Stars in the Shadow of Night

by Melody Song

Rating: teen
Tags: Original Character, My Little Pony: Friendship is Magic, Romance, Gilda, Adventure, Sandbar, Violence, Pharynx, Alternate Universe, Ember
Length: 37439

Alternate Universe where Griffons, Changelings, Dragons, and Ponies are at war.

Shadowstar is just a normal pony. Or, he was, until one day, a selfless act through his magic transforms him into an Alicorn. He joins Princess Celestia and her student, Twilight Sparkle, who are trying to abate the recent quarrels between the Dragons and Griffons. When another species, the Changelings, come into the feud after impersonating Celestia, Equestria must join the war. Shadowstar knows there is another way, and keeps trying to find a way to put a stop to the war. Meanwhile, followers of each race have decided the same. But they actually have a plan.

This story idea was created with help by SilverWolfIMHP (Now ShadowStar_IMHP). I couldn't have come up with it without his help. So thank you to Silver Wolf!

Published 2020-02-25 23:40:02 UTC
Last updated 2021-01-09 13:45:57 UTC

The Following Morning (Interlude)

Shadowstar awoke in his chambers to see his Aunt had already raised the sun, it was peeking over the horizon. He could hear the sounds of battles and flinched. The fighting had already begun. There was a knock at his door and he got out of bed, heading for the door. He opened it to see Cadence. The older alicorn was smiling.

"Sister? What do you need?"

"Nothing, I just wanted to show you something, come look!" Cadence grabbed him by the hoof and dragged him away.

"I just wonder why you're so upbeat. Can't you hear the armies fighting?"

They paused and Cadence turned to look at him, eyes saddened. "Of course I can brother. But there's nothing we can do for them at the moment, so it is best to put it out of our minds for now."

"Really-"

"I'm not saying their lives aren't important." Cadence stopped him from retorting, raising a hoof. "I'm saying that while my heart aches for them, we cannot simply stop these battles. So for now, we should do our best to ignore the pain that we feel and focus on other tasks that will help take apart the reasoning of these warring kingdoms."

"...I see. Lead on, sister." Shadowstar smiled. "But does this thing you're showing me actually have anything to do with that or are you merely trying to get me to come with you?"

"...A little bit of both. It does involve your Resistance."

"They're not my anything. They named themselves and came for help, and I offered. That doesn't make me their leader."

"Yeah, yeah, whatever. Come on!" Cadence dragged him over to the room the Resistance was staying in.

Cadence opened the door with her magic gently, and Shadowstar peeked in. He instantly understood what Cadence was so excited about.

Ember and Thorax were curled up together, Ember with an arm over Thorax. Gabby and Gilda were holding each other nearby, and beside them lay Gallus, who had a wing tucked neatly around Sandbar. A slumbering Ocellus lay with a hole-covered leg locked around Smolder's shoulders. They were all sound asleep.

"Isn't it adorable?" Cadence whispered "And just think, if the rest of their kind saw what good friends they are, despite their differences, they might see reason."

"Yeah, it is a bit adorable, and that is a good idea Cadence..." Shadowstar trailed off and re-examined the scene before him. "Wait...where's Pharynx?"

Cadence did a double take, looking around the room. "I don't see him..."

"Let's look around the castle. He can't be far." Shadowstar said "I'll check the balcony."

"Why there?"

"He was sitting out there last night, I went out to talk to him. Maybe he never came inside..."

Shadowstar peeked out onto the balcony but saw nothing. Not even a huddled black mass that would indicate Pharynx had fallen asleep out there. Cadence trotted down the hall, mane swinging with her head as she looked side-to-side.

"How do we know if he's here? For all we know he could be disguised as a curtain." she remarked

"Pharynx promised me that he, Thorax, and Ocellus wouldn't use their powers in the castle. He has to be here somewhere..." Shadowstar said

Cadence went towards the room they'd let Tempest use. "Maybe Tempest has seen him..."

"I doubt it, he didn't seem too fond of her last night. He's probably going to steer clear of her for a while."

Cadence opened the door a crack and let out a soft giggle. "Or maybe the opposite."

Shadowstar raced over, and she waved a wing to quiet him, as if he could control the noise his hooves made on the floor. His jaw pretty much dropped as he saw what was inside the room. Tempest was lying in bed, asleep, and Pharynx was curled up on top of the blankets next to her.

"I-what?"

"This is why you will never understand love little brother." Cadence sighed "It's that typical, filly meets colt, colt not interested, then bonds with filly."

"...I don't think that's a real scenario. I'm going to wake up Pharynx. Most likely he doesn't even realize he's in here."

"What? I don't think he sleepwalks...they've been here for a night or two now and he's never-"

"I mean, he might have gone into the wrong room."

"...No, I don't think so." Cadence replied

Shadowstar rolled his eyes at her and trotted into the room, prodding Pharynx in the shoulder with his hoof.

"Huh?" Pharynx sat up, looking at Shadowstar.

"Pharynx, why are you in Tempest's room?"

Pharynx looked down at the mare and back up at Shadowstar. "Oh, well, after you left she came outside, and we talked for a bit. When we went inside I offered to help her back to her room since she was still limping pretty badly...I guess I fell asleep."

"Huh. So I guess neither of us were right." Cadence remarked

"Shush." Shadowstar hissed to her, then looked back at Pharynx. "Well, come on, before she wakes up."

Pharynx nodded and lifted off, his wings buzzing as he flew over to Cadence and landed by her. Shadowstar left the room and closed the door, so Tempest could leave when she was ready.

"I should probably go back to my room before the others wake up..." Pharynx yawned, fangs showing, and turned away from them to leave.

"Pharynx." Shadowstar called, and he glanced back. "Did you make peace with Tempest?"

"I think that's obvious Shadow." Pharynx yawned again and started trotting towards the room he shared with the others in the Resistance. "She's actually pretty cool. For a pony."

Cadence turned and gave Shadowstar a smug grin. "See, filly meets colt. Check. Colt not interested in filly. Check. Colt bonds with filly. Check."

"You are such a child..." Shadowstar grumbled, turning away to head to the dining room.

"I know you are but what am I?" Cadence asked teasingly, flouncing down the hallway after him.

Shadowstar walked into the dining room to see Twilight, Spike, and Shining digging into some pancakes. Celestia sat with her own stack of pancakes, eating a bit more properly.

"Good morning Auntie." Cadence said merrily as she sat down.

"Good morning Cadence. Good morning Shadowstar."

"Morning." he said, sitting down as two more plates of pancakes set themselves by himself and Cadence.

Luna walked in, yawning and fluttering her wings. "Good morning everypony."

"You look rather...alert today Princess." Twilight remarked, not sure if it was right for her to tease the royal.

"Oh, yes. I feel bad saying so, but this war has ensured everypony is either awake at night or having dreamless sleeps. It leaves me without a lot of nightmares to trek through." Luna said as she sat down, tone shifting to a more mellow one.

"I know...I searched too last night, for a little bit. Nothing." Shadowstar agreed, as Celestia set another stack of pancakes down by her sister.

"Are the other creatures joining us?" Shining Armor asked

"Cadence and I looked in on them while coming here. They're still asleep, I think the battle yesterday was hard on them. After all, it seems only a few really have any sort of training. None as rigorous as your own, Shining."

"Oh, I think I can fix that." Shining grinned, eyes gleaming.

"Don't you try it mister. Who knows if they'd even accept your training anyway." Twilight reprimanded bossily.

"We won't know until I ask..."

"No." Shadowstar and Cadence said as one.

"Betrayal!" Shining joked

"You're such a massive dork." Twilight said

"But he's my dork." Cadence replied

They heard a stifled giggle behind them and turned to see Ocellus standing with Gabby and Smolder. Gabby was snickering and Smolder was rubbing her eyes. Ocellus was hanging back, tongue flicking out.

"Sorry, it's just really cute." Gabby said

"Would you like to join us for breakfast?" Celestia asked, startling the others.

"I guess the battle earned them her trust..." Shadowstar thought

"Um...I-I don't know if that's a good idea...I don't want to accidentally hurt you..." Ocellus said "I-I mean, we can eat regular food but we also need love-"

"Oh, that's no problem!" Gabby gave her a big hug and Ocellus's mouth opened. She was drinking in Gabby's love, but some also left Ocellus and went back into Gabby, making the changeling glow pink slightly. "There, see?"

"Thanks." Ocellus sighed

"Hey, Smolder, right?" Spike asked, and Smolder nodded. He held up his plate. "I helped Celestia make these, they've got gemstones in 'em. Wanna try?"

"Er...I guess? What is it?"

"You've never seen pancakes before?"

"The only things I usually eat are gems and fish."

"Yum, fiiissshhh." Gabby said, swiping her tongue around her beak.

"Yeah...changelings eat fish too." Ocellus said "But we prefer other meats..."

"Well, we don't have any fish, but you'll like these pancakes, I think." Celestia said, levitating some to some empty chairs, where the three creatures sat down. "Ocellus, Gabby, you two can try these chocolate chip pancakes, Smolder, these are Spike's gemstone ones."

"Mm, these are really good." Gabby said after eating a few bites.

"Mm! This chocolate stuff tastes like love!" Ocellus exclaimed, eating rapidly.

"Huh. Crunchy. But that's probably the gems, right?" Smolder asked, and Spike gave her a thumbs up.

They heard hoofsteps and Thorax, Pharynx, and Ember walked in. Behind them, limping considerably, was Tempest Shadow. Pharynx was hanging back to talk with her in a low tone. Cadence eyed Shadowstar, smirking. Shadowstar rolled his eyes at her and continued eating. The four new creatures sat down as well, Thorax and Pharynx hesitating as Ocellus had done. They were soon joined by Gilda, Gallus, and Sandbar.

After breakfast, Celestia invited them all to join her in the gardens. Not wanting to ignore the summons of a royal, they agreed. The royal family made it outside first while the Resistance returned to their rooms to replace bandages of injures from the previous day's battle. When they got outside, they looked around at the ponies.

Luna and Shadowstar were lying in the shade of a few trees. Luna was reading and Shadowstar had his head on her shoulder, seemingly reading as well. Celestia lay nearby, in the sun. She had her wing over Spike, who was asleep. Twilight was reading a book nearby, while Cadence and Shining Armor talked together by a fountain.

Ocellus tentatively went to Twilight. "Um... wh-what are you reading?"

"Oh, this is about magical spells and their uses, I'm studying it."

"Can... can I see?"

"Of course."

Twilight shifted and Ocellus laid down beside her, leaning over to see the page. Smolder went to her after glancing at Ember for permission. Smolder sat down in the grass by Ocellus, laying a claw on Ocellus' back and playing with the grass they sat on with her other claw.

Thorax and Ember went to a sunny spot in the garden and curled up together, sprawling in the grass and letting the sun warm them. Gallus and Sandbar sat near them, Gallus stretching a wing over Sandbar and nuzzling the colt before dozing off. Gilda and Gabby laid down in the shade, Gabby reaching and beginning to preen Gilda's wings. Tempest and Pharynx sat near Shadowstar and Luna, beginning to talk about battle strategies.

Shadowstar looked up at Luna, who glanced down at him, and he spoke.

"You know... if you ignore the battle sounds... this almost seems normal." he murmured

"Today is not a day for worrying over war. Today is a day for family." Luna wrapped a wing over her son. "Everyone deserves a little peace. Though you are right... even with all these different creatures... it still seems this could be normal."

"It is." Shadowstar whispered "Sometimes... I dream of all creatures living in harmony. Just like this."

"I know. I have seen those dreams of yours." Luna nuzzled him. "Far in the future, perhaps, but not impossible, it seems."

"Really?" Shadowstar asked

"Of course." Luna then looked back to her book, and Shadowstar followed her gaze. "Nothing is impossible, as long as there are bright creatures with big dreams. And it's clear we have plenty of those."

Author's Note

As you can tell from the title, this is an interlude-kind of-to the story. No, I'm not putting it on hiatus or anything, I just wanted a little lightheated filler chapter. As Cadence mentioned in this chapter, there is time for joy even in the darkest nights. So I hope you enjoyed this chapter and be on the lookout for another!

~Melody Song

Start of the War

Shadowstar was wandering around in a grassy field in the middle of the night. He looked up at the silver moon, and tilted his head.

"That's strange, Isn't the mare in the moon supposed to be there?" Shadowstar pondered.

"Shadowstar~" A voice called, and he turned, lighting up his horn with his purple magic.

"Who's there?"

"It is I~" A shadow formed of blue smoke in front of Shadowstar. "I am the force of dreams eternal. I am...Nightmare Moon!" the smoke became a pony that towered above Shadowstar.

"What? It's just an old Mare's tale!"

"I am anything but a simple old Mare's tale!" Nightmare Moon spat.

She trotted forwards, ghostly figure passing by him. The mere presence of her near him made Shadowstar tremble. When her form hit the air by his body it made everything go cold. So, so cold. And bleak. Like nothing would make him happy again. Shadowstar turned, looking up at the evil Alicorn in fear.

"I was the lifeblood of the night. I had the power to eclipse the ponies of Equestria's precious sun! I have spent years in the moon. Watching. Waiting. For my nightmares to come true! And now, I have grown stronger. I can enter the dream realm!" Nightmare Moon turned and grinned wickedly at Shadowstar. "And now, this dream will be your last, little pony."

"Why did you do this? Why were you trapped in the moon?" Shadowstar asked

"I was imprisoned by my own sister, a thousand years ago." Nightmare Moon growled. "Celestia's perfect image would have been squandered otherwise. She trapped me there, to brood in silence. To reflect on my ways as the moon reflects the sun. Hah! The moon is no reflection! It is a shadow! A mere ghost of what the sun is to Equestria. But no more. I will have my way. I will take over the land until every last inch of it is shrouded in eternal night! So that every pony knows exactly how beautiful my night really is!" She laughed harshly, and Shadowstar shrunk back in fright.

"B-but why? Who made you think the night wasn't beautiful?"

"Who didn't? Ponies would frolic and play in my sister's glorious sun, and sleep the night away, as though it were somehow less important!" Nightmare Moon hissed.

"Maybe it used to be that way, but it's not now." Shadowstar objected.

"And just how do you know that?" Nightmare Moon asked incredulously.

"W-well, I love the night. I got my cutie mark because of how much I love stargazing." Shadowstar looked at his flank, where against his dark gray coat, a black smudge with a white star in the center rested.

"One pony makes no difference to me. Though perhaps you'll be lucky and I'll spare you when I turn Equestria into a enslaved colony." Nightmare Moon replied.

"Actually, plenty of ponies treasure the night. I know for a fact that a lot of ponies use the night for things like parties, jobs, and even just plain having fun." Shadowstar objected.

"Typical. The second my sister takes over the role of night, everypony loves it." Nightmare Moon remarked.

"Maybe you just didn't give them enough time. Equestria has grown over the years, and become such a big settlement there are hardly any regular farmlands anymore. It's not the way you once left it. Now that agriculture is not the main focus of most jobs, ponies have gotten more used to spending time out at night." Shadowstar suggested.

"Why are you no longer afraid? Ponies used to cower in fear before me!" Nightmare Moon stomped a hoof.

"Not anymore. There's a celebration called Nightmare Night where the whole point is to be scared by you. But only because it's fun for them."

Nightmare Moon looked outraged, but a softer voice spoke from inside her.

"Do thou...still know who we are?"

"No! Stay in!" Nightmare Moon commanded, before fading by the light blue glow of a second alicorn's horn.

This one had a pale, soft blue coat, and a short, light blue mane. Her cutie mark was just visible. A splotch of black with a silver moon resting in it. The mare's wings fluttered as she stepped forward.

"Thou hast spoken words of great comfort. Thou must be very frightened."

"Y-yes. Who are you?"

"We once were Luna, sister of Celestia and keeper of the dream realm. Who we once were is unimportant. We were blinded by our own jealousy, and we allowed it to cloud our judgement. Now, your land speaketh only of the creature we hath become. The monster of Nightmares." Luna glared bitterly down at her hooves.

"It's never too late for a do-over. Maybe this is partly Celestia's fault. Nightmare Moon didn't ever mention that Celestia knew you were jealous. If she had been a better sister, maybe this wouldn't have happened."

"Thou art very kind, but no. Celestia was a great sister to we, it is we who were at fault. We transformed into this creature, we will live with that guilt." Luna's voice was steadily becoming fainter.

"Wait, where are you going?!" Shadowstar called, stepping forwards. "Come back!"

"Fool! She will not hear you much longer because she will not exist much longer! My past self was a fool, she cannot keep me at bay forever!" Nightmare Moon yelled, reforming.

"Perhaps, but we shall fight and we will stand until thou has no control!" Luna cried, becoming solid once more.

"Luna, listen to me!" Shadowstar cried, and Luna turned, blue eyes gleaming. "I get it. You wanted to be like your sister, you wanted ponies to see you as more than a shadow! But that doesn't have to equal becoming a monster! Don't you see Luna? You have a choice, that must be why you're here. So that I can show you that you have a choice between letting your past mindset control you, or blazing a new trail. You don't have to be evil!"

"We...we would to...but how?" Luna asked, and Shadowstar had to think for a minute.

"By embracing the realm you once controlled." Shadowstar lit up his horn, purple magic flowing. "I think I've known all along this was a dream. Part of my magic lets me choose my own dreams. But I can't do it without help. If you choose to give this dream a new ending, a new 'happily ever after' so to speak, then I think everything will go back to normal."

"Then...what arst thou waiting for? Let us begin!" Luna's horn lit up and she went to his side, raising her head high.

"What are you doing?! No!" Nightmare Moon screamed, as light blue magic washed over the field, turning it into a starry night sky. Nightmare Moon's towering figure vanished, and Luna turned to Shadowstar.

"Thou will see us soon. Upon our return, we shall make every wrong right. Farewell, Shadowstar. We see great things from thou." Luna backed away, before becoming a wisp of blue smoke, and fading.

"Upon her return?" Shadowstar echoed, but before he could question it, he woke up.

"Gah!" Shadowstar sat up in bed and glanced around. Thank goodness he lived alone, or he'd wake others up with his noise. "Did that really just happen? In my dreams?"

A silver light suddenly wrapped around Shadowstar, and he gasped, being lifted into the air. Shadowstar suddenly disappeared, reemerging in a starry plain not unlike the one his dream had transformed into. He looked around, frightened.

"Hello?" he asked, voice echoing. A lone figure appeared.

"Why, what little pony could have been sent here, it's late." the figure's horn glowed with yellow magic, and Shadowstar gasped again in shock as the memories of his dreams flashed past his vision. "Ah, you have crossed paths with Luna in her terrain...and you reformed her?"

"I just showed her there was a better way. Where am I?" Shadowstar asked, and the figure stepped into the light. "Princess Celestia!"

Shadowstar bowed to the regal pony, who placed a hoof on his shoulder.

"No need to bow little one. I have a feeling that we were both sent here in order to make that quite unnecessary from now on."

The silver light surrounded Shadowstar once more, a piece of the light going into his chest and forming the illusion of silver wings. They flapped on his back before becoming solid, the same gray as his coat, however, the feathers on the outer part of the wings were the same silver as the light that had surrounded him. Shadowstar's eyes widened as he touched back down by Celestia.

"Welcome, Prince Shadowstar." Celestia smiled at him, and Shadowstar just gaped at her.

Shadowstar hit the ground and glanced around. He was standing outside the Canterlot palace, in the dead of night. He looked behind him just to make sure he wasn't still dreaming. Nope. Gray and silver wings were pressed against his back.

"Ah, I was wondering if the spell would take you to me." Princess Celestia came to him, and expanded one white wing. "Come with me, my student is waiting."

"I-I'm a Prince now? Why?" Shadowstar asked, and Princess Celestia smiled.

"Because you looked past the mirage of Nightmare Moon to the pony inside. And you chose to help her rather than run in fear."

"So...what am I? The Prince of...?"

"I have decided, that for the time being, you should be known as the Prince of Dreams. Of course, my student, Twilight Sparkle, may have some better ideas." Princess Celestia took him into the castle. "She's currently trying to help me review notes for a debate that will take place in a week. Well, she was. I was sent into the realm when you were, so she may be a tad bothered."

"Celestia! There you are!" a purple coated unicorn ran up, and saw Shadowstar. "An...alicorn colt?"

"I'm eighteen, for your information." Shadowstar replied.

"I'm twenty." the unicorn retaliated, then looked to Celestia. "What happened?"

"He has helped my sister to reform. Something tells me that when that phenomenon you were warning me about occurs, we will not be in the grave danger you predicted."

"That's actually a relief, we need to focus on the debate. If we're going to convince the Dragons and Griffons to stop this fighting, we need to be at the top of our game." the unicorn turned to Shadowstar. "I'm Twilight Sparkle. You?"

"Shadowstar." Shadowstar told her.

"Shadowstar will be staying in the castle with us."

"I will?"

"He will?"

"Yes, you are a Prince now, it is your place. Do not fret about your old house, we can move your things here or you can do as you please with it." Princess Celestia said.

"Would you like to join us for the debate then? Princess Cadence and my brother, Captain Shining Armor will be there as well. And as new royalty, you should probably make an appearance." Twilight asked.

"Me?"

"Yes, you. Come on, we'll introduce you to Cadence and Shining Armor."

"O-Okay..."

It had been a strange past week. While Shadowstar was getting used to being an alicorn, Celestia and Twilight had included him in their discussions on the debate to come. This particular evening, two days before the debate, Twilight was talking to Shadowstar and Cadence, with Celestia watching the window.

"I think if we bring up the point that war does harm to every land, they might consent to listen a while longer." Twilight suggested.

"True, but Dragon Lord Torch is very temperamental by nature. Not all dragons are like Spike." Cadence objected quietly. "And since the griffons have no true leader, they have merely sent an envoy, Gruff, I think he's called."

"Which means he might not represent them all fully, and they may not listen to what he has to say if we convince him not to fight." Twilight sighed, horn glowing as she shuffled her notes. "Shadowstar, what do you think?"

"Well-" Shadowstar's gaze was drawn to the window.

"The stars are aiding in her escape! Celestia, what-" Twilight started, rising.

"Hold on Twilight. As I said, thanks to Shadowstar it might not be a problem any more." Princess Celestia stopped her, then watched as a flash of light made its way to the palace.

"Aunt Celestia?" Cadence stepped back a little as the light faded, and Luna emerged.

"Luna?" Shadowstar asked, and Twilight stared at him.

The alicorn raised her head, seeing Shadowstar.

"We knew thou could do it!" Luna stood and shook herself, shuddering. "We are no longer forced to do as the Nightmare Forces command!" Luna looked to the side and saw Celestia.

"Hello Luna. It has been a long time." Celestia was barely able to get the words out before the smaller alicorn flung her hooves around her.

"Celestia!" She began crying, and Celestia hugged back. "We are so sorry sister, we never meant to cause thou any harm, we swear!"

"We?" Twilight asked.

"It is the old Royal proverb. Luna, now we say 'I' when referring to ourselves, and 'you' when referring to others." Celestia said to her.

"Then...I am so sorry dear sister. I was jealous that thou-you were more respected. That your day was better than our-my night." Luna cried into Celestia's shoulder, and she looked to Twilight.

"Let's get Luna to her own chambers. Twilight, we can continue this discussion after Luna is caught up on what's happening." Celestia directed.

Celestia had been discussing the recent tensions between dragons and griffons with Luna, and about Equestria's neutrality in the situation thus far. She exited Luna's room later that evening, seeing the new Prince standing in the hall. Shadowstar followed Celestia down the hall, wings flapping. He took off and hovered by Celestia's side. Celestia turned to smile at him.

"Yes Shadowstar?"

"Is Luna going to participate in the debates as well?"

"I think it will be likely. She did always enjoy serious conversations and mentioned her interest in sitting in on the debate. Now come Shadowstar, the debates are only two days away, and I did promise Twilight we'd return to the notes." Celestia moved faster, Shadowstar having to flap harder to keep up with her.

Two days later, Shadowstar waited outside Luna's chambers. The mare emerged and smiled at him kindly. She had transformed, slightly. Her coat and mane had darkened, her coat to a dark blue. Her mane had lengthened, now flowing like Celestia's, with star specks within the midnight blue.

"Hello Shadowstar, art thou-I mean, are you ready for the debates?" Luna asked

"So, you're joining us?"

