Metamorphosis

by PonyThunder

Rating: teen
Tags: My Little Pony: Friendship is Magic, Dark, Alternate Universe, Thriller, Changelings, Original Character, Queen Chrysalis, Adventure
Length: 7308

Chrysalis is banished, hoping to put down new roots outside Equestria. But when she discovers an ancient kingdom, her past comes into focus. Meanwhile two changelings conspire against her leadership, but their motives change as the situation evolves.

Author's Note: I haven't written for a looong time, and this story has been sitting in my drafts since 2021. I pretty much completely forgot about it, and I don't particularly intend to finish it, but I do like the setup I'd created and figure it would be better to publish it as incomplete than let it be unviewable. So here it is!

Chrysalis is banished, hoping to put down new roots outside Equestria. But when she discovers an ancient kingdom, her past comes into focus. Meanwhile two changelings conspire against her leadership, but their motives change as the situation evolves.

Published 2024-05-17 19:30:03 UTC
Last updated 2024-05-17 19:30:03 UTC

Chapter 1 - The Barren Waste

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Chrysalis turned her gaze upward toward the moonlit sky, eyeing the storm clouds rolling ominously above while it rained around them. Her hooves trudged through mud, rain sliding down her tattered legs as strain ached throughout them with each and every step. Marching silently in the dead of night, Chrysalis led her most loyal followers through the barren wastes outside the borders of Equestria, the air cold and moist; a miserable dampness that engulfed them as they continued forward through the downpour.

It had been several days since she had been banished from Equestria. And this time was different, she had slowly been coming to realize. Even the outlying city-states beyond Equestria's borders had increased their military presence, and had been given orders from the Royal Guard to attack on sight.

Chrysalis sighed as she trudged through a particularly soggy spot. Somehow, the day had arrived where she could no longer rely on extorting their empathy to get what she wanted. Despite knowing they'd say otherwise, even ponies had a limit to their forgiveness, and she had surpassed it, driving her further outward than ever before.

In the past she could always return to the hive, but with Thorax and the others greatly outnumbering her own troop, she didn't have much of a choice but to travel elsewhere. Whatever chance she had of gaining the upper hoof by manipulating their hope -- or their pity -- it was finally gone for good.

Lightning flashed and thunder rumbled. Stopping for a moment, Chrysalis looked back over her shoulder to cast a watchful eye on what remained of her followers. Only a small group of loyal soldiers marched behind her, looking weak and destitute while being engulfed in the downpour of rain falling from above. Their faces were so sullen and lifeless, as if they were too tired to even care about their misery.

Returning her gaze forward and watching her hooves soak into the mud, she wondered why they still chose to follow her, even now in this most pitiful state of defeat. There was no hope for her to earn back her reign. Not for quite a while at least, as she needed much more time to create a new hive and recoup her strength. But it still made no sense -- surely they were aware of Thorax and the stories told by changelings who had been converted to his side? She had an explanation of course, which was that they had been brainwashed into friendship, but that was a poor excuse at best. They were weak, yes, but even she could admit that at the moment, their strength surpassed her own. Again, she couldn't help but wonder: why were these changelings still willing to follow her?

"Queen Chrysalis," said one directly behind her, his legs shaking, "when can we make camp for the night? I'm not sure how much longer I can keep my hooves on the ground," he said as another flash of lightning briefly illuminated their surroundings.

She observed the skies once more, listening to the sound of its accompanying thunder in the distance. There was no indication that the storm would cease anytime soon. In fact, it had been starting to pick up. The landscape surrounding them was mostly rocky with a few patches of grass and dirt here and there -- nothing that would give them any sort of shelter from these harsh conditions. And as she continued observing, a haunting possibility that not all would survive to the morning entered into her mind.

Not wanting to entertain the thought further, she shifted her gaze to the horizon and a distant mountain range caught her eye. It would be a long trek, but there would almost certainly be caves that they could use to take shelter, possibly even settle down in. She'd been longing for a dwelling like her hive for quite some time now. Perhaps it could even be the end to this arduous journey.

At that thought, her mind was settled. "We will make camp in those mountains," she replied, rain traveling down the contour of her hoof as she gestured toward them.

The changeling squinted at the horizon, groaning at the prospect of walking for a few more hours.

