Kamen Rider Scarab

by RuinQueenofOblivion

Chapter 3: Shadow

Previous ChapterNext Chapter

“Come on, this way,” Sea Spray said as she pulled an Earth Pony mare with a light green coat and yellow-green mane and tail tied into pigtails into an empty building. “Stay down and be quiet.”

The Earth pony mare looked at her terrified for a moment but listened as she pressed herself against the wall. Sea Spray glanced out the door behind them towards the street outside. A few ponies were making their way down the street looking for something as she quickly shut the door and locked it.

“I’m sorry I dragged you into this…” The Earth Pony mare said as she shrunk down a little. “Maybe I should just…”

“No, don’t think like that,” Sea Spray said as she slid down the wall next to the younger mare. “Listen to me Lime, this isn’t your fault.”

“Yes it is, I ran away from them and brought this down on the town,” Lime said with a sigh. “Maybe I should just go turn myself over to them. Right now I’m more of a liability than anything else.”

"Calm down, Lime, we'll get through this, somehow," Sea said with a sigh as she looked at her bag for a moment. She couldn't hear Scarab's voice right now, and even though they had barely known each other it made her feel strangely alone as she thought about him for a moment. "There has to be a way to avoid the searchers and get to the old Farmhouse."

"I don't want something to happen to you just because of..." Lime started to say before Sea cut her off with a hoof on her face.

"We're here because of a lot of things, but you're only a small part of it," Sea said as she brushed her mane back a little. "They're not exactly thrilled about me either you know."

"What did you do, steal from one of the Princesses?"

"Yeah, kinda, but it was that or be taken away," Sea said as she sighed a little. "So, you know Appletown better than I do. Is there any way to get from here to the Farmhouse without drawing attention?"

Lime paused a moment as she looked around. She looked like she was thinking for a moment as she tried to figure out the best answer. Right now, this might be the only chance they had at getting out of the town and stop the attackers from doing who knows what to the others.

"What do you think we should do?" She asked.

"I don't know," Sea admitted as she closed her eyes.

How had she even gotten in this situation? With everything that was going on lately, being stuck in the middle of Appletown trying to keep this pony safe from the Changelings was the last thing she had expected.

As Lime tried to think about what to do, Sea thought back to what had gotten her in this situation to begin with.

00000

It had just been two days before they had found themselves in the middle of running from attackers in Appletown. Sea Spray and Jasper had been called to the base by Scootaloo and Sweetie Belle. The two older Mares were looking over screens of information when the friends came inside.

"Sea Spray, Jasper, perfect timing," Sweetie Belle said with a smile.

"Hey Grandma Sweetie, what can we do to help?" Jasper asked as she looked between her two Grandmothers. "Did something happen?"

"You might say that," Scootaloo said with a sigh as she looked up from the screen for a moment. "We're getting reports from Appletown that are getting a bit, distressing."

Appletown was the closest settlement to Ponyville, having been built by survivors of the Apple Family including Apple Bloom in the area around Sweet Apple Acres. The town was only slightly smaller than Ponyville was now, and the two of them had been there a few times.

"What's going on there?" Sea Spray asked with a worried look on her face.

"The mayor of the town is reporting Changeling activity," Sweetie Belle said as she looked at Scootaloo who gave her a nod. "Though, the odd thing is that there haven't been any reports of anypony going missing or being attacked. It's more like they're searching for something in the town itself maybe."

"Curious... perhaps from one of the Eastern Hives. Elusive and Crab Apple rarely actually need to take ponies or feed on them," Scarab said in Sea's mind. "Though infiltration is not exactly their usual M.O."

"So, you think something else is going on maybe?" Sea Spray asked as she looked up at the Scarab. "Can you think of anything that they might be interested in Appletown?"

"No, but then again I don't know everything about their hives," Scarab replied. "If it is their Drones, however, I am sure that they have some reason for being there. This is very unusual for them and it doesn't really fit any of the other Hives."

"Right," Sea Spray said before she looked back at the older mares. "Scarab thinks it might have been Drones from either Elusive or Crab Apples hives."

"Not a lot to go on, but it's a possibility," Scootaloo said as Sweetie Belle flinched a little at the mention of the two Princesses. "So, we need the two of you to go there and meet up with the Mayor."

"With all due respect Grandma Scootaloo, why us?" Jasper asked confused. "I mean, we've been out of Ponyville before sure, but this sounds like it should be given to somepony more experienced.”

"Normally yes, but given recent events, we decided that it would be better to send you two," Sweetie Belle answered as she nodded to the mechanical scarab. "I know that things aren't going to be easy for you, especially after what happened last time. However, I think that if you get out there and become more known to ponies it'll help a lot of them and you."

"And you won't be alone either," Scootaloo added. "We do have members of the Resistance in every town across the Safe Zone. You're going to be just fine, we just need a little bit of time. It may turn out to be nothing anyway, but it's a case of better safe than sorry."

"Well, I believe that she has a point," Scarab said. "I mean you could use more exposure if you ask me. Plus I'm getting bored in this town, I want to see more."

"Alright, we'll go," Sea Spray nodded as she played with her mane a little bit. "I mean if Jasper wants to go of course. I wouldn't ask her to do anything that she's not comfortable with."