"Of course! I would not dream of missing such an important summit. And Twilight Sparkle has been teaching me your dialect, it is most interesting." Luna replied as they walked down the hallways.

"There you two are, Twilight and Aunt Celestia are waiting for us." Cadence greeted them.

"Well, let's not keep my sister waiting." Luna agreed, leading them confidently to where she remembered the courtroom was.

"I say you are completely right Lord Torch. The dragons must be compensated for all the griffons have done." the smooth voice of Celestia came from the room. All three alicorns paused, looking at each other in confusion.

"What!" another cried.

"Oh, don't be so surprised Gruff, the griffons have done nothing but behave greedily and unjustly towards other species for generations."

"That is not Celestia. I am sure of it." Luna charged up her horn, followed by Shadowstar.

"I'm with you Luna."

"Thank you, Prince of Dreams."

"You know the title Celestia gave me?" Shadowstar halted, and Luna smiled, nodding.

"Can this bonding moment wait?" Cadence asked, lighting up her own horn. They charged the door, blasting it open with their magic.

Celestia was standing beside the Dragon Lord, a wheezy, balding griffon on the other side of the courtroom. Twilight was nowhere to be seen.

"Who are you? Imposters!" Celestia cried.

"Those words are proof thou aren't my sister. If thou were, thou would have instantly recognized your niece, myself, and the newly named Shadowstar, Prince of Dreams. Now step away from the Lord." Luna snarled.

"I have no idea who you are, now get out of my courtroom!"

"Reveal yourself, pretender!" Cadence stepped forward, horn glowing. She stepped forward. "Or I will do it for you."

"The Princess of Love can do nothing against me." the impostor snarled, opening her mouth.

"I can and I will-agh!" Cadence's magic was pulled from her horn and into the impostor Celestia's mouth. "Wh-what have you done?"

"Stolen the source of your magic. Your love."

"Only one known creature can steal love...show yourself, changeling!" Luna shouted.

"Changeling?" Shadowstar echoed, the word stumbling awkwardly on his tongue.

"Oh, very good little Princess."

"We are over a millenia old and thou wilt show us respect!" Luna raised her voice so loud Cadence and Shadowstar stepped back.

"D-did you know she can do that?" Shadowstar asked.

"Auntie Celestia does it sometimes. It's called the Royal Canterlot Voice. I'm just glad Luna's on our side." Cadence replied, but she was distracted, flaring up her horn again. "I can reveal the changeling, I just need-"

"A distraction?" Shadowstar finished, smiling at her.

"Yes, brother." Cadence replied with a grin.

"We aren't siblings-"

"And Celestia is not my aunt. I have learned that you do not need to be related by blood to anyone for them to be your family. So, brother, as you said, I require a distraction."

"Well, sister, allow me." Shadowstar took off and flew to the other side of the room, where he flared up his horn. "Hey! Change-thing! Over here!"

Shadowstar blasted his magic at the impostor, and it turned. Cadence ran forwards and blasted her with a powerful ray of blue light. In an instant, the creature shifted forms. Shadowstar backed up in shock, right into the waiting, protective hooves of the real Celestia. She held the Prince as he gazed on in horror at what the impostor had become.

The creature was the height of Celestia, only rather than a coat, she had black carapace on her body. Bug-like, transparent blue wings buzzed on her back, and a long, green-blue mane hung around her face. A knotted, twisted horn rose out of her forehead. She had holes in her legs and hissed menacingly at them all.

"You will all be sorry. I nearly had all I needed for an army!" she growled.

"Army?" Twilight asked, from where she was huddled beside the real Celestia.

"Chrysalis, stop this." Celestia set Shadowstar aside, trotting forward. "The purpose of war is not to feed your nation, there is no purpose at all. We are supposed to be creating harmony here, not distroying it."

"Who is this creature?!" the griffon exclaimed.

"I am Chrysalis! Queen of the Changeling Hive!" the changeling, Chrysalis, announced, rounding on Celestia. "And if you think you're so great, Celestia, you can rule this war yourself!"

"I...what?"

"You heard me. A challenge. My Hive of Changelings will win this war. We will then consume the love in every single one of your lands."

"When the Dragons win, we'll burn the lot of you!" the Dragon Lord boomed.

"The griffons will take your riches and thrones when we're finished with you!" the griffon yelled, rising into the air.

"What have you done?!" Celestia ran to Chrysalis, knocking her horn to the changeling's. "I will not allow this to continue Chrysalis!"

"Well then, Celestia, your land will be destroyed by this war. It's your choice, of course. You could allow your subjects to suffer while our three races fight by your land. Unless...you join as well." Chrysalis replied.

In a flash of green light, the changeling was gone. The Dragon Lord took off, the roof of the courtroom had been temporarily removed for that purpose. The griffon's envoy stalked away, growling.

"What are we going to do Celestia?" Twilight asked, she, Shadowstar, Cadence, and Luna joining her.

"We-we have no choice now. We must adhere to the war...or Equestria will face the consequences." Celestia replied sullenly.

Every single one of the other ponies gasped.

Meetings

"Pharynx!" Thorax ran up to his brother, who turned to face him.

"What is it Thorax?"

"This can't be right! You know we can't fight the ponies. They won't survive!"

"I know." Pharynx pulled off the helmet to his armor. "But what choice do we have Thorax? The Queen will kill whoever tries to object. I can't let that happen, you're all I have."

Thorax looked aside, giving a small sigh. Pharynx placed a hole-filled leg on his brother's shoulder.

"Just keep your head low, don't draw attention to yourself, and whatever you do, don't leave my side." he ordered, then grabbed Thorax's hoof and dragged him off.

Neither noticed, but one of the rocks in the hallway shifted, and eyes appeared in it. A young, slender female changeling transformed back from her hiding form. She watched the brothers go, then turned and trotted away.

"But dad!" Ember yelled, voice raising. "Why?!"

"It's too dangerous for a Princess!" Dragon Lord Torch replied.

"I'm not just some Princess! I can take care of myself!"

"I said NO Ember!"

"Ooh, I'll show him. He'll be sorry." Ember stormed into her room and lifted the golden armor that would keep her in disguise. "I'm more than just a dumb girl who can't take care of herself."

"Princess Ember?" Ember turned and sighed.

"Oh, it's just you Smolder. For the last time, it's just Ember."

"Whatever cousin. Look, my brother says there's an impending war with the griffons, ponies, and some creatures called changelings. Figured he might be lying, but you know everything that goes on, so... is he lying?"

"No. It's true." Ember glanced down at the armor she held, and looked up, smiling. "How would you like to help your Princess sneak onto the battlefield, cousin?"

Smolder smirked, leaning on the cave wall. "Your Majesty, all you had to do was ask."

Grandpa Gruff stifled a cough and raised his fist.

"To war! To war!" the griffons chanted.

A hooded figure peeked around the side of a house, then slipped in through the window. It reached the apparent kitchen and snatched some dry, crumbled biscuits from the counter. The figure then crept back out of the house and made its way to an old abandoned library. The figure pulled down its hood to reveal a tan body, white head, and white feathers with purple tinges.

"I'm home!" Gilda called into the crumbling library. Two more griffons emerged from the rubble

"Did you bring food?" one griffon asked.

He had blue fur and feathers, with yellow tinges. He and the second one, a griffon with gray fur and feathers, with darker tinges, went up to Gilda. She smiled half-heartedly and produced the stale biscuits.

"Did you steal food again Gil?" the second asked.

"Gab, we need it more then they do." Gilda said, and Gabby sighed, nodding.

"Why did they exile us Gilda?" the blue griffon asked, biting into a biscuit.

"Because we don't want to go to war Gallus. I know there's a better way." Gilda said, and Gabby nodded. Gallus coughed a little.

"You okay Gal?" Gabby asked.

"Y-Yeah, just a bit cold." Gallus replied, though Gilda looked at him in concern.

"You sure?"

"Yeah."

"Anyway, who needs those other griffons? We're doing just fine on our own, just three friends, making our own way together!" Gabby added.

She reached, pulling both the other griffons into her grasp. Gilda pulled away, shaking her head to re-do her feathers. Gallus coughed again and leaned into Gabby, laying his head on his friends' shoulder.

"Yeah...just fine..." Gilda sighed, glancing at Gallus and wishing she had Gabby's optimism.

Sandbar peered around the corner of the military room. He snuck into the room and gazed wishfully out the window at a lake in the distance. He closed his eyes, remembering days spent playing with his sister on a sandy beach, splashing in the waves as saltwater lapped at his hooves. Carefree days in the summer sun, joy and laughter filling the memory.

"Come on Sandbar, let's go." A stallion remarked, passing by.

Sandbar's memory faded as he opened his eyes again. He turned away from the window, glancing back one last time. He made his way out of the room and sighed.

"I wish there was a better way." Sandbar thought. He ran to catch up with the stallion.

"Captain? I was wondering if I might try the medic ward again, I just don't seem to be getting the hang of-"

"Sorry recruit, but at this point the only ones who should be medics are the ones who know what they're doing. We need all available soldiers." the Captain said

"Well, are there any positions near the oceans? I was training to be a lifeguard, and-"

"No such position exists soldier, now enough talk, let's move."

Sandbar sighed and nodded, following him obediently.

Months later, citizens of Equestria and beyond have been tasked with fighting. They have fought for six months now. Though not all of their own consent.

"Pharynx!" Thorax cried as he was shoved away from his brother in the battle.

"Thorax!" In a flash of green light Pharynx had transformed into a giant bugbear. He began swatting away griffons and dragons.

"Ahh!" a young changeling screamed as she was batted out of the way.

Thorax reacted, flying over and pulling her up. Pharynx transformed back and was suddenly tackled to the ground by a Earth Pony, making cracks in his carapace. They fought until Pharynx managed to push the Earth Pony back and stand.

"Ph-Pharynx?" Thorax asked nervously. "You okay?"

"I-I-" Pharynx staggered, then fell. His helmet slid off his head and his eyes closed. He lay limp at his brother's hooves.

"Pharynx!" Thorax cried again.

"U-um, we should get him out of the way." the changeling said.

Thorax and the other changeling lifted Pharynx's body, pulling him to the forest nearby.

"Who are you?" Thorax asked as the new changeling leaned over his brother, examining him.

"O-Ocellus. A-And he's alive, just unconscious." Ocellus looked over at Thorax. "I-I don't want to fight either."

"How do you-"

"I-I was in rock form, hiding from the guards, when I heard you and your brother talking." Ocellus replied shyly.

Thorax sighed and removed his armor, throwing it to the side. Ocellus joined in, showing him she was telling the truth. There was a sudden rustling from the bushes, and Thorax leapt in front of his brother.

"Woah!" a green Earth Pony tumbled out of the bushes, looking up at them. He scrambled backwards. "I-I'm not going to hurt you, I-I promise! Just let me go free!"

"We're not going to hurt you either." Ocellus said. "I'm Ocellus, that's Thorax, and that's Pharynx."

The Earth Pony glanced at Pharynx, and stood up.

"I'm Sandbar. And that friend of yours needs help."

"He's my brother. Can you help him?" Thorax asked.

"I...I can't. But there are rumors that there's a Zebra in a nearby forest that can cure anything." Sandbar glanced around. "She lives south of my hometown, Ponyville."

"Then we need to get him there." Thorax lifted Pharynx in his hooves. "Just hold tight big bro, it's my turn to protect you." Thorax murmured.

"Y-you don't want to fight?" Ocellus asked Sandbar as they started walking in the direction Sandbar said his town was.

"No. I was forced, like the rest of my town." Sandbar said, and Ocellus nodded.

"Us too, we don't want to hurt anyone."

The three creatures didn't notice, but a red-orange eye flashed in the dark, as well as a shine of gold. Blue wings unfurled, and a blue eye joined the red-orange one.

"Here. The Everfree Forest. Just the thought of going in though...it's enough to make even the bravest pony shudder. It's full of monsters and all sorts of unspeakable things." Sandbar trembled.

Thorax looked back at Pharynx, head lolling, carapace dented and cracked. The changeling hissed in his unconscious state, groaning.

"I have to go in, Pharynx needs help."

"You won't last an hour in there changeling." A orange and purple toned dragoness landed before them, donned in armor.

"Wh-who are you?" Ocellus whimpered.

"Oh, Smolder. My Princess and I have been following you, and we've decided to join your gang." Smolder said, taking one knee.

"G-gang?" Thorax repeated.

"Wait, Princess?" Sandbar asked, and another dragoness appeared. She was blue, wearing golden armor. When she took off the helmet, she revealed white horns that curved around her face.

"Princess Ember, daughter of Dragon Lord Torch." Ember said.

"What were you saying about a gang?" Ocellus asked.

"A gang, it's a dragon thing. They join gangs that follow the same morals they do. I don't want to fight either." Smolder said.

"And I want to show my father I'm not some namby-pamby Princess who just sits around waiting for the big strong dragons to save her. I'll show him by winning this war for the sake of our people." Ember growled, clenching her fist.

"If you allow us to join your 'gang' we can protect you." Smolder offered, gesturing to the forest.

"Please. My brother needs help." Thorax agreed.

"Then let's get going." Ember said, walking over and eyeing Pharynx. "Something tells me he won't last much longer without help."

They were making their way down the path when they heard noises.

"What's that?" Ocellus asked, transforming into a rock. Smolder just picked her up.

"I'm not sure. I've never been in the forest before, my mom and dad always warned me not to step hoof in it, or Timberwolves would come and gobble me up."

Rock Ocellus transformed back, so Smolder was suddenly holding a changeling.

"Timberwolves?"

"Uh-huh. Creatures made of enchanted wood, that reform every time you break it apart. They've attacked Ponyville citizens before." Sandbar explained.

"All the more reason to get to this Zebra fast." Ember replied.

"Right. I think we go this way..." Sandbar led them down the grassy path, and Ocellus suddenly leapt out of Smolder's arms.

"Stop! That's Poison Joke!" She transformed into a big dragon, blocking their path. When they stopped she transformed back. "It's really dangerous, if it touches your hoof, it plays a joke on you."

"Nice catch." Smolder complimented, and Ocellus smiled, ignoring her fangs making it seem like a snarl.

They continued walking, careful to avoid the Poison Joke. Sandbar took the lead again once they were on the other side of the flowers. They soon saw a tree in the distance covered in weird masks and vines, with rocks all around it. There were windows and a door carved in it.

"I'm no expert, but I'm assuming someone lives there." Ember said, gesturing to the tree. Sandbar went up to the door and knocked on it.

"Um, hello? We-we need help. Is somepony there?"

"A pony, no, I daresay not. Though I believe I can be of some help to you lot."

A striped mare with earrings, necklaces, and bracelets opened the door. Her coat was gray, her mane black and white, eyes a shining blue. Smiling kindly at the strange group before her, she spoke again.

"I have not had visitors in many a moon. However, I am able to welcome them soon."

"Uh, do all zebras talk like that? With the rhymes?" Smolder asked.

"Yes, they all do young one. Where I am from, this speak is passed down, mother to daughter, father to son." the zebra said. "I am Zecora, now, please come, I see there is work to be done."

"Can you heal my brother? Please, he's really hurt." Thorax said, stepping forward.

"Indeed, to heal, it is my forte. Please, come this way." Zecora took them into the house.

"Woah." Sandbar gasped. The room was full of bottles and a cauldron stood in the center. Zecora beckoned for Thorax to lay Pharynx down on the bed.

"Please, set him down, and we will see what I have around." Zecora moved to the bottles on the shelves and picked up a few. "Ah, yes, let's try this Zebra's brew, it should make him good as new."

Thorax waited nervously by the bed, looking on as Zecora opened his mouth and poured a bit down his throat.

"How long does it take to work?" Thorax asked worriedly.

"Only a moment, just two. Then he will wake and we'll see what we can do." Zecora responded.

"What do all these do?" Smolder picked up one.

"Many can cure, while others simply show what is pure. Much of my stock is from ancient folktale, of a mare who could cure any ail." Zecora said.

"You mean the Mystical Mask? I remember that story, it was my favorite." Sandbar said.

"Yes, with her power to heal, much of her cures are actually real." Zecora took another bottle and walked to where Pharynx lay.

Pharynx began coughing, and Thorax went to his side. Pharynx raised his head, blinking his solid purple eyes.

"What happened?"

"Pharynx!" Thorax hugged him, and Pharynx yelped. "Oh, sorry Pharynx."

"Who are all these creatures?" Pharynx asked, and they all came forward.

"They helped me get you here. That's Ocellus, she doesn't want to follow Chrysalis's lead either. And that's Sandbar, he's really nice, he thought to bring you here. Those dragons are Ember and Smolder. And the zebra's Zecora. She's going to heal you." Thorax said.

"As for that, I can't be sure. But I will try my best to cure." Zecora held out a potion. "This may help, though I must admit. The potions are meant for ponies to be made fit."

"Okay..." Pharynx took the potion and gulped it down. His body glowed light red, and he sighed, closing his eyes.

"Did it work?" Smolder asked. Pharynx tried to stand, then fell back down, gritting his teeth.

"No." he muttered.

"What now?" Ocellus asked.

"We try again. It is the trick with medicine." Zecora looked out the window. "Did you bring griffons with you? Or have more creatures yet to pass through?"

"Griffons? No, we didn't see any." Ember replied. Zecora opened the door, and they heard a frantic, high-pitched voice.

"We heard there was a zebra here who could heal creatures. Please, our friend is really sick! You have to help us!"

The Rise

Zecora opened the door wider, grabbing more potions as the others took in the appearance of three griffons. Each seemed completely different. The one in front was gray, with big eyes. She seemed scared. The one in the back was tan with a white head and purple tints to her feathers. She was wearing a cloak, and carrying the third, a blue and yellow griffon. He was unconscious.

"What has caused his illness? Or was he in perfect fitness?" Zecora asked.

"He's been coughing for days. Then he just collapsed."

"What are you?" the griffon in front asked, looking at the group of creatures.

"Dragons."

"Changelings."

"Earth Pony."

"I am a Zebra, not pony at all. These friends have also abandoned the cause of their Kingdom's fall."

"You don't think fighting's the only option either?" the tan griffon asked. "I'm Gilda, by the way. That's Gabby. This is Gallus."

"Smolder and I want to fight for the sake of my subjects. I'm Ember, Princess of the Dragons, and I know my father is wrong."

"Our fellow changelings just want love. But I don't think it's going to work long-term." Thorax explained.

"My whole town was forced into the war." Sandbar added

"Not just your town young colt. The Princess herself was forced into this battle of dolts." Zecora said.

"She was?" Sandbar asked.

"It's true. Chrysalis proclaimed to the whole Hive that she forced her hoof. She goaded the Princess. And apparently Celestia has a family to look out for." Thorax replied.

"A family? You mean Princess Cadence and Princess Luna. Princess Luna, Princess Celestia's sister, returned from being imprisoned in the moon, and Princess Cadence isn't her real niece. She's just called that because Princess Celestia practically raised her." Sandbar objected.

"Not just them. She bragged about a unicorn with a magenta star for a cutie mark and an alicorn colt being there to."

"An Alicorn colt is news to us all. However, the unicorn was Twilight Sparkle." Zecora explained. "She is the Princess' personal protegee. Now please, step out of the way."

Zecora passed a potion to Pharynx and gave one to Gilda, who had set Gallus on the floor. Gilda poured the potion down Gallus' beak, and he stirred. Gallus lifted his head and the two griffons converged on him, hugging him and beginning to explain. Pharynx drank the other potion, and winced.

"Phar?"

"It worked." Pharynx buzzed his wings and took off painlessly. "It worked!"

Pharynx landed and hugged Thorax tight.

"You saved me bro, I'm so proud of you!"

As Pharynx hugged him, a pink light flowed out of his chest and into Thorax's. Thorax's body glowed pink as well, some light of his own going into Pharynx. They jumped apart, looking at each other.

"What was that?" Ember asked.

"I don't know, nothing like that's ever happened before. But I'm not hungry anymore. What about you Pharynx?" Thorax asked.

"Me neither. Which is weird, changelings can never get enough love, and we've been starving for years." Pharynx responded.

"I believe I know a solution to see, how you are no longer hungry." Zecora replied.

She grabbed a green paste from the shelf and spread some on Pharynx and Thorax's foreheads, then on Ocellus'. It glowed green on Ocellus and pink on the brothers.

"Ah, just as I thought, the reason your hunger is naught." Zecora began as they wiped off the goop. "You have accepted love into your hearts, by sharing instead of taking by the carts."

"Sharing love?" Thorax asked.

"A little known fact that it seems Chrysalis lacks. Once friendship and love is shared, you will begin to know how to care."

"So we'll stop being hungry if we share love instead of taking it?" Ocellus smiled and looked at Smolder. "Do you want to be friends?"

"Um, sure? What's a friend?"

"Someone who, cares about you, understands how you feel, and is always there. Kind of like siblings." Sandbar replied.

"What are siblings?" Gallus shifted and coughed a little.

"You know, brothers and sisters?" Ocellus asked.

"Yeah, Pharynx and I are brothers." Thorax said, gesturing to him.

"Don't you have a family?" Ember asked, tucking her helmet under her arm.

Gilda, Gabby, and Gallus looked at each other.

"Gabby and I were only around ten when we found Gallus, he was about nine and an orphan. We were living on the streets too, so we took him into our care. We've been looking out for each other ever since. But we're more friends then family." Gilda explained.

"Oh." Ocellus looked a little embarrassed and ducked behind the older changelings. "Sorry."

"It's okay, you didn't know." Gallus coughed a little more and Gilda rubbed his back gently.

"You okay?"

"Fine Gil, don't worry about it."

"He will be fine, if I am to be bold. His illness is nothing but a simple cold." Zecora replied.

"I guess that makes sense, we don't have much medicine in Griffonstone so of course we can collapse from a simple cold. Plus it doesn't help we've been living in Griffonstone's abandoned library as of late, it gets pretty cold at night and we don't have many blankets." Gilda said.

"So, this is a little awkward. We're all trying to not fight, so how does that work? How are we supposed to live?" Smolder asked.

"If you do not mind my thought stream, might you consider working as a team?" Zecora went over to her cauldron and stirred it. "Together you could take down the other races from within, and protect Equestria once again."

"And with someone from every race, we know exactly how each one will think, so we can easily take them down." Smolder agreed.

"True, but another asset might be required to win. Another pony to put their head in." Zecora objected.

"Who was that alicorn colt you were talking about?" Sandbar asked the changelings.

"A alicorn with a gray coat, a black mane with white flecks in it, eyes a very deep, dark purple, and a cutie mark of a shadow like smudge with a white star in the center. His gray wings had silver on the outer feathers. He also had a white star-shaped mark on the bridge of his muzzle." Pharynx listed.

"If the alicorn colt is this unique, perhaps his own brand of magic can give you the answers you seek." Zecora suggested.

"But how do we find him, or get him on our side?" Ember objected.

"Well, chances are he doesn't think fighting is the best option either. And I bet he's somewhere in Canterlot." Sandbar replied.

"Though the hardest part will probably be finding a way through all the battles to the capital." Gilda commented.

"True." Ember agreed, going to the door. "Which means we should probably start heading that way."

"Here, I have an extra cloak." Gilda pulled it out.

"And Ocellus and I took off our armor, two of you can wear them if you want." Thorax added.

"Eh. Dragon hide is pretty tough by nature, and we've got armor on too. Though Ember's is mostly just to disguise herself from her father." Smolder added.

"Then let's get going." Gabby said.

Gabby took Gilda's spare cloak and pulled Gallus up. She then wrapped it around the blue griffon, and he cocked his head at her. Gabby then pulled the hood up over his feathered head.

"If we're gonna leave the warmest place we've set claw into in years, you need to stay warm." Gabby reasoned.

Gallus rolled his eyes at her, but made no effort to take off the cloak. Sandbar smiled.

"And you three said you didn't have a family." Sandbar smirked.

"What?" Gallus asked.

"What Gabby just did was exactly what an older sister would do. Well, brother, in my case." Thorax explained.

"Huh. I guess we are a kind-of family." Gallus shrugged, then pushed the door open with his claw. "Now are we going or not?"

"Can I try on your armor?" Sandbar asked Thorax, who nodded and held it out. Sandbar put it on and smiled. "It fits."

"The armor is designed so that no matter what we shift into, it will mold to match the creature. Queen Chrysalis wanted to make sure we wouldn't be killed before we could steal love." Pharynx explained.

