Three Professors Conquer Equestria

by Knowledge

Chapter 9: Nightmare Moon, Hero of Ponyville

Previous ChapterNext Chapter

Equestria Bravo - Equestria - Ponyville Outskirts - Fluttershy’s new Animal Sanctuary

A week after the events of Through Bug Eyes

“How could I possibly thank you?” the butter-colored mare wondered. The animal-loving pegasus had been deathly afraid of Bodo when he was in his base form, but she loved humans. She was sure they would make great pets for ponies.

“We at Lo-Costs believe that our sapient animal neighbors deserve the best; however, it was your dream, Fluttershy, that made all of this possible,” Bodo admonished with the overly polite behavior that his colleagues knew was mocking Thomas’s style of negotiating. The ponies were not aware of this, though. “We just got some volunteers to help. You should also thank Rarity as she donated most of the bits.”

“But I really must repay you. This animal sanctuary was my dream,” the mare pled.

“Well, we do have one little tinsy thing for you to do for us.”

“What? I will do anything!”

Bodo smiled and rubbed his hands together mischievously. His little plan tonight was going to go splendidly.


Equestria Bravo - Equestria - Canterlot - Harmony Building

“Thank you, Magistrate Harshwhinny for accepting our concert proposal.”

“Professor Autumn, if you want to thank anypony, you should thank Magistrate Iron Pockects at the Magistry of Generosity. It was his insistence that we allow for this ‘metal’ concert. So if you don’t have any more business with me, I would be happy if you would please leave. I am very busy with all the other festivity proposals.”

Autumn bow-curtsied out the door and left. With Bodo back in the team, she had time to leave Ponyville to deal with business elsewhere. Dame Honest Penny didn’t like losing sight of her, but as long as the dryad came back into Ponyville within three days, the knight wouldn’t do a marehunt for her.

“Why isn’t it the Miss Little Private Army herself?” a snake-like voice said behind Autumn, causing her to jump and hit her head against the low ceiling of the Harmony building.

“Um, hello, I would introduce myself, but you seem to know me already. I wish I could say the same.”

“Pardon my manners.” The stallion speaking was a white unicorn, which was a common sight in Canterlot which prided itself in having ponies with neutral-colored coats. There was also the fact that Celestia had a white coat, so ponies thought they might be related to the Princess if they also had a white coat. This stallion also had green eyes that seemed to penetrate into Autumn’s very being and squirm inside her. The feeling was knew, but the stallion seemed familiar. “I am called Silver Slate. I am acting Magistrate of Loyalty until the next election.”

“Acting? What happened to the last one?”

“An accident, but you knew that,” Silver Slate clarified. Autumn didn’t know to which he was referring. “Anyways, it is nice to see you again.”

Autumn looked at him confused.

“You know: the train.”

Autumn went wide-eyed but held back an exclamation.

“You see our paths for Equestria presumably run counter to each other, causing unnecessary in-fighting between us. As a response, our glorious leader has made a bet of sorts. Either my plan succeeds tonight, and you will be ousted from Equestria, dead or alive, as our scapegoats, or I lose and put all my focus on Prance.”

Autumn glanced nervously to the ponies walking around them oblivious to the conversation they were having. ‘It is like Bodo’s see-me-not illusion spell.’

“Anyways, you probably came here to talk about your weapons for your little adventurer’s guild idea. How is that going?”

“We have just started recruitment.”

“You better show some results even if you get ousted as the quarterly report along with your tax will be taken tonight,” he explained with a toothy grin.

Autumn remembered about the report but irrationally believed that if she didn’t say anything about it than she wouldn’t have to do anything about it. There wasn’t much used in that because mind control was involved and she knew the compulsion would come eventually.

“So what about our weapons? When can we get them?”

“We will speak of this later. However, it seems to me that you don’t have a place to stay in Canterlot. Come to my place, I insist.”

Silver Slate forcibly took Autumn’s arm in a magic grip. She couldn’t have fled even if she wanted — such was the disparity between the two.


Equus Bravo - Equestria - Ponyville Outskirts - Eastern Fields

Two weeks later on Nightmare Night

“Do we just assume we have approval from Canterlot to do this?” Thomas wondered.