"Yeah, I'll go, someone's gotta watch Sea's flank," Jasper said with a chuckle. "Are you sure about this though, Sea? I mean, you weren't even sure if you wanted to do the Kamen Rider thing after what happened before."

"I'll go," Sea said with a tone of finality in her voice. "This is something that I need to do if I'm going to be able to protect ponies, you know? I can't just stay in Ponyville for the rest of my life. I never thought I'd actually be a superhero or whatever, I feel like I'm stuck in some weird comic book."

"Yeah, but I know you're going to be just fine," Scootaloo said with a nod. "Sea Spray, you're the best chance we have right now. You said it yourself, you're our final hope. At least until we can build more Drivers of our own, you're the best chance we have at protecting ponies."

"But no pressure, right?" Sea snarked as she rolled her eyes a little at the older Pegasus. "I'll do my best out there though, I promise. Right now, that's about all I can do."

"Don't worry Sea, we have faith in you," Sweetie Belle said as she placed her hoof gently on Sea's withers. "You're going to be just fine. And don't forget, Jasper is going to be with you every step of the way."

"Yeah," Jasper said as she draped her wing over Sea gently. "You're my best friend, Sea, and I'm not going to let you get hurt."

"Alright, so, when do we leave?" Sea Spray asked as she smiled softly.

00000

"It's weird," Scarab mused as they walked out of town down the road that would take them towards Appletown.

"What's weird?" Sea asked as the Scarab flew around her and Jasper. "What's on your little insect robot mind?"

"Oh, just thinking about where I was made up in Canterlot really," Scarab said as he looked up towards the city in the distance. Canterlot looked nothing like the pictures from before the Changeling invasion depicted. Like all the Hive Cities it had been remodeled to more resemble black jagged structures. Even from this distance, they could make out the details of the Hive City.

Equestria had changed so much since the Changeling takeover. They just had to do whatever they could to keep it from changing even more.

"Do you feel homesick?" Sea Spray asked.

"Tch, no, I got poked and prodded all the time while I was there," Scarab said. "I was excited to be the first one out of the lab and work for the Princesses. I guess you'll have to do."

"Yeah, that makes me feel so much better," Sea said with a roll of her eyes. "Why do the Changelings even need you and the Driver anyway? It's not like we can do much against Changelings on their own if they actually tried to do something."

"No, but there are always others who will try," Scarab answered. "Shortly after the takeover, the Crystal Empire returned with King Sombra. That was only one threat that the Hive has had to face over the years while Ponykind has lived in relative safety. There will always be those who want to attack Equestria. The Hive Warriors were made to actually protect the Changelings more than anything else."

"Weird," Sea Spray said as she thought about that for a moment. It made a lot of sense though. She had heard more than a few stories about everything that had happened in the past. She had read stories about Nightmare Moon, Discord, and stories going even further back than that like Grogar or Tirek. "But that makes sense at least.

"What's weird?" Jasper asked curiously.

"Oh, I'm just talking with Scarab about why he was made," Sea said as she repeated what Scarab had told her.

"Yeah, then why bring it to the Pony Safe Zone if you weren't going to use it?" Jasper pointed out.

"Tch, the Princesses know what they're doing, I'm sure Prism Flash had her reasons," Scarab replied. "But that's not important right now, is it? I mean you have the Driver now and Prism isn't happy. She's going to do whatever she can to get it back, and that's assuming that Dusk doesn't make a new one for her. Though that's not going to be easy either."

"Because of course, it's not that simple," Sea sighed as she nodded a little. "So, what are we going to do now then? Go to Appletown and hope that something else doesn't come up?"

"Yes, I suppose that is our best option right now," Scarab replied.

The three of them walked on in silence for a while longer. Sea occasionally looked back up at Canterlot, the former capital of Equestria still dominated the sky above them. The road was how ponies moved from town to town and all trade was carried out across the road.

Sea had traveled this road a few times as well as talking with the traveling ponies. There were traders and storytellers that brought news of the rest of the towns around the safe zone. Usually, it was bad news, but there were always new stories that had always interested her.

She loved the stories of old Equestria. The tales of ponies like Twilight Sparkle and her friends and their adventures. She smiled a little as she thought back to the last group of travelers that had brought stories of the Pillars of Equestria. She wondered what they would think of the world as it had become.

She wished that one of them was still here so that she wouldn't have to do it all alone. Even with the resistance, it felt like she was going to be stuck doing this on her own. After all, right now she was the only Kamen Rider. She just had to hope that she was going to be able to survive long enough for that to change.

She smiled a little as she gave Jasper a nod. Right now, they had a mission to do and Scootaloo and Sweetie Belle were relying on them.

"So, it's been a while since I last went to Appletown," Sea mused as she looked back down the road. There was a fork up ahead that they were going to have to take in order to get to Appletown while the road continued on towards Canterlot Mountain. "Do you think it's changed much?"

"Probably not, it's the kind of town that stays the same for decades," Jasper shrugged. "I think right now we just need to focus on getting to the town though. If there really are Changelings there, who knows what kind of trouble they're going to be causing."

