for the day another escape came where not only Tirek would find his way to the surface. That void stone covered cavern which prevented magic from being exercised and only cunning tactics like a run away ball could lead to freedom. The more enemies who receded in there the more hate that existed in them, the rage of incarceration would be so hot that all would burn as if the very sun scorched the lands. Twilight had become the embodiment of magic and friendship, she had a higher rate of success in rallying in former villains to the just side.

Song birds chirped away oblivious to the alicorn's musings as they played in the little piece of artificial nature grown onto the granite pad stuck to the mountainside. Insects bounded from flower to flower, pollinating the plants and giving a future to the life which awaited creation as a seed. Even in the far distance in the airspace of the Palace sky rise where Pegasus Guards flew over patrol routes only saw their highness peacefully inspecting the assets of the zen area. Just like that, a reflection of who Celestia was to the world as she hoped to always be.

Twilight's Castle Noontime

King Thorax had arrived and in the nick of time as the girls were onto something new. After exchanging quick greetings with one another, Twilight initiated the beginnings of the meeting which summoned the new Lord of the Reformed. She took a moment to sum up what was discovered as possible scenarios to the recent attacks and foalnappings, using detailed illustrations and a list of what Starlight, Spike, and her had suddenly thought of. After chucking all they had at the new king, it became all too clear that he too was astounded to see such probably results of Chrysalis's escape. Though he was not initially forthcoming with what he knew about the hive he now lead, he furrowed his brow as the draconic slitted eyes slowly gazed upon the mares and young drake. Twilight had her fresh stack of paper ready to go with a new ink well primed for use as a hovering quill awaited his first words. Starlight kept her sight on him in hopes he had something useful for them, while Spike seemed content to finish his gems like popcorn at a show.

Thorax sighed, "I'm afraid this situation has become muddled I think? The truth is... all the drones who attacked Canterlot were gathered up by Chrysalis before she enacted the plan to capture everypony. Those you think were seemingly taken away to be used in this rouge colony were actually out harvesting love. So you are halfway right Princess Twilight, there was a second plan in action but not what you think. I found the rest of the missing ones and helped them reform too!" he gave a half smile which died away as soon as it came.

He used his green tinted magic to levitate the many papyrus scrolls and sheets into an organized pile, "Whatever Changelings are carrying out these foalnappings you spoke of, they are not of the hive I was born into. Which leads to your other assumption in that the fallen Queen has allies." he grimaced almost sadly that his recently dethroned All-Mother had taken such a turn for the worse.

"Then that leads us to figure out who could possibly be leading the survivors into thinking that Changelings have been on the offensive in the Western Frontier. Even Princess Luna has been unable to help the guards that have thus far said only gibberish and Changeling all in one!" Sparkle fumed as her quill slapped onto the crystal table, "She's not been able to see them in the dream realm either..."

Glimmer frowned, "Was there any other hive out there by chance? No other Queens alive?" she insisted on still pinning it on unreformed kin of his.

Swaying his head, "I'm sorry. I do not know of any others beyond my family. As far as any of us know we're the only ones of our kind. I wish I could be of better help on this?" Thorax let himself go limp with disappointment only to have Starlight leave her seat and proceed to his and pat him on the back with a wavering appreciation of his aid.

To say they had no where else to go was an understatement, with all the obvious out of the way there seemed to lack any other course of action to follow suit. Yet the analytical mind of Twilight would be the push they needed to get out of the new funk they'd found their mission and research mucked in. Blinking in and out of her seat and behind the two friends, she wore the look of resilience which would embolden the others to further action.

"King Thorax? You have done more than enough for us, and dismissing potential realities has been the best thing you could do for us. As a fellow friend... you have my gratitude. However, if you really want to help us then I will need your help in apprehending Chrysalis once and for all. Will you join me in going to the Western Frontier and investigating the Q-zone as well? Discord has said he's not been feeling well... or so he believes and won't help us. If you join in, we can stop this offensive and save all the ponies she's taken by force. You of all of us know what happens to ponies when they've been drained of love..." she gave a hopeful look to him, her hooves around both the King and the unicorn mare as a symbol of friendship and trust.