“Kinda,” Bodo replied. “It is not like they are going to get mad at us for it though. There isn’t much backing the laws of Equestria unless a concerned citizen or their representative makes a claim. It is a side effect of living in a Utopia to have little law enforcement.”

“You have your routine down for the concert? Autumn and you said it was going to be metal.”

“Yeah, we planned this all out during that week you spent with the Mayor Whatshisname.”

“Kraghorn,” Thomas offered. “I will probably be stepping this one out.”

“Metal not your style? Whatever, tightlaced people like you wouldn’t fit in anyways.”

“I hope that doesn’t exclude me.” The two philosophers turned to see a tall unicorn with a pink mane. Bodo didn’t know who this pony was, but Thomas did.

“Welcome, Ambassador Fleur de Lis.”

“Greetings, Doctor Mackey. Who is your cute little friend?”

Bodo snorted at the unintended slight.

“He is Doctor Stein. He was the changeling who got injured during your kidnapping.”

“Then I am indebted to you as well, Doctor Stein.”

“I hardly think getting bombed out of this reality because of a case of rearranged seating as heroic, Fleur,” he retorted casually. Thomas mouthed ‘bombed out of this reality’ to his colleague. Bodo gave Thomas the hand. “We will talk about it later when I am ready.”

“Isn’t it dangerous for you to come here alone given that you are a target of an anti-monarchist conspiracy?” Thomas questioned Fleur.

“I didn’t come alone. Royal Guard Glados from the Magistry of Loyalty is providing extra protection. Magistrate Silver Slate believed that this little secluded town would be perfect for keeping me safe until their investigation is over and I can safely return to Prance.”

Bodo stared at the mare named Glados. She had an orange coat and a black mane. She fit the color scheme for the holiday. The musical philosopher trotted towards the guard as the other two continued their conversation.

“How is Fancypants doing?” Thomas inquired.

“Officially, he is working hard in Canterlot preparing the budget for Winter.”

“And unofficially?”

“We are going on a date. We have these tickets to a charity concert held by some of our friends. We hear it is to benefit a school that was recently terrorized by giant cragodiles.”

“Let us hope your friends don’t disappoint.”

They chuckled.

‘Well, I should probably thank Fancypants for getting the word out about the concert to his friends,’ Thomas noted before proceeding towards small talk. ‘I find it really questionable for the mare to be dating the stallion a month after his wife died.’


Equus Bravo - Equestria - Ponyville - Barnyard Bargains

Bodo dumped candy into his shopping cart.

“So you have the Vision, little one?” Glados questioned. “Not many of us have that ability.”

“These candy bears have nothing on Haribo’s Gummibärchen,” the philosopher replied without even considering her question.

The next aisle they went into was for school supplies. Lo-Costs wanted a picture of themselves handing the supplies to the foals for good PR. Among the supplies was unsurprisingly ballpoint pens. It was unsurprising not because Autumn had actually started production, but rather because she hadn’t.

“Like what you see?” asked a stallion next to them, referring to the pens — not himself. “We just started making them internally a few days ago. Their design was really easy to copy and manufacture internally.”

Bodo and Glados eyed him up. “Who might you be?”

“I am Filthy Rich, but please call me Rich. I am the owner of Barnyard Bargains.”

“‘Curse you for your sudden but inevitable betrayal,’ Autumn told me to say when I found you, but this next part was my idea,” Bodo stated, handing the stallion a piece of paper.

“What is it?” he wondered as he unfolded. “This doesn’t make sense. This is a cease and desist with a patent claim. Non-ponies can’t hold patents in Equestria. Their inventions become public domain.”

“Read who the signatory is.”

“Fluttershy, but that mare is just an animal caretaker. Why would she file for a patent?” The stallion was rubbing his forehead.

“A pony can just wonder.”

“I am sure I can just pay her off.”

“Well, you have by tomorrow to do that. If you don’t, you are to appear before the magistrate for theft of intellectual property. Fluttershy has given Lo-Costs the right to represent her in this matter.”