“Yeah,” Sea Spray said as they took a turn down the fork in the road. “It’s weird though. Something about all of this feels weird to me.”

“Tch, not that weird really given what I know about the other Hives,” Scarab said. “Believe me, this wouldn’t be the first time they’ve done something like this. They’re just not usually this, overt about it, something is weird I suppose.”

“Yeah…” Sea Spray said quietly as she looked towards Appletown down the road. “Let’s just hope that it’s nothing.”

"I doubt it’s nothing, but for now we'll just play it by ear," Jasper said with a sigh as she looked back at Sea Spray and Scarab for a long moment. "This isn't going to be easy, is it?"

"No, but what is anymore?" Sea pointed out as they walked down the road towards Appletown.

00000

"They're here, I can feel them," Scarab said in Sea's mind. "At least 6, they didn't send a lot of Changelings. And they're definitely not Soldiers this time."

Sea Spray paused a moment at that as she looked up at Scarab who shuddered a little. That was exactly what she had been afraid of. But that still raised a lot of questions, especially as to why they hadn't sent Soldier Drones as they had sent to Ponyville.

Something about this bothered her, and she just had to hope that they were going to be able to figure it out before somepony got hurt or worse.

"So, who are we supposed to meet with?" Sea Spray asked as they walked through town. A few ponies noticed them, but for the most part, they were ignored. They were at least known to the ponies around here so they didn't think they would get much trouble.

"Oh, uh, the Mayor of the town is the one who requested our help, so we should talk to him first probably," Jasper said as she took a scroll out of her bag and unrolled it. "Yes, here we are, Mayor Limeade, he's the one who requested assistance in the Changeling situation."

Sea Spray nodded a little as they headed to the Farmhouse. The Farmhouse was the center of Appletown and was one of two structures that were still standing from before the Changeling takeover. It had always been the home of the town's mayor and where everything was based out of.

A few ponies came in and out of the farmhouse as they walked towards it. There were two Unicorn guards that were armed with rifles and eyed the two of them suspiciously for a long moment.

"State your business here," the female guard said as they blocked their entrance to the Farmhouse.

"We're here from Ponyville," Jasper said as she unrolled the scroll and held it so the two could examine it. "Mayor Limeade requested assistance from my Grandmother and she sent us to help."

"Apparently she couldn't spare a lot of ponies," the male guard snorted as he looked at the two of them. "But fine, you may enter. But we're still going to keep an eye on you two. Any out of towners are under suspicion until the crisis is dealt with."

"Of course, we wouldn't expect anything else," Jasper said as the two Unicorns let them in.

"Are we really going to let them talk about us like that? I mean, Scootaloo sent us, that makes us representatives of Ponyville, right?" Sea Spray asked as they entered the Farmhouse. "Why did they act like we're the enemy?"

"Because they're in the middle of a crisis, I don't blame them, we probably would do the same thing in their shoes," Jasper said with a sigh as they were escorted by another pair of guards into the Mayor's office.

Mayor Limeade was an older Earth Pony stallion who was seated behind his desk working on some papers. He had dark green fur and a yellow-green mane that was cut short. He barely glanced up when they entered, only looking up when Jasper cleared her throat.

"Ah, Jasper, it's been so long," Limeade said with a smile as he got to his hooves and walked over to the two Ponyville mares. "I had hoped that my message would reach your Grandmothers. But I didn't think they'd send you."

"Well, they needed somepony they could trust to go on this mission," Jasper said and looked at Sea Spray. "I don't think you've met Sea Spray. She's here to help."

"Sea Spray, a pleasure, any friend of Jasper's is a friend of mine," Limeade said with a smile as he shook hooves with Sea for a moment. "Now, we should get to business I suppose. I wish that things have gotten better, but the truth is that they're just getting worse."

"Have there been any reports of Changelings in the town proper?" Sea asked.

"A few, but nothing concrete," Limeade said. "Mostly it seems to just be ponies jumping at shadows, you know? But the other night, I did see one, it was..."

He paused a moment as if whatever he was about to say pained him to think about, let alone say. He closed his eyes as he rubbed his temples for a moment.

"If you don't want to talk about it, it's okay," Jasper said. "We can figure out what's going on by ourselves if we have to."

"No, no, it's fine," Limeade replied quickly. "There was one that was on the roof of this very being is all. It looked like it was near my daughter's bedroom. But when I went to check on her, she was okay so..."

"So you're not sure if what you saw was real or if it was just a trick of the light or something?" Sea Spray asked and he nodded. "Alright, we'll investigate it as best we can. Did anything happen to your daughter recently?"

“Well, no…” Limeade said thoughtfully for a moment. “I mean, she was gone for a few days, but that’s not that unusual. She’s a weaver and often leaves the town in order to trade her wares with the other towns. Nothing really seems to be out of the ordinary though.”

“If the Changelings aren’t taking ponies or anything, then they’re likely looking for something,” Scarab suggested. “Perhaps there is something that we’re missing. I suggest that you at least attempt to talk to his daughter if there’s a chance she might know more.”

“Can we talk to your daughter?” Sea asked. “I mean, if it was outside her room, maybe she knows something?”