"I'll wear this one then!" Gabby said brightly, taking Ocellus' armor and putting it on.

"Here." Smolder passed Ocellus her own armor. "I'm guessing you're not a very good fighter, and...friends help friends, right?"

"Right." Sandbar agreed for Ocellus, trotting to the door.

"I'll keep my armor on. I doubt my carapace will survive another beating and we won't have any healing potions." Pharynx said.

"And I need to stay hidden from my father, or he'll send me back home." Ember added.

"Here, take some of my potions for the road. So for medicine, you won't have to goad." Zecora offered, holding out a few.

"Okay, thanks." Sandbar passed the potions to Gallus and Gilda, who slipped them into their cloaks.

"One more thing. What should we name our gang?" Smolder asked.

"How about...the Resistance?" Pharynx suggested. "You know, keep it obvious."

"Sure, that works." Smolder shrugged.

"And it would make it easy to recruit other creatures because they'd be able to tell what we're trying to do." Ocellus agreed.

Shadowstar and Twilight were talking with Cadence and Shining Armor.

"I just know there's another way." Shadowstar muttered, flapping his wings.

"I know. But Aunt Celestia and Aunt Luna are doing their best." Cadence added.

"Indeed. I have tried my best to convince Celestia not to do this. However, she is making the right call. More citizens could be harmed merely by being bystanders then they could if they fight." Princess Luna came up behind Shadowstar.

"Then...what are we supposed to do.?" Twilight asked. Luna bowed her head.

"I do not know."

To the Capital

Shadowstar went out to the balcony and gazed out at the shining expanse of stars.

"It is beautiful, is it not?" Shadowstar didn't have to look behind him to know Luna had spoken.

"I used to look to the night sky for answers every time I was worried...or didn't know what to do. It was comforting."

"You are a lot like me, young one."

Shadowstar kept his gaze trained on the night sky. "...My parents abandoned me when I was ten years old, after I got my cutie mark in dreamwalking and 'nothing useful'. I never had a real family...until you came back."

"Well, I heard Cadence refer to you as brother. Perhaps if she considers you a brother, you could be a nephew."

"Or...a son?" Shadowstar asked hesitantly, unsure what Luna's reaction would be.

"Perhaps. I would like that." Luna agreed, and Shadowstar moved closer to her.

The two observed the night a while longer, flinching at the sounds of battle in the distance. Luna shook her head.

"I hope this fighting does not last years. Our ponies will not survive a battle that lasts that long." Luna said.

The next morning, as soon as it was light out, Gilda and Ember led the way through the forest. They passed by what seemed to be an abandoned town. Sandbar looked over at it sadly.

"My home...it's so different without the ponies that made it so special."

"It's okay buddy." Gallus wrapped a wing over his back.

"Buddy?"

"We are friends, right?" Gallus reasoned, and Sandbar nodded, leaning into him.

Gabby and Ocellus took off and flew above the treetops. Ocellus turned and her eyes widened.

"Guys, there's a skirmish going on near Canterlot!" Gabby called down to them.

"Great, how are we supposed to get to the Capital now?" Thorax asked.

"Come on baby bro, we can't stop 'cause of a little fighting." Pharynx urged.

"But...what if you get hurt again? What if I lose you? I can't let that happen, you're all I have, what if you-" Thorax was cut off as Pharynx hugged him. They glowed pink again as he shared his love with his frightened brother.

"I promise, I'll never let that happen. You mean the world to me little bro, and I know how much you'd hurt if I died. For that, I'll always be careful, for you Thor."

Thorax hugged Pharynx back, then they let go.

"Anyway, did you forget we still have those potions from Zecora?" Gilda asked.

"Well, the first one didn't work on Pharynx, so who knows whether or not these will work on any changeling. She said the potions are originally designed to be used by ponies." Ocellus objected.

"Well, we should get going anyway." Smolder said, heading forward.

"Hold on." Sandbar ran off, and Gallus started.

"Hey, where are you going?!" Gallus ran after him.

"Gallus!" Gilda and Gabby ran after their friend, and the others followed the two boys.

Sandbar reached his destination, a field of apple trees. They all looked around.

"We should stock up on food, climbing the mountain to Canterlot is no easy trip." Sandbar explained, rearing onto his back legs and kicking the tree. Some apples fell.

"Who does this farm belong to? Will they mind?" Ocellus asked.

"Let's just do what dragons do: not ask." Smolder said, collecting the apples.

"The Apple family owns the farm, but the two older siblings that work the farm were drafted."

"Hey! What're you doin on mah family's farm?!" a small voice exclaimed.

"Time to go." Ember said, lifting off. Gallus grabbed Sandbar, pulling him into his arms before they all took off.

A small filly with a pink bow in her hair came running up, a basket on her back. Two more fillies followed her, a pegsus and a unicorn.

"Apple Bloom?" Sandbar murmured in shock, and the earth pony filly cocked her head.

"Sandbar? What're y'all doin with them creatures?"

"W-we're heading for Canterlot."

"Why?" the pegasus filly asked.

"Not all creatures want to fight for their lands. We're trying to stop the fighting, we're the Resistance." Gilda replied, clenching a claw.

"Sorry we tried to take your crops Apple Bloom." Sandbar apologized.

"No problem. Ya might as well take 'em, saves me an' the others the trouble of havin' to gather 'em." the filly, Apple Bloom, shrugged.

"Others?" Sandbar asked

"Yeah, Granny Smith's lookin' after all the foals o' Ponyville. Coral's doin' okay, by the way."

"That's a relief."

"Can we go before anyone else sees us?" Smolder asked.

"Good idea. Thanks Apple Bloom!" Sandbar called as the others grabbed a few more apples from the treetops before flying off.

"Don't mention it! In return, ah'll tell the others 'bout yer resistance!" Apple Bloom responded, running back to the farm with the pegasus and unicorn.

"Have fun storming the castle!" the unicorn called.

"Who was she talking about? Coral?" Pharynx asked.

"Coral Reef, my little sister." Sandbar explained. "I had to leave her behind when we were all drafted, all of us had to leave foals behind, whether siblings or children."

"Huh. I never thought about the fact that families might be torn apart." Ember murmured.

"Well, we're not going to help them standing around here. Are we going or not?" Pharynx asked.

"Oh, right." Sandbar blushed.

The group landed, gathered more apples, then stowed them in one of the baskets the foals had dropped. Sandbar opted to carry it since he was the only one that didn't have wings to hinder his ability to carry things.

"Well, let's go." Gilda glanced around. "Are we going to head towards the battle, or...?"

"There's a path on the mountain that caravans take sometimes, but I've heard the pathway is sometimes rocky and crumbles easily." Sandbar said. Gilda took off, narrowing her eyes.

"Yep, I see it. The battle's right under it."

"The ponies are probably protecting the pathway." Sandbar reasoned.

"Well, that makes this a lot more difficult." Smolder sighed. "They won't be letting us pass through that easily."

"We've got to try. This Alicorn prince may be our only hope." Thorax protested.

"So proud of you right now Thorax." Pharynx murmured, and Thorax smiled at him.

The small band of friends made it to the base of the mountain, where Sandbar stopped them to get his bearings.

"The trains to Canterlot run through this pathway." Sandbar pointed to a dark tunnel. "But there could be guards placed inside. So we'll have to take the caravan's path. It will be a lot more risky to pass through the battle though."

"Well, then what's the plan?" Gallus asked.

"I've got one." Pharynx said. "We stay together. Don't let any fighting creatures separate you from the group. Only attack if absolutely necessary, we don't want to draw attention to ourselves. If you do get separated, try to keep in pairs. Once we're on the other side of the battle we regroup if needed and slip past the remaining guards. From there, Sandbar leads us up the mountain. Sound good?"

"That works." Gilda agreed.

"Then let's put his plan into action. Come on crew." Ember put on the helmet that completed her disguise, then beckoned them forward.

The group headed to the battle, where they entered the fray. Pharynx, Ember, and Gilda led the way, heading for the rocky cliffside in the distance. Thorax found himself between Ember and his brother, while Ocellus pressed close to Smolder, and Sandbar stood like a barrier between Gabby and Gallus.

Pharynx's strategy was ultimately needed, the crowds of fighting creatures separated them almost instantly.

A few times Sandbar saw blood stains on the grass and gagged. He suddenly leapt back as a changeling came out of nowhere. A few of the apples they'd gathered fell out of the basket. The changeling moved towards him threateningly, and Sandbar tripped over a rock. The basket fell off his back and their food rolled everywhere.

"You're definitely not Pharynx, Thorax, or Ocellus." Sandbar thought, terrified.

"G-get away!" Sandbar yelped. The changeling ignored him, not that he'd expected it to listen.

"You heard him, bug, he said LEAVE!"

Gallus came out of nowhere, expanding his wing in front of the pony protectively. Sandbar scrambled up, hiding behind the griffon. The changeling began hissing at him instead. Gallus let loose a sound that seemed half bird screech, half lion roar at the changeling. It backed off.

"Thanks Gallus." Sandbar sighed. Gallus smiled at him.

"No problem. And that was just a warning. You should see how loud my roar can get. Gilda's is even louder."

Ocellus yelped as a griffon and pony collided near her. Blood became splattered all around them as the griffon dug its claws into the innocent pony's flank. Ocellus whimpered, and she felt a set of claws pick her up. The creature's arms wrapped around her and she looked up to see Smolder carrying her. Smolder then placed Ocellus on her back and lunged, dragging the griffon off the barely stirring pony. Ocellus clutched Smolder's neck with her hole-covered legs. They locked easily into place around the young dragoness' neck.

"You okay up there?" Smolder asked.

"Y-Yeah. Thank you Smolder."

"What are friends for?" Smolder shrugged.

Ocellus rested her head on Smolder's shoulder, unintentionally drinking in a bit of the love radiating from her. But at the same time, Ocellus was giving her own love to the dragon, balancing it out. Ocellus' body glowed pink momentarily, and she smiled, knowing what it meant.

Gilda, Pharynx, and Gabby were being ganged up on by a dragon. He growled at them, and Pharynx hissed right back, opening his mouth as though to steal his love. Pharynx had no intent to, but it was enough if the dragon thought he was going to do it.

A blast of fire came from nearby, and Ember and Thorax emerged from the fray. Thorax was supporting Ember slightly, it appeared that her wing was injured. But Ember stood defiantly, fists clenched, glaring at the other dragon through her disguising helmet. The dragon glared at Ember, not knowing who was under the armor but knowing they were definitely a traitor.

"Thanks. Let's go." Pharynx said. They kept making their way through the fight.

Eventually they all managed to break free of the battle, and looked around at each other.

"Is everyone okay?" Thorax asked.

"M-my wing really hurts, but I'm fine." Ember replied, taking off her helmet.

"What happened to it?" Smolder asked.

"I jumped in the way of a griffon that was trying to have a go at Thorax. I'll be okay." Ember flapped the wing, wincing.

"You...did? Why?" Pharynx asked.

"I know how much you care about him, I just figured you wouldn't want him to end up hurt." Ember replied.

"Thank you." Pharynx said.

"Come on guys, there's no one guarding the pathway, this is our chance!" Sandbar ran to the path, and they followed him, running up the steep path, heading for the spires of Canterlot in the distance.

Author's Note

If you can guess what Sweetie's only line is a reference to, I'll give you a shoutout. (Only the first person to guess correctly gets it because I'm 80% sure half of you will know)

Meet the Resistance

They made their way up the cliff, helping each other as they went. Ocellus rode on Smolder's back since the narrow path made it difficult for the changelings to fly. Thorax walked behind Ember, Pharynx behind him, and Sandbar and Gallus in the lead. Gilda and Gabby were taking off periodically to tell the others about any obstacles ahead. Sandbar kept apologizing for dropping the basket of their only food, but the others dismissed his concerns. He only let it go when Gallus wrapped a wing over him.

"Dude, no one cares. Just drop it already, we're gonna be at Canterlot soon, we can just get more food."

"How?" Sandbar asked curiously.

"I know, I know! Gilda is a master thief! She got us food all the time back in Griffonstone!" Gabby explained, and Gilda shrugged.

"We need the food more than they do. Most of the other griffons only eat about half of what they buy." Gilda reasoned.

"No, we get it. Or, me at least. We've spent our whole life in the Hive, and it has a limited food supply. Love is hard to find when there's no creatures for miles. We take what we can get and savor it. To a hungry changeling, each meal could be our last." Pharynx replied.

"Guys, the next part has a gap in it, but beyond it is Canterlot." Sandbar backed up a little and gave a run at it.

"Wait, I can carry you!" Gallus called after him, but Sandbar shook his head, glancing back at them.

"Trust me, it's more fun like...this!" Sandbar leapt into the air, clearing the gap easily. He landed on the other side and skidded a little, then glanced over. "You guys coming?"

"And this is the time when any of us having lingering doubts about an earth pony's capabilities fully submit to defeat." Pharynx deadpanned, and Thorax nudged him.

"Well, we might as well join him." Gallus flew across, followed by Smolder; who was still carrying Ocellus; then Pharynx, Gilda, and Gabby.

Ember opened her wings to fly after them, but suddenly she winced and sank onto her knees.

"Princess Ember? You good?" Smolder called.

"I-I'm okay Smolder, keep going!" Ember ordered, waving a claw towards them, suddenly coughing hard.

Ember covered her mouth with her claw, then looked down at it to find blood. She gasped and coughed again.

"Princess Ember!" Smolder was about to take off when Ocellus grabbed her wings, catching them in her leg holes. "What was that for?!"

"Look at the rocks up there. They won't last another takeoff and land, it would cause an avalanche. We'd be crushed, and all those creatures still fighting at the base of the mountain..." Ocellus looked down nervously.

"Then how are we supposed to help her?!" Smolder asked.

"I think you guys are forgetting what changelings are." Thorax objected.

In a flash of green light, a griffon with blue feathers stood beside Ember. Thorax picked up Ember carefully in his front claws, then lifted off, keeping his wings as far from the cliff wall as possible. He then flew Ember over to them, back legs just skimming the expanse beneath him. Thorax set Ember down, then landed and transformed back.

"Your Highness?" Smolder allowed Ocellus to get off her back, then went over to Ember.

"Don't...call me...that." Ember managed between coughs.

"Where are those potions?" Smolder asked, and Gilda pulled them out.

"Here, they're labeled but I'm not sure which one she needs. I mean, none of us know how hurt she is so we can't really tell what to give her." Gilda said as Gallus pulled out the potions in his cloak.

"We've got to try." Smolder uncorked one and smelled it, gagging. "Okay, let's not give her this one."

"Guys, she's bleeding!" Sandbar yelled.

"I am not!" Ember protested, clutching her side. Gabby reached and moved her claw, showing them where her armor was pierced.

"There's a spearhead caught in her scales." Thorax observed, looking panicked.

"You guys have magic, right? Can you get it out?" Smolder asked.

"I can try..." Ocellus' small horn lit up with magic and the spearhead wiggled. Ocellus backed up with a sigh. "It's no use. Changelings are taught to use most of their magic for shapeshifting. The only levitation we use is for moving big objects, I can't get a grip on it."

"So what do we do?" Thorax asked.

"Can you carry her?" Smolder asked, and Thorax nodded, lowering himself down.

"Guys, just go on without me, it's fine." Ember said, eyes flashing with pain.

"No, we're not leaving you." Gallus insisted.

"I'll just slow you down."

"You won't Ember. Believe it or not, I'm pretty strong. So long as you don't move around too much, it should be fine." Thorax told her. Ember sighed and pulled herself onto his back.

"Fine. But I'm not taking any of those potions, we need to save them for more important things. I'll be okay without them, as long as we keep moving." Ember coughed again, this time less blood coming out. "See, I'm okay."

"It's not like we have any place in Canterlot to go to anyway..." Sandbar sighed. "Yeah, let's keep going."

The group of creatures continued on, Ember riding on Thorax's back. Thorax stumbled only a few times, but he always made sure Ember was steady.

"Here we are. Canterlot." Sandbar said, and they stopped to take in the majestic kingdom.

"It's really quiet, but it doesn't look nearly as ravaged as some of the other towns." Gilda commented.

"Based on the fighting at the bottom, I'm guessing the guards have been holding the line of attacks, otherwise this place would probably be taken over by now." Pharynx said, trotting forward and opening his mouth. "But there's life here, the love is overpowering."

"Where's it coming from?" Gabby asked, and Pharynx raised his leg to point at the palace.

"Mostly there, but there's bits scattered everywhere."

"Then there's still townsponies here." Sandbar looked around. "Probably foals, like at Ponyville. I think our best bet is to head up to the castle."

"Then what are we waiting for? An invitation?" Ember slid off Thorax's back and began walking, limping slightly.

"Ember, I don't think that's a good idea-" Thorax followed her, but something caught their attention.

A pony had appeared on the balcony. Two, actually. A purple mare set her forelegs on the balcony, tilting her head to look at the other, a pink mare with wings and a horn. She was talking, apparently to the unicorn mare.

"That alicorn is Princess Cadence, she has to be. That means the Princesses are still inside the castle." Sandbar cried, speeding up.

"Wait up!" Gallus flew after him, joined by the others.

Gabby, Thorax, and Ocellus hung back to guard Ember, who was having trouble walking. Sandbar got as far as what appeared to be a garden before the alicorn mare and her friend looked down. They saw the colt, then the other creatures behind him, and disappeared inside the palace.

"Great, they saw us and are probably raising an alarm." Pharynx muttered.

"And since Sandbar was in front I bet they think he was running from us." Gilda added.

"Where are the guards? There should be some positioned around the castle." Sandbar said, turning around.

"They all left to fight, Celestia's orders." A voice answered, and they all began looking around.

"Who's there?" Smolder asked.

"I'm-"

"Shadowstar!" the alicorn and unicorn appeared from inside the palace, and the pony stepped out of the shadows.

It was the same alicorn Pharynx had described. Right down to the silver-lined wings and the star shape on his muzzle. He flapped his wings once in greeting to the other ponies.

"Who are you? What are you doing with these creatures?" the unicorn asked.

"Where's mom?" the alicorn colt asked, and the alicorn mare glanced his way.

"Gathering Auntie, why?"

"No reason." he turned to them, horn lighting up with dark purple magic.

"There you are my son." Two more alicorns entered the garden, making the others gasp, and Sandbar bowed.

They were clearly Princesses Celestia and Luna. The regalness of their strides and manes, along with the seriousness displayed in their eyes. Thorax, Gabby, Ocellus, and Ember finally caught up with them, and the four gasped as well upon seeing the Equestrian Royalty.

"What are all these creatures doing here?" Princess Celestia asked, and Sandbar stood, gulping nervously.

"Y-your majesty, we came to speak with anyone who can help us...see, we are-" Sandbar glanced around, and Pharynx nodded encouragingly. "We...we are the Resistance."

"The Resistance?" Princess Celestia asked, and Pharynx stepped forward.

"All of us here would rather die than follow our leaders into battle. I nearly did." Pharynx explained.

"You almost died? How?" the unicorn asked, and Princess Celestia put a hoof on her head.

"Twilight..."

"I think...it's okay Celestia." the mare said, then turned back to Pharynx. "Well?"

"My name is Pharynx, Princess. I was separated from my brother during a battle, but he managed to get to me and pull me out of the fighting, along with Ocellus." Pharynx nodded to Thorax and Ocellus, who came forward.

"I escaped the fight too, and helped them get Pharynx help. I don't know if you know this, but there's a zebra named Zecora living in the Everfree Forest. She healed him." Sandbar added.

"They met us outside the forest. I'm Smolder, that's Princess-"

Ember cleared her throat.

"Sorry, Ember. She and I saw them helping each other and wanted to help them through the forest." Smolder explained.

"Why did you title her Princess?" Princess Luna asked, raising a brow.

"Technically, Ember is a Princess. She is the daughter of Lord Torch. Though he told her not to fight, I helped her sneak onto the battlefield. We want to prove to him there are better things then being big and strong. That a dragon can be smart too, and win this for the safety of innocents." Smolder explained.

"And the griffons?" the pink alicorn asked.

"I'm Gilda, that's Gabby and Gallus. We came to the zebra looking for help for Gallus. He was sick, and since we fend for ourselves back in Griffonstone we didn't know who to turn to." Gilda explained.

"So, your Resistance, what are you trying to do, exactly?" the unicorn asked.

"Stop the war. On our own. Zecora said someone in Canterlot could help us." Pharynx replied, avoiding mentioning they knew of the alicorn colt.

"I'm afraid unless you can prove where your loyalties lie, and that you aren't trying to trick us-" Princess Celestia was cut off as Ember began coughing again.

"Ember!"

Smolder whipped around, sending the griffons into the air from the sudden movement, screeching in shock.

"I'm fine Smolder-" Ember coughed hard, spattering blood onto the grass.

"Ember!" Thorax ran to her and helped the dragoness stand.

"You guys, just leave it, I'm okay-" Ember could barely speak, she was coughing so violently.

"I knew it wasn't a good idea to let her keep going." Gabby added, flying over and helping Thorax lift her.

"What is wrong with her?" Princess Luna asked

"We had to pass through a battle at the base of the mountain. We were separated due to the fighting, but still with at least one other of us. We all were looking out for each other, but Ember got hit while defending Thorax." Sandbar explained, brushing his mane out of his eyes.

"It was a spear, the head got caught in her scales and she started coughing up blood." Smolder added. "Plus her wing's hurt."

Ember's helmet fell from under her arm and she collapsed. Gabby cried out and Gallus stared down at her in horror, eyes wide. Ocellus staggered backwards as Smolder yelled and reached for her Princess. Gilda and Pharynx looked on, unflinchingly, sympathy in the griffon's eyes and Pharynx's head cocked in dismay. Thorax lifted Ember up slightly, while Sandbar backed up.

Shadowstar turned to his family.

"We should help them."

"What?" Cadence asked

"Look at them Cadence. Ember isn't even of their own kind and you can tell how much they care."

"Even though some of them look like they're in shock?" Twilight objected.

"Why would they be in shock if they didn't care about her?" Shadowstar reasoned. "I assume Pharynx and Gilda have just seen this happen before, but that doesn't mean they aren't upset."

"Sister, the dragonness won't have long if she's left there. I believe Shadowstar is right." Luna told her sister.

"Auntie Celestia..." Cadence's horn lit up, and her eyes flashed. "They're right. I can feel the pure love coming off them all. It's not stronger in any one creature, but together it's as powerful as the love of...well, friends."

"We are friends." Ocellus murmured, and they turned to her. "They're my friends."

A pink light shone off her momentarily, and Ocellus closed her eyes.

"That's been happening more and more ever since we started the journey. Zecora said it's what happens when a changeling shares love." she mumbled, and Cadence blinked.

"Of course. Sharing love instead of what your nature tells you to do would create a unbalance."

"Ember, wake up!" Thorax yelled, nudging her.

"Come on." Celestia lifted Ember into the air with her magic. "Let's get you all inside."

Helping Them

Shadowstar walked alongside the creatures, who were following Celestia anxiously.

"Your name is Thorax, right?" Shadowstar asked the changeling next to him.

"Yes." he answered, then looked over. "Who are you?"

"Shadowstar, the Prince of Dreams."

"I thought that was Princess Luna's role." Sandbar protested, and Luna glanced over, hearing her name.

"When I ascended, it was because I accomplished a great thing while using my special talent in dreamwalking. Celestia named me the Prince of Dreams because of it. Luna is Princess of the Night, though she helps me with the dream realm." Shadowstar explained, and Luna slowed to match his pace.

"Yes, my son is quite good at the magic of dreams." Luna added.

"Son?" Sandbar asked.

"Not biologically. I call Celestia my Aunt because she raised me. Twilight is my sister because I used to foalsit her and I'm dating her brother. Luna and Shadowstar refer to each other as mother and son because they see each other that way." Princess Cadence filled them in.

"What's an Aunt?" Gallus asked, and Luna raised a brow.

"Surely thou art jesting?"

"He's an orphan, Gilda and I found him when we were ten and he was nine. We looked after each other for years." Gabby explained, putting a wing over Gallus. "So, no, he's not joking."

"Here." Celestia carried Ember into a room, laying her on a bed. "Twilight, Cadence, and I will look for a healing spell. Luna, Shadowstar, stay with them please."