Chrysalis turned around toward him, listening to the raindrops pitter-patter bluntly against the mud as he stood weakly before her. Another bright flash of lightning and loud roar of thunder filled the silence as she stared downward at him, the changelings from behind watching with uncertainty about their queen's potential course of action.

"I'm sorry," he winced, expecting punishment.

Chrysalis considered her response. Under normal circumstances, the punishment for speaking out of turn was harsh. But an unfamiliar feeling surfaced in her mind. Something she couldn't quite understand, but made her question what to do. Nevertheless, she brushed it aside and came to a conclusion a different way, realizing that this changeling would not benefit from punishment for expressing weakness, and neither would making an example of him help the others. Perhaps with an actual army it would, but not now. Punishment would serve no useful purpose.

Ignoring his apology, Chrysalis knelt downward beside him, her hooves digging into the mud as the others watched with surprise. Moments later, her jagged horn began to glow a bright greenish color. The changeling, briefly opening his eyes to see what was happening, recoiled in shock and braced himself as an greenish aura of magic emanated from her horn, swirling through the air toward him. The changeling closed his eyes, fearing what was about to come as those behind watched in awe, quickly realizing what kind of magic their queen was performing.

The queen hardly ever chose to bestow essence on her followers, if ever. That had only been reserved for extremely dire situations, as it had been determined long ago that the practice bared far too much resemblance to those of ponies. But it was also impractical, as it was much simpler and more efficient to simply drain the energy from other living creatures, rather than distribute it between each other. Within an open ecosystem, they simply had no need to distribute essence amongst each other.

But, without any creatures around, this was the only alternative. And she needed every last follower she still had.

Immediately feeling the energy fill his body with vigor, the changeling's legs stopped wavering and he was able to stand up strong. Too stunned to speak, he waited for Chrysalis to say something, as did the rest of her troop, mouths agape in the rain as the aura of magic slowly dissipated into the air around them.

Chrysalis, out of breath, used all of her strength just to return to her hooves, staring blankly at them for a moment. She could only imagine what they were thinking: how pitifully terrible a leader she was to have gotten them into such a dire situation in the first place. How weak and vulnerable she must be in this moment. Her life had been a long string of elaborate plots and catastrophic failures. Surely they were well aware of that, and now she stood even more weakly before them, breathing heavily while dripping wet in the rain and the mud.

Lightning flashed and thunder followed as the rain continued to fall steadily. They awaited her voice, but she said nothing. She simply turned around, refusing for her weakness to be on full display. She couldn't. Not now, when it wasn't clear how much longer her troop could last. If they saw how truly weak she was in this moment, she feared she may lose their trust. Or worse, their respect.

"Let us continue towards those mountains," she said, her voice rasp. She lifted her hooves out of the mud and continued forward once more, feeling even more strain and aches, this time through her entire body. She wasn't sure how much longer she'd be able to last, either.

"We can't keep going like this. Our numbers are dwindling rapidly, and there simply isn't enough essence to go around."

"You don't know that. Maybe we can turn things back the other direction."

"With every transformation, we gain another leech and lose another of our own. To me the trend is clear."

"You shouldn't use that word. It's unfair to speak of them like that."

"I don't care. It's what they are, and what they do."

"Then what do you propose we do?"

"What some have been saying since this began: rid ourselves of them and seal the perimeter. Save those of us who can still sustain each other."

"That's terrible."

"Perhaps so. Maybe if we had more time, another way could work. But we've waited too long, and now it's our only option. I am their king and I need to make the right decision, no matter the cost. It's simply what we must do."

"What will they do? Die?"

"They will do what is necessary, just as we will. It's the only way. If our kinds continue to live together, none of us will survive, my love. It's better that our kinds stay apart."

"We are the same kind."

"Many would debate that."

"Now you're just being stubborn."

"Maybe I am, but at this point I'd rather be stubborn than dead. Or worse, lose you."

"Is there really no other way?"

"If there is, my queen, it is beyond me and everyone else, and we may have already wasted too much time trying to find it."

"It just doesn't sit well with me. Nothing about this feels right."

"Change never feels right, yet it happens all the time."

Chapter 2 - The Cave

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By the time they had finally reached the mountains, the skies had turned completely dark.