“I’ve already tried talking to her, she didn’t know anything about it,” Limeade said with a shake of his head. “I don’t see how it could do any good for you to talk to her.”

“It wouldn’t hurt to try, and we can rule it out as a possibility at least,” Jasper added, catching on quickly. “She is the only pony who seems to have any possible connection to them. It wouldn’t hurt to investigate at least.”

“He’s hiding something, he feels nervous to me,” Scarab communicated to Sea.

Sea looked at Limeade for a moment and paused. Scarab was right, he was hiding it well, but the Mayor was shaking a little. He had been acting like that ever since they started talking about his daughter.

What did he have to be nervous about? Did he know something that he wasn’t telling them about?

“Well, we’ll help around town as best we can,” she said quickly as she looked at Jasper who shot her a confused look. “If there’s anything around the town we can help with, we’d be glad to help. We’ll keep an eye out for any Changelings in town as well.”

“Oh, thank you, thank you!” Limeade said as he dabbed the sweat from his brow. “I’m glad that Scootaloo and Sweetie Belle sent you two. Though I was expecting them to send more than two ponies.”

“Oh don’t worry, we’re more than enough right now,” Sea Spray said with a nod. At least, she hoped that was true but she was going to at least give him some hope.

“Okay, well I have some work to do so if you don’t mind,” Limeade replied as he gestured towards the door. “I’ll be here if you need to talk again.”

“Alright, come on Jasper,” Sea Spray said as she pulled her Pegasus friend.

“Wait, what?” Jasper asked confused. “But shouldn’t we…”

“I said come on Jasper,” Sea snapped as she used her telekinesis to yank the Pegasus back through the door with her and shut it behind her.

“What was that about?” Jasper demanded as she looked at her friend. “He knew something and we both know it. Why didn’t you question him more?”

“Because we both know that he wasn’t about to tell us what he knows,” Sea Spray replied with a sigh. Jasper really was like her grandmother Scootaloo sometimes. “We can’t just expect him to give us all the answers we need. We’ll ask around first and maybe we can find a way to talk to his daughter. Right now, that’s our best option.”

“Alright, I’ll trust you,” Jasper said. “I just hope you’re right about this.”

“Me too,” Sea said as they walked out of the Farmhouse together. “Whatever the Changelings are after in this town, we’ll figure it out. Come on, let’s ask around at least. There’s not much else we can do right now.”

Jasper nodded as the two mares headed out into the town together.

00000

“Sorry, I haven’t seen anything out of the ordinary,” a mare answered as they finished asking her about it. “But if there really are Changelings in town, I’d rather they finish whatever their business is and leave us alone.”

"I see," Sea Spray said as she eyed the mare for a moment. That wasn't a response she had expected at least, but there wasn't much else they could do right now. "Well, thank you for your time anyway."

"Anything for a Ponyvillian," the mare said with a smile as she went back to work as Sea and Jasper walked down the street together.

"So, what do you think?" Sea asked as she looked at Jasper. "That makes three ponies we've talked to and not much information on where the Changelings might be or what they're up to."

"Well, you can't exactly expect them to broadcast their intentions," Scarab pointed out. "Changelings aren't always going to just walk up to you and try and steal your Driver you know. You got lucky last time, and I wouldn't expect it to happen regularly. "

"You've got a point, unfortunately," Sea said as she sighed a little bit. "Can you detect anything nearby that might give us a clue?"

"Tch, ponies can't do anything themselves apparently," Scarab replied as he paused a moment. "Nope, wherever they are they aren't close enough for me to pick them up. At least not with any real accuracy."

"Because of course, it wouldn't be that easy," Sea Spray sighed. "Alright, I guess we just need to keep looking around to see if we can get any more information."

"Yeah, I mean it's not like she's just about to show up in the middle of..." Jasper started to say. She let that thought trail off when they looked down the street to see a younger mare making her way down the street. She had light green fur with a yellow-green mane that was tied into two pigtails. She looked around nervously for a moment as she stopped at one of the shop stalls to buy some food. "Well, unless that's exactly what she does."

"Do you think that's her?" Sea asked.

"Yeah, I'd recognize that pony anywhere, let's go see if we can talk to her," Jasper said as they headed down the street to where the mare was ordering some fruits and vegetables from the stall pony.

"Let's see, I'll take three of those carrots... and 2 of those tomatoes..." she said as she pointed at the items, not noticing as the two mares were coming up behind her. "And one thing of lettuce."

"Alright, that'll be 15 bits," the owner said as the mare set the coins down on the wood in front of her as he went to get the food together.

"Hey Lime," Jasper said, which made the mare jump up and spin around. Her eyes went wide with surprised but she smiled when she saw Jasper there. "It's been a long time."

"Hey there Jasper," Lime said with a nod as the shop owner gave her the food. "My father said you were in town, I didn't expect to run into you out here. Who's your friend?"

"Sea Spray, this is Lime Cooler, she's the Mayor's daughter," Jasper said as she gave Sea a smile. "Lime, Sea's here to help look into the Changeling infiltration of the town. Your father said he saw one outside of your room the other night, do you know anything about that?"

"No... I... No," Lime said as she shook her head quickly. Scarab looked at her curiously for a moment as if trying to figure out what the mare was hiding. "I'm sorry, but I can't help you. If there are Changelings around, then it has nothing to do with me."