The three ponies left the room, and the creatures crowded around Ember. Thorax took off and landed by her side. Pharynx and Ocellus sat down on the other bed. Smolder curled up beside Ocellus, sapphire eyes gleaming with worry. Ocellus leaned on her. Gallus was watching the others, until Sandbar nudged him into a seat.

"Sorry..." he trailed off and kept staring at Ember.

"You have seen this before, haven't you?" Luna asked, and Gallus looked up, nodding.

"When I was nine...I saw my parents die when our house collapsed. I still remember them coughing and gasping for air."

"So that's what happened to them." Gabby said.

"It explains why you hate small spaces." Gilda added.

"Oh, Gallus..." Gabby nuzzled him sympathetically, and Gallus sighed, looking away. Sandbar hugged him gently.

"What are you doing?" Gallus asked.

"It's called a hug." Sandbar explained, and Gallus wrapped his claws around Sandbar in return.

"Don't even try." Gilda shot at Gabby, who turned to her. Gabby shrugged and threw her claws around Gilda anyway.

"Why did you not look shocked?" Luna asked, the question had clearly been eating at her for some time.

"I've seen this so many times myself I'm used to it." Gilda sighed.

"Same here." Pharynx added.

"But she'll be okay, right?" Smolder asked.

"She'll be fine young one." Luna assured the dragon.

"What's going on?" Shadowstar turned to see Spike, rubbing his eyes and clutching his favorite blue blanket.

Luna turned and led him out of the room to talk to him.

"A dragon lives in the castle and yet you doubted our loyalties?" Pharynx asked.

"I don't know why Aunt Celestia didn't trust you. As for Spike, he's Twilight's assistant. I don't know the full story, but according to Twilight, she hatched him from an egg as a part of her acceptance exam to Celestia's school. He grew up alongside her and her brother." Shadowstar explained.

Smolder snorted and stretched out on the bed. She put her head by Ocellus and closed her eyes, tail curling over her legs. Gallus and Sandbar shifted around a little bit before falling asleep. Gilda sighed, eyes closing. Gabby fell asleep, still clinging onto her friend. Thorax laid beside Ember, nosing her gently before dozing off.

"Sorry, this is the first we've had time to sleep in a while." Pharynx apologized.

"It's not a problem." Shadowstar assured him.

"Thank you...for helping us. I used to only care about my brother but...these guys...are like my family now, I guess." Pharynx's body glowed pink. He let out a content sigh before settling down by Ocellus and falling asleep.

"It's strange. I never considered a changeling capable of loving, and yet here are three of them who have shared more love than taken." Celestia said as she entered the room, and Shadowstar smiled.

"Auntie, I know it's not technically night...but do you think I could dreamwalk? I want to see if they really care for each other, their dreams can show me."

"Of course Shadowstar. I think it will work. I'll alert Luna so she doesn't disturb you." Celestia ruffled her wing through his mane before leaving.

Shadowstar lit up his horn and he sat on the floor, sphinx-style. He allowed his magic to wash away the room itself, absorbing the beds and tables and the dresser. Ember too, faded out as Shadowstar entered the realm of sleep. Each of the other creatures were lifted up and arranged in a circle around him. Shadowstar smiled, and used his magic to wake them-not literally, of course. They were still sleeping, but now they would be able to see him before he entered their dreams.

"Shadowstar? What's going on?" Thorax cried.

Ocellus flailed her legs. Gallus spread his wings, surprised he wasn't falling despite being surrounded on all sides by darkness. Sandbar and Smolder yelped and tried to swim through the black. Pharynx, Thorax, Gilda, and Gabby looked around, Gabby reaching for Gilda to be held by the other griffon. Thorax and Pharynx looked startled but Thorax seemed to be the only one freaking out.

"It's okay every creature." Shadowstar soothed, and they froze. "You're in The Void. A space between the Dream Realm and the Waking World. I brought you here, it's alright. In the Waking World you are still asleep in the castle room."

"Why did you bring us here?" Pharynx asked.

"Because I wanted to see for sure if your intentions are true. My mother and I can both dreamwalk, and since she's not here I wanted to do this myself. You see, dreams can show emotions that you hide in the Waking World."

"Wait, where's Ember?" Thorax asked.

"She's unconscious, so she's not really asleep or dreaming. If she is, not of her own free will. My magic can only pull creatures who are sleeping of their own volition into the Dream Realm so I can speak with them. Only my mother can pull anyone in to talk." Shadowstar explained.

"So you're going to crawl around in our heads?" Gilda asked.

"No, I'm going to enter your dreams. I'll be in them, walking with you as a part of the dream. Even though it technically is happening in your head in the Waking World, this is the Dream Realm. And as you'll soon find, the Dream Realm is quite different from the Waking World. It is quite literally in a different Plane of Reality, so you can do things you wouldn't be able to in the real world."

"So you're going to be in our heads...but not in our heads...this is confusing." Sandbar said.

"Just don't over-think it. This will make more sense if you experience it. Ready?" Shadowstar's horn lit up, and they all nodded. "Close your eyes, and I'll send you back to your dreams, then enter one."

They obeyed him, and Shadowstar sent them back. He then willed the starry hallway filled with doors to appear before him. Shadowstar glanced around. He'd changed his perspective on the doors to see not cutie marks, but names. That way he could enter dreams of other creatures. Of course, this would be his first time trying it, but it was for a good cause.

"I'm only trying to help. To help all of us, really." Shadowstar murmured to himself, before pushing open a door with a stiff-letter name scrawled on it.

Into the Dreams

Shadowstar was thrust into cold, and he looked around. The land was dry and barren, with only a few scraggly tree branch-like things. Then, he looked closer and realized that he was in a tree. Griffonstone was built within a tree's branches, so Shadowstar recognized where he was instantly. He used his magic to detect the dreamer, it could be any of the three griffons. There was snow everywhere on the ground, indicating it was winter. He then came across a young Gallus standing in shock before a burning house that had collapsed in on itself.

"Mom? Dad?" the young Gallus asked, and Shadowstar heard a sob. He turned to see Gallus, as he was now, hunched in a corner.

Shadowstar took a few steps towards him.

"Mom said dreamwalking comes with the responsibility of knowing when to step in. I hope this is one of those times." Shadowstar thought nervously, as he touched his hoof to the griffon's back.

Gallus looked up, and Shadowstar smiled kindly at him. He lit up his horn, making the dream disappear in a flash. Gallus sighed and looked down.

"Sorry...seeing Ember like that made me remember my family." Gallus looked up to meet Shadowstar's eyes. "They were griffons, so they weren't, like, the best parents. But, they were mine. And I know they loved me, in some way."

"I'm sorry." Shadowstar looked around at his flank. "My family abandoned me when I got my cutie mark, because it wasn't a useful talent."

"Oh." Gallus looked away. "Does it get better? The pain, I mean?"

"Eventually. You have your friends to help you now, it should make you feel better to be closer to those around you." Shadowstar told him.

"Really?"

"Mm-hmm. And you may want to pay extra attention to one in particular. I'm not Cadence, but clearly the pony's got something for you." Shadowstar smiled, horn glowing.

Purple washed around them, and Shadowstar made another door appear. He waved his wing at Gallus, before opening it and stepping through. Gallus opened his eyes. He found himself curled beside Sandbar. The pony was still nestled in his grip.

"S-Sandbar?" Gallus whispered.

Sandbar yawned in his sleep and buried his head into Gallus' feathers. Gallus smiled at him.

"...you may want to pay extra attention to one in particular. I'm not Cadence, but clearly the pony's got something for you." Gallus recalled what Shadowstar had said and lifted Sandbar closer to him.

"You're the only pony in our group." Gallus whispered. Sandbar smiled in his sleep. "I think I'll stay up and watch over you for a little bit." Gallus mumbled.

Sandbar yawned again and then cuddled into Gallus' chest fluff, unaware of what he was doing. Gallus leaned against the bed and closed his eyes again, gazing at Sandbar through blurry vision.

Shadowstar entered the next dream. This one was set in a rocky terrain. He wandered until he found the dreamer. Smolder, who was seen surfing on a stream of lava, using a rock slab as a board. She looked up and saw him, then steered the rock towards him.

"Shadowstar? What are you doing in the Dragonlands? Wait...is this a dream?"

"Unfortunately, yes." Shadowstar nodded "Did you think you were home?"

"Yeah." Smolder sighed, rubbing her arm. "I just want everything to go back to normal. Except for one thing."

"What is it?"

"C'mere." Smolder knocked the board away and led Shadowstar into the land. "Can you fly in dreams?"

"This is your dream Smolder, you tell me."

Smolder flapped her wings and rose into the air, pumping a fist. Shadowstar smiled and spread his wings, following her. Smolder then took him to a large, open cave.

"What is this place?"

"It's the cave of the Dragon Lord." Smolder replied

"You said your dream had something changed from the present Dragonlands. Is this the different thing?"

"The cave, no. That is." Smolder pointed.

Ember was sitting on a throne made of rocks. She clutched a scepter in her hand.

"Ember?"

"There's never been a Dragon Lord who was a girl." Smolder explained. "I'd be Dragon Lord myself, but that's really more my brother's ambition. Even though his great plan for being leader is taking whatever he wants from Equestria and burning the rest."

"It's nice that in your dream, where you could be or have whatever you want, that you give your friend such a big role."

"Yeah. But Ember deserves it anyway." Smolder said

"True enough. So you have a brother?"

"Yeah, Garble. He's more invested in the war than me."

"What's that thing Ember's holding?"

"The Bloodstone Scepter. Whoever holds it is the Dragon Lord."

"Interesting. Clearly it's magical. You'll have to tell Twilight about that, she'll be fascinated."

"Yeah...we're probably not gonna stay long."

"Where would you go?" Shadowstar asked, and Smolder sighed.

"I guess to other towns? We could help injured creatures fighting."

"If you're going to be a Resistance you should focus on trying to get as many creatures as possible to stop fighting, so there will be no citizens to fight for their leaders. From there it will become a stalemate. So I guess it is a good idea to help the fighters, maybe convince them to join your cause."

"Yep." Smolder said.

"I think you're okay here. I'm going on to the next dream now, alright?"

"Yeah, alright." Smolder said.

Shadowstar created a doorway with his magic. He stepped through, letting it close behind him. Smolder turned back to Ember, watching her order a dragon to do something.

"...you could be or have whatever you want..." Smolder remembered his words, then closed her eyes.

When she opened them again, she was standing next to Ember. By her side was Ocellus, on Ember's other side was Thorax. Gallus and Sandbar stood before them, Pharynx, Gabby, and Gilda beside them as well. Smolder beamed.

"Much better."

Shadowstar stepped through the door, and was immediately thrust into a place made of gray, hole-filled walls. Shadowstar walked forwards, and saw a hole close up.

"Where did it go?" Shadowstar murmured

"The Changeling Hive shifts and changes like we do."

Shadowstar turned to see Pharynx behind him. The only way he recognized the male changeling was Ocellus and Thorax's pupil-less eyes were a light blue rather than purple. Pharynx also had a red frill down his neck, same with his tail, and his carapace was deep purple. It was obviously different from their usual appearance, considering Thorax's carapace was teal and Ocellus' carapace was dark blue.

"This is your dream Pharynx? To be back in your kingdom?"

"Not really. The Thorax in my dream is scouting outside, technically I'm dreaming about infiltrating the Hive and freeing the prisoners."

"Prisoners?"

"Yeah, if Chrysalis hadn't been able to start the war her backup plan was to take a bunch of Equestrian citizens until they agreed to go to war."

"You would rather have that outcome?"

"No. That's why I'm freeing the prisoners before the war starts." Pharynx replied

"How can you find your way there if your home moves?"

"Only Changelings can navigate it. I'll be fine. Do you want to join me?"

"I will for a little bit. It does sound interesting, almost like Spike and Shining Armor's favorite roleplay game, called Ogres and Oubliettes."

"Okay..." Pharynx seemed confused, but led Shadowstar through the dream replica of his home.

Shadowstar watched as Pharynx wandered through the Hive. Pharynx kept glancing back at him.

"You know, we knew who you were before we arrived in Canterlot."

"You...did?"

"Well, we didn't know your name. We just knew you were there. Chrysalis mentioned you, she said you called her names to distract her."

"Yeah, I did."

"Nice. No one's ever had the guts to call swiss-cheese legs names."

"You just did...and you have those legs too."

"I only do that in my head. Fitting, since that's where we are now. And believe me, I wish I didn't have these things."

"I understand how you knew who I was. But did the others? I wasn't a Prince long enough before the war for citizens beyond Canterlot to know about me."

"We told them, when we were in the Zebra's house. She was the one who advised we seek your help."

"Mine?" Shadowstar stopped. "Specifically my help?"

"Yeah. She didn't know who you were either, but somehow she knew you'd help." Pharynx shrugged. "I thought at first she knew more than she was letting on, but I tasted her, she had no clue who you were."

"I'll...consider helping you, for now." Shadowstar told him, lighting up his horn. "But I think I should go into another dream now."

"Fine by me. You were slowing me down anyway." Pharynx said, then sped up, leaving Shadowstar behind.

"Three dreams down, five to go." Shadowstar murmured, preparing himself for the next.

Author's Note

I am sorry it took so long to get this chapter out. And yes, I had to split it into two, I'm sorry. I hate cliffhangers as much as the next reader and yet I still write them. But the next chapter will come out sometime next week.

~Melody Song

Trusting

Shadowstar stepped forward and onto a sandy beach. He stood up and shook the tiny granules out of his mane and feathers. He looked up and saw Sandbar galloping through the breaking waves at the shore. He was heading straight for Shadowstar.

"Oh, hey dude." Sandbar said, stopping.

"Your dream is about a beach?" Shadowstar asked

"Yeah, my parents take me and my sister here a lot, it's why I got my cutie mark. One time we were watching some sea turtles hatch, and I helped a few to the water." Sandbar explained, brushing his bangs out of his eyes. "I usually have this dream when something's happening in real life that I don't want to think about."

"Makes sense. Your subconscious taking you to a place you feel happy, to distract you from anything bad you may be experiencing." Shadowstar agreed.

"I guess so." Sandbar waded into the water, and Shadowstar followed him. "You're okay with getting wet?"

"It's not real water. Your mind is only creating the illusion of water, because you know what it feels like to walk through it. When we wake up you won't actually have the sand on your hooves or the salt in your mane."

"Actually, my mane always smells like saltwater." Sandbar laughed, as some sea life swam up to them.

"You really do have a way with animals." Shadowstar remarked. "To dream about them and imagine them coming up to you so calmly."

"I formed a bond with the sea life at this beach, so yeah. The sea creatures starting trusting me more after I saved those baby turtles and earned my mark."

"I don't have to ask which one your favorite is." Shadowstar said as Sandbar placed his hoof on a turtle's shell.

"Yeah. I'm okay for now, you should go along to another dream."

"You're sure?"

"Yeah, Gallus looked a little scared."

"I already checked on him, he's doing better now." Shadowstar looked away, using his magic to create a small whirlpool that would become the portal into the next dream. "You know, you're snuggling up against him in the Waking World."

"I-I am?" Sandbar asked, turning red.

"Yeah. As far as I can tell, he doesn't mind. Though you might want to let him know you feel the same way." Shadowstar winked, before diving through the whirpool.

Sandbar turned back to the turtle and sat down by him.

"You think he feels that way about me?" Sandbar asked, and the turtle nuzzled up to him. Sandbar splashed some water onto his shell. "I mean...he is cute." Sandbar blushed just saying it.

Shadowstar fell into a pile of blankets and pillows, and sat up.

"What...?" Shadowstar murmured

"Oh hi Shadowstar!" Gabby raised her head and bounded towards him.

"Hey Gabby." Shadowstar said, glancing around. "Why dream of this?"

"Griffonstone is always really cold and when you live in a collapsed library you practically freeze at night. It's why we went to Zecora's in the first place, Gallus got sick. But now we're in your castle and it's so warm and cozy!" Gabby burrowed under the blankets and resurfaced with a blanket over her head.

"So you dreamt about being warm because to you it's a luxury."

"Yep!" Gabby lowered her voice. "And Gilda's in here too. She's a lot more cuddly in my dreams."

"Oh?" Shadowstar asked

"Mm-hmm." Gabby hummed. "I wish she was more soft in real life. She's so pretty, she needs to smile."

"Maybe you should tell her, instead of me." Shadowstar suggested.

"You really think she'd listen to me?"

"The only way to find out is to say something." Shadowstar said

"Okay!" Gabby said

"Gabby~" someone called in the distance.

"I assume that's your dream's Gilda?"

"Yep." Gabby blushed slightly and walked away.

Shadowstar made the blankets glow and let them suck him through, into the next dream.

"Gah! Oh, it's just you Shadowstar." Ocellus let out a sigh of relief when he fell through the top of her dream, extending his wings to land by her.

"Hey Ocellus." Shadowstar greeted, looking around. They were standing in a cave. "What are you dreaming about?"

"I-I'm all alone." Ocellus replied

"I assume your worst fear is being alone?" Shadowstar asked, and she nodded.

"At the Hive I may have been unliked for having a different opinion, but at least I was never alone."

"I get it. When my parents kicked me out of the house I was alone too. I didn't have any friends or anyone to support me."

"Oh." Ocellus looked away. Shadowstar's horn glowed and he made the cave disappear. "Thanks."

"No problem." Shadowstar said, then remembered something. "While I was in Pharynx's dream, he mentioned 'tasting' Zecora."

"Oh, well Changelings can taste and sense all emotions. We can just only eat love."

"You can't eat other emotions?"

"No." Ocellus shook her head.

"Are you okay now?" Shadowstar asked, and Ocellus nodded.

"Yeah, just...can you do this...?" Ocellus leaned up and whispered into his ear.

"Of course."

Shadowstar used his dream weaving to make one last thing before creating a new door. This one had stiff, old ponish style lettering in purple. He waved before leaving. Ocellus smiled and curled up in the meadow of flowers Shadowstar had made for her.

"The only thing that would make me better would be if Smolder were here." Ocellus sighed

Shadowstar found himself in a blue sky. He flapped his wings and looked down.

"Gilda?" Shadowstar asked

"Hey." Gilda was sitting on a cloud.

"Where are we? It looks like Cloudsdale, but I can't tell specifically."

"Junior Speedsters Flight Camp, seventeen years ago." Gilda replied

"You're dreaming about something from your past?"

"Yeah. I don't wanna talk about it." Gilda huffed

"That's okay. I get that not everyone will want to tell me about their life." Shadowstar said, looking over at her. "Are you okay to stay here? Because I still have one last dream to visit."

"I'm fine. Go."

Shadowstar nodded and made the cloud glow. Gilda took off and landed on another one as Shadowstar flew down into the cloud and entered his last dream.

"Hey Thorax."

"Shadowstar? Oh, hi."

Shadowstar glanced around and saw Thorax's dream was set in an apple orchard.

"Where are we Thorax?"

"Sandbar's hometown. We passed by it on the way to the Canterlot mountain and walked through the farm's apple orchard. It seemed nice, very peaceful." Thorax explained

"Oh. You know, your brother is dreaming about infiltrating your Hive."

"I can see that." Thorax scuffed his hole-filled leg on the grass. "Fighting has always been Pharynx's thing."

"How are you holding up?"

"Okay. I'm worried about Ember though."

"I'm sure she'll be fine Thorax."

"Yeah, I hope so." Thorax sighed "Are you going to wake us up?"

"You'll wake up of your own accord. But yes. I'm waking up." Shadowstar replied

Shadowstar raised his head and rubbed his eyes.

"Welcome back, my son."

Luna was sitting off to the side, watching him.

"Mom." Shadowstar sat up and went over to her. Luna draped a wing over him, pulling him against her side.

"What were their dreams like?"

"You...want to know?"

"In all honesty, I have never dreamwalked with others before my return. Perhaps if I had, I wouldn't have become so jealous of my sister. Because I would have had my own personal connection with our subjects." Luna looked downcast, and Shadowstar pressed closer. "But even now, the thought to walk in another creature's dreams has never crossed me. What was it like?"

"Their dreams aren't unlike ponies' dreams. They have their own different personalities, wishes, and hopes. Sandbar's dream was a bit more normal, but that's because it was him revisiting a beach his parents take him to."

"He is a pony. But even the Changelings?"

"Yes. We see them as these mindless creatures that take orders from Chrysalis and only care about feeding on love. But Ocellus, Thorax, and Pharynx all had completely different dreams, and fears."

"Do you...trust them, Shadowstar?"

"Yes, I do." Shadowstar replied

"Then I do too, my son." Luna rested her head by Shadowstar's.

"Really?"

"Of course, I will always trust you."

Author's Note

Here ya go, as promised! See you next chapter!

~Melody Song

Not All Black And White

The next day, Shadowstar entered the throne room after checking on their guests. The creatures had all been resting for quite some time, and Shadowstar found they'd acted a lot nicer to him after he'd helped them in their sleep.

Aunt Celestia was sitting on the throne, discussing things with Cadence, Twilight, and Shining Armor. Shining had remained behind to protect the Princesses when his troops had left to fight. However, he'd so far only been assisting some of the servants that hadn't been drafted. Only the elder ones and the ones closest to the Princesses had remained behind, leaving a sizable gap in age and many duties that required a young pony. So naturally, Shining had offered his assistance, living up to his name quite well. Shadowstar estimated the unicorn was now being filled in on what had all occurred.

"Ah, there you are Shadowstar." Celestia said, looking up to give him a small smile.

"Hello Auntie." Shadowstar trotted closer and glanced between them. "I assume you were filling Shining in on the creatures' arrival?"

"Yes, and I am rather interested in learning what their dreams were like." Celestia said, and Shadowstar shrugged.

"As normal as any pony's dreams. Fears, desires, hopes, that sort of thing."

"Even those changeling beasts?" Shining Armor asked, and Shadowstar flinched.

"Don't call them beasts Shining, in fact, out of the three of them, only one comes across as any manner of 'beast' and even that's a stretch. If I'm being honest, he simply seems devoted to protecting those he cares about, nothing more."

"Really?" Twilight asked, raising a brow. Shadowstar nodded.

"Yes, really. The other two preferred more peaceful dreams, though I had to transform one's dream into it for her."

"How can you tell if they're female?" Shining remarked

"Her voice sounds more feminine than masculine. I heard them all speak." Shadowstar informed him.

"Then that's that." Celestia stood and walked over to him. "Shadowstar, they are the most comfortable around you, so could you please bring them here? I must speak with them, including the injured dragon. Twilight, please fetch Luna."

Twilight nodded and turned to leave, while Shadowstar hesitated.

"Are you sure it will be alright? You aren't going to hurt them, are you?"

"Auntie Celestia would never." Cadence put in, and Shadowstar glanced her way.

"I know she'd never harm another without being provoked, but they made their way onto castle grounds in a way that can be viewed as trespassing."

"No, I will not harm them. I simply wish to know what they want." Celestia replied to Shadowstar, leaning down to brush their muzzles together in a maternal way.

"Okay." Shadowstar agreed, then took off and flew out, down the halls, and towards the room where the creatures stayed.

Pharynx looked up when Shadowstar entered, and gave him a small nod. He sat beside Gilda and Gabby, who were preening each other's wings. Ember, who was awake now, was talking in a low voice to Thorax, who sat by her side with an air of concern.

The four youngest of the group were all tucked into a corner of the room. Gallus and Sandbar were curled up together. Gallus had his tail wrapped over Sandbar's body, one wing over him as well. Smolder and Ocellus were lying beside them, in a light slumber.

"Hey Shadowstar." Gallus greeted, raising his head, and the other creatures turned to greet him as well.

"Hello everypo-creature." Shadowstar replied, catching himself. "Auntie-I mean Princess Celestia, wants to see you."

"Even Ember?" Thorax asked, and Shadowstar nodded.

"Yes, she made sure to emphasize that. Celestia assured me she has no intentions of hurting you, she simply wishes to speak with you."

"Alright. I can make it out there, if some of you help me walk. I might limp a little but that's all." Ember said, sitting up in the bed, getting ready to get up. Thorax instantly rushed to aid her.

Shadowstar led the group into the throne room, seeing his royal family waiting. He realized, slightly, what a strange crowd it must seem to those watching them walk into the throne room. He glanced back, both to make sure they'd all kept up, and to asses the positions they took.