As storm clouds still rolled above, Chrysalis led her troop into what seemed to be a fairly large cave situated just above the base of the mountain range. Thunder clapped and lightning struck behind them, briefly illuminating the rocky textures of the cave as they entered, and gradually diminished until the sounds of distant thunder were merely echoes behind them. Further inside, the air was still dank and wet with water condensing onto the cave walls, but the space opened up considerably into a large cavernous area, with stalagmites and stalactites dotting the edges along the walls.

Chrysalis stopped to assess. The permeating, musty smell of the cave felt almost like home to her. For far too long she'd been living as a nomad, yearning to hold her power in a land to call her own. But like her troop, she was exhausted, and needed rest. She eyed them briefly, taking notice of how eager they seemed to want to stop. Some looked as if they could not take another step. She surveyed the ground for a place to lay down against the wall, and the rest followed by getting situated on the opposite side.

This would be their home for the night.

Curled up between the cave wall and a stalagmite, Chrysalis allowed her eyes to rest for a few minutes before opening them again to survey her troop as they situated themselves. Most were idling silently, laying down from complete exhaustion on the cave floor. Some appeared to be having difficulty sleeping, but thankfully they were at least able to get away from the wet and the cold. One changeling had remained awake, however, to stand guard at the mouth of the cave.

Chrysalis was surprised. She hadn't told them to institute a guard rotation throughout the night. Apparently, even being absolutely exhausted hadn't cause them to waver in their loyalty. For a brief moment she felt better about their current situation and her worries about their wavering trust. As she watched the changeling stand guard, the desire to help she'd experienced earlier resurfaced once more. She summoned the strength to return to her hooves, feeling her muscles ache once more, and made her way to the changeling standing guard by the mouth of the cave.

"Rest," she said softly as she approached from behind, almost motherly-like. The changeling looked at her with a confused and tired look on his face, but one that quickly turned toward gratitude and relief. Chrysalis nodded, making eye contact for a brief moment, and he returned to the others without saying a word.

Chrysalis listened to the rain dripping onto the cave entrance for a few moments. As the changeling returned to the group, she watched as they lay silently among each other, staying close to keep warm in the cold evening air. The sight of their camaraderie calmed her, and made her feel more like the leader she was trying to be. For so long now, it'd seemed like they were just barely surviving.

But of course, she realized, that was still very much the case. Her thoughts quickly dwindled, however, as the soft roars of thunder and pitter-patter of rainfall began to lull her to sleep. After several minutes, she returned to her spot further in the cave and rested her eyes for good. For now, at least, all seemed to be okay.

Later, in the dead of night, a changeling was awoken by a sharp pang on his side.

"Wake up," someone whispered from beside him.

The changeling opened his eyes lazily, blinking them to bring his view into focus. "Tarsus, is that you?" He asked groggily.

"Yeah it's me, you idiot. Get up off the floor, Poison Fang. Preferably before someone sees us."

"What's going on?" Poison Fang yawned, getting up onto his hooves. His muscles somehow felt even worse than the evening before.

"Just follow me, I'll tell you in a minute."

"Fine," he replied as Tarsus began leading him toward the mouth of the cave. "You didn't have to stab me in my side though."

"It's not my fault I've got a mean horn," Tarsus replied, a hint of pride in his voice. After getting out of potential earshot from the others, he continued. "Look, I'm just going to lay it all out in the open. I'm thinking of ditchin'. You in?"

Poison Fang stood in thought for several moments before responding. "What?"

Tarsus immediately shushed him. "Keep your voice down. They'll hear us."

"What do you mean by ditching, exactly?" He whispered.

"I'm saying I'm going solo. I'm leaving the troop."

"Why? Wait...are you thinking of--"

"No, I'm not joining that loser."

"If you're not joining Thorax, then what exactly are you going to do?"

"I'm going to forge my own path; make my own way. It's obvious the queen is blindly leading us nowhere. Can't you see what's happening? She's failed us."

Poison Fang sighed. "But you won't survive alone. And the queen has always provided for us, what are you talking about? What you're saying is...treason," he said the word reluctantly, as if merely uttering it was an immoral act.

"The queen provides only when it ultimately benefits her," Tarsus whispered softly, an undeniable tinge of anger present regardless.

"But...she provided for me, just last night," said Poison Fang. "She took my position as guard. And she gave some of her energy to one of us just yesterday."

"I don't care," Tarsus dismissed him. "The queen always has a reason, and it's never anything but to ultimately benefit herself."