“The Magistry of Loyalty would never allow this.” That magistry was responsible for compliance audits of sufficiently large businesses and government organizations. Patents claims against Barnyard Bargains would have to be processed by them first.

“I don’t know about that. Glados, you are an agent of Loyalty, what do you think?”

The mare licked her teeth as she stared at the stallion. “I think he should get ready to pay up.”

The stallion paled.

“So how much is all of this?” Bodo asked nonchalantly, indicating the goods in his shopping cart. Rich didn’t respond. “Okay, here take these bits and keep the change. You might need it.” The philosopher found it easy to be mean to greedy businesspeople.

Glados and Bodo walked out of Barnyard Bargains with evil grins on their faces.

“So do you think he will be able to get this Fluttershy pony to sign over the rights before tomorrow?” the guard inquired.

“On Nightmare Night? Not a chance. The pony is afraid of her own shadow. She won’t even open her door for a foal in a bedsheet costume. Also, she trusts me more than most of her fellow ponies.”

“How did you manage to turn her traitor so easily?”

“I didn’t do anything. According to what Autumn told me, ponies bullied her a lot when she was a child. She trusts animals as they can’t use their words to judge or hurt her. That isn’t to say that she doesn’t have friends in high places in pony society. Her best friend is the weather captain after all. There is an interesting story for her too.”

“A story for another day,” Glados said. “Anyways, best of luck. I will put in a good word for you and your team with the boss. You got a good thing going here. It is less violent than what we are used to doing, but I can see it working.”

“Best of luck for what?” Bodo inquired with a worried expression.

Glados laughed in glee and took this opportunity to ignore his question in revenge for earlier.


Equus Bravo - Equestria - Ponyville - Market Square

A dark blue alicorn with a starry mane posed before a camera.

“Da Magicks! They’re hier!” the photographer Photo Finish shouted.

A brave foal joined the alicorn for a few pictures. When alicorn didn’t bite the filly’s head off, the crowd calmed down immensely.

“Gobble, gobble, gobble,” the dark blue mare joked towards the little yellow foal, who laughed at the very not intimidating utterance.

“Okay, da Magicks are done. I go!” Photo Finish declared, packing up her stuff and zipping away.

“Apple Bloom, it is time to go trick or treating,” Applejack called out and the foal in the alicorn’s ‘evil’ clutches ran off.

“Having fun, Bodo?” Thomas asked the alicorn.

“Meh, I can think of more enjoyable ways to spend the night.” When a few ponies came nearby, Nightmare Bodo dramatically posed. “I am the night. I am the darkness. I am Nightmare Moon!”

“I am pretty sure you are having a great time.”

“What are we doing this anyways? I really wanted to go around as fat zombie Elvis.”

“It is really Autumn’s idea. We need the ponies comfortable around Nightmare Moon, and the best way to do that is to desensitize them to her antics,” Thomas explained helpfully.

“Oh, the whole Amareic plan. Yeah, I faintly remember the court scene I put in it. That will be fun. How much longer until we do that?”

“About eight months.”

“Well, that is forever from now. I will play your game but I am cashing in my favor you owe me.”

“Favor?” Thomas wondered.

“You know: the one for taking care of Drake,” Bodo clarified. “You know the one that was holding up the train.”

“Fine, but you have to stay Nightmare Moon for the whole night, including for the concert.”

Nightmare Bodo quickly transformed into an extreme parody of the human female form. She still had the telltale signs of being Nightmare Moon like the ethereal mane, long pointy horn, and purple wings.

“No, golly no,” the stoic philosopher rebuffed while rubbing his temples.

“Hey, I still am identifiably Nightmare Moon.”

“You are not a horse anymore.”

“Nightmare Moon has the ability to change her shape. I can just say I want to walk on two legs. Plus, I am not playing my guitar with hooves - illusionary or not.”

“Your … are ... just.”

“Cat got your tongue you prude? You know I am sexy.”

“Why?” Thomas felt the beginnings of a headache.

“I have spent far too long holding it all in, and I am a man with needs.”

“That is indecorous.”

“Indecorous? This is a metal concert, not a fancy yuppie party."