He, Shadowstar, stood at the front, to guide them. Pharynx stood immediately beside him, to provide a sort of guard. Gilda also took up a defensive position, though she had Gabby walking along beside her, glancing around in awe, so the effect was slightly marred by her friend's excitement.

Gallus and Sandbar strode in side-by-side, the pony's flank brushing against the griffon's haunches. They stood this way to protect each other and no one else, it seemed. Smolder and Ocellus had adopted a more wary position, walking beside the griffon and pony but glancing around. Ocellus seemed nervous, while Smolder seemed simply hesitant to trust the other ponies. She-and the others, of course-hadn't gotten a chance to know them well yet.

In the very center of the cluster of friends was Thorax and Ember. The changeling was matching the dragoness in her stride. Ember had her right arm draped across her friend's back to appease her wounded left side. She walked with a slight limp that made her steps falter on occasion, but she made no move to stop or to allow Thorax to support her completely.

"Welcome, all of you." Celestia said, opening her large white wings. "I have asked you all into the throne room to talk."

Pharynx gave a curt nod as Shadowstar joined his family. Thorax helped Ember walk forward, and Gilda joined them.

"We are sorry to have intruded as we did your highness, Sandbar had mentioned you lived here and we needed help for Ember." Thorax said

"It is no trouble, but my family and I are concerned about why you sought out the Canterlot Castle in the first place."

"We..." Thorax trailed off, and glanced around at the others.

"We needed help." Ember replied, straightening up, though it made her wince and place a hand on her side. "We all...we want to make this resistance possible but we can't do that without magic. A unicorn to get on our side would be helpful."

"Why should we help you?" Shining asked. "All our lives, we have been taught that your kinds are dangerous and only after us for food and land."

Thorax backed away, earfins flattening. Gabby and Ocellus also looked scared and crept closer into the center of the group. Meanwhile, Smolder, Gallus, and Gilda moved forward, to join Ember and Pharynx.

"We aren't like the rest of our kind, then." Gilda replied

"We are." Pharynx contradicted, and Shining's horn lit up. "But," he added, making the knight halt.

"Yes?" Luna asked, encouraging him.

"Us being like the rest of our kind is not necessarily a bad thing. We are all different from usual expectations of our species, I'll grant Gilda that. But you have to understand, the changelings are mostly like us. We live in a society where the most important rule is: follow every order the Queen gives. She will lead us to food. We have always functioned this way, and for most it is their lifeline. For others, more serious...intimidation must be given for them to...shall we say...conform."

"Pharynx once rescued me from being punished when I accidentally mentioned it didn't feel right stealing love from innocent ponies." Thorax added

"Yeah, well serves you right for not being careful." Pharynx muttered, then turned back to the royals. "We may not be a literal hivemind-meaning we can hear each other's thoughts-but we are mostly educated the same way. We are told to follow orders, not disrespect or disobey the Queen, and in the end hope it leads to food. Every silly order the Queen gives, we obey. We are basically forced to listen to her every command. I count myself and my brother the lucky changelings who managed to escape. Ocellus too."

"The same goes for the Dragons." Ember stepped forward next, nearly tripping, but Gilda and Pharynx each reached out to steady her. "I'm not sure if you are all aware, your highnesses, but I am the daughter of the Dragon Lord."

"You mentioned this before, yes." Celestia remarked

"Well, I know for a fact that there is a powerful and magic artifact that my father uses to remain in power. It is called the Bloodstone Scepter. Every dragon knows of it and its power. The scepter creates a bond with whoever holds it. This is how each new Dragon Lord is chosen. But when the scepter bonds with its current owner, it makes so that whatever command the Dragon Lord gives, the dragons in question are forced to comply. We live under a rule where any orders given must be taken."

"But you and Smolder escaped." Twilight objected, and Ember laughed softly.

"So, yeah, funny thing...I'm not actually supposed to be here. My dad thinks I'm back in the Dragonlands...he said a battle was too dangerous for a Princess, especially a small, tiny one like me. Smolder is a good...friend of mine, and when she was also forced to stay behind-because of her age, but still-I asked her to help me get into the battle. Since my father never specifically ordered the two of us to remain behind, the scepter didn't affect us."

"Why would you do that if you clearly got hurt?" Cadence asked

"Because my father is being unreasonable!" Ember snapped, smoke coming out of her nostrils.

"Ember, calm down." Smolder urged. Ember collected herself and continued.

"He said that it takes big, strong dragons to fight and lead. He doesn't believe it takes more than being big and tough to be a good leader. I wanted to show my father that dragons can be smart, too. I figured out a loophole in my father's orders to get myself and Smolder onto the battlefield. I figured out where the changelings were going and offered them our alliance. I realized before my father that fighting only gets our subjects hurt. He's still too slow on the uptake to realize that. And I am the one who is seeking out a better way."

"Very well-reasoned." Twilight remarked, giving Ember a small smile. "I agree, you should show your father that brains are better than brawn."

"Make no mistake, I can still fight. Smolder and I trained with each other, we're both experts. It's how we managed to stay alive and uninjured in the battle for so long." Ember replied

"What about you, griffons?" Shining Armor asked.

"Our situation is a lot different from theirs. Unlike the dragons and changelings, we are not forced to obey our leaders. Which is because we have no leaders, we haven't since the reign of King Guto. Other griffons have it a lot better off, however. They have homes and food, so all they care about is gold and obtaining more land for our kingdom. To them, war seems like the perfect way to obtain both." Gilda replied

"You said 'other griffons'." Celestia said.

"Yes, she did." Gallus stepped forward. "Gilda, Gabby, and I have been living on the streets since we were young. I only met them when I was nine, they were ten. We've looked out for each other ever since, but each year we turn out the same: starving, cold, and utterly hopeless."

"When the war started, we all knew it would just make it even harder for us to live. We were prepared to deal with the even harsher circumstances, but then Gallus got sick. We didn't know what was wrong so we brought him to the Zebra in the forest. It was there that we met the others. They helped us think we could put an end to this war." Gilda finished, looking straight at them. "Isn't that what you want, too?"

The group of ponies fell silent and looked at each other, then Celestia looked back down at them.

"It appears we have misjudged you all too quickly. We thought because your species had done these things for a millennia you were like them. You have proven to us that the line between good and evil is not so sharply drawn. Nor does it stop at one creature and begin with another. Clearly, it is possible for creatures of every species to realize that just because there is a way things are done it is not necessarily the best way."

"So...?" Pharynx prompted

"We will heed your request for aid." Celestia finished.

Prepare

"So, then which one of us is going to help them?" Twilight asked. "I would be happy to-"

"No." Shining Armor immediately objected. "Twily, mom and dad have already left for the war, I can't lose you too."

"Well, none of the Princesses can go, they're needed here." Twilight objected.

"Twilight is correct, us remaining here assures our subjects they both have a reason to keep fighting and that Equestria has not lost its light." Luna agreed

"I could-" Shadowstar started to say, but before he could finish, one of the assistants, Raven, entered, with Spike behind her.

"Twilight!" Spike was waving a scroll in his claw.

"Your majesty, the young Spike and I were passing by a room when we saw the fireplace within release this scroll." Raven told her.

"I thought only my dragon fire could send messages." Spike added as Celestia took the scroll from his grip.

Celestia's eyes flashed as she recognized the seal.

"Spike is not the first dragon to be able to send messages with his fire."

"First time I've heard of that being possible." Smolder remarked

"It has to do with the fact he was hatched by unicorn magic. Twilight's magic, to be exact. A dragon similar to him granted me that fire once before. It allows me to communicate with any other who has the same fire. It has not been used in many moons and now, only one creature should be able to have this same fire..." Celestia scanned the letter and her eyes widened.

"Princess?" Twilight asked, lifting Spike onto her back.

"Novo." Celestia breathed, and Luna leapt up.

"What has happened to her?"

"She has sent an urgent message, we are lucky Spike and Raven found it when they did. She and her kingdom are under attack by a strange enemy, and is asking for our assistance."

"Who is Novo?" Shadowstar asked

"You don't know?" Gilda asked him, and he shook his head.

"Novo is the Queen of the Hippogriffs, and a good friend of ours." Celestia replied

"Hippogriffs? I thought they were a myth!" Gabby cried

"They're real." Cadence replied "Aunt Celestia told me about them. They live on Mount Aris, on an island surrounded by water."

"It is rather isolated, I can understand why I have not heard from Novo in a while. Last I heard, she had lain an egg." Celestia said. "...It would have hatched by now, come to think of it. Most likely around your age..." she gestured to the youngest creatures "Perhaps that is why she is pleading for our help now."

"Aunt Celestia, we must help them!" Cadence said

"I agree with Cadence, sister." Luna added

"But we have just agreed to help these resistors, and we still have not decided who-"

"I'll do it." Shadowstar cut her off. "I'll join them, and I'll take them to help the Hippogriffs."

"No offense Prince, but a bunch of random creatures showing up to help an isolated colony may not be the best idea." Gallus told him.

"I can understand that, at least. But I wasn't even officially coronated before the war. As far as anyone in Equestria knows, I do not exist. As my name suggests, I can slip among the shadows, and it would be far less likely any of your kind's armies would notice me. As for the rest of you, what better way to start off your resistance than by gaining the trust and support of an entire kingdom as thanks for helping them?" Shadowstar told them.

"You have made well-put and wise suggestions." Luna told him

"Yes, but I do not feel comfortable with letting you go alone." Celestia objected. "So...I believe that on this mission to Mount Aris, the rest of us should accompany you."

Celestia looked down at the mass of creatures, eyes sharp.

"If you can prove that you are truly here to ensure the well-being of all the races, and if you, Shadowstar, can prove you will work well with them, then I will let him go. Does that sound fair?"

"So basically eating two gems with one bite here?" Smolder asked

"In changeling culture we call it draining two ponies in one deception." Pharynx told her

"Griffons say catching two fish in one claw." Gilda objected

"It really depends on the pony as for how they say it." Sandbar remarked

"All mannerisms aside-no matter how fascinating it would be to compare them-we have a battle to prepare for, do we not?" Twilight asked

"Yes Twilight, we do." Celestia agreed, standing. "Raven, find Kibtz and prepare Luna and I's old armor-he can show you where it is."

"Yes your highness." Raven left the room at a brisk trot.

"I'll go to the armory and gather supplies." Shining Armor said, turning.

"Spike, go to the kitchens and tell the chefs to prepare food that can be taken on a long trip." Twilight told him, then glanced at the creatures. "As well as some for the carnivores here."

"I would advise collecting some specialty items from your private stores as well." Luna teased, and Spike groaned.

"It took me forever to find a good hiding spot! Now I'll have to move 'em again." He looked over at the creatures. "You two don't get any of the emeralds though, they're my favorite."

"Fine by me, I prefer rubies." Ember shrugged

"I like topaz, personally." Smolder added.

"Cadence, Twilight, I believe you had best come with us. You as well, Shadowstar." Celestia said

"Why Auntie?" Cadence asked, and Luna's eyes twinkled as she smiled.

"Last time I checked-which was quite recently, about a month ago-we had some spare suits of armor that would fit you wonderfully."

"Really?!" Cadence's eyes shone, and using her magic she undid the bow resting in her mane. "Shining taught me some moves, I call dibs on any staffs!"

"I'll take a spear." Shadowstar agreed, and Cadence laughed.

"Then come along brother, Aunt Celestia showed me where the armor room was!"

"I get to come?" Twilight asked

"Of course Twilight. We would be lost without you and your brother's magic and teamwork." Celestia told her. "There are quite a few armor pieces that would suit you."

"We have our own armor, we'll prepare it as well." Pharynx told them, turning to lead them back to their room. "Come on guys, this castle's easy to navigate compared to the Hive."

For Battle

Shadowstar, being the only colt among the preparing alicorns-and unicorn-left the room to put on his armor. He'd selected one meant for a pegasus stallion, but swapped out helmets for one from a unicorn's armor. The armor was a dark blue color, almost navy, with a crescent moon in the center of the chestplate. The back covered his cutie mark completely, which would make it harder for ponies to recognize him. That must help when trying to give off an air of unison in the guard. He placed the armor's shoes on. They were silver and sharp-edged. Shadowstar then left, taking one final glance at the armor.

"How do I look?" He asked, then glanced up and was struck dumb by the four mares.

Celestia wore a gleaming gold chestplate armor that retained the purple diamond from her usual necklace-style one. The armor went down to her wings, where two metal pieces shaped like feathers rested over the inner parts of her wings. Her helmet covered her head completely, her long, flowing mane pulled out of the back. It was tied, once at the top and once at the base with golden bands. The same went for her tail, while her usual shoes had been swapped for two-part ones, also golden. They had suns engraved on the base part and swirled designs on the part that strapped to her legs.

Luna's outfit was the same amount of regality as her sister's. She wore armor that, unlike Celestia's, reached to her cutie mark, covering it. It was blue with purple tints to it, and the breastplate held a silver moon in the center, like her usual necklace. Her helmet had the same coloration, but had a silver star in the center. Her mane protruded from the back of the helmet in a ponytail, tied at the top with a silver band, creating a majestic, flowing cloud of night. Her shoes were similar to Celestia's usual ones, only the spikes were pointer and they were the same dark blue, almost black as her armor.

Cadence's outfit reminded Shadowstar slightly of the rouge's design in Ogres and Oubliettes. She wore a crystal bodice, which had a silver wing-like design at the chest, with a gold-framed diamond resting in the center. Her armor had a skirt, unlike Celestia and Luna's. The main part was made of crystal pieces sewn at the belt of the skirt and hanging perfectly in line with each other. The bottom part was white fabric that had a crystal heart design sewn on it. Her helmet was crystal, it wrapped around her face perfectly, leaving room for a ponytail with a strand that was braided. This was more reminiscent of a knight, but a blue hooded cloak over the whole thing gave off a secretive feel. Her own shoes were gold and the same height as her usual ones, with spiked tops like Luna's.

Twilight's was, like Shadowstar's, comprised of royal guard armor. However, she'd found some that was a bit more unique. It had a dark blue theme, with golden lining. The helmet left space for her horn, however her mane had been flattened underneath it. Her breastplate was made of two of the metal plates curving together, meeting in the center and held there by a golden sun shape that had a black inside with a white center. There was no skirt, instead it simply reached down to her tail, part of which had been braided like Cadence's. Her shoes had spikes shaped in a generic castle design.

"You look very handsome brother." Cadence told him, walking forward to examine him. Her hood was hanging down around her neck.

"You-you all..." Shadowstar trailed off.

"The last time we wore this armor was when we defeated Sombra. Remember, sister?" Luna asked, and Celestia nodded, smiling softly.

"You all look amazing." Shadowstar finally said, and Twilight beamed.

"I know! I found this in a pile of guard armor, it seemed like an original design for the guard uniform we have now. There were two samples, one for a mare, one for a stallion. I used my magic to form it to fit me and ta-dah!" Twilight exclaimed.

"I was going for a mystical vibe. I think it works, right? Warrior Princess style?" Cadence asked, posing.

"I was thinking a rouge from Ogres and Oubliettes, but yeah." Shadowstar told her.

"Come on, let's meet up with Shiny and get our weapons." Cadence gave a girlish squeal of excitement and led them out.

Shadowstar and the girls found Shining in the armory. He was talking with Pharynx, Gilda, Gallus, Ember, and Smolder. The others in The Resistance were waiting behind them. As Pharynx had told them in the throne room, they had their own armor and were wearing it.

"Some of that looks like Changeling armor, other dragon armor...and one pony armor." Twilight remarked.

"We mixed up our armor we wore so it'd work more." Gallus explained. He simply wore a cloak over his body.

"There's plenty of armor in here, you're welcome to use some." Shadowstar offered, glancing pointedly at those without it.

"We'll be okay." Smolder assured him. "Ember needed my armor more than me."

"One injury and everyone freaks out, honestly." Ember muttered, reaching for a staff hung on the wall.

"Dibs on the golden staff!" Cadence exclaimed, levitating over a gold one just above the one Ember had grabbed.

"You can fight? But you're the Princess of Love." Sandbar said

"Like I said, Shining gave me some lessons. Thanks to him, both Twilight and I are well-versed in all the weapons the Royal Guard uses. I'm best at the staff though."

"Lucky. Ember and I are self-taught, we just sparred with each other and worked out the best methods." Smolder commented.

"So, what's your specialty?" Gilda asked Twilight.

"My magic. I didn't pick up fighting with weapons as easily as Cadence did. If I had to pick, I'd say a sword, they're the easiest to manage, especially if you have magic." Twilight replied.

"I already mentioned I can use a spear. I once made myself a dream where I was trained by a professional guard. I worked out some moves through it." Shadowstar told them, trotting forward and using his aura to lift up a black spear with a silver head.

"So what's the plan when we get to this mountain?" Pharynx asked

"We spread out, assess the situation, and protect the innocent while pushing back the attackers." Shining Armor replied. "Er-I hope it was okay to give that command, your highness."

"It's quite alright Shining. There is a reason you're the Captain of the Guard." Celestia replied

"And a reason you were ordered to stay here." Cadence added, nuzzling him.

"Just kiss already!" Gabby called, and Shining and Cadence looked at her.

"Gabby, what did we say about speaking out like that?" Gilda asked, putting a claw to her forehead.

"Oh, right. Sorry." Gabby apologized to them, then gave Gilda a hug.

"Gabs, air!" Gilda demanded, and she let go.

"Wait, but if Changelings can scent love, how come you three didn't say anything?" Shadowstar asked the three changelings standing nearby.

"Because it would have been rude." Ocellus replied.

"Well, now that we're all assembled, let's go." Celestia said, horn lighting up. "There's no way to reach Mount Aris other than teleportation. I'm taking us to the far side of the mountain, where Novo will likely have gathered any support defenses. Are we all ready?"

"I think so Princess." Twilight replied, as the others grabbed up some weapons, and Spike entered with a bag of food.

"Here Twi." He shoved it over at them and she lifted them onto her back effortlessly.

"How...?" Ocellus began

"Years of carrying books." Twilight shrugged. "Anyway, thanks Spike. I need you to stay here and stay safe, okay?" Twilight said, and he nodded.

"Okay. You guys are coming back though, right?"

"Of course we are, little bro." Shining nudged him gently, then went over to the bags and examined the contents. "There's enough here to last a few days, should be enough time to take out the enemy. There's also some extra, we can use that to help the Hippogriffs. They may have lost food sources."

"Alright, now, are we ready?"

There was a chorus of agreement and Shadowstar stepped forward as Celestia readied her teleportation spell.

"Alright everycreature, prepare for battle!" Shadowstar cried, and they were zapped away.

Fight

They emerged on a sandy shoreline, and Celestia looked up at their surroundings. They stood before a cliff, and a bird cry echoed around them. A Hippogriff in golden armor landed before them.

"Princess Celestia. It is an honor." He bowed to her. "I am General Sky Beak. My Queen is waiting for your arrival."

"Where is Novo?" Celestia asked

"Waiting with her daughter and niece, my daughter." the General replied

Celestia looked around, then turned back.

"Take Cadence, Twilight, and Shining Armor to her. They will help to guard Novo and the princesses."

The named ponies stepped forwards and joined him. Twilight still carried the supplies, which was most likely why Celestia had offered she accompany them.

"What about you and the other creatures?" General Sky Beak asked.

"We will face this enemy head on." Luna replied for Celestia, going to join her.

"Very well." the Hippogriff turned and raised a claw. "The fighting is on the other side of the Harmonizing Heights. You know the way, Princess."

Sky Beak then led the Princess of Love, the Captain of the Guard, and Celestia's faithful student in the other direction. Shadowstar followed his Aunt and Mother as they headed for the other side of the cliffs.

"When we get there, everyone should stay alert." Celestia began, but stopped when a blast of energy shot from around the cliff and scorched the sand before them.

"We have to hurry!" Shadowstar said, running forwards, he could hear the others following. He skidded to a halt in the sand and was greeted by a terrifying sight.

Hippogriffs were fighting big storm-looking things, with long shaggy hair and armor with a strange electric blue arrow-symbol on it. It seemed there was no end to them, and they kept striking down Hippogriffs. He saw a few sheltering in shallow alcoves along the cliffs. Some held eggs or young chicks behind them.

"What do we do?" Ocellus asked

"Auntie?" Shadowstar looked to her, and Celestia smiled.

"This is meant to be a real-life trial for you Shadowstar. You may end up leading this Resistance, or at the very least assisting their leaders. Show me how you take charge." Celestia replied. Shadowstar nodded, then turned to the others.

"We fan out. Some of us should help save the non-fighting Hippogriffs and the injured ones. Get them to safety. Others should attack these big storm-things." Shadowstar directed

"Is that a pony?!" Sandbar suddenly exclaimed, distracting them.

Shadowstar followed his gaze to see a mare wearing the same black armor as the storm creatures. The blue symbol rested above the place where her cutie mark would be. The mare herself had a dark purple coat, and a deep magenta mane that was in a mohawk style. Her eyes were a teal color, and one had a faded scar running down it. The mare's face was set in determination.

"Is...is it a Unicorn?" Gabby asked

Shadowstar narrowed his eyes and peered closer. Gabby was right, the mare was a Unicorn. Only, her horn was no more than an inch long, with a jagged top. It had been broken. The mare channeled crackling magic through the remnants of her horn and a ball of pure electrical energy was blasted at a nearby Hippogriff. Clearly she was the source of the electricity ball that had stained the sand.

"Something tells me she's not on our side." Gilda remarked.

"Come on, let's go!" Shadowstar ordered, and they dove into the fray.

Gallus and Gilda paired up into a tag-team, clawing and slashing at the storm creatures, driving them back from the Hippogriffs. Ember and Smolder breathed out great bursts of fire to scare the beasts away. Pharynx worked his way into the fray on his own. But he acted as though he was his own army by shapeshifting into various forms to tackle the creatures or swipe them backwards. One of the forms was a giant purple...spider-bug? Shadowstar couldn't really tell. Celestia and Luna went back-to-back, driving off the beasts as well.

Meanwhile, Sandbar, Ocellus, Thorax, and Gabby ran to the Hippogriffs. Thorax grabbed one with an injured leg and started dragging him out of the battle, grunting. Ocellus went to another hurt soldier and used her magic to half-drag, half-pull him through the sand. Sandbar raced into the waves, running past the breakers and towards a Hippogriff he'd seen get blasted into the water. Sandbar paddled out and locked a hoof around the female, then proceeded to swim back to shore with his free legs. Gabby flew over to a Hippogriff mother and took her claw.

"It's okay. We're here to help."

"Thank the sea spirits." she sighed, then reached behind her and pulled a young Hippogriff to the front.

"Here, I'll take her. You follow right behind me, okay?" Gabby offered.

The Hippogriff mother nodded, murmuring comfortingly to the chick before setting her on Gabby's back. The two then flew out of the cave, heading for the cliffs. Gabby set the chick down and her mother curled around her.

"You'll be safe here! Now I've got to go help!" Gabby took off back down the cliff to help Ocellus lift another hurt Hippogriff to safety.

Shadowstar noticed that the storm beasts were running back to these gigantic ships, and took off, surveying the group. He saw Pharynx was now approaching the Unicorn. He swooped down and landed beside Pharynx, moving in stride with the Changeling. The Unicorn didn't seem to see them, but as they neared her, she whipped around.

"Nice try. You really thought I wouldn't see you?" she snarled

"Who are you? Why are you working for these beasts?" Shadowstar asked

"It's none of you business, little Prince." she growled, charging up her horn.

"Shadowstar!" Pharynx pushed him out of the way and transformed into a large dragon, taking the brunt of the impact.

"You...you saved him." the Unicorn said, stopping and watching Pharynx transform back.

"Well, yeah. We're a team. Now do you think you want to back down?" Pharynx asked with a low growl, baring his fangs.

The Unicorn hesitated, then turned and disappeared into the fray.

The group continued working. Shadowstar rotated between helping get Hippogriffs to safety and helping to fight. Finally, most of the storm goons had been chased off back into their ships or run around the island.

"Come on, we should patrol the island to make sure none of them escaped." Gilda remarked

"Good idea." Shadowstar said.

"Indeed." Luna agreed

"Princesses!" Twilight ran up to them and surveyed the battlefield warily. Shining and Cadence were behind her.

"How did the protecting go Twilight?" Celestia asked

"A few of those creatures managed to make it down to us, but we drove them off Auntie." Cadence replied

"Um, we're here to announce..." Shining began, then turned. "Queen Novo, of the Hippogriffs."