Poison Fang stood speechless, unsure of how to respond.

"I've made up my mind," Tarsus continued. "You're free to join me if you wish."

"Tarsus," he replied with a sigh, "even if we both ventured out on our own, we wouldn't survive. There isn't any life around these barren wastes. And more importantly, no essence to drain."

"I know," Tarsus replied, eyes looking downward. "I've thought this through. There's a way we can get out."

Poison Fang shook his head. "We can't survive the journey back, Tarsus. It doesn't add up."

Tarsus returned his gaze toward Poison Fang. "It adds up if we drain the queen."

"What?"

"Shh!"

"You can't be serious. That's...that's...mutiny. That's crazy talk."

"You're right. But it's necessary."

"No. It can't be," he replied, feeling his heart beginning to race. "It won't be," he continued, poising himself for defense.

"If you think you can take me, you've got a whole lot of hurt coming. And I'm not going to let you stand in my way," Tarsus replied, looking away for a few moments. "I'm only telling you this because you're my friend," he added hesitantly.

Poison Fang loosened his stance. "Your...friend?"

Tarsus rolled his eyes and sighed. "My point is -- if you want to survive, your best bet is with me, and not that self-absorbed, power-crazed maniac. Do you really think she has your best interests at heart?"

Poison Fang looked back into the cave. Chrysalis and a small handful of changelings were all that remained of their once great army. They were cold, wet, tired, and there was no telling of how much longer it would last. He looked back to Tarsus, taking a few moments to collect his thoughts.

"Even if I did agree to go with you, how do you think you'll be able to drain the queen?"

"She may be trying to conceal it, but the queen is weak," Tarsus replied. "With our magic combined, we should be able to overpower her. And if worse comes to worst, we've got these..."

Tarsus bared his fangs, slivers of moonlight lining them in the darkness.

Poison Fang's eyes widened at how brazen he was being. "H-how do you know that's even possible?"

"I don't know for sure. But what I do know is that if she finds a way to recoup her energy, there's no chance it will be. We need to act now, or we'll be stuck stringing along behind her feeding off scraps for the rest of our lives." Tarsus calmed his voice. "Look I know it's crazy, but I've thought this through. It's the only way to escape. If we don't do something soon, we might never have an opportunity again. It's now or it's never. You can choose to act now with me, or join the rest of that poor lot."

Poison Fang looked back to the troop and their queen. What had once been an army hundreds strong was now just a loyal few who didn't defect or scatter off on their own. At least those who scattered were free to forge their own path, instead of blindly hoping their queen would eventually save them, and he was tired of hoping.

"I'm in."

"The streets of Alveare are barren and dangerous, my love. I simply cannot allow you to brave them on your own. Not with those leeches lurking in the shadows at every turn."

"I don't know what we expected. Our citizens have been succumbing even more since the order to evacuate those who became infected. Your iron hoof merely forced them to squeeze into every nook and cranny to escape an uncertain fate."

"Everything will be alright, my queen. We have enough love to last an eternity."

"Love only sustains the spirit. And spirit alone cannot nourish the hungry belly of our daughter."

"We would have plenty of nourishment if we didn't open up our reserves for our citizens to pillage and plunder."

"And if we did not do such a thing, we would have no citizens left to feed."

"Perhaps so."

"Some king you are."

"I know you're angry at me, and I'm sorry. This has been difficult for all of us, and I've been trying to make the right decisions all along the way. You have to trust that I am trying."

"I do trust you, but I need you to trust me now. The kingdom is in turmoil and we need to leave to find food for our daughter."

"You know we can't do that. If the King of Alveare succumbs to this terrible plague, all will be lost."

"I know. That's why I will go, and you will stay."

"Please, you can't. We just need to wait until the leeches have nothing more to drain. Only then we will be able to recover and recoup. Every one of us that becomes drained only lengthens how long we must wait."

"Don't call them that."

"Even now, when they have overrun our streets? The time for politics has been long foregone."

"I'm going to leave and find food for our daughter. Please, just take care of her while I'm gone. I promise I'll be back as soon as possible."

"I'm sorry, please don't leave. I don't want to lose you."

"Take care of her. I'll be back. I promise."

Chapter 3 - The Darkness

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They began trekking further the next morning, when the rising sun began shining through the mouth of the cave.