Spike looked on enthralled with such a comic book occurrence happening right there before him just as issue fifty four of the Power Ponies had done when faced with an elusive and powerful god bent on destruction of the old world. Popping a large sapphire into his little maw and crunching down at it just as Thorax gave his reply.

"If it's for a friend then I am happy to join in!" he grinned with his two long canines reaching over his bottom lip.

Glimmer herself smiled nearly ear to ear, the princess moving to hug the two of them close to her with success. She felt the power of friendship as strong as ever around the trio and radiating off the King himself, they had the willpower to go through the furnace of uncertainty and danger. In truth they would be diving into an unknown area which would be held at bay by two new whole regiments of Solar Guards, with what force Celestia would undoubtedly give to her as protection, they were essentially going into enemy held territory that was once peaceful trading towns. What awaited them was what they'd have to be prepared to fight against no matter how fierce it was.

Twilight could only hope she was making the right choice in forming a group to face off with the obscure threat to Equestria. She could only look to the past evil she battled and won over, using that to fortify her own levee against the fear surmounting within.

Appleloosa 1 Week Later

During Twilight's preparations to head off with King Thorax and Starlight Glimmer to the Western Quarantine Zone, she incidentally spilled the news to Applejack. The information had left the farm pony in a downright tiffy, seeing as she had family in the little town which was just a few miles away from the zone itself. The trio found themselves a fourth member and one who just wanted to ensure that her family was still safe and assist in removing the danger to them. Thankfully the others of the mane six were carefully avoided in that respect, mainly from Applejack pinkie promising to not speak a word as well.

Sparkle had received a letter of a platoon of guards the Princess had on the way over to watch over Ponyville for her and keep her friends safe in the meantime. While she was against a show of force, Celestia had promised they would only be there in a non-evasive way so as to not draw attention. While she couldn't argue with her mentor, Twilight still couldn't feel all too on board with the military presence around the very skittish ponies and her more impulsive friends. The last thing she wanted was for the entire group to come along and risk capture or replacement by these mystery Changelings or allies of Chrysalis again. Knowing Rainbow Dash and her personality it wasn't that far of a stretch to see her back into a cocoon much less than Pinkie Pie. Thoughts which plagued the Princess of Friendship on the train ride she lied about technically, the most anypony else knew was that she needed to visit the little apple orchard in the desert for a friendship problem.

After a long and uneventful ride, the trio disembarked from the Ponyville Express and onto the soil of Appleloosa, Glimmer commented on the bustling town as it seemed unaffected by the ever present danger of being captured, "Wow? You'd think these ponies would have I don't know evacuated by now?"

King Thorax nodded as he ducked under the low exit door of the train, "I'm sure that your Princesses wanted to keep them calm and happy, mentioning anything that's been happening might send them into a panic or worse."

Twilight picked up on their observations and knew right then that it was likely the case, even if she herself would have taken the chance to warn and relocate the citizens of the town. The more podded ponies that Chrysalis had to feed on the worse off their chances were.

"Whatever the Princess thinks is right is fine by me, these ponies don't need to be troubled by being sent somewhere else from their homes. It would only cause them to..." she tried to explain further only to hear Applejack behind her speak up.

"They'd down right hold their ground and bunker up is what they'd do! Ain't no Changeling menace nor no Queen get in the way of their liv'n. This is their home and they'll guard it just as any Royal Guards would themselves." she said proudly.

The farm pony stepped off the locomotive cart and gazed around at the little homestead town before them, it was a bittersweet reality for the others. After the incident with the buffalo and their stampede grounds, Appleloosians were not easy to dissuade from their land. Though in truth, it was likely rightly the only course of action for the ponies to do as it was in their nature to be possessive in the little paradise they made by their own hooves.

"Yes well, let's just find the commander of the garrison north of here and hopefully end this problem before they have to stand up to the fact that Changelings are not a tribe of buffalo. The less time we spend here the better, that way no pony knows why we're here!" Twilight happily clipped the sentence and trotted right into another pony by accident.