The Hippogriff was taller than the rest, and seemed very graceful. Behind her came a young Hippogriff with a yellow and blue coloring. She was walking alongside one with pink and blue coloring of the same age.

"Celestia, Luna. It has been a long time." Novo said, and Celestia stepped forward.

"It has indeed, old friend." Celestia turned to look at Shadowstar. "Shadowstar, can you take your team to scout the edges of Mount Aris? As Gilda said, we must ensure the creatures have all left."

"Yes Aunt Celestia, of course." Shadowstar turned and gestured with his wing for them to start walking.

"You know," Sandbar began. "This battle...it felt like something we should do for our resistance."

"I agree." Shadowstar said "It was almost like Aunt Celestia knew this was a perfect 'practice' before we went into the huge war back home."

"Well, we definitely have a plan now." Pharynx agreed.

Then, they heard a noise from nearby. The fighters in the group all rushed to defensive positions. When there was no more movement, Shadowstar cautiously approached the bend.

"Hello? Is someone there?"

New Recruit?

Shadowstar poked his head around the bend and saw nothing. Until a bush's leaves rustled unnaturally. He went the rest of the way around, followed by the Resistance. He walked even closer to the moving foliage. Then, he saw a shallow indent of a cave in the cliffs, much like the ones the Hippogriff citizens had been hiding in during the battle.

"Is there another Hippogriff we didn't see?" Shadowstar thought, stepping forward to get a better look.

He peeked inside the cave and saw it was deeper than the others they'd seen. He also saw, lying on the ground inside it, was the Unicorn that had been fighting with the storm things. Shadowstar stepped closer in, followed by the others, Pharynx and Ember in the lead. The mare's armor was dented and her shoes were completely gone. Upon seeing them, she gasped and backed away, forelegs scrabbling on the hard rock. One of the mare's back legs dragged behind her, and she winced.

"You're hurt." Shadowstar said

"What's it to you?" she snarled, eyes narrowing.

"I can help." Shadowstar replied

"I don't need your help." the Unicorn growled, struggling to rise and eventually succeeding. She tried to take a single step and one of her front hooves twisted under her weight. The mare fell with a grunt of pain, echoed in her eyes.

"I think you do." Shadowstar said

"Shadowstar, she tried to attack you." Pharynx said

"I daresay she's in no position to try to again Pharynx. She's alone and there's too many of us, plus we're blocking the only exit. Either way she couldn't run if she wanted to."

"I can still blast you." the mare snarled, broken horn charging up.

"What's your name?" Shadowstar asked. The mare paused, magic dying. She finally spoke.

"T-Tempest. Tempest Shadow." she told him, stammering as she shifted wrongly and caused her injured leg to scrape the rocks.

"Hello Tempest, my name is Shadowstar. I only want to help you, I promise." Shadowstar said

"Why would you want to help me?" Tempest asked, genuinely surprised. "I tried to hurt you, I was a part of the battle."

"Yes, but you're also hurt, and...well, as you can see," Shadowstar gestured with his wings to the Resistance, "I don't take first impressions too seriously."

Tempest Shadow growled low in her throat, but when she tried to stand again she fell back down. Tempest winced and glared up at him.

"...Fine. But I'm not paying you back."

"You don't need to." Shadowstar told her, then turned back to the others. "Gabby, can you go get the bag with the emergency medical supplies from Twilight?"

"We're really going to help her?" Gilda asked, extending a wing to stop Gabby from leaving.

"I helped all of you when you came seeking it. Most of you weren't even Equestrains. And I was the first to trust you, when you needed someone who did. Allow me to do the same here." Shadowstar said. Gilda huffed but nodded, closing her wing.

As they waited for Gabby to return, Sandbar left, then returned with some seaweed. He trotted over to Tempest and sat down by her. Tempest backed away.

"Easy, it's okay." Sandbar said, holding out the seaweed. "I'm just going to wrap up your hoof, seaweed is actually really useful when healing. Just give me your hoof, the one you rolled when you stood up."

Tempest looked confused, as if she were unsure why he was helping. However, she extended her hoof. Sandbar took it gently in his own and wrapped the seaweed around it.

"Let me know if it's too tight." Sandbar told her. Tempest grunted and looked down at the ground instead.

"Here." Gabby returned with the bag and Shadowstar levitated it over.

Shadowstar withdrew from the bag a roll of bandages and glanced over.

"Gallus, Thorax, find a stick the same length as Tempest's leg. I need to make a splint for her."

The two nodded and left. When they returned, Shadowstar laid the branch gently by Tempest's injured leg, aligning the two. He then wound the bandages around the two, to hold the stick to her leg. Tempest winced slightly, and he looked up.

"Are you okay?"

"It's nothing. I'm fine." Tempest muttered, turning away to glare at the wall.

Shadowstar finished the splint and used his magic to help set her upright. Tempest wobbled slightly on her leg, but managed to steady herself.

"...Thanks..." Tempest said. "I didn't think you would really help me..."

"Why not?" Ocellus asked

"Well, the Storm Guards pretty much just left me for dead." Tempest said, flicking her tail.

"You mean the big creatures?"

"Yes. Some respect those guys have. I'm their commander and they don't even think to look for me." Tempest muttered

"You're their commander?" Pharynx asked, eyes widening.

"Yeah. Though I guess it's not much more than a title, considering they abandoned me. It probably has something to do with the weak not being tolerated among the Storm King's army."

"Storm King?!" Shadowstar exclaimed

"Oh, don't worry about him. He needed an artifact located on Mount Aris to even think about taking over anywhere else. You managed to stop the guards from reaching the city, and put a rather big dent in his army. He's not going to try again anytime soon." Tempest reassured him

"Why did you work for him?" Shadowstar asked

Tempest looked down. "...He promised me once he had the artifact, as a reward, he would restore my horn."

"I can understand why you agreed. Something that vital..." Shadowstar said

"I used to be one of the best at magic in my old town. When it broke, I lost everything. My friends abandoned me, my parents practically disowned me. My own destiny was lost." Tempest murmured "That all happened eleven years ago."

"Tempest...no magical artifact can restore a broken horn." Ocellus spoke up. "I'm sorry, but he was probably just stringing you along so you'd do his bidding. Changelings break their horns on occasion, and though we've tried, the only way to fix them was to molt."

"No. No, that can't be true." Tempest raised her head. "I need my horn back, you don't understand. I have to get it back."

"I thought you said they abandoned you? The Storm guys, I mean." Gallus said

Tempest fell silent, then tried to push past them. However, she accidentally put weight on her injured leg and stumbled. Sandbar reached and steaded her with a hoof. She shook him off.

"Tempest..." Shadowstar stepped forward. "He's not going to give you your horn."

"I think...deep down I always knew that." Tempest sighed

"But...I think you might be just what we need." Shadowstar said "I saw you fight. You're a natural and you clearly don't need your horn to do magic."

"I'll never be good enough though. I can only manage lightning blasts and very basic levitation. Everything else blows up in my face-literally." Tempest objected

"You're good enough for us." Shadowstar responded. "Are you aware of the war in Equestria right now?"

"Yes, it's why the Storm King tried to attack the Hippogriffs. He thought all your defenses would be focused on the war and if the Queen sent out a cry for help, you wouldn't respond. He didn't expect you..." Tempest looked around at them all.

"Call us the Resistance." Shadowstar said, glancing at them all. "And, if everycreature agrees, I'd like to recruit you."

Nightime Talks

"You what?!" Tempest and Pharynx exclaimed as one.

"I want you to join us. I can't promise you a horn. But...what would you say to friends?" Shadowstar asked

"Friends...?" Tempest looked around at all of them.

"Yeah, if you can show me how to do that kickflip I saw you do." Smolder said

"It would be nice having another female fighter." Ember added

"Yeah." Gilda joined in.

"I..." Tempest looked around at them all. "Really?"

"Of course. We would be honored to be your friends." Gabby said

"I...I'll do it. If you need a fighter, you've got one." Tempest said

"Let's head back to the others, they're probably wondering where we are." Shadowstar said "Do you need any help Tempest?"

"I think I can manage." Tempest said, limping after the group.

The makeshift splint on Tempest's leg held up rather well. They managed to make it back to the beach.

"There you are. Did you patrol the beach as asked? The Hippogriffs sent to do the same said they never saw you." Celestia said

"We...got held up." Shadowstar said

"With what, pray tell?" Luna asked

"We found somepony." Shadowstar beckoned Tempest forward, and the mare hobbled up to them. "She was hiding in one of the caves, and was hurt."

"That is the armor that was on the beasts." Queen Novo said, expanding a wing and drawing the yellow Hippogriff into her side.

"Tempest Shadow was working for the leader of the goons because he gave her a false promise." Shadowstar announced

"Being?" Celestia asked of Tempest.

"Your majesty..." Tempest bowed slightly, as much as her leg would allow. "I was promised that in return for my service, my horn would be restored."

"You realize that's impossible, right?" Twilight asked, coming to join Celestia.

"It crossed my mind." Tempest replied dryly. "But...I wanted my magic back so desperately, I believed he could do it."

"Tempest revealed to us the reason why her boss attacked, and assured us he was no threat. Aunt Celestia..." Shadowstar took a breath. This was a big thing to ask. "I would like for Tempest Shadow to join the Resistance. She is a good fighter and has shown no signs of still wanting to side with her old leader. He has pretty much left her for dead on this Mountain."

Celestia looked at Tempest warily, then Luna whispered something to her.

"Very well Shadowstar. I trust your judgement. However, I would like Tempest to consent to come with myself and Novo now, so we may discuss her 'employer' in greater detail."

"As you wish, your highness." Tempest replied

"I'll come too. Your leg should be looked at, what happened to it?" Cadence asked as they trotted away, Tempest limping along behind them.

"I fell during the battle and got my leg caught between some rocks. I wrenched it out but I couldn't walk on it well. I managed to drag myself into the cave where Shadowstar and his companions found me." Tempest explained as they left.

Pharynx strode out onto the balcony, sitting down in a huff. Celestia had teleported them all back to Canterlot, and Tempest had been given a room near the Resistance's. Tempest had explained she wasn't that comfortable with them yet. She also needed more immediate attention for her leg. Cadence and Luna had healed it mostly, but Tempest still walked with a limp.

"Pharynx?" Shadowstar sat down by him. "What's going on?"

"I don't trust her." Pharynx grunted. "How can anyone just turn around and decide to be good like that?"

"You did."

"That's different. Thorax and I had been plotting for years about the best way to escape the Hive."

"Oh..."

The two sat in silence a while longer, then Shadowstar looked up.

"Aunt Luna's night is really beautiful, isn't it?"

Pharynx grunted, and Shadowstar sighed.

"Pharynx, you should try to trust her. Tempest really seems like she's trying. All this is new to her. Give her time to figure out how she fits into our group and what role she plays." Shadowstar stood up. "We all need to figure that out, really. I'm going to bed. Come inside when you're ready."

Pharynx gave no indication he'd heard Shadowstar, but the colt knew he had. Hoofsteps sounded and Pharynx was left alone. Suddenly more hoofsteps could be heard. Pharynx sighed.

"Thorax, if that's you, I'm fine."

"I'm not Thorax." Pharynx whipped around to see Tempest standing behind him, smiling softly. "Sorry to disappoint you."

"I-It wasn't a disappointment, I just needed to be alone..." Pharynx sighed and looked back out to the stars.

"Sorry, I just came out for some air." Tempest sat down beside him, wincing slightly.

She still wore her armor from before, though Pharynx noticed that the place where the symbol had been was gone. It looked burnt slightly, as if someone had scorched it until the mark was no more.

"It's fine." Pharynx muttered to Tempest's apology. The two of them sat in silence for a minute or so.

"...After I lost my horn, I always went out to look at the stars. Watching them hang suspended in midair...so small and far away but so big in reality. It made my problems seem a lot smaller by comparison." Tempest sighed

"That's an interesting way to put it." Pharynx remarked, leaning his foreleg on the balcony railing.

"Yeah..." Tempest's horn glowed softly, the cracked and uneven top making the magic flicker.

"What are you doing?"

"Practicing." Tempest let a small spark fly from her horn, and it exploded in front of the balcony. Pharynx perked up.

"That was pretty cool. Can you do a bigger one?"

"Yes, but the others may think something's wrong."

"They'll just think it's noise from all the battles. Come on." Pharynx urged.

Tempest smiled at him and made another, bigger spark explode. Pharynx nodded and moved closer. Tempest made another, and the two smiled at each other in the light the explosion created.

"You're pretty cool, for a pony." Pharynx told her.

"And you're pretty tough, for a bug." Tempest teased back

"I like your name, Tempest Shadow." Pharynx said, looking away. "It's like Shadowstar's. Not too cute but not too depressing either."

"Actually..." Tempest shifted. "Tempest Shadow's not my real name."

"What is?" Pharynx asked

"You have to promise not to tell anyone or to laugh." Tempest told him

"I won't, promise." Pharynx said

"Okay..." Tempest leaned in. "It's...Fizzlepop Berrytwist." She whispered in his ear.

Pharynx leaned back a little, blinking in shock. Then, he began snickering.

"I said not to laugh!" Tempest exclaimed, turning red.

"No, no, I'm not laughing at you." Pharynx assured her "It's just...what were your parents thinking?"

"I don't know." Tempest smiled

"I can see why you changed your name. Tempest suits you a lot better, I think."

"I changed it after I lost my horn. I could do magic when I went by my old name."

"Tempest..." Pharynx edged closer. "You're great without a horn. You're...you're perfect. You can make amazing explosions, and you're a really great fighter."

"Oh. Thanks." Tempest smiled.

"I never knew you when you had a horn...but I bet you weren't half as cool with it."

"Thank you Pharynx...no one's ever complimented me like that before." Tempest blushed.

"No problem. That's what friends do-I think." Pharynx smiled, his own chitin growing darker in a sign he was blushing.

Pink light surrounded Pharynx momentarily, and he sighed, basking in the love he'd just shared.

"You want to go back inside?" Tempest suggested

"Sure. Why not?"

Pharynx smiled at her again as they headed in, and when they walked in, Pharynx stuck close by her side, steadying her if she stumbled. Tempest leaned against Pharynx of her own will, and the two talked in low voices as they made their way back to their rooms.

Off Into The World We Go

A week later, all of the Resistance's members were healthy and strong again. They were ready to leave. Shadowstar gathered them in the entryway of the castle. The room was silent as Shadowstar stood before them, pacing. He was wearing the battle armor he'd chosen for the fight at Mount Aris, and now surveyed the mismatched group.

First were the members who were less experienced in combat. Thorax, the oldest of this group, was in front. He had armor on, though the classic symbol of a cadecus was on it. A field medic. Ocellus wore similar armor, with a medic's saddlebag on her back.

Gabby bounced beside her, wielding a staff for self-defense and a black cloak. Her job would be to slip through the shadows with her lithe frame and assist the medics from the shadows, helping the injured to safety without drawing fire.

Sandbar wore his original armor, but with a few changes. New, ocean blue saddlebags rested on his back. It bore a symbol of a red life ring, and within it was a diving mask, oxygen tank, and a real life ring. Underneath Sandbar's armor was a diving suit. He would be a lifeguard-like soldier, fighting, of course, but also in charge of saving those who went under water.

Then were the warriors. Smolder and Ember stood, tall and proud. They wore their armor and had their heads held high. Smolder had taken a spear from the armory and held it at her side, while Ember had a sword around her waist. These two would be a part of a defense line. They would shield injured creatures so Gabby or Thorax could reach them, and defend against attackers.

Gilda wore clawless gloves on her claws, a bandanna around her neck, and armored plating, gripping a thin bladed sword. She would be a fast moving soldier, darting in and out to strike and defend her fellows. Gallus also had this role, and was beside her, holding two daggers in his claws and dark navy blue armor.

Pharynx stood beside Smolder, armor over his wings to protect the fragile digits, and a crossbow strapped to his back. He would be a soldier on the offensive, striking and attacking in order to block others attacks.

On Pharynx's other side was the newest member of the group and arguably the best warrior other than him, Tempest Shadow. She wore new armor from the armory, replacing the one from the Storm King. It was a purple shade with silver edges, and fit the mare perfectly. She would be working alongside Pharynx in offensive attacks, but she had no weapon. Shadowstar noticed.

"Tempest...? Where's your weapon?"

Tempest snorted. "I prefer to fight unarmed. I let my horn speak for itself." her broken horn crackled with energy.

"Noted." Shadowstar said, nodding. "Now, are we all ready to move out?"

"Not quite." a familiar voice from behind Shadowstar spoke.

Celestia, Luna, Cadence, Twilight, and Shining Armor walked up to them. Twilight wore a saddlebag that she levitated over to Shadowstar. It was dark purple with a silver outline of his cutie mark on it.

"In here are some basic supplies, as well as enough food to last you a week before you need to start foraging." Twilight explained

"We'll take care of that part." Gilda said "Living in Griffonstone has some perks, namely learning how to find food for yourself."

"I'll help." Pharynx added "Members of the Hive are taught to hunt prey, and other animals. Ponies may not eat meat but we certainly do."

Twilight nodded. "I thought of that, there's some dried meats in there, prepared by Spike, seeing as he's more accustomed to not eating food for herbivores."

"Alright." Shadowstar spoke for them all.

"Be safe, my son." Luna trotted forwards and nuzzled him. "I worry for you, despite knowing you will have protection."

"I will be safe, mother. Don't worry." Shadowstar assured her, nuzzling back.

Luna stepped away, eyes soft. "And yet, I still shall."

Shadowstar smiled at her, then looked to his sister and aunt. Celestia bowed her head.

"I wish you luck, Prince Shadowstar, in commanding your forces."

"C-Commanding? But..." Shadowstar glanced back at them. "I thought we agreed not to have a leader."

"Dude, you were literally just pacing around in front of us like a general." Sandbar said

Pharynx nodded. "As a general, I can confirm."

Ocellus stepped forwards. "We voted last night, while we were talking in our room. We all agreed that you should lead us."

"But... what about Pharynx? Or Tempest or Ember? Or you, Gilda? You're all natural leaders."

Tempest shook her head. "It... it is too soon since my time with the Storm King for me to consider stepping into a leadership role."

"And I wouldn't make a very good leader." Gilda added

Shadowstar looked to Pharynx and Ember. Ember shook her head.

"I would rather fight and strategize as a solider. Maybe in a few years when my father will be forced to relinquish the Bloodstone Scepter provided the war is over, I'll be ready to rule. Until then, I'm content to let someone else in my gang lead."

"And I have the feeling the creatures in our group wouldn't enjoy my style of leading." Pharynx said, Thorax giving a nod of agreement.

"I concur." Twilight spoke. "You are a Prince, you're a natural leader as well."

"Wings and a horn alone don't make you a leader." Shadowstar objected

"No, but Twilight does have the right idea." Celestia stepped forwards. "A true leader commands, not by forcing others to bow before him, but by inspiring others to stand beside him. You may not have gathered these creatures together, but you were their common goal that united them. They respect you and you have helped us all to see the good in their hearts."

"I guess that makes sense... thank you, Aunt Celestia."

"Either way, you are our leader Shadowstar. We need you." Smolder said

"Yeah!" Gabby agreed.

"Then... I will be the best leader I can be." Shadowstar proclaimed, smiling "Now let's go!"

"We should have a battle cry!" Gabby called out

"Hm... what about... onward; Resistance?" Ocellus suggested

"Let's try it." Shadowstar opened his wings. "Onward-"

"Resistance!" they all shouted

"...Eh, we'll work on it." Gallus shrugged, then raised one of his daggers, tucking the other in the sheath in his armor. "Onward!"

They all cheered, then headed out of the castle. Those who had wings spread them. Pharynx unhooked the plating on his back to reveal his wings. He then took off and reached for a compartment in his armor. Twilight had helped them design special harnesses for carrying wingless or injured creatures. He hooked it on and strapped it around Tempest, preparing to take off. Gallus picked up Sandbar, setting the colt on his back.

"Everyone ready?" Shadowstar asked

"Yes sir!" Ember, Pharynx, Tempest, Gilda, Gallus, and Smolder cried.

"Funny guys." Shadowstar sighed

"Sorry, instinct." Tempest and Pharynx said at the same time, then looked at each other.

"Anyway, let's go!" Shadowstar took off and led them away.

The resistance followed, cheering for a moment before falling into silence as they left the boundaries of Canterlot. Now, the sounds of battle were clear. Though some were scared, they still flew bravely towards the noise. Towards their destiny.

Author's Note

It's back! And there will be a chapter coming out daily until the story's completed, so stay tuned!

~Melody Song

The First Battle

Shadowstar led them down the mountain, looking back at the group.

"Which way do you think we should head first?"

"We should head towards the sounds of fighting." Pharynx replied. "Which in this case would be in that area." he gestured to where the sounds were the loudest.

"That's White Tail Woods." Sandbar informed them. "It's near a place called Winsome Falls."

"Alright, we'll get there as fast as we can, then spread out on my command." Shadowstar directed. "Sandbar, when Gallus puts you down, scout around the Falls and try to determine if the fighting has spread that far. If it has, report back, then return and do your best to help any that end up in the water. If not, try to block off the path there, to avoid anyone falling in."

"Yes Shadowstar!"

"Alright, the rest of us, get ready to land." Shadowstar said, grateful his mother had been giving him flying lessons. Landing was harder than it looked.

The group landed easily, only a small stumble from Shadowstar. Sandbar jumped off Gallus' back, running to the waterfalls in the distance. Tempest unhitched herself from the harness, standing at attention. Shadowstar turned to face the others as Sandbar ran back.

"The fighting's almost at the falls, it seems to have spread into the woods a bit."

"Alright. Tempest, lead a team into the woods, remember, disarm only."

Tempest nodded and looked around. "Ocellus, Pharynx, Gilda, Gabby, with me."

Shadowstar nodded in approval slightly. Tempest had chosen those that were the most stealthy, and who would easily blend into the dark woods. She had also ensured to take a medic with her as well, leaving Thorax to help them. By choosing wisely, she had also left Shadowstar with plenty of fighters. Tempest then ran silently into the woods, her team behind her.

"All those left, you're with me, Sandbar, lead the way." Shadowstar ordered

Sandbar took them back the way he'd came, reaching the waterfalls quickly. They spread out, observing the battle. There was a number of ponies, who seemed to be purposely driving their attackers toward the water. This made sense, considering the others were dragons and griffons, species not known for swimming abilities.

"We can't let those dragons end up in the falls, we swim in lava, not water." Ember said.

"And the griffons don't matter?" Gallus objected

"I thought you abandoned your kingdom." Smolder pointed out. Gallus raised a claw and opened his beak to object, then closed it again.

"Touche... but that doesn't mean I want innocent griffons to drown." he said

"Fair enough." Smolder replied.

Shadowstar looked around, seeing Tempest's form moving through the trees, the others beside her. They seemed to be doing their job. It was time for his team to do theirs.

"No time for this guys, spread out." Shadowstar commanded.

Sandbar ran to the water and carefully slipped down the bank and into the waves. He waded through, taking up a silent vigil, waiting in case someone fell in.

Smolder and Ember prepared their weapons, Ember putting her helmet on to conceal her face. Gallus pulled daggers from secret compartments on his outfit. Shadowstar ignited his horn, preparing. Thorax ducked down behind some of the rocks near the water, preparing his bags. Shadowstar then took a deep, steadying breath, and plunged into the fight, leading the others.

Gallus ran to the other griffons and slashed a pony backwards with a flick of his dagger. He flared his wings and cawed loudly to startle them. Ember and Smolder helped their fellow dragons rush forwards against the larger crowd of ponies. The dragons and griffons seemed confused at the sudden newcomers, and even more so when an alicorn colt popped up in between them and the ponies, casting a spell between them.

"You got that under control Star?" Smolder called, and Shadowstar nodded, though his legs buckled.

"J-Just keep going!"

Ember then realized with the ponies out of the way, the griffons and dragons had begun to attack each other with full force. She growled and sent a stream of fire down the middle, burning the grass until it reached the water and dissolved into steam.

"This isn't how a nation wins a war!" Ember shouted

"Why should we listen to yo-?" a dragon began.