It wasn't long until the darkness had completely enveloped them, however. Carefully leading her troops downward, Chrysalis walked deeper into the cave, hoping to eventually find a more suitable place or another way out. But the cave quickly became tighter and more claustrophobic, constricting around them from every direction. Living in the hive, this was something they were all used to, and their ability to see in complete darkness helped with navigation, but the eerie atmosphere had them all on edge. Including Chrysalis. At first, she had started to wonder if the cave would ultimately lead in a dead-end, but after several hours of plunging deeper and deeper into the abyss, she was starting to worry it would go on forever.

Their path started to become difficult to traverse, and she also began wondering if they would be able to get back out. The air around them was becoming dry and stagnant, and starting to make her feel sick. Chrysalis glanced behind backward to check on her troop. They looked well-rested, but it was hard to gauge their emotional state using only darkvision. She wondered what they were thinking, now that they'd had a proper rest and a change of scenery. But all she saw were blank faces.

Just then, a noise reverberated through the cave from somewhere in front of them.

"What was that?" A changeling said.

Shortly afterward, a flurry of bats rushed in and around them in the darkness, causing a panic. The sounds of chirps and hooves clamoring upon rocks echoed off the tunnel walls for several seconds until the bats moved past them, leaving them in an anxious state.

"Whew," said the same changeling. "I'm glad they're gone."

Chrysalis' blood boiled. "You're glad they're gone? Glad? That was the first source of essence we've come across in days!"

The changeling struggled for words, inching backwards toward the wall as Chrysalis stormed in front of him. That swarm of bats was her chance to raise morale, and she blew it.

"I should drain you right now. Cull the herd, as they say," Chrysalis hissed.

The changeling dropped downward and against the cave wall, wincing.

"H-he was just scared," another changeling spoke up.

"Scared?" Chrysalis replied. "There's nothing scarier than me anywhere near here, so you should have nothing to fear. Do you fear me?"

"I..." the changeling's voice trailed, unsure what she wanted to hear.

She ignored him. "Get up," Chrysalis said to the first changeling.

"...What?"

"Get. Up."

The changeling returned to his hooves, shaking with fear as the others watched with uncertainty.

Chrysalis faced the rest of them. "We will not be fearing anything anymore. There will be more bats, and when we come across them we'll be ready. Right?"

"Yes my queen," her hive droned.

"Good," she replied dismissively, turning back around and continuing their march downward.

Tarsus and Poison Fang trailed behind the troop in the back, far enough to whisper without anyone hearing them.

"I can't believe we were too scared to drain those bats while they were here," said Poison Fang.

"We should be glad," said Tarsus.

"Glad?" he replied, feeling his stomach rumble softly.

"This is what I was talking about," continued Tarsus. "The queen is in her most vulnerable state right now, and as soon as she isn't, it might as well be over."

"Don't you think you might be over-exaggerating a little bit? If the queen regains her energy, she'll have more to share in the future."

"That's the problem. Times are going to be tough forever. Time were tough even before we were banished and we still had the hive."

"That's not true," Poison Fang replied, "at least then we could drain the essence of lesser creatures."

"Think of what you're saying," Tarsus replied slightly louder, quickly adjusting his voice back to a whisper. "You think going back to a life of feeding on scraps is desirable? We could be feasting every day if we found somewhere that had plenty of creatures and didn't have to share with hundreds of our own. The queen had us brainwashed in her own way."

"Assuming such a place even exists," he replied. "The moment we set hoof near Equestria, we'd be goners."

Tarsus sighed in defeat, wondering if perhaps Poison Fang was right to question his half-baked plan. Deep down, he knew the real reason was that he was desperate more than anything else. "Alright, maybe. But that doesn't change what we need to do."

"How? We're marching through a dark, narrow cave, and somehow I don't think the rest of our troop is going to appreciate treasonous behavior against our queen."

"You're right," Tarsus replied, to his surprise, "but that little outburst might be exactly what we need to sway them to our side."

"What do you mean?"

"The queen threatened to drain one of us. You think that's good for morale? I don't. Ruling with an iron hoof only works if the fear of punishment overshadows the fear of taking action."

Poison Fang looked at him in surprise. "How long have you been thinking about all of this?"

"A long time," he replied, staring at the ground for a few moments. "But I never thought I'd have waited and done nothing for as long as I have. And now look where it has got us."