"This goes beyond any norm by any stretch of the imagination.

"Ugh, this is the problem with us humans,” Nightmare Bodo declared as if he were on a stage and making an aside to an audience. “We all have lust, but we feel so inhibited by each other. Hell really is other people in that because other people can judge us and we feel their judgement.”

“But why so….”

“Huge? I have a hyper fetish. Got a problem with it? Take it up with your lawyer. Wait, that’s me.” The short anthropomorphic alicorn turned to the knight nearby. “Penny, do I look indecent to you?”

“Don’t bring me into this,” she rebuked.

“See the pony from this nudist culture doesn’t see anything wrong with me.”

“There are plenty of things wrong with you,” Thomas commented.

“So then it doesn’t matter what form I take. They would all be wrong to you.”

The two bickered until it was time for the concert without Bodo going back to normal pony form (well, as normal as an alicorn personification of angst and jealously can be).

They had set up a stage in the eastern field where Thomas had experimented with changeling magic. Pinkie and Rarity had taken great efforts to make sure the place was perfect for a concert. Fancypants and the sycophants who followed him around had already arrived. Thomas joined the white stallion while Penny went to Fleur to give added protection on the other side of the field. The two lovers would rejoin each other near the end of the concert.

After all the foals went to bed, Nightmare Bodo began.

“You ready to go to Never-Never Land?!” the pseudo-alicorn called out, amplifying her voice to reach the back of the crowd. She played her first song Enter Sandman by Metalica, using illusion magic to fill the field with psychedelic imagery. Ponies hadn’t ever heard anything so aggressive before in their music. Some ponies, especially the pegasi, love it, but most didn’t know what to think. The snooty ponies with Fancypants complained until they saw the unicorn banging his head to it. Whether he actually liked the music or was just doing that to make those other rich ponies do it, nopony knew.

While the song played, Dame Honest Penny noticed shadows move in Everfree Forest.

“Get behind me, Ambassador,” she whispered to Fleur who did just that.

The shadows came towards the concert fast, so the knight erected a shield. A few came straight towards the knight, but most went for the stage, ignoring the concert-goers.

“You really in Never-Never Land yet?” Nightmare Bodo screamed after concluding the first song, getting her a louder response than the first time she called. Appreciation magic flowed unabated to the changeling on stage allowing for greater feats of illusion magic. The next song was Storytime by Nightwish.

The group of shadows moving towards Penny shortly arrived after the song began.

“Knight, we mean you no harm,” the shadow called out to her. “We are only here for the changelings.”

The powerful unicorn casted a light spell to reveal a cat person armed to the teeth in weapons riding a manticore.

“If you intend to harm those under my protection, I will have no other option than to retaliate,” the reddish-brown knight declared.

“Look at me, Knight,” the cat person commanded forcefully. “My name is Nyantsu. Everyone in my warband have suffered from the changelings. They are evil creatures who kill all in their wake. Your charges are no different. I promise they plan to conquer this nation. Yield and you will be spared. Fight and you will perish.”

Nyantsu left after her ultimatum to chase down her quarry.

“Let them be, Lady Knight,” Glados advised.

“But they are going to kill innocents. I have a duty.”

“You and I both know those changelings are not innocent. Think about this carefully. You know they are all hiding something from you.

Penny couldn’t deny she had her suspicions. They had only increased when Bodo had recovered and started doing extremely questionable things like giving ponies fake children.
“No, I must go,” the knight stated confidently. “I have my duty. Until I have concrete evidence, I am not turning against them. And nopony deserves to be slain like this, especially during a concert of all things.”

Penny dropped the shield and moved towards the stage.

“Stop Lady Knight, Nyantsu has the blessing of the Magistry of Loyalty to perform this assault while they are divided and distracted,” Glados added, shocking Penny and Fleur. “If you interfere, you will be seen as an enemy of Equestria.”

Penny hesitated for only a moment before going anyways.

“You will regret this decision, Royal Knight Honest Penny from Bitaly.”

Another mare chased after Penny. “Wait for me!” Fleur shouted. The shocked Glados had no option but to follow them.