Thorax, Applejack, and Glimmer halted as they noticed the collision during their observation of the agri town, Twilight had bumped into the Sheriff of Appleloosa who seemed undaunted by the contact. A stout gray blue earth pony stallion with cream white mane and tail stood unaffected by the mishap wearing a zealous look about him, an obviously dedicated pony who guarded the safety and lawful lands within the zone of the habitation. Wearing a black vest with a sheriffs badge shining from daily polishing, he stood at attention once he realized he was before the presence of an alicorn royal.

"Pardon me your highness, are you alright?" his thick mustache slightly muffling his question as he stepped away and put his hoof down.

"I'm fine, I just tend to talk and walk. I wasn't looking where I was going." she lightly chuckled.

The law enforcement of the land tipped his gray hat to pardon himself still, "My apologies still, though iff'n I may ask what brings royalty out to these here parts? Last time you were here had been during the buffalo stampede and ya'll done tried to stop the fight from happening. Though our pies seemed to be the solution for the buffalo, ya'll did still end up here to snap it at the nozzle." he inquired into her as his eyes gandered upon King Thorax, "And who might this tall dark feller be?"

Just like the missing guards in the Q-zone, no ponies outside of Canterlot knew what a Changeling was. Without an image the sheriff seemed to take the mysterious creature with cautious open hooves, and Glimmer was the one to introduce them.

"Sheriff, this is King Thorax, ruler of the Southern Badlands and recognized by the Princesses themselves, honored in the Crystal Empire by Princess Cadenza and Prince Shining Armor. King Thorax this is the sheriff of Appleossa." Starlight motioned between the two to hopefully avoid xenophobia from infecting Thorax's passing.

As the King Changeling was about to raise a hoof to shake the police pony's own, instead he held still as the other took off his hat and bowed, "Pleasure to meet a delegate and friend to our great and mighty Equestria. Any ally of the princesses is a friend of ours." his words were fluid and graceful.

Twilight breathed a sigh of relief, joyful that they could just move on once they were done talking to the stallion. "There is no need to bow, I've only recently become king of my fellow colony, we are friends first if that's alright with you?" Thorax then offered a hoof shake this time.

"Well that's mighty humble of ya, names Tumble Weed on account of my ability to be anywhere a fight's about to break out in my little town. I do hope ya'll will enjoy your stay here if'n you do, pass'n by then I suggest ya'll try our apple and cherry pies we are famed for. Least ya'll can take with ya is a nice full stomach?" Tumble offered as the exchange ended.

Sparkle interrupted knowing they had a schedule to keep with, "I'm sure we will try Sheriff Tumble Weed, but we really gotta go. It was great meeting you, hope we will see each other again!" Twilight shoved the tall Royal Changeling, Applejack, and Glimmer from behind as she grinned sheepishly in the act, the pony officer simply nodded and let them on their way.

"Well I take it we're done here then?" Starlight quipped as Twilight moved them far enough away from others that she stopped pushing them onwards.

Thorax chuckled, "At least they are accepting of me." which Twilight huffed at the memory of how he was originally treated when Spike had tried to bring him before everypony.

Applejack extracted herself from the group and quickly sought out Braeburn, "I'll be back in a jiffy, Twi! Wait for me kay?" she called out while running off.

"If I remember right, you said there is an apple farm here right? Strange place to grow fruit in, the water requirements must have them importing much of the liquid to keep the trees producing..." Starlight rubbed her chin with a hoof as she thought about the land about them in its desert conditions.

Twilight sighed, "I'm sure that's the case unfortunately, but the soil is apparently the most fertile for large apple tree variants. A bit of a bit to pay for the produce they export, but Applejack's always said the farm's been doing quite well for itself."

It would take them two hours to evade most of the occupants of the little town with Applejack rejoining them before they left to the garrison post beyond Buffalo territory. She learned that all of her kin were safe and sound, having checked herself through her unique element to ensure they were not swapped by the enemy at large. Happy as a chicken fresh out of the winter barn and into the first warm day of spring, she trotted alongside the others.