"So what should we do? Start telling the others--"

"No," Tarsus interrupted, "we need to find a way to make it happen organically. All it takes is one snitch and we're done for. You've seen what the Queen does to anyone who acts out. It has to happen in a way that gives us the upper hoof. Besides, I think we can take her on our own, if worse comes to worst..."

Suddenly, Poison Fang realized just how difficult it must have been for Tarsus to tell him his plot. There was a lot more at risk than just getting into a fight, and if he went back to tell the queen of his plans now, he would be branded a hero. The Queen might even reward him.

He shelved those thoughts for the moment, making a mental note to return to them later. "Well," said Poison Fang, "do you have an idea of what we should do?"

"I'm working on it."

The air was eerily silent aside from the sound of her own hoofsteps on the cobbled streets of Alveare: the hive kingdom, as known by its residents. The path ahead of her was strewn with rubble and garbage; remnants of what transpired not that long ago. As queen and half of the ruling diarchy, it had been her solemn duty to protect her citizens and their kingdom, and seeing it in such a state of disarray filled her mind with guilt.

As she continued forward along the street, her thoughts wandered back to when they had become aware of the first signs of infection. A small number of reports had come in about citizens transforming into terrible, monstrous creatures. Snarling, dark beasts whose motives seemed only to spread in number and to kill those who stood in their way. It was all too easy to dismiss these early reports as rumors, but it did not take long until they became reality.

It began with families, then neighborhoods, and eventually entire districts. Panic struck suddenly across the entire kingdom, which only exacerbated the problem further. Citizens began fleeing in terror and attacking each other over resources. It was pandemonium. Seeking to restore a semblance of order, she and the king began working with the Hive Guard to introduce curfews and rations to protect and provide for them, but as resources dwindled and panic continued to spread, it wasn't very long until everyone was left to fend for themselves. Food reserves were plundered, entire buildings were ransacked, and the few loyal guards that remained had left to flee for their own safety.

They should have had acted sooner.

Her thoughts returned to the present moment. Now was not the time to reflect, and her current priority was to find food for her daughter. She observed the streets around her vigilantly as she walked by every alleyway, knowing the creatures could be lurking around any corner. She thought briefly about using her wings to fly and gain a better vantage point in the city, but concluded that would only make her an easy target.

The city itself was split into two sections: a top half above the ground where the commercial and cultural buildings were located, and a bottom half beneath the surface where most of its citizens resided. Unfortunately, the bottom half had been taken over by those creatures, who had an apparent affinity toward dark and musty places. Annoyingly, it was also where most of the precious resources they needed for survival were located. Going down there would be a suicide mission, though, so she stuck to the streets and hoped to stumble upon some scraps.

The setting sun cast long shadows from the towering buildings that surrounded her as she continued searching. Each of them had been constructed from crystals excavated from the ground below, combined with honey and nectar from the hive, resulting in a beautifully organic display. Gleaming in the setting sun, they were like beautiful pillars of colorful glass, but now the light served only as a reminder that she didn't have much time until those creatures would be more inclined to rise to the surface. Their kingdom truly was a sight to behold. It was just such a shame that things had fallen so far.

She increased her pace and headed toward the market district. The streets around her were littered with rubble and empty stalls -- remnants of the day the kingdom first began to fall. It was painfully obvious that this area had been picked clean, however, so there was no point in scavenging out in the open. Instead, she entered into an upper-class residential building nearby.

Inside, furniture was overturned and garbage had been strewn about the floor. By the looks of it, this was where an attack likely occurred, which meant that any resources were probably already gone. She looked through the kitchen anyway, though. As much as she hated the term, the leeches were not very thorough in their behavior. All that seemed to matter was infecting others, with food only being a secondary goal, as if their survival depended more on the former than the latter.

As she searched various nooks and crannies for food, her thoughts returned to her conversation with the king. So many within the kingdom had been referring to these creatures as leeches, and at this point, any other word felt inaccurate. But part of her knew it wasn't fair. They didn't choose to change into what they'd become, after all. And if they could change in one way, perhaps they could change in others.

She mused briefly until she knew what would be a better term to describe these new creatures: Changelings.

Her ears shifted instinctively and head turned sharply as she heard a thump come from another room, pinpointing the location where the noise had emanated. She moved towards it cautiously, hearing another thump along the way. She had the sudden urge to leave and get out as soon as possible, but the presence of another meant one thing was for certain: there would be food here. And if worse came to worst, she could likely fend off one or two of the creatures with her magic. Any more than that, she wasn't so sure.