“Why are you going?” the Loyal Guard inquired.

“Because I owe that pony my life, and we prenchmares never forget a debt.”


Equus Bravo - Equestria - Canterlot - Magistrate Silver Slate’s Mansion

It had gotten late and the Magistrate had Autumn hostage. Silver Slate (aka Black Hoof) had brought her to his mansion for a ‘viewing party.’ All the important changelings in Equestria were there. The pseudo-dryad was surrounded by beings that could rip her head off with ease.

A magical projection showed all the guests what was happening in Ponyville. The guerrillas and cat people had just entered the scene with weapons ablaze. Their leaders all rode upon manticores and cragodiles.

“You took our weapons and gave them to this warband,” Autumn whispered.

“But of course. They are all registered to you. Once this band is all put down, Equestria will blame you three for the incident, and we at the Magistry of Loyalty will be proclaimed the heroes for saving everypony. With everypony believing that we have dealt with the last of the changeling threat, we will be in reality bringing our armies in, slowly replacing the entire Equestrian government one magistry at a time. When we have them all, we strike together and the kingdom is ours.”

"This was so much better than that wedding invasion plan you had earlier, Black," one of the Paetors complimented.

“But the only ones hurt will be us and the warband," Autumn criticized. "Why would the ponies think we were evil?”

“That should be obvious by now, little one,” one of the Maters chimed. She seemed nice to Autumn, but looks were always deceiving with changelings. "Think about it. Gladius will take out the Prench Ambassador in the guise of a changeling, the Magistry blames you, and the ponies will believe their own more than they would their own kind. With all the new information about how evil changelings are spreading across the continent and the fact that the warband was equipped by you (as far as the ponies know), it won't be a hard lie to sell."

Autumn felt queasy as the mind control itched in her brain at the possibility of failing the Queen's imperative.


Equus Bravo - Equestria - Ponyville Outskirts - Eastern Fields

Thomas made his way to the stage.

“What is wrong?” Fancypants inquired.

“We have some unwanted guests.”

“What kind of unwanted guests?”

“The ones that carry swords,” Thomas clarified.

“What swords?!” Pinkie Pie gasped.

“We have some ruffians, you say?” Rarity asked while wielding her horn in anticipation. Nopony could ruin a concert she decorated.

“Let me in!” a cyan pegasus called from above.

“Who are you?” Thomas wondered aloud, not losing a step as he trotted quickly to the stage.

“Rainbow Dash, fastest flyer in Equestria. You guys are friends of Fluttershy, and anypony friends with her are my friends too.”

A scarf-clad Applejack noticed the procession and silently joined them. Fancypants got her up to pace with what was going on.

“Okay, let’s get up there before anyone gets hurt.”

The next song Dark Chest of Wondersalso by Nightwish began as the group of unlikely friends reached the stage.

Nightmare Bodo had noticed the assault and had magicked the stairs to feel slippery to the attackers. They tripped over themselves and a few fell on their swords; however, a few had anti-magic amulets to pierced the illusions.

Fleur, Penny, and Glados took left stage while Thomas, Fancypants, and the townspony volunteers managed the right. The pseudo-alicorn on stage concealed the fighting from the audience by making it cartoony and part of the show.

Penny faced calvary, slicing rider and steed alike with her ethereal scythe. In fact, if they didn’t have anti-magic amulets and this was just a battle between her and the army, she would probably win on her own. A crafty cat man dispelled her magic weapon with an amulet and charged her with his weapon. The knight flinched despite her training, but the feline warrior passed by her. Turning around, she found he had stabbed his comrade instead. ‘Had that warrior used his amulet with that sword against me, he would have passed through my armor’s protections like they were paper.’

Nightmare Bodo spared Penny a moment to give her a quick thumbs up before focusing on drawing more of the crowd’s strength.

On the right side, Thomas tried his best but couldn’t get a grip on any of the steeds. He resisted the urge to enthrall the soldiers. It didn’t help that his thralls in Bitaly kept giving him conflicting advice. I cragodile picked him up in his mouth and tried to chomp down before finding the man was made of steel-like chitin. Applejack lasso’d the rider off the cragodile. Thomas dropped to the ground with a thud as the beast ran back to the forest.