"YOU WANT TO WIN THIS WAR OR NOT?!" Ember shouted, her red eyes peeking out from her helmet's vizor and sending a ferocious glare at them. They all fell silent. "That's what I thought. Now, what should be obvious is that when there's two small armies and a big one, you work together!"

"With the griffons?! What kind of dragon are you?!" a dragon cried

"One who's not stupid enough to do things this way!" Ember replied harshly.

"E!" Gallus swooped over. "Speed it up! Star's not gonna last much longer."

"On it Gal." Ember agreed, then turned back to the dragons. "I get that our leader is at war with the griffon ambassador. But in a skirmish like this there's only one way it's going to end unless you unite."

"Guys!" Shadowstar called, collapsing to his knees. Then, the shield fell.

"You need to work together! Now!" Ember insisted.

"Watch out!"

Smolder barreled into Ember as a magic beam shot past her. They both hit the ground and scrambled away. Gabby raced out from her hiding place and scooped up Shadowstar, pulling him to safety. Gallus swooped overhead, landing in a tree above the water.

The dragons and griffons both charged at the ponies, as Tempest's group emerged, preparing to separate the battling creatures if needed. But the outcome surprised them.

The dragons and griffons weren't fighting each other. They were attacking the ponies. Together.

"Well what do you know, that stuff worked." Pharynx remarked, glancing down at where Ocellus was trying to wake Shadowstar. "Didn't expect that honestly."

"Me neither. Guess 'friendship' does have it's uses." Tempest agreed, then stopped and ignited her horn.

A pony who was about to drop a griffon into the water was suddenly zapped. They shrieked and raced off, leaving the griffon to fall. No sooner did he hit the water then Sandbar paddled over, hefting the griffon back onto shore.

"Heh, shall we join them?" Tempest asked

"Was waiting for that." Pharynx smirked, drawing his crossbow. "What do you say we make sure this battle ends in a stalemate?"

"First one to separate them wins?"

"You're on."

Pharynx and Tempest then charged into the battle. Gilda raced after them, pulling out her sword. Shadowstar had been woken up and shook Ocellus off, rushing after the three.

Soon, the battle had ended. The ponies had fled after Tempest, Pharynx, and Gilda had caused a stalemate. The dragons and griffons looked at each other. Then, the leader of the griffons stepped forwards.

"You...weren't so bad out there. Considering we were fighting ponies." the griffon spoke.

The dragons looked at each other as the Resistance regrouped nearby. Then, one of the dragons stepped forwards.

"You either, griffons...although..." the dragon turned, looking at the group. "Who are you? How did you know that would work."

"Just call us... the Resistance." Shadowstar replied.

The colt spread his wings as the others got ready to take off. With a single nod to the two armies, they took off, leaving the waterfalls turned battlefield in the distance.

Skirmishes and Solutions

There had been more battles since the one that had started their journey. Soon, the Resistance had become known among all the battling creature's base camps. It seemed some were even beginning to realize that these strangely allied creatures may have been in the right.

As for the Resistance themselves...

"Alright, this'll go down just like the other times, no different. Is everyone clear?" Shadowstar asked, pacing before the assembled creatures.

Behind the group, was a makeshift camp, with a structure made of branches tied together with vines. A fireplace lay nearby. The group had been living there for some time, it was out of the way, deep in the Whitetail Woods, and near most of the recent battlefields.

"We're good, Shadow, you can spare us the lecture." Smolder remarked, fist-bumping Gallus.

"Just making sure. Everyone ready?" Shadowstar held out a hoof. "Lead."

"Protect." Tempest laid her hoof on his, then Pharynx placed his hoof on hers.

"Defend." he smiled at her, blushing slightly. She smiled back.

"Heal." Thorax and Ocellus said as one, placing their hooves on the other's.

"Aid." Gabby added, putting her claw over their hooves. Gilda and Gallus went next.

"Rescue."

"Inspire." Sandbar put a hoof over Gallus' claw.

"Win." Ember and Smolder placed their claws down.

"Resist." they all said as one, finishing and removing their hooves and claws.

"Now let's go save some lives." Shadowstar said confidently. The others nodded, and Shadowstar spread his wings, leading them forward.

Shadowstar looked around. The fight was near the town that most of the Resistance was familiar with. Ponyville. Upon reaching the latest battle, they split into their separate groups again. Sandbar headed towards a lake near the town, pacing around the edge.

The battle itself had made it's way into the center of town. Shadowstar led the others, watching the battle from above. Tempest was no longer attached to Pharynx with a harness, instead following them along the roofs. She leapt from roof to roof, able to scout out the situation much better than the others due to her closer proximity to the fighting creatures.

"What's it look like Tempest?" Shadowstar asked, swooping down to her.

"Chaos." Tempest replied shortly, stopping on a roof. "They're all mixed in down there, griffons attacking ponies, dragons attacking griffons, ponies attacking changelings, and changelings transforming into the other creatures."

"Got it. Now, let's pull you out."

"What?" Tempest blinked. "I'm fine up here."

"Not with all this chaos going on." Shadowstar objected, using his magic to pull her harness from his bags. "Come on, if you fall you could get injured and not be able to fight off any attackers."

"Fine, fine." Tempest attached the harness to herself. "Bug, get over here and lift me out of here!"

Pharynx shot over, hooking himself to the other end and lifting off, carrying her with him. Shadowstar joined them.

"Alright everyone, spread out! Try to separate the fighters by species! Move, move, move!" Shadowstar commanded.

The group all saluted him, then split off in different directions. Shadowstar himself flew over the battle, surveying it and watching for any creatures that might need his help.

Pharynx set Tempest down, then unhitched himself from the harness and landed beside her. Before them was a number of griffons and ponies attacking each other.

"What do you think? Standard divide and conquer?" Pharynx asked

"I'd say yes, but I'd rather stick with you, Celestia knows you need the help, bug." Tempest teased, smirking.

"Bet I can separate them faster than you." Pharynx retorted.

"Deal. If you win, I'll let you use me as your sparring partner for the next month."

"And if I lose?" Pharynx questioned

Tempest grinned. "You have to let me pin you and torment you in any way I see fit in front of everyone."

"I-fine." Pharynx spat, growling.

"Heh, come on bug. I have a bet to win." Tempest said, flinging herself into the battle.

"That's what you think!" Pharynx smirked, diving after her.

Shadowstar chuckled as he passed the two. Their ways of motivating themselves and each other were unorthodox, yes, but it worked. Plus, Shadowstar couldn't help but notice there seemed to be a slight underlying of romantic tension. He smiled as he watched both the pony and changeling began to drive away attackers from each other, then moved on.

Smolder had teamed up with Ember, Thorax, and Ocellus. She dove forward and grabbed a fellow dragon by the shoulders, twirling on her heels and tossing them into a building. Ember shot past her, grabbing a changeling by the foreleg and shoving them into the ground.

Another changeling lunged as she did this, however, and clamped their fangs around her shoulder. Ember cried out, but before Smolder could react, a teal blast of magic shot past and blasted the changeling off her. The two dragons turned around, seeing Thorax crouched low, horn still smoking.

"Y-You did that?" Ember breathed

Thorax nodded sheepishly. "A-Are you okay?"

"I'm fine, thanks to you." Ember smiled at him, then she and Smolder jumped back into the fray.

Thorax smiled as he watched, and Ocellus giggled momentarily. Then, a changeling was blasted in the side by a pony and hit the ground near them. The two gasped and rushed over.

"Hello? Are you okay?" Ocellus asked

"Wh-Why do you care?" the changeling gasped

"Because that's what we're here for, to help." Ocellus pulled some bandages out. "Where are you hurt?"

Shadowstar passed over them as the two began to do their job. He nodded in approval, glad that the two timid changelings had found a place on the team. He then flew towards the three griffons in their group.

Gilda and Gallus were taking a frontal attack, while Gabby played more to her strengths, hiding in the alleyways and only dodging out when someone needed help. Gallus lunged at a pony and pried them away from a griffon who was already heavily injured. Gabby then dashed out and pulled them over to where Thorax and Ocellus were.

"This isn't the answer! You're only going to make it worse!" Gallus cried as he held another griffon back as they tried to lunge at the pony.

"You should be on our side kid!" the griffon snarled, grasping Gallus' shoulder and pinning him to the ground. Then, a blade sliced down into the ground next to the griffon.

"We're on a side already." Gilda announced from above. "The right side."

This distracted the griffon long enough for Gallus to push him off, and rejoin Gilda.

"Thanks Gil." he said

"No problem, G-Force." Gilda teased in retaliation, and Gallus blushed. "Now come on, we've got more creatures to knock sense into."

"Right behind you." Gallus assured her, and they raced off.

Shadowstar, seeing the three had things under control, banked right and pulled up, going higher. He could now see the whole town. That's when he saw Sandbar rushing towards them. He blinked and flew over.

"Sandbar? What's the matter?"

"There are soldiers heading to Sweet Apple Acres, I saw them! My baby sister and all the foals and elderly are there!" Sandbar gasped out, and Shadowstar's eyes widened, just as a scream could be heard.

"HELP!"

Save The Young and Old

Shadowstar's head snapped up as he heard the cry. It came from the red farmhouse in the distance. Sandbar watched him frantically.

"What do we do?"

Shadowstar glanced over at the battle, then back at the barn. He could now see the soldiers hovering around it. Only changelings and dragons seemed to be there, no pony soldiers had become aware yet. There was no time to properly think, he needed to act. Now.

"Head up there and scout it out, wait for me before doing anything." Shadowstar directed Sandbar, who nodded and raced off.

Shadowstar took a breath, then flapped his wings to give himself an extra boost, before rushing into the fray.

"Tempest! Pharynx!" Shadowstar called, dodging creatures as he searched for the two. "Guys, I need you!"

"What's going on?"

Pharynx's voice suddenly spoke from behind Shadowstar, and he yelped, turning around. Pharynx and Tempest were standing directly behind him. Tempest's broken horn was glowing with a crackling aura, creating a thin shield of what looked like electricity around the two. Shadowstar's suspicions on what it was was confirmed as a dragon lunged at them, only to be shocked by the shield and flung backwards.

"There you two are, come with me, we need to get one of the medics, now." Shadowstar ordered

The two creatures, due to being soldiers at heart, operated on instinct. They didn't question Shadowstar's command, following him through the fight. Tempest dropped her shield, and the three made their way through the battle, separating fighting creatures and grappling with attackers as they went.

Eventually, they reached Thorax and Ocellus, who were hunkered down behind an overturned wagon. A few injured creatures were near them, all having been bandaged up by the two. Shadowstar stepped past the creatures.

"Thorax, come with me." he ordered

"W-What? Okay..." Thorax grabbed his supplies and joined Pharynx and Tempest. "What's going on?"

"Thorax! I got a blow to my should-what's going on?" Ember walked over, rubbing her shoulder.

"Thorax can heal you on the way, we'll probably need you too, let's go." Shadowstar said, turning and rushing away, leading them.

"Shadowstar, slow down! Where are we going?!" Ember called out, flying after him, the others behind her.

"Dragon, griffon, and changeling soldiers are attacking that farm, it's where all the foals and elders are." Shadowstar explained.

"You could've led with that!" Ember snarled, zooming ahead.

"I second that." Tempest added, following the dragoness. Pharynx nodded and sped up, Thorax fast behind. Shadowstar took off and followed them.

Soon, they reached the area of the apple orchard near the barn. Sandbar was waiting for them.

"What did you see?" Shadowstar asked

"They haven't gotten in yet, the barn's been boarded up from the inside, probably the foals helping to protect themselves." Sandbar told him. Shadowstar nodded.

"Got it. Ember, Tempest, Pharynx, try to drive them away from the barn if you can, but if they get in, focus on protecting the foals and eldery ponies." Shadowstar told them.

"And what'll you three be doing?" Tempest asked

Shadowstar looked back at the barn. "I'll be finding a way to help them all escape. Thorax, you're with me, so you can help if any of the ponies are injured. You too Sandbar."

"Okay Shadowstar." Thorax said, looking at the barn. "I hope they're all okay in there... it looks so scary..." he murmured, glowing pink briefly as he shared love and concern for ponies he didn't even know.

"They'll be okay, as long as we can get to them before those soldiers can, come on." Shadowstar told him, not noticing how Thorax's wings began to sparkle. No one noticed.

"Tempest, Ember, let's go." Pharynx said, slinking forward. "On my signal?"

"Go ahead." Tempest allowed

"Three... two... now!" Pharynx whispered, and the three of them burst from out of the undergrowth.

The three warriors charged the soldiers, grabbing some and dragging them away from the barn. They quickly lost the element of surprise, but it didn't matter. Their job was to be the diversion, and it was working. While they got the attention of the creatures, Shadowstar, Sandbar, and Thorax snuck around the back of the barn.

"S-So how do you plan on us getting in?" Thorax asked

"Like this. Stand back." Shadowstar lit up his horn, and with a blast, a small hole big enough for himself, Sandbar, and Thorax to fit through had been made in the barn. "Come on."

Thorax cautiously followed Shadowstar through the hole. Sandbar followed a bit more quickly. Shadowstar entered the barn and lit up his horn.

"Hello? Is anypony here? We're not here to harm you, we're here to help, come out, please." Shadowstar encouraged.

The light from Shadowstar's horn illuminated the dark barn, and soon, a foal stepped into the open. She had a yellow coat and red mane, with a pink bow in it. Shadowstar stepped closer, kneeling down.

"Hello, who are you?"

"A-Ah'm Apple Bloom." she told him.

"My name's Shadowstar, and this is Thorax." Shadowstar gestured to the changeling, who yelped slightly and hid behind him. "We're here to help get you out of here before those griffon, changeling, and dragon soldiers break in. And Thorax can help if any of you are injured."

Apple Bloom eyed him warily. "Alright... wait, Sandbar?"

"Yes, it's me." Sandbar stepped closer. "Nice to see you again Apple Bloom."

"Wait... yer tha Resistance!" Apple Bloom exclaimed, smiling now, then glanced back behind her. "It's okay ya'll, they're friends!"

At this, many foals and a few elderly ponies came out from behind crates and farm equipment. Shadowstar noticed that they'd piled some of the heavier farming tools in front of the door, likely the reason the soldiers hadn't simply broken down the door.

"How are you going to help us?" an orange pegasus filly asked.

"You see that hole in the side of the barn? It's how we got in, and you're getting out." Shadowstar explained.

"Sorry we had to blast a hole in your barn Apple Bloom..." Sandbar apologized.

"It's fine. S'long as it helps us escape. Besides, Big Mac's wrecked it worse before." Apple Bloom dismissed it. Shadowstar figured this was an inside joke, based on Sandbar's chuckle, and dismissed it.

"Alright, now, we have to hurry, a few of our friends are distracting the soldiers that are trying to break in, but they won't be able to for lo-"

CRASH!

Shadowstar's eyes widened. "They're here! To the escape hole, now!"

"Let's go ya'll!" Apple Bloom led the herd of foals to the tunnel.

"Sandbar, Thorax, help them!" Shadowstar ordered, jumping away from the crowd and sinking into a battle position, horn igniting.

Sandbar and Thorax quickly moved through the crowd, scooping up younger foals and carrying them. Thorax slipped ahead and ducked down, going through the hole and waiting on the other side. Sandbar encouraged the others to go through, the older foals first, then the elderly ponies. Thorax helped them all out of the hole.

"Where do we go now?" a unicorn filly with a white coat and purple-pink mane asked him.

"I-I'm not sure, I'm not the one who makes the decisions..." Thorax looked around frantically. He knew he couldn't wait for Shadowstar, he would probably be holding off the soldiers if they broke in. "Okay, Tempest, Pharynx, and Ember are distracting the soldiers on the other side of the barn, they've probably taken out most of them by now... that's less for Shadowstar to deal with and less to follow us..."

"I don't mean to rush yah sonny, but yah might wanna put a little jump in yer giddie'up." an elderly green earth pony mare told him.

"S-Sorry, uh... flee into the trees, but don't go far, wait at the edge and only go deeper if necessary." Thorax told them, and they nodded.

"Thorax!" Sandbar poked his head through, holding out a small filly. "Come on, we've still got to get the young foals out."

Thorax nodded and leaned over, picking the filly up by the back of her neck and pulling her the rest of the way through the hole, setting her beside him. Sandbar blinked at him as he shoved another foal through.

"What? It's how we pick up changeling nymphs." Thorax explained, nipping up the next foal.

"Uh, okay, as long as it works." Sandbar held out another filly. "Here, last one, be very careful, she's my sister."

Thorax nodded and reached for her, but just as he was about to, the barn's roof cracked. Sandbar yelped and ducked back inside, clutching his sister.

"Sandbar! Shadowstar!" Thorax cried, knowing the two were still inside. Then, the roof caved in. Thorax yelled and tried to use his magic to pull away the larger planks of wood. He teared up, falling onto his haunches. "I'm not strong enough..."

"Lucky for you, you're not alone." Smolder spoke from behind him, and he whipped around.

The dragoness smiled and flew over, grabbing one of the planks and dragging it away from the wreckage. Gallus, Gilda, and Gabby followed her, helping to remove the wood from where their trapped friends were. Ocellus raced up, and Thorax glanced over.

"Where do you think can I help?" Ocellus asked.

"The ponies fled to the orchard, they might need help." Thorax suggested, and she nodded, racing off.

Thorax helped Smolder, Gallus, Gilda, and Gabby as best he could. Eventually, they uncovered the two.

"Sandbar? Sandy!" Gallus reached down and pulled out the coughing earth pony. Sandbar opened his eyes and pressed against Gallus, still holding his sister.

"I'm okay Gal." he assured him. Gallus breathed a sigh of relief and took off towards the trees, holding him.

Shadowstar emerged next, horn still glowing. The others pulled him out fully as the changeling, griffon, and dragon soldiers closed in. Tempest, Pharynx, and Ember raced over, and the fight began.

"This isn't the answer! You know I'm right!" Shadowstar called loudly.

"Seems like a pretty good answer to me!" one of the dragons said, slashing at him. Shadowstar ducked and blasted at them.

"It's not!"

"You're not winning this argument, Shadowstar, just fight." Tempest said, blasting another dragon.

One of the changelings tackled Pharynx, who bit them in the shoulder and tossed them off. Gilda stabbed a dragon in the side with her sword. Ember used her own sword to drive back a griffon, who had appeared to have lost his weapon. Pharynx fired his crossbow to scare a couple of his kind away. Soon enough, the soldiers had been driven off.

"Curse that Resistance..." a griffon muttered as the soldiers left. Though a couple of his fellows seemed to be contemplating the group's action.

"Good work everyone." Shadowstar said, smiling at the group as Thorax weaved through them, checking for injuries. He smiled at the medic. "Especially you Thorax."

"M-Me?!" Thorax blinked at him as Gallus, Ocellus, and Sandbar returned with the ponies.

"Yes, you." Shadowstar smiled at him. "You recognized when it was time to take charge and make decisions on your own when deciding what to tell the ponies to do. I may be in charge, but I'm glad none of you have grown too reliant on my being there to make decisions for you."

Thorax smiled, then blushed as Ember gave him a one-armed hug.

"Nice job Thor." she said, smiling at him.

"Th-Thanks." Thorax blushed.

"Yah did it! Ya saved us!" Apple Bloom ran up to them, the unicorn and pegasus fillies behind her. "Go Resistance!"

Shadowstar smiled at them. "We were happy to help, little one."

"Well we thank ya anyway." Apple Bloom bowed to him. "Good luck to ya."

"You don't want us to stay and help you rebuild the barn?" Gabby offered. Smolder, Ember, Tempest, and Pharynx all shook their heads no rapidly.

"Yes, we'd be glad to help." Ocellus added.

"Me too!" Thorax agreed, and the two dragons stopped protesting.

"Nah, it's fine. Bet ya'll have yer own camp to get back to." Apple Bloom turned back to the group. "Besides, we have enough ponies here to do the rebuilding."

Sure enough, the foals had begun sifting through the wreck. The pegasus filly snickered and buzzed her wings, grabbing a toolbox and shoving it into a pink earth pony filly's hooves.

"Here Diamond Tiara, you can set up the framework." she giggled, and the filly groaned in disgust, dragging the toolbox away.

"And no getting Silver or your butler to do it for you!" the unicorn filly joined in, she and the pegasus filly running after her, laughing.

"Bye! I'm sure I'll see ya'll later!" Apple Bloom ran after the fillies. "Good luck!"

Shadowstar smiled at them, then looked up at the sky. "Seems like Aunt Celestia's lowering the sun. Probably time to head back to base camp."

"Yes sir." Pharynx and Tempest chorused, smirking as he blushed sheepishly.

"You two do that on purpose."

"Maybe." Tempest smirked, and Shadowstar sighed, shaking his head, though he smiled.

"Come on guys, let's go home."

Firelight

Ember and Smolder ignited the fireplace with short blasts. Thorax, Ocellus, and Gabby all immediately flocked to it, lying down and stretching out. Gabby patted the ground beside her with a claw.

"Thanks guys! Gildie, come join me!" she urged.

"Fine... and don't call me Gildie." Gilda sighed, sitting down next to Gabby.

"Aww, but it's cute!" Gabby pulled her down and wrapped a wing over her. "Like you."

Gilda froze, blushing. Pharynx gagged and walked away, while Thorax and Ocellus stepped closer and lit up their horns. Small wisps of pink magic flew to them, and they drank them.

"S-Sorry... couldn't resist." Ocellus apologized.

"Was... that... love?" Shadowstar asked. Thorax and Ocellus nodded, sitting back down.

"It's strange though." Pharynx sat down by Thorax, watching the fire. "I was actually repelled by it, when usually I would be the one encouraging those two to feed."

"And we needed a lot less than usual to feel full... come to think of it, I haven't felt starved in a while..." Ocellus joined in

"That is weird... changelings can never get enough love to feel truly full. It's the whole reason Chrysalis wanted to start a war." Thorax said

"You realize that makes no sense, right? War causes death and famine, not love." Smolder said, sitting down by Ocellus.

"I'd agree with you, but you realize there's still love here, correct?" Shadowstar asked, sitting down. "I think Chrysalis' logic was that war instills fear. With that fear, bonds between family and friends grow stronger. Bonds between lovers too. Fear causes these bonds to grow more powerful, as creatures are faced with the thoughts of their loved ones possibly leaving forever, and begin to live every day as though it's their last, loving with all their hearts. And the love grows."

"That may have been a factor, though I remember this." Pharynx stood up, then, in a green flash, Queen Chrysalis stood in their camp.

The group all watched as "Chrysalis" cleared her throat, then spoke. It was a perfect imitation.

"Fool, do you not see? Perhaps you should learn to use your brain for thinking beyond strategizing, General. You see, war itself may cause more death than love, but think about what happens after. When the dust settles. Creatures will rise again, and new nations will be built. Now, every creature will begin to cling to hope, and we will feed on the love that comes from it. And with Celestia, that pitiful Dragon Lord, and miserable excuse for a ambassador out of the way... they will only have me to look up to, and with that will come their admiration! We will be fed for decades!"

"Chrysalis" then gave an evil laugh, and in another green flash, Pharynx was back. He chuckled and sat down by the fire again.

"Wait... was she speaking directly to you?" Shadowstar asked

"No, she was talking to her other General." Pharynx snarked, chuckling. "Of course she was talking to me. I needed to know the plan in order to, quote-unquote 'enforce it'. I'm her general, not to mention her so-"

Pharynx broke off, and Thorax moved to Ocellus, slapping a hoof over her mouth. Shadowstar blinked.

"Excuse me, what was that last part?"

"Mmph!" Ocellus cried through Thorax's hoof. "Mm mm mmph!"

"Come on, let her talk." Smolder grabbed Thorax's hoof and pushed him out of the way. "What's going on Celly?"

Ocellus blushed as she heard the nickname, but spoke. "Son. He said son."

The entire group looked over at Thorax and Pharynx. Thorax hid behind Pharynx, who stood up.

"So, you're also the children of one of the leaders." Ember said, stepping forward.

"It's not like we asked for her to be the one who laid our eggs." Pharynx muttered, looking down. "We couldn't be more different from her. It's funny, honestly."

"How so...?" Shadowstar prompted

Pharynx chuckled dryly. "She set such high expectations for us that we turned out drastically different than she wanted us to. Don't get me wrong. I was the best of the best and head general, just as she wanted. But I only did it to prove myself, to prove to the other changelings that I could earn positions, same as them, rather than it just being given to me. I never wanted to become general just so I could lead attacks on ponies. Sure, fighting's what gets me out of bed in the morning, but not at the cost of innocent lives."