In any case, time was running out.

She continued forward into another area of the house. It was a child's room, filled with toys that had been strewn across the floor and a small bed in the corner. She took a few steps forward, feeling the floor beneath her give way ever so slightly, resulting in an audible creak. Sounds of hooves shuffling occurred beneath the bed as she tried to move toward the wall. But as soon as she did, the sounds stopped. After a few moments to catch her breath, she took two cautious steps forward.

She heard whimpering.

Craning her head downward, she looked under the bed. Beneath it was a small foal, eyes wide with fear.

"Young one..." she said softly.

The child surged with fright, immediately leaving its hiding spot beneath the bed and scurried into another room. She thought about following, but the aching of her stomach reminded her why she was here in the first place.

"I'm sorry," she said softly before returning to the main room. She resumed her search and inside a cupboard, she found a few morsels of food, taking them before leaving out the way she came in.

A Queen who steals from her constituents. And not only that, but from children. This is who I've become now, she thought to herself as she returned to the streets of Alveare. But this was what they were all becoming, she realized. They had no other choice.

As the sun set below the horizon, she had surprisingly arrived back to the castle without any hassles. As she opened the door to the interior, however, she heard the familiar sound of her daughter crying.

"Hello?"

No one replied. She rushed toward the sound of her daughter's wailing, a sense of dread rapidly building before she opened up the door to her bedroom. Her daughter was crying inside, laying on a small bed as a large, dark creature was looming above her, its fangs bared. Its head immediately snapped upward and looked directly into her eyes as she burst into the room, snarling.

"G-get away from her!" she yelled instinctively.

The creature ignored her and diverted its attention back to her daughter, its horn beginning to glow a dark green color. Moments later, wispy tendrils of magic emanated from its tip and swirled through the air towards her daughter. An aura of magic filled the space around her, enveloping her in a fog of darkness for several moments as the magic continued to flow from the creature's horn, muffling her cries in the process.

The queen ran forward, food tumbling downward as she threw her body against the creature and sent them both tumbling onto the floor. They grappled with each other for several seconds, struggling beside the bed. The creature viscously hissed and growled, snarling wildly just inches from her face, until eventually it surged forward and bit into her side with its fangs.

She yelled in pain, feeling adrenaline beginning to course through her body and overturned the creature, pinning it onto the floor with her hooves pressing forcefully against its ribcage. Its fangs glistened with her blood as it continued to snarl beneath her, thrashing about wildly trying to free itself.

But as she struggled to keep it pinned down, she got a better look. The creature's eyes were dark and green, and filled with rage. But there was a certain softness beneath them that felt familiar, and as the creature continued to flail about, her grip loosened briefly as it dawned on her that these were eyes she had gazed lovingly into for many, many years.

It was the king.

Noticing her lapse in focus, the creature pulled its hooves inward, kicked them forcefully upward into her chest. She crashed into the wall behind them forcefully and slumped onto the floor. A small painting of her daughter fell downward next to her as she lay against the wall, winded and struggling to catch her breath as she watched the hissing creature return to its hooves. It glanced briefly at her daughter, then turned the other direction and leapt through the window. Glass shattered and splintered everywhere, causing a deafening sound to fill the room for several seconds.

When the sound stopped, however, she noticed the absence of her daughter's crying. She scrambled to her hooves to get to her daughter, her heart thumping forcefully with an accompanying ache as the adrenaline began to wear off.

But when she looked down at her, she felt her heart sink deeply into sorrow. Her mind went blank, eyes getting tunnel-vision as she stared downward at her daughter, trying to process what was in front of her. All feeling in her body went numb for several moments, but then immediately came rushing back as the emotions began to flow. Her eyes welled with tears and anguish upon the realization of what had happened, her body contorting and convulsing as she began sobbing uncontrollably over her daughter as she laid beneath her, skin dark and brittle, eyes green and wide.

A changeling.

All that had happened up to this point was terrible, but throughout it she still had the hope that things could get better, and a new world could be built for her daughter. But now, even that hope had been crushed, along with the king and any hope of regaining control over all they had built.