Thorax shrugged as he knew nothing about farming or apples and let the issue drop as the others had, letting their stroll to the outskirts of Appleloosa draw out. Applejack soon rejoined the group with a happy look about her, Twilight figured she had quelled the worry and found no pony to be a disguised enemy. Though with pressing matters to attend no pony asked into the Element of Honesty about the orchards or the family she had in the area, the eerie quiet beyond the settlement drew their full attention. No buzzards, no bison, no desert creatures made a single sound no appearance as they started to trek on, just the rolling of sand particles made any sound to be heard.

When they finally neared the wooden bastion four hundred feet away, they were met by forward scouts hidden by Clear Light spells. What were tall spiky cactus plants flanking their group as they passed by them turned into unicorn guards who instantly caste a containment spell around them. Shimmering aqua magic formed a paper thin barrier which they'd not be able to break through if they were an average Changeling. Of course doing so would only call for more force to be used upon innocent travelers and a royal, so Twilight simply took the path of least resistance and one which would calm the guards.

Turning to everypony else, "I need you guys to sit down slowly and let them see we mean no harm." she asked plopping herself on her plot and looked at the two unicorns around them with a soft smile.

Thorax received a confirmation from Starlight and the two did the same, they too noticed how disarmed their captors were after being put off by a lack of an attempt to escape. If they thought it was a trick it did not show to well, only a wordless vocalization between the guards before one of them fired off a signal using a magical air burst orb. The little shiny star fired forth from one of the pair, it sparkled as it reached its climax before detonating like a firework.

"Well I'll be tanned and oiled up like a greased pig during the spring festival, ya'll were right." Applejack commented

"Do you think they'll do something to me?" Thorax asked with a shaky voice still not yet use to his new power and status.

"If they do then they'll have to go through me and Twilight first!" Glimmer affirmed with that look which even he knew that they would protect him even from the Royal Guards, even if the chances of hostility were slim.

"That signal will call out one of the high ranking officers, once I prove we are innocent we should have them get us to the garrison before that signal blast has a whole swarm of Changeling rouges on us. From what I can anticipate, these Changelings are opportunistic and won't back down from that alarm." Sparkle sighed, adjusting her wings and giving the guards around them a prim and proper alicorn of royalty.

"I hope you're right." Glimmer added with a hint of minor irritation at how the soldier ponies would likely react from her own experience.

"Don't you worry none darl'n, Twi's got a plan and we've always come out clean from them!" the farm pony joyfully noted.

The four sat quietly for ten minutes before a ranking officer finally arrived, looking no different than the others of the unit. Garbed in segmented golden armor with a few capacitor gems to fuel wards and charms to safeguard their life when combat arose. One small detail detached them from the rest, first it was actually a mare and she had a violet mohawk on her headpiece instead of a blue one. Twilight knew this meant she was a Lieutenant, likely the only one in charge as the generals wouldn't want to let themselves or higher than her rank risk capture by the enemy. While that was a sound tactic, it also meant she wouldn't be to seasoned in battle and be prone to the rules of war even under the most strict conditions where malleability would be necessary. Or so Sparkle thought from the history books of old battles pre and post Equestria, and thus she prepared herself to be ready to work with the possibly stringent mare.

Expecting a long exercise that would prove them to be Changelings or not never came, instead the acting commanding officer nodded her head to the unicorn guards. The two released the containment spell and stepped aside, giving breathing room between the supposed prisoners and the head of the snake.

The obviously dull purple coated soldier in uniform of her armor's enchantment took confident steps forward and then bowed to Twilight and her entourage, "First Lieutenant of Forward Operating Base Guinness, Storm Surge, at your command! Your highness!"

Being wrong was not something Twilight enjoyed as she lost her footing and stumbled in her initial response. The Lieutenant picked up on the likely reason for the jumbled words from the young alicorn and went to address it personally to cut time.

"Do not worry my majesty, Princess Celestia confirmed your arrival not long ago and mentioned guests of yours who I am to trust as I would any other of my own guards under my command. She also gave the the aura check to ensure it was you, my guards who encased you did such a check and that is why you are not facing further interrogation as of now. However, we must make haste! The Changeling menace out there... they sense when magic is preformed and shoot to it like a hungry timberwolf." she motioned onward with her escorts watching their flanks and the ground below them.