"I don't believe her," Scarab told Sea. "There is something about her that I don't trust. I think she is hiding something."

Sea didn't say anything to him, she just examined Lime for a moment. The pigtailed mare didn't seem to be the kind of pony that would attract attention. Sure she was the Mayor's daughter, but that didn't automatically make her a target. Something about all of this was weird.

So the question now was, what really was going on with Lime Cooler? That was something they were going to have to figure out and fast.

"Lime, you can trust us," Sea said softly as she gave Lime a smile. "We're not going to hurt you or anypony else. We just want to help this town as best we can. Please, tell us what's wrong."

"I can't, not here," Lime said with a shake of her head as she carried the food away. "Meet me at the Farmhouse tonight at Midnight. My father can't know I'm meeting with you and he's usually in bed by that point. There's a lot you don't know, and I... I don't want to let it get out."

She quickly ran off with the food towards the Farmhouse. Sea frowned a little as she watched her leave, there was still something about this that she didn't like. Especially if she was Jasper's friend, she didn't like the idea of having to pry her secrets out.

“I don’t like this,” Jasper said as they started walking again. “Lime has always been pretty open and outgoing. Something is wrong and I don’t know what it is.”

“Yeah, I got the same impression,” Sea said with a nod as she looked back towards where Lime had left towards. “Should we go meet with her tonight?

“Yeah, something about all of this is weird,” Jasper nodded. “I hope she’s okay though. Come on, let’s see if we can find somewhere to eat and stay at least before we have to go talk to her tonight.”

Sea Spray nodded as they headed off into town.

00000

It was a moonless night as they made their way through the dim streets of Appletown to get to the Farmhouse. Sea Spray glanced out at the empty street for a moment. Nopony came out this late at night unless they were guards on patrol. So right now they were probably fine as long as they didn't draw attention to themselves.

Jasper didn't like sneaking around like this. It wasn't something that she usually did, but she knew that right now it was the only way to get answers. If there actually were Changelings in Appletown, this might be the best way of getting answers as to why.

She just didn't like having to put her friend in danger because of it.

As they reached the Farmhouse there was a dim light on in what had to be Lime's room. Jasper looked at Sea Spray who gave her a nod as she levitated the ladder that was laying on its side that Lime must've left there for them. They took a deep breath as they climbed up it and rapped lightly on the window.

"Oh thank the gods it's just you two," Lime said quietly as she opened the window. "Come in quickly before you're spotted."

"What's going on, Lime? Is everything okay?" Jasper asked as the two mares pulled themselves into the room and closed the window behind them. "You seem a bit, uh..."

"Not like myself?" Lime asked and looked down at her hooves for a long moment.

"Yeah," Jasper said with a sigh. "What happened to you? Is everything okay?"

"I... I guess I should show you," Lime said as she stepped back. Magic ran across her body as she looked down at her hooves as they became black with holes in them. Her back now sported a white carapace and her mane turned greyish white as she tried not to make eye contact with the two mares.

She was a Changeling.

"Tch, I thought I felt something familiar about her," Scarab commented. "However I don't understand why I didn't detect her connection to the Hive."

"How did this happen?" Sea Spray asked, ignoring Scarab's comment. "Did they take you away?"

"No, I got into an accident near the border with Princess Elusive's territory," Lime replied softly as she looked away. "I thought I was going to die. When I woke up, I found myself like... well like this. Apparently, some of Elusive's Changelings had found me and converted me to save my life. They wanted to bring me back to Manehattan, but I was able to fight back against the Hive and ran back here as fast as I could."

"Does your father know?" Jasper asked.

"Yeah, he knows, he's done what he can to help me, but there's no way to reverse it," Lime answered with a quick shake of her head. "And I can hear them, they're prodding my brain whenever I even get close to them. They're not here to hurt anypony, they just want me to come back with them."

"I don't see why she doesn't, the Hive would be a better place for..." Scarab started to say before Sea Spray swatted at him again. "Shutting up now."

"You don't want to be in the Hive then?" Sea asked.

"No, I don't even know how I'm able to keep my sanity, I'm still me!" Lime exclaimed, tears starting to pour down her face. "My father is afraid of what will happen if everypony else finds out what happened to me. That's why he's been so distant, he called for your help because we know there are Changelings in town."

"Lime, we're going to help you," Sea said softly after a moment as she placed her hoof gently on the Changeling's shoulder. "I promise, we're not going to let them take you away unless you want to go with them."

"That also explains some of their weirder behavior," Jasper commented thoughtfully. "They're here on something of a search and rescue mission aren't they?"

"Yeah, they think I'm a lost sister or something like that," Lime answered weakly. "They want me back but they can't just grab me whenever they want without causing more problems for them."

"More problems?" Sea asked confused.

"You'll notice that there are only scattered reports of ponies actually being taken or known feedings," Scarab commented. "The Hive knows that if they put too much fear into the hearts of Ponies they won't be able to get food from them. Everything you do know about is either a way to keep the population from growing too large or a means to remind you that they're still here. Unfortunately, this makes a lot of sense the more I think about it."