“Thanks,” Thomas breathed.

The apple farmer nodded and galloped after the next attacker.

At this point, Fleur had gotten into full rhythm with her magical fencing style. Each spell was individually weak, but when combined, they were deadly. Ice spell led a fire-kinetic. A lightning spell followed a drenching spell. Every hoofstep and every spell matched the beat of the music.

Glados only acted like she was fighting, letting Nyantsu jump on stage with her manticore. Fleur chased after the cat woman. Penny continued her battle alone. Thomas joined the battle on stage from the left side.

“I will kill you!” the cat woman cried out as she charged Nightmare Bodo, who teleported air inside the manticore to quickly killed it. Anti-magic amulets prevented the musician from helping with the cat though. Nyantsu lept off her fallen mount and made a summersault. Thomas tackled her out of the air after giving himself wings.

“Are you going to enthrall me like you did those bandits?” she shouted at him.

‘She doesn’t deserve that. Nyantsu isn’t a bad person or even wrong about trying to stop us.’ He flinched, and that was enough to let her slip out of his grip.

She shot him with a magical dissonance ball from her slingshot, causing the changeling to revert to base form and vomit the majority of his love reserves.

Fleur stood by Bodo’s side and together they fought Nyantsu. Magic was out of the equation, making fighting incredibly one-sided in the cat person’s favor. The unicorn received several cuts across her muzzle and withers from the feline’s claws while Nightmare Bodo dodged several magical dissonance grenades. Finally, Fleur ripped the anti-magic amulet off Nyantsu’s neck with her actual horn, giving the feline a revenge cut in the process.

Without the amulet, Nightmare Bodo put a powerful delusion spell on Nyantsu making her feel blind and unable to move but otherwise pleasant.

“Useless gnat!” Glados swore as she took the stage. The guard blasted Fleur away from Nyantsu and then took the feline in her hooves. Green fire erupted from the cat. Nyantsu quickly turned to ash. Glados opened her mouth, in which the fire flowed. When she finished, her form burst and the large changeling Gladius appeared. “All it takes is a spark and they go up in flames. Ah, tragic love is the best!”

“You monster!” Fleur barked as blood came from her mouth from an injury received by hitting the back of the stage muzzle first.

Gladius gripped Fleur in a telekinetic grip and pulled her close to her side. Before the changeling could repeat the draining process with the mare, Fancypants jumped to the rescue. The two lovers tumbled off the left side of the stage, and the stallion cracked his horn.

“Kiss!” Nightmare Bodo called out to them. They looked at the alicorn as if she was dumb. “Trust me.”

They obliged him in the Prench fashion. Love magic filled the air, and Nightmare Bodo could take it all due to the willingness of the lovers to share it with the one protecting them. Thomas had in this time crawled off the stage and hid himself to recover. Noticing the two injured ponies, he flexed the magic in the soil around them. Fortunately, the two kissing ponies had fallen right into one of his circles. He wasted no time teleporting them, but he was surprised by something he found in his fireline circuits. ‘Bodo, did you really think of this?’

Gladius went wide-eyed as the unicorns vanished into the ground.

“You can’t pin their deaths on us anymore, Glados,” Nightmare Bodo stated, getting the changeling’s attention. At the same time, one of the guerrilla fighters from the forest mounted on a cragodile had just bashed Penny in the horn with a mace. The unicorn could do nothing against his amulet, and her horn snapped off. The warrior, seeing the giant changeling on stage through the illusions, charged it. Gladius took the mace hit while she had her eye’s on the anthropomorphic alicorn.

Nightmare Bodo hid the fight from the cheering audience as she decided to play a very different kind of song, weaving Fleur and Fancypants’ love for one another into the ultimate illusion spell.

A flute opened up the next song.

Nightmare Bodo then began to sing, and a hooded gray mare nopony knew apparated sang the accompanying verses. It was a duet between a shield and a magic spell that got faster as the song grew in strength.

[AN: Based on For the Dancing and Dreaming as performed by Erutan.]