Twilight understandably hesitated only to have Glimmer act for her and coax her to move to her hooves, Thorax giving her a welcoming smile that he was alright with how things were going. Huffing, Sparkle followed in the tracks of the Guards until they wound up at the garrison fort and through the two logs thick doors and walls, the massive hinged entryway sealed shut behind them with several magical enchantments by the glowing locks of metal which snaked through the metal bars that held wooden poles in place. Nothing would get through it easily short of an Ursa Minor.

Immediately, the four were in awe at the amount of preparations the stationed guard had over the base of operations. One of many set and fortified to keep the line from falling further back, and what they saw only worsened what they thought was happening all along. The ground had been given layers of heavy rock, smoothed over by unicorn and earth pony talents but nonetheless several feet thick. Something had been coming out of the ground as it seemed and this was their attempt at preventing it. The walls and ramparts were studded with primed stun spells for blasting enemies into a paralyzed state, judging by the dim glow of yellow gemstones placed strategically out of sight. One tower in the middle of the entire bastion stood with four unicorn guards with four pylons of magic enhancing gems to bolster their spellwork gleamed in the intensity of the midday sun. Below them was a rock covered command center that likely housed the command structure and the only last ditch alert system should they be overrun with a side fireplace to be lit and burn intensely if worst came to head. Thorax was amazed by the level of security and the amount of guards on watch, most were along the initial walls while another two rows were positioned behind them on separate ramparts as if to retaliate if the outer units were downed somehow. Glimmer noted the Unicorn Guards had more capacitor gems in their armor not as power sources but to strengthen the damage their spells could do, she knew the differences of the addons. These guards were armed to the teeth and were ready for Tirek's second coming.

As the guard went about their routines and jobs, Storm Surge turned about face and held a very staunch look, "I present to you our F.O.B. your highness! We have learned from the survivors of what to expect and have prepared properly. I hope this meets your requirements and approval, we've had to be very careful of using magic in excess least we draw the threat to us even though we'll likely be seeing them soon. As of now we've had no contact from the foe beyond, but that will likely change soon. I suggest you bunker up and do what you need to do soon, if reports are accurate we shall see the enemy within four hours."

Glimmer gasped, "Four hours? How do you know that?"

"The last bastion to fall had an unfortunate accident with their fortification process and set off a mana burst from an inexperienced guard. They said four hours was all that passed before they had to light their fire signals, only two made it out of the thirty stationed there. It... happened before I was relocated here." she loosened up a little from her starchy unpredictable demeanor.

Grimacing, Thorax let his frills hug close to his body as an act of empathy, "Such a thing should never happen again, I am here with Princess Twilight to ensure it. First, can you tell us anything about what's trying to get into Equestria? What do they look like? Color of their eyes maybe?" he prodded.

Storm shook her head, "Those who come back from fallen forts speak of Changelings in carapace armor, some colorful... others striped with dangerous colors over black like a tiger or a leopard. Fangs... talons of some kind... utter silence during each attack, no hissing nor any war cry. The vile beasts just surge over the walls, picking off the overwatch, then burst from the soil and take out the leadership before a defense can be enacted. Sorry, I have little else to give on that." Surge saluted to the Princess, "If you need of me I need to see if my scouts have found anything. If you'll excuse me your highness, we shall reconvene in an hour once I'm assured an attack will not occur soon."

"Please, go see to them." Twilight nodded and the officer vanished in the stone tent.

The remaining guards motioned for the four towards the safest area within forty feet, silently moving them to the door while keeping watch. Twilight let the others follow in tandem as they were beyond the point of no return, from then on out she'd keep an open ear to the sky and a free part of her mind should they see Changelings or whatever was stealing lives. Thorax had been the next in line to be super observant, for he wanted to prove that Queen Chrysalis was using some other kind of help which would paint his kin in good light. The desperate nature of the old All-Mother would stain her till her final days, and this as the newly crowned royal would see to it and hopefully get her to repent.