"So, what are we supposed to do with her?" Jasper asked as she looked at Sea Spray. "We can't just leave her to be taken away by the Changelings. But at the same time, if her secret ever gets out..."

"Then she's going to be in trouble either way," Sea Spray agreed with a nod. "So, what are we going to do now? We don't have a lot of options."

"If it comes down to either me or my home town, I'll go quietly," Lime said softly as she looked at the two older mares. "I'm not worth the lives that could be lost if Elusive and her Hive decide to go all out to find me."

"One pony's life is more valuable than anything in the world," Jasper said and flinched a little when she realized what she had just said. "I mean, any being's life is more valuable. We're going to figure something out, I promise. I'm not going to let you be taken away to become a soldier or whatever the Elusive hive does."

"Oh I could tell her, but I think she'd be much happier not knowing," Scarab said with a telepathic chuckle.

"I think right now we need to focus on figuring out what to do," Sea Spray said quickly as she rolled her eyes a little at the two of them. "Trust me, we've got a lot to figure out and the last thing we need right now is to worry about that. Lime, you're not going to be given over to the Changelings."

"You really mean it?" Lime asked quietly.

“Of course,” Jasper said with a nod and smiled a little. “You’ve got a Kamen Rider here. She’s going to do everything she can to be Ponykind’s hope in these dark times. I mean, all our hope… sorry, this is hard to get used to.”

“Yeah, thanks for not being so overdramatic about it or put pressure on me,” Sea Spray said with a roll of her eyes. “But yeah, I’m going to do everything I can at least. With everything that’s been going on, I feel like we need it.”

“Thank you, I know I’m not a pony anymore, but…” Lime started to say.

“No, you’re still a pony at your core,” Sea corrected her. “Your body is different, but you didn’t let yourself become part of the Hive. That’s something that not just anypony can do. Don’t let go of that and you won’t ever stop being a pony at the core.”

“That is really cheesy advice, you know that right?” Lime pointed out with a chuckle.

“Yeah, I know,” Sea Spray laughed. “But it’s true. And we’re not going to let the Changelings get you. This is your home, just like Ponyville is ours. And they can only take that away from you if you let them.”

“Thank you, both of you,” Lime said. “This is the first time I’ve actually told anypony else about what happened to me. I know that not everypony will understand as you two have, but I can only hope that some of them will.”

“Still, I wouldn’t tell them unless it's necessary,” Sea said and they both gave Lime a hug as she changed back into her pony form. “We should probably get back to the inn. Let us know if you need anything, okay?”

“Okay,” Lime said with a nod as they headed back to the window and climbed down the ladder. Sea took one last look up and smiled when she saw a smile on Lime’s face too.

That gave her some hope that she was going to be okay.

00000

“Is she going to be okay?” Sea asked as she laid back on her bed in the inn. “I mean, with all the paranoia about Changelings, if it gets out it won’t go well for her.”

“I know, and it’s not like it’s unfounded,” Jasper said as she rolled over onto her side and looked at Sea. “I’m worried about her too. Her father is at least doing what he can, but it’s only a matter of time before she gets exposed.”

“Yeah, I can’t imagine being in that situation…” Sea said as she closed her eyes. “Tomorrow we need to see if we can find the Changelings that are after her I guess. What can you tell me about Elusive’s Hive, Scarab?”

"They're part of the farming hive so to speak," Scarab answered. "They and Crab Apple's Hive are in charge of figuring out how to overcome the need for Pony Love. I don't really know how successful they are, but..."

"Wait, if the need to feed on pony love is removed, won't that mean they'll just sweep in and take us all?" Sea Spray said as Jasper blinked in confusion.

"Well, yes that is a general idea, tch you ponies are so slow sometimes," Scarab commented. "I don't think they've been very successful in making it work on a large scale though."

"That's not the point, you're telling me that we're all just living on borrowed time?" Sea asked.

"Well duh, it's been that way for decades, I'm surprised you mono-minded beings didn't think of it as a possibility," Scarab retorted. "Tch, the lack of a Hive Mind must be so limiting for your species. Such a shame really."

"We survive just fine without some fancy hive mind," Sea pointed out as she fell back onto the bed and sighed. "I'm done talking to you Scarab. I don't give a crap what you think about our species, but we're getting along just fine. We've survived this long without some crazy Hive Mind and I don't think we're going to need that changed anytime soon."

"Do I want to know what you two are talking about?" Jasper asked as she looked between the two of them. "This is getting really annoying you know. It feels like I'm only hearing half of a conversation."

"Sorry, I'm not really a fan of having this guy in my head either," Sea sighed as she looked back at Jasper. "If there was some way to do this then..."

"Oh, why didn't you just say something?" Scarab commented as magic flowed out of his body and a form started to come into view.

A Unicorn Stallion now stood there in front of the two with a lavender coat and a dark purple mane. He had a cutie mark of a scarab and the familiar shape of the mechanical insect was attached to his neck.

"You could do that the whole time and you didn't even think to do it?" Jasper deadpanned. "Seriously? Not once did you mention that you could do that?"

"You never asked," Scarab said as he straightened himself out a little bit. "Tch, I'm not exactly about to tell you all my secrets you know. The only reason I've been this helpful is that I want to know more about your little pony lives. This is a mere curiosity, you must understand."