I'll charge and fight through burning fields
With never a thought of dying
And bravely hold you by my side
If you would be my shield
No swinging mace nor arcane bolt
Will stop us (in our battle, sorry!)
If you will share with me your strength

And love
And protect me for always
My closest one, my strongest spell
Your flashy words have no sway
But I've no need for flashy feats
When you lead wisely lead my way

But I would tell you tales of old
I'd teach you my philosophy (oh, could you?)
And I would shield you from all harm
If you would fight beside me

I have no use for tales of old
I care not for philosophy
I only want your shield to hold

I only want you near me

To cast and shoot to closely hold
For the fighting and the hopping
Through all their arrows
And slights
I'll keep your words inside me
I'll charge and fight through burning fields
With never a thought of dying
And bravely hold you by my side
If you would be my shield
(Eee I'm still fighting, I'm done!)

When the song ended, the gray mare glowed with arcane power. Gladius finished off the guerilla fighter, ripping off his amulet and draining him to ash.

Applejack, Rainbow, Rarity, and Pinkie had finished off the last of the attackers and joined Nightmare Bodo on stage. The audience had loved all of it, thinking it was just a show. This allowed Thomas and Bodo to share in their appreciation. Gladius might have been able to take some, but she would have to fight to take it from them.

“Don’t get near her. She can kill you instantly,” Nightmare Bodo warned. “Just cheer me on and act friendly or whatever. Clover and I have this covered.”

The hooded gray pony Bodo had created transformed into an anthropomorphic mare with a shield and spell book.

“Time for one last song! It’s the final boss time!” Nightmare Bodo called out to the crowd who cheered. A few of them fainted from the amount of energy the changeling had leveraged in this very real fight to the death. The illusion that this was just an act was necessary to power his spells because panicking ponies were not loving ponies. Beelzebossby Tenacious D was a perfect song for acting out a fight, which is why the alicorn picked it. Gladius got to play the role of the devil.

Gladius started with the upper hoof, but she was burning love fast with no form of replenishment. A full drain was extremely inefficient and couldn’t face a true illusion. Clover had so much love magic running through her that reality had accepted her as real. However, she was still an illusion at heart. Gladius attempted to eat the magic construct like she had with Penny’s sword on the train, but Clover’s body seemed to refract just out of her her fangs’ reach.

Nightmare Bodo blew up holes into Gladius’s body, and when praetorian guard had slowed down enough, the Clover construct bound the changeling in Gladius’s own shadow.

The song ended and the crowd cheered; however, a yellow scarf fluttered in the wind. Bodo dropped the disguise once he got off stage and ran to Dame Honest Penny.

The friends who had supported him against Gladius joined him at his side.

“She’s alive, but we got to get her to the hospital. Be careful, she might have a neck injury.”

“On it!” Rainbow Dash said as she rushed to get a stretcher. It took her no time at all. The rest of the injured, including those who had attacked were promptly taken care of by volunteers in the crowd.


Equus Bravo - Equestria - Canterlot - Magistrate Silver Slate’s Mansion

“Why did Fleur rush into battle?! She is supposed to be hiding from danger!” the fake magistrate yelled. He then fell into a grumbling about all his plans being ruined.

The air in the room crackled with green electrical energy as the Paetor flexed his magic for a moment.

“Do you wish to go against Her Majesty’s wishes, Black?” the Mater, who Autumn thought was nice, rebuked. All the other top changelings in the room stared the lone Paetor down.

The air lost its electrical edge but was only more intense despite it. Silver Slate (aka Black Hoof) backed down begrudgingly.

“Hard to believe this new variant of drones our Queen found could defeat one of us?” one of the other Paetors commented.

“I believe she called them ‘human.’ We were sure if these three were one of them, but Queen Chrysalis said that if they were, they would easily defeat one paetor in a fair battle.”

"They effectively got the ponies to ally with them. That Royal Guard was a great find. She killed most of your private army."

"Regardless of who won, it is a win for the changelings. Those cats and guerrillas were a thorn in our side."