The despair quickly turned to fear as she realized she was no longer safe, however. She lifted her daughter into the air and wrapped her in a blanket, grabbing the food she'd scattered across the floor on the way out. And, coming to the sudden realization that this was likely the last time she would be here, she also grabbed the painting of her daughter.

The kingdom, already weakened onto its knees, had finally fallen, and it was no longer safe for them to stay. She would have to leave through the tunnels beneath the kingdom, where the changelings would be waiting.

Chapter 4 - The Underground

Recommended Ambience

The changelings waited patiently as Chrysalis tried to navigate through the complex cave system ahead of them, whispering to one another.

"Do you think she knows what she's doing?"

"I don't think I can walk for much longer."

"Are we ever going to get to wherever we're going?"

"I'm tired of all this."

"I'd rather be back in Equestria."

"Does she even know where we're going?"

"I think we might be lost..."

Chrysalis continued leading the trek further into darkness as she overheard whispered snippets of conversation echoing off the cave walls behind her. It was becoming evident that her support was quickly waning, and that there wasn't much she could do about it, short of finding something to lift their spirits. Anything to give them reassurance about her leadership. But for the past several hours, all they'd encountered was more darkness, their trek seemingly aimless. She began wondering how far they'd actually traveled into the depths, but a more pressing concern immediately followed: how much further could they go and still make it back out? What if these caves led to nothing? In the state she was currently in though, Chrysalis wondered if she could even make it out herself.

Tarsus trotted forward alongside the march of changelings behind Chrysalis, trying to gauge their reactions as he strode toward her at the front of the pack. All he could sense were feelings of exhaustion, though.

"Queen Chrysalis," he asked, matching her pace, "how much longer do you think it will be until we reach our next resting point?" He phrased the question as innocently as possible, but with intent to cause a stir.

Chrysalis considered her response carefully, slowing briefly for a moment. The rest would be waiting with anticipation for what she had to say. "Soon," she replied flatly, slightly increasing her pace.

Tarsus trotted back up to her. "But...some of us in the back are having trouble keeping up. Can't we rest again for the night?"

She cursed inwardly at the gall of this changeling, resisting the urge to make an example of him in front of the others. Had showing them weakness made them more willing to speak out against her? "I told you -- we will begin resting soon enough," she replied, feeling annoyance beginning to boil, but quickly calmed herself. "I'm sure we can make it just a little while longer."

"But..."

"Return to your position, soldier," she snapped lightly.

"Yes, my queen," Tarsus replied softly, a devilish smile curling from his fangs as he slowed his speed and returned back to the end of the line.

"I don't think it's going to work," whispered Poison Fang as Tarsus joined him.

"It will work. Just trust me," he replied.

"Nothing happened," Poison Fang sighed. "Just give it up before she makes an example of you. Or worse." He shuddered as a gruesome thought entered his mind.

Tarsus rolled his eyes. "What could be worse than living the rest of our lives as her slaves?"

Poison Fang slowed his pace and chose his words carefully. "If we don't find a source of essence, I'm afraid of what the Queen might do to keep this troop alive...most of the troop."

Tarsus slowed for a second as the realization hit him. "The Queen wouldn't," his voice trailed for several moments until he resumed his pace. "No. You're right. She might, and if things get to that point, I'll make sure I'm not the one she chooses as a sacrifice."

Poison Fang considered asking how Tarsus planned on doing so, but realized that asking him questions was becoming less desirable by the minute. Instead, he allowed his mind to wander about the possibilities himself. If the Queen chose to sacrifice one of her own, how would she choose? And if Tarsus was chosen, how would he ensure it was someone else? Who would that someone else be?

Before Poison Fang could begin to try answering those questions to himself, however, the troop stopped abruptly.

A cold, powerful breeze swept over them as they stood atop a precipice overlooking a large cavern below. But it wasn't just a cavern. Rather, it appeared to be a deliberately hollowed-out space, roughly cylindrical in shape and several hundred hoofs in height. At its bottom was a central plaza of sorts, with smooth stone surrounding a fountain structure at the center, and a spiral staircase ascending upwards along the exterior towards several upper rings that overlooked the structures below.

Small cheers and sighs of relief echoed off the walls as they lined the precipice looking below, having finally reached someplace that they could rest and call a home, but Chrysalis felt differently. This was obviously the home of some other creatures, which could mean two things: a source of essence, or their easy defeat from being in