"Yeah, you picked a real winner here," Jasper groaned as she looked back at Sea Spray. "What are we even going to do with him? We only have two beds in here after all."

"Well, I suppose I could always share a bed with..." Scarab started to say before he was cut off by Sea.

"No, that won't be necessary, just go back to your normal form and we'll figure this out tomorrow," Sea snapped at him. "You've done quite enough thank you. I'd rather not have to sleep in the same bed as you."

"You're no fun, you know that right?" Scarab said with a roll of his eyes. "But before I do that, if either of you has any more questions, now would be a good time to ask them. Creating this form requires a lot of energy after all, and I'm going to need to recharge this late at night."

"Well, you don't like ponies very much, right?" Jasper asked.

"Not particularly, you have your uses but that's about it," Scarab shrugged.

"Okay, so why work with Sea Spray?"

"Ah, an excellent question," Scarab replied. "I told you I'm here to learn more about ponies. I'm just curious mostly and since it makes it easier to do so when I stay close to Miss. Spray, then I see no need to leave her alone."

"Figures, I'm apparently a lab rat to him," Sea Spray sighed. "Okay, so why are you able to work with me at all? You said something before about not expecting to see something like me. Why can you work with me if you were built to work with Changelings?"

"That is an excellent question," Scarab commented as he stroked his chin thoughtfully for a moment. "Rarely you get ponies who are capable of tapping into Changeling magic. It's likely that somewhere in your family line you have either a hybrid if not a full-blooded Changeling. It's rare, but not unheard of. That is the only real explanation I can think of, this is as much a mystery to me as it is to you."

"Great, that's really helpful," Sea Spray snarked as she looked back at Jasper for a long moment. "What are Lime's chances of escaping the Changelings right now?"

"Elusive's Hive is not warriors, they're here because they are looking for a lost sister," Scarab said. "It's not going to be easy to avoid them, however. Tch, I think she's better off just going back to Manehattan with them."

“You know she doesn’t want to do that,” Sea Spray said with a sigh as she closed her eyes. “This is her home. Even if she’s a Changeling, she shouldn’t have that taken away from her.”

She rolled over onto her side and drifted off to sleep while Jasper did the same. Scarab watched the two for a long moment as he stroked his chin. Such a curious answer, these mono-minds were curious creatures to him.

He returned to his insect form and rest on the stand next to Sea Spray. He needed to recharge his magic after all, and there wasn’t much he could do right now anyway.

00000

That night, Sea tossed and turned in her sleep as she tried not to think about the situation with Lime. Ever since she had found Scarab, her sleep had been getting more and more restless and tonight was no different.

In her dream, she found herself being carried along by Changeling guards until she was dropped in front of Prism Flash who grinned down at her. She laughed a little as she pushed Sea's head up to look her in the eyes.

"Ah, so here's the little mare who thought she could defy the will of the Hive and steal from me," she said with a fanged grin. "Did you really think you could resist us forever? The Hive is inevitable."

"Let me go!" Sea Spray said as she struggled against her bonds. "I don't want this! Please, just let me go!"

"Oh, we'll let you go indeed, as soon as you become one of my soldiers," Prism said with a fanged grin as her horn started to glow and the cocoon formed around Sea. "You know you want it. You've always known deep down that it is your destiny to become one with the Hive."

Sea tried to scream but no sound came out as she was flooded with liquids. The last thing she saw as the cocoon closed up was Prism's smiling face. The Princess blew her a kiss as it closed up and she was encased in the green fluids.

"Come, sister... you know you want this..." the voices echoed around her. "You want to be a Changeling. You want to serve your Princess and to be part of the warmth and love of the Hive."

"No, I don't!" Sea cried out as she tried to break out of the cocoon with her hooves. "I'm not a Changeling, I'll never be a Changeling! I'm not one of you!"

"Oh... but you will be my child, you see... it is already too late," the voices echoed in her mind. "You are already one of us, you just don't know it yet."

And with that, the cocoon turned reflective and Sea Spray screamed as she saw her reflection. Staring back at her was a Changeling with the same manestyle as her. She struggled even further as she realized that something was grabbing hold of her and tried to pull herself away.

"Sea!" A voice echoed around her as her eyes finally snapped open and she realized that she was being shaken awake by Jasper. The Pegasus was looking at her worriedly as she tried to pull herself together. "What happened? Are you okay?"

"I... I have to see myself!" Sea said as she bolted upright and ran into the adjacent bathroom. Breathing heavily she lit the lamp again and stared at herself in the mirror. She let out a sigh of relief when her normal Unicorn face stared back at her. "Oh thank the Gods..."

"Are you okay?" Jasper asked as she stood in the doorway behind her. "You gave me quite the fright with all of that. I thought you were being attacked or something."

"No... no, just a bad dream," Sea said as she splashed water onto her face from the sink. "I think I'm just getting jumpy with everything that's going on. I'll be fine though, just need a moment to calm down."

"If you say so, I swear if you were screaming any more you'd actually start saying bloody murder," Jasper said as she trotted over to her friend and gently wrapped her wings around her. "It's going to be okay, Sea. I'm here for you whenever you need me."