Silver Slate smirked at that. "It was all to easy to convince them that they could get revenge against the 'evil' changelings by assaulting Ponyville. Now those who survived will go to jail for being accomplices in a changeling plot to kill the Prench Ambassador." He turned to Autumn. "I guess I should congratulate you on winning this bet. You deserve it. It is not very often that I lose once, and you have technically foiled me twice. The Queen is backing you now in Equestria. However, when you are done conquering this nation, I want to a duel, you three versus me."

Autumn just politely nodded without voicing a reply.

The nice Mater led Autumn out of the room.

The others continued to discuss the battle. None of them were at all interested in Bodo’s teleportation trick as they could just kill most beings by draining them granted they had more magic than them. Paetor- and Mater-class changelings definitely had more magic than most creatures, the exceptions being dragons, high level ponies, and alicorns. Instead they were far more interested in the 'mirage' spell the 'drone' had performed as apparently it was a fully functional artificial being.

“My name is Amber,” the Mater told the dryad out in the hallway. “We were very pleased with you and your hatchmates’ performance so far. It will be included in our reports soon.”

“Um thank you, um Amber.”

“No need to be shy, child. I am not going to bite your head off like Black Hoof’s brood. Some of us realize that you can rule these flesh beings with sweet nothings as well.”

“I—” Autumn tried to talk but the clock struck twelve. It collapsed on the ground as it felt like a ice cream scoop ripped the love right out of her. Her brain flashed through several memories as it constructed a report for the Queen. The love floated out of her body. Autumn could see large pink globes leave the bodies of the more powerful changelings to join her much smaller one. Then those globes all disappeared.

Amber helped the dryad up. “The first tax time is always the hardest for new infiltrators. It is best not to be out in the field when it happens.”

“How can that get better?”

“There are tricks,” Amber replied with a wink but didn’t clarify further.


Equus Bravo - Cowbelgrade - Chrysalis’s Hive - Nursery

The love and information flowed through Chrysalis. The excess love went into the pods full of her creations. It was enough to complete one of the new Mater’s made from one of the drones Chrysalis had identified as a ‘human.’ The reports didn’t surprise the Queen at all. Black Hoof didn’t stand a chance to these intelligences from another universe.

The pod for the new Mater opened and out walked out Roxanna. The changeling transformed into her preferred humanoid form after Chrysalis had fiddled with her memories and desires. In all, her clothes only vaguely resembled those worn in the Central Asia along the Silk Road when highly-detailed fabrics thrived. Roxanna wore sleeveless jacket over a long-sleeved tunic. Her pants balloon out at the ankles. She had pointed shoes and a round hat which complemented her single intricate braid.

Roxanna also had a pair of dragonfly wings, which she used to fly to a very long cloth-wrapped object that a pony would have mistaken for a metal stick. A human would have known better, much better.

“Mater Roxanna, I have a mission for you,” Chrysalis announced. The reformed changeling gave her Queen her full attention. “You are to give your hatchmates their reward for winning the bet.”


Equus Bravo - Equestria - Ponyville Outskirts - Fluttershy’s Animal Sanctuary

“Where the buck are we?” Fleur demanded.

“I think I just heard something snore,” Fancypants whispered.

They slowly got out of the hidey hole they found themselves inside after Thomas had teleported them.

“If we just-”

Roar!

Fleur accidently stepped on a bear’s sleeping face.

The two fainted on the spot from sheer exhaustion and frayed nerves.


Equus Bravo - Equestria - Canterlot - Royal Palace Dining Room

In the morning following Nightmare Night, the butler Fine Dining served Celestia her usual breakfast: black tea, two lightly buttered pieces of toast, some hay bacon, and an eye sunny-side up (obviously).

“Would you like the morning paper, Your Highness?” Fine inquired.

“That would be delightful.”

The Princess took a sip of her hot tea as she read the paper. Suddenly she spit it all out on Fine’s poor face. The alicorn galloped to the balcony and teleported away.

The butler calmly cleaned his face. “It wasn’t that bad,” he muttered and picked up the paper. The top story was “Nightmare Moon, Hero of Ponyville” with a picture of some dark blue alicorn attributed to have been taken by Photo Finish.

Next Chapter