"Wise words." Tempest spoke, before anyone else could. She trotted over, then, after a moment's hesitation, pressed her muzzle to his own. "From a smart bug."

Pharynx blushed and let out a uncharacteristic squeak. Tempest chuckled and nuzzled him. He smiled and closed his eyes, body glowing pink briefly. His wings suddenly shimmered and began sparkling, like his brother's. No one noticed.

"Well, Pharynx, Thorax..." Shadowstar stepped forward. "I think I speak for us all when I say that we don't care who your mother is. You've more than proven yourselves, and found your place in the Resistance. We all still love you. Platonically speaking, of course."

"For most of us." Ocellus put in, glancing pointedly at Ember and Tempest, who both blushed and looked elsewhere. "And now... it's my turn."

"What do you-" Pharynx was cut off as Ocellus stepped closer, a wide smirk on her face.

"I told you so!"

"For the love of-" Pharynx snarled at her.

"What? I've been wanting to say that for a while." Ocellus giggled. "I told you you should just tell them the truth, but no!"

"Ugh..." Pharynx shoved her and went over to the fire, lying down. Tempest settled beside him, and he smiled at her.

"You kind of remind me of Cadence." Shadowstar told Ocellus, who blushed and sat down by Smolder, leaning against the taller creature.

"W-What do you mean?"

"You both act like annoying but loveable sisters." Shadowstar replied, chuckling.

"You know, you are kind of like a sister to us..." Thorax looked over at her. "If you wanted to be..."

"Well, I guess we do kind of have to make our own family..." Ocellus murmured, her body glowing pink, and as she buzzed her wings, they sparkled in the firelight.

"What are you talking about Ocellus?" Smolder wrapped an arm around her smiling. "You don't have to do that."

"Why not?" Ocellus asked.

Smolder smiled, looking around at the others. Ember had laid down on her stomach next to Thorax, who was clearly falling asleep as he laid against her. Pharynx and Tempest were resting side by side, staring at the fire. Gabby and Gilda lay with their claws and wings around each other, Gabby nuzzling Gilda unrelentingly. Not that she seemed to mind. Gallus was lying on his back, and Sandbar was resting with his head buried in his chest fur, eyes closed. And Shadowstar sat before them all, smiling happily at his team.

Smolder pulled Ocellus a bit closer, lowering her head to nestle it between Ocellus' earfins. Ocellus giggled and blushed, and the dragon smiled, holding the changeling close. Smolder watched as the firelight danced across all their faces, connecting them through linked shadows amidst the flickering orange glow. The young dragoness closed her eyes before finishing her thought.

"You can't make a new family out of one you've already got."

Discussions and Decisions

"This has gone too far!"

A gigantic fist slammed down on the table, reducing the wood to splinters. Maps and papers flew everywhere in the cave. The other two prominent creatures in the dimly lit cave stepped back.

"Precisely why we're having this discussion, Lord Torch." the only female replied smoothly, stepping into the light from a lantern levitating above them to reveal herself. Queen Chrysalis. "But we can't get anything done if you go into a blind rage."

"First my daughter goes missing and now this... what has this world come to?" Dragon Lord Torch muttered

Chrysalis sent a blast of magic to the wall near him to get his attention. The third creature in the room, Gruff, stepped closer.

"Now that I have both of you two's attention..." Chrysalis gestured for a changeling to come forward, and they shapeshifted, replacing the table. "Do try not to crush this one, Torch, the only thing that will splinter would be it's spine."

The dragon grunted in silent agreement, and Chrysalis continued.

"We all know why we're here, do we not?"

"I still don't understand it. Leaders at war should not be communing like this." Torch said

"But at the moment we face a larger enemy than each other." Chrysalis told him.

"The Resistance." all of them said as one, voices filled with hatred.

"No one knows who these 'Resistance' creatures are. Even my changelings have not been able to infiltrate them, due to some quite powerful anti-tracking wards. All we know is they have at least one of each species among their group, and are led by an alicorn colt." Chrysalis muttered

"My dragons have reported that in spite of differences, they attack as one, in perfect synchronization." Torch rumbled "Like fire dancers."

"We have to do something about this!" Gruff squawked. "The griffons in their team bring shame to us all!"

"And it's not like you've got much pride to spare, is it." Chrysalis sneered, chuckling to herself. Gruff growled and flexed his claws at her.

"Do you have any idea at all who these scoundrels are?" Torch demanded. "Any at all?"

"No, but it seems Celestia may know a thing or two." Chrysalis snarled the name. "Considering that of all our species, the only army that doesn't fight against their efforts when they come into a battle is the ponies. Clearly they've been made aware of the Resistance."

"Of course Celestia is the cause of this!" Gruff cried

"But when they enter battles, they show no prejudice for any species." Chrysalis spat, picking the maps off the floor and laying them on the table. "It's as if they don't want anyone to win."

"But one army must win, it's how a war operates!" Torch argued

"I wouldn't say that." an unfamiliar voice to them came from out of nowhere. The three leaders looked around.

"Who is there? Show yourself!" Chrysalis snarled.

"How are you hiding?" Torch bellowed

"Shadow cloaking. Well, some of us. Others have been here since before you arrived."

As he said this, eyes blinked open on the ceiling and walls of the cave. Two pairs of eyes had pupils, the other three did not. One pair had teal eyes, the other red, and were slit like a dragon's. The three pupil-less eyes were teal, dark blue, and purple. Chrysalis snarled at them.

"I know those eyes..." Chrysalis grabbed the lantern and tossed it up into the ceiling.

The lantern smashed and the fire within flashed momentarily, before some kind of electric blast hit it and caused it to go out. However, before they could do anything else, the shapes jumped down from the ceiling. They hit the floor still in the shadows, then carefully stalked forwards.

"Drone!" Chrysalis jabbed the table in the leg. "Protect your queen!"

"Or, they could freeze."

In a flash of magic, the table was surrounded by an electric forcefield, stopping the now untransformed changeling from interfering. Then, the creatures behind the eyes stepped into the light. Torch and Chrysalis both snarled upon seeing who some of them were.

"EMBER!"

"Pharynx, Thorax!"

Ember and Pharynx glared at them unflinchingly, while Thorax shrank back slightly. But they stayed where they were. The other creatures were Smolder, Torch's niece by marriage, a changeling Chrysalis didn't know by name, and a unicorn mare with a broken horn. She seemed to be creating the electric forcefield.

"We all figured it was about time we meet you face-to-face."

There was a flash from nearby, and two more ponies emerged, as well as three griffons. The one in the lead, a colt with a black mane with white flecks in it, a dark gray coat, and dark purple eyes. He had a star shaped white mark on his forehead, and wings with silver outer feathers. His cutie mark was of a shadow-like smudge with a star in the center.

"Glad to finally see you all." he greeted, wings opening slightly. "We're all reasonable creatures here, after all, you three arranged this meeting among yourselves despite being at war. We're just adding a couple more participants."

"You will leave, now!" Torch bellowed. "Except for you, Ember."

Ember rolled her eyes and crossed her arms. "Not happening. Either of those things."

"Listen, the Resistance wants peace, and-"

"You are the Resistance?! My own sons?!" Chrysalis snarled

"I don't think you realized that the more you pushed us the more we resisted." Pharynx remarked dryly, pulling out his crossbow and aiming it.

At Pharynx's action, Ember drew her sword and Smolder her spear. The griffons pulled out their weapons as well. Shadowstar flared his wings and flapped them to get the group to lower their weapons.

"No violence will be needed. We're just here to talk." Shadowstar said

"The time for talk is over!" Gruff slammed a claw down. "You're all disgraces to your kinds!"

"Or are you the disgraces?" Shadowstar retorted. "You don't seem to realize that you're the only ones who want this war. Why did it even start anyway? Because of your rash decisions. Had you slowed down and communicated, none of this would have started."

All three leaders glared. Chrysalis stepped forward.

"Well then, little prince, if you really think that you could be a better leader than us, prove it."

"W-What?" Shadowstar stepped back, and Chrysalis grinned.

"One last battle. Your Resistance is clearly no more than a spattering of rogues, so if you lose, then you must dissolve this fool's errand, and return to us. But if Fate has other ideas and you win... well, there's no chance of that happening anyway."

Shadowstar looked at the others. While some looked nervous, none of them were objecting, and many of them looked confident. He smiled at them, then turned back to the leaders.

"Your terms are accepted, Chrysalis."

The Final Battle

"Alright everyone, this is going to be hard, but I believe that if we use all the usual tactics, we can defeat them." Shadowstar said.

"And how do you plan on that?" Pharynx asked, polishing his crossbow.

"We do what we've been doing. Focus on separating the other fighters, it'll cause a stalemate." Shadowstar explained.

"Well, it's worth trying I guess." Smolder said, sharpening her spear with a claw.

"Look, this is the biggest fight so far." Shadowstar turned to them, sighing. "If any of you want to stay back here at base camp, I'll understand."

"Did you get a blow to the head in our last battle?" Ember asked, smirking. "We've been with you this whole time, through a lot of danger."

"Agreed. You've taken us this far. We're not going anywhere." Tempest said. "I'd rather fight until my magic runs dry than abandon my team."

"Have it your way then." Shadowstar said, looking around at all of them. "Smolder, Ember, Tempest, Pharynx, I take it you're ready to deliver a full on frontal attack?"

"Ready as we'll ever be." Smolder replied

Shadowstar nodded. "Gilda, Gallus, Gabby, ready to come in fast and furious quickly from the cover of darkness?"

"Always." Gilda smirked

"Thorax, Ocellus, Sandbar, ready to help, heal, and rescue?"

"Of course." Ocellus told him

"I'll do whatever I can." Sandbar promised.

"Good." Shadowstar summoned his armor and put it on. "Let's move out."

"Yes sir." Pharynx saluted, the others following his lead. Shadowstar blushed, embarrassed, but nodded.

Tempest hitched herself to Pharynx with the harness, and Gallus lifted up Sandbar. After a minute to get adjusted, they took off. Together, the group flew away from their camp, heading for the battlefield in the distance.

Chrysalis, Torch, and Gruff stood at the front of their armies, as Shadowstar and his group touched down before them. Pharynx unhitched himself from Tempest, landing at her side. Gallus set Sandbar down.

"You better be ready to lose, scum." Gruff growled

"You better be talking to your fellow leaders." Gallus retorted.

"Enough small talk. Go ahead, try to succeed with your pitiful attempt at a mutiny." Chrysalis laughed.

"Well, you heard her." Shadowstar looked at his team, smiling. "Do what you're best at team."

"As if Thorax is good at anything." Chrysalis spat, still laughing.

However, her laughter died as the group began to take their respective positions. Gallus, Gilda, and Gabby ducked into the woods near the open field. Pharynx, Tempest, Ember, and Smolder took on battle stances in front of Shadowstar. Thorax and Ocellus followed the griffons and set their supplies down. Sandbar followed them, circling them protectively.

"Ready for a battle?" Shadowstar asked, as the four warriors in front of him readied their weapons.

"Attack!" Torch roared in response.

The mass of creatures behind them charged. Pharynx and Tempest let out battle cries and charged. Ember and Smolder blew spouts of fire and followed. Shadowstar jumped in next, blasting creatures aside as they began fighting each other. A griffon was suddenly blown aside by a breath of fire from a dragon, and hit the ground.

Thorax shot out from behind Sandbar and dodged past the creatures slashing at him. He ducked low and grabbed the griffon, pulling him back to Ocellus, who pulled out some burn ointment and began rubbing it into the burn wound. Thorax then stood by Sandbar, watching for more injuries.

Gallus, Gilda, and Gabby darted in and out, helping to block attacks if necessary.

It quickly became clear to the leaders that despite being smaller in size, the Resistance's tactics were effective. But then, something happened that shocked them even more.

"Keep going! Stand and fight like the dragons you are!" Torch bellowed.

Many of the dragons were now injured, and some were being healed alongside griffons and changelings by Thorax and Ocellus. They snarled as their leader gave them this order. Then, Shadowstar appeared in front of them.

"Everyone, I know you've been taught your whole lives to obey your leader, but is this really worth it?" he asked them. "You don't need to fight each other, or us. Would you rather be divided and weaker, or united and strong? Friendship can form bonds no matter how different you are. Will you help us show your leaders the truth they've been blind to?"

The creatures looked at each other, then, a blast came from out of nowhere behind Shadowstar and struck him in the back. He yelled and collapsed, hitting the ground.

"Enough of this!" Chrysalis shouted.

"Shadowstar!" his team raced to him.

"Attack them, now! While they're distracted!" Chrysalis shouted.

The creatures stood still, watching Shadowstar struggle to stand. Gallus, Gilda, and Gabby surrounded him protectively as Thorax and Ocellus grabbed their medic kits and bent over him. Sandbar joined them, while Pharynx, Tempest, Ember, and Smolder provided outer defense.

"What are you idiots waiting for?! Get them!" Gruff yelled.

The creatures turned to their leaders, then... those who were able rose onto their feet... and stood in front of the Resistance. They held up their weapons, pointing them not at the small team they surrounded, but the leaders.

"What are you doing?!" Torch roared.

"Just because our leader tells us to do something doesn't mean it's right!" a dragon called

"I don't know why we listened to an ambassador like you anyway." a griffon added, looking at Gruff.

"You won't get anywhere without me! I'm not sticking around to watch you bring Griffonstone to ruin!" Gruff yelled, fleeing as fast as his old body could carry him.

"As for you, Chrysalis, love was never going to be produced from war, we're still starving!" a changeling yelled at Chrysalis.

"But friendship will!" Thorax wormed his way through the crowd, leaving Ocellus to help Shadowstar. "Pharynx, Ocellus, and I haven't felt hungry since we made friends."

"Ridiculous! The hunger of changelings can never be satisfied!"

"Yes they can!" Thorax closed his eyes, and his chest began glowing with pink light. His crystalized wings shimmered in the sun's light. "You just need to be unafraid of sharing the love you have."

"W-What are you doing?!" Chrysalis exclaimed.

"Being the example the changelings deserve to see!" Thorax cried. Chrysalis opened her mouth and frantically tried to pull love from him, but a crossbow arrow shot forward and stopped her short.

"I don't think so!" Pharynx stepped forward and rested a hoof on his brother's shoulder, his own chest glowing pink. "You're not laying a hoof on my brother."

"I won't let you either!" Ocellus stepped forward and wrapped her hoof around Pharynx's shoulders, chest glowing as well. "These two are like my brothers, you can't hurt them!"

Ember stepped forwards and took Thorax's hoof, holding it tight. "I'm not leaving you guys to handle this alone." Ember raised her voice. "A good leader shouldn't force their subjects to obey their every command! They should give them a choice on what to do and guide them down their own path!"

"No!" Chrysalis cried.

Ember's eyes suddenly widened as Thorax rose into the air, followed by Pharynx and Ocellus. Her claw slipped from it's grasp around Thorax's hoof, and she stepped back in shock. The pulsing light from their chests began to spread to the rest of their bodies. Their eyes widened, and gasps came from the creatures watching. But the three changelings merely gripped each other tighter, and closed their eyes.

In a blinding flash of white light, the three floated down again, but they were different. Thorax was as tall as Chrysalis now, with lime green chitin, a purple carapace and wings, orange antlers, and deep purple eyes. Pharynx was a bit smaller, with cyan chitin, red carapace, antlers, and wings, and lavender eyes. Ocellus was light blue with coral carapace and wings, with a frill of the same color, and teal eyes.

"Wow..." Ember breathed.

"Don't you see? This is what can happen if you choose to give your love!" Thorax called

The changelings stepped forward, then, one by one, began to give off love. Chrysalis screamed as her subjects were taken from her. As they transformed, she fled. The changelings all gathered around Thorax, and bowed to him.

"Your majesty." they said as one.

Thorax's eyes widened, and looked at Pharynx and Ocellus. The two smiled and bowed to him. He blinked in surprise, then bowed his head to them.

"Y-You two will help me, right?"

"Like I'd let you make all the decisions for the Hive on your own." Pharynx chuckled.

"We're here for you, brother." Ocellus agreed, and Thorax hugged them.

Ember watched them, then realized Torch was still there. She sighed, removed her helmet, then flapped her wings and took off, flying up to her huge father.

"Dad." Ember hovered in his sightline. "I'm sorry that I broke your trust, but I knew you were doing the wrong thing. I won't apologize for that. A true leader should lead by example, not by force."

Torch was silent. Ember held out the helmet to him.

"I respect whatever decision you make... father."

Torch watched her for a moment, then... he reached under his wing, and withdrew a purple-blue scepter with a red gem. It was a twig in his claws. Ember's eyes widened as he held it up to her.

"You're ready, Ember. You have been for a long time. Perhaps I was simply too blinded by my ideals to see that." Torch said, holding it out to her. "You may not ever grow to be as big and strong as the Dragon Lords before you, and you may not be male. But you are the leader the dragons need. And that's what matters."

Ember, eyes wide, flew closer, putting the helmet back on to leave her arms free. She grasped the scepter in both claws, and felt a surge of power as it aligned it's magic to her. She turned to face the others, and raised the scepter high. The dragons took notice, and bowed to her. She smiled, landing beside Thorax.

Shadowstar had managed to sit up, and was watching them all proudly. It seemed that this battle was finally over, and everything was as it should be.

Epilogue: A New Start

"And with this crown I bestow upon you, I name you King Thorax, leader of the changelings!"

Celestia's voice rang out in the throne room, and the hundreds of ponies, dragons, griffons, and newly reformed changelings there applauded. Celestia smiled as she placed the ceremonial crown on the newly named king's head. Luna and Cadence then stepped forward, using their magic to levitate over two smaller crowns from a case Twilight and Shining Armor held out to her. They turned to Pharynx and Ocellus, who stood beside Thorax.

"And at King Thorax's request, I officially crown you Prince-General Pharynx of the changeling kingdom." Luna proclaimed, setting the crown she held on Pharynx's head.

"And I crown you, at King Thorax's request, Princess Ocellus of the changeling kingdom." Cadence added, placing the crown she was holding on Ocellus' head.

"Brother and sister to the King." Luna and Cadence said as one, bowing to them.

All three changelings bowed formally to Celestia, Luna, and Cadence, then made their way off the stage. Then, Ember walked up to them, clutching her scepter. The princesses stepped back, letting Shadowstar come forward. A bandage was around his back, from where Chrysalis had struck him, but the injury was healing. Beside the colt, Tempest Shadow stood, wearing purple and silver armor perfectly fitting her frame, with a symbol of Shadowstar's cutie mark emblazoned on the chestplate. She wore a proud smile with the armor, clearly happy with her position.

Shadowstar bowed to Ember, then rose. He lifted a purple-blue crown with rubies set in it up from a glass case Tempest held aloft.

"With this crown, I name you Dragon Lad-"

Ember cleared her throat. Shadowstar chuckled sheepishly.

"Heh, sorry... Dragon Lordess Ember, first of her title, leader of the dragons and ally of Equestria." Shadowstar said, raising the crown above her, Ember knelt before him, and he set the crown on her head.

More applause came, and Ember walked off the stage, joining the three changelings. Shadowstar allowed the princesses to step forward again, and they said a few words before dismissing the creatures to mingle.

Shadowstar immediately walked down the stage, Tempest beside him, to join their friends. Gilda, Gallus, Gabby, Smolder, and Sandbar made their way through the crowds to join them.

"Congratulations guys!" Sandbar exclaimed

"Yeah!" Gallus agreed, putting a wing over Sandbar's back. "You did great."

"I was so nervous." Ocellus admitted, blushing slightly.

"You all did great." Tempest told them, though it was clear she had eyes only for Pharynx, who was looking back at her just as intently.

"Too bad there isn't going to be a ceremony for us, since we're just ambassadors." Gallus said, Gilda and Gabby nodding.

"But it's still great you guys got coronated!" Gabby added, clinging to Gilda somewhat possessively. Gilda surprisingly wasn't trying to shake her off.

"Heh, yeah." Smolder smiled at Ocellus. "You didn't look nervous, you seemed calm."

"Thanks Smolder." Ocellus whispered shyly.

"Guys, I have gifts for you." Shadowstar said, and they looked over at him. His horn glowed, and ten journals appeared. "These are communication journals, I have my own in my room. You can talk to any one of us that you wish, no matter the distance. I figured we'd need a way to keep in touch easily despite living so far away from each other."

Shadowstar levitated one to each of them, and they took them.

"Thanks Shadowstar!" Gabby said eagerly, starting a chain of thank you's.

"It's no problem, really." Shadowstar assured them. "Come on, why don't we head out to the castle balcony? We'll be more alone there."

"Sure." Gilda shrugged. Shadowstar chuckled and led them off, then stopped when he noticed six of the group hadn't followed.

"Uh, you guys coming?" Gallus asked Tempest, Ember, Smolder, Pharynx, Thorax, and Ocellus.

"Give us a minute, we'll catch up." Tempest told him. He shrugged and continued walking.

"So what did you want to hang back for?" Pharynx asked

"First of all, how did you three know we wanted to-?"

"Changelings." Pharynx cut Smolder off.

"Right..."

"What did you need?" Ocellus asked. "Is something the matter?"

"No, everything's fine, it's just..." Ember rubbed her arm, blushing.

"We wanted to talk to you..." Smolder trailed off

"Oh for Celestia's sake!" Tempest stepped forward and crashed her muzzle against Pharynx's in a violent but deep kiss.

"Oh, like I'm going to let you be braver than a dragon!" Ember cried, wrapping her arms around Thorax's neck and bringing him in for a kiss.

"Eh, what the heck." Smolder shrugged. She scooped Ocellus up into her arms, ignoring the squeak of surprise from the young changeling. Smolder held her close, then kissed the tip of her muzzle, making her blush furiously.

"Sm-Smolder..." Ocellus whispered, then kissed her cheek.

Tempest pulled away from Pharynx, blushing and looking away. Pharynx lifted her chin and smiled at her softly, also blushing.

"I was wondering why I felt so much love from you." he murmured, before kissing her again. Tempest leaned into it, wrapping a hoof around him.

Thorax and Ember pulled away from their kiss, though Ember kept her arms around him. She blushed furiously and laid her head against his chest.

"Thorax, I-" Ember broke off as Thorax pulled her close and kissed her forehead.

"I love you too." he told her, blushing. Ember blushed as well and hugged him tight.

"Well, now that that's been cleared up..." Pharynx said, having broken the kiss with Tempest, though he still had a hoof around her. "Shadowstar and the others are probably wondering where we are."

"R-Right!" Thorax said, flustered. Smolder set Ocellus down, blushing. Pharynx chuckled and led them out to the balcony.

"There you are." Shadowstar greeted as they walked up. "What kept you?"

"Nothing, just... talking." Tempest said, then smirked. "Your highness."

Shadowstar groaned and facehoofed. "You're doing this on purpose, I swear."

"I'm afraid I can neither confirm nor deny." Tempest chuckled.

Shadowstar sighed, then led them to the others, at the edge of the balcony. They could see Ponyville from the balcony, and beyond it, land that had clearly been subjected to battles.

"It's been a month, and yet we can still see the results of the war..." Gallus murmured.

"It will surely be a long road to recovery, for the land and our kind. But I'm sure if everyone does their part, we can bring our nations back to normal, and stronger than they were before." Shadowstar said

"All we have to do in order to do it is stick together." Sandbar said

"Agreed. Friends for always, right?" Gabby asked

"Of course. We'll always stay together." Ocellus said.

Shadowstar smiled and held out his hoof. "Lead."

"Protect." Tempest laid her hoof on his, then Pharynx placed his hoof on hers.

"Defend." he smiled at her, blushing slightly. She smiled back.

"Heal." Thorax and Ocellus said as one, placing their hooves on the other's.

"Aid." Gabby added, putting her claw over their hooves. Gilda and Gallus went next.

"Rescue."

"Inspire." Sandbar put a hoof over Gallus' claw.

"Win." Ember and Smolder placed their claws down.

"Resist." they all said as one.

With that, they removed their hooves, and Shadowstar smiled, once again looking out off the balcony. The others stood beside him, determination and courage on each of their faces. They had won, and while the road to recovery would be long and winding, they were willing to take it.

Author's Note

And that's the end. I hope everyone enjoyed!