"Thanks..." Sea said as she looked at herself in the mirror for a moment. "I don't think I can sleep alone tonight..."

"Alright, I'll keep you company," Jasper said with a soft smile as she hugged Sea for a long moment. "Anything for the best friend in all of Equestria. Besides, I know you would do the same for me."

"Yeah," Sea Spray said with a smile as they walked back into the bedroom part of the inn room for a moment and laid down together. Sea smiled as she felt her best friend's wings wrapping around her gently as she snuggled up against her. "Thank you, Jasper."

"You're welcome," Jasper said as she held Sea close to her. She then added jokingly. "And plus now I get to tell everypony that I slept with you."

"Very funny," Sea said with a roll of her eyes. "Plus we already slept together, remember? When we got really drunk that one night?"

"I know, but I'm not counting it because we were drunk," Jasper chuckled as she stroked Sea's long mane gently. "Don't worry Sea, everything is going to be okay. I'm going to do everything I can to make sure that you'll be okay."

"Thank you," Sea said quietly as she closed her eyes and drifted off to sleep again.

Jasper smiled a little as she cradled her friend in her wings gently. It wasn't that she wouldn't ever have that kind of feelings for Sea, but she wasn't sure if the Unicorn would ever feel the same way. Right now, she just wanted to make sure that her best friend was comfortable.

She glanced at Scarab and the mechanical insect was watching the two of them with a strange interest. "What are you looking at bug boy?"

Scarab just turned around and returned to dormancy mode as Jasper smiled a little and closed her eyes as she drifted off to sleep. The two of them had the best sleep they had in a long time

"So curious," Scarab mused to himself. "I swear if I fed on love I'd probably explode if I tried to feed on those two."

He laughed a little and returned to his dormancy state. There was a long day ahead of all of them tomorrow.

00000

Sea Spray sighed a little as she headed out into town the next day. Jasper was talking with some other ponies so right now it was just her and Scarab. She stretched out a little bit as she took a deep breath.

“You’re quiet today,” Scarab commented. “Is this about that dream you had last night?”

“How did you…” Sea started to say when she realized the answer quickly. “Right, the telepathic connection thing. But, yeah, it’s not helping right now with everything that’s going on. What did that dream even mean?”

“Calm down, everything is going to be just fine,” Scarab said. “Tch, you ponies are so easily agitated. Don’t worry, just be careful, okay? The last thing you need right now is for something to distract you.”

“Yeah, I guess you’re right,” Sea said as she headed towards the Farmhouse. If nothing else she needed to check on Lime.

“So, you’re the one who Princess Prism is all up in a tizzy about,” a voice said from behind her making her jump. “I was somehow expecting way more.”

Sea turned around to see a Unicorn mare standing there. She had a red coat with a neatly styled golden mane. She smiled a little to reveal a quick flash of her fangs.

“Who are you?” Sea demanded of the Unicorn mare. “What are you doing here?”

“You can call me Scarlet,” the mare answered as she moved in closer. “I wanted to talk to you about our sister. We just want her back and we’ll leave this town alone. Do you really want to put all of Appletown at risk because of one Drone?”

“She doesn’t want to leave, and she’s not a Drone, she’s still who she used to be,” Sea Spray retorted with a shake of her head. “I’m not going to let you take her away, not now and not ever.”

“And what will happen if the locals here find out she’s one of us?” Scarlet pointed out. “This isn’t the first time this has happened you know. Every time it happens and the new Changeling gets exposed they will be ostracized and exiled at best. We just want to bring our sister home, we have no quarrel with you.”

“She doesn’t want to go with you,” Sea Spray said as Scarlet just shook her head a little. “This is her home, not the Hive. It should be her choice, not either of ours.”

“It’s for the best for both her and the town,” Scarlet snorted. “As long as she’s here, there will always be a risk of her being exposed. If she comes back with us then she will be able to live her life normally with her brothers and sisters in the Hive. Wouldn’t that be better for her?”

“And take her away from her family and friends?” Sea Spray pointed out. “You would take her away from everypony she ever knew?”

“If it means that she doesn’t have to be afraid for the rest of her life, then yes,” Scarlet replied. “You ponies seem to forget that for the longest time, we were nothing more than outcasts. Now we have built a world for ourselves and we want you in it. She’s better off with her own kind at this point.”

“Maybe, but that’s her choice to make,” Sea Spray said with a sigh as she started walking again. “The Hive is not the be all and end all you know. You cannot force everypony to join.”

“Maybe, but in time you will see that I’m right,” Scarlet said as she started to walk off. “She is much better off with her own kind as I said. And if given enough time, she will understand that too.”

“What do you mean?” Sea demanded.

“What do you think I mean?” Scarlet snorted as she stopped again. “The Hive brings warmth and love to all who join it. She is a Drone who is completely alone, cut off from the Hive. It may not happen today, but in time, she will start to desire the Hive. And when that happens, she will either come to Manehattan or make her own.”

Scarlet walked off without another word as Sea stood there for a long moment. What was she going to do now? She sighed a little and headed off towards the Farmhouse again, this was going to be a long day.

Next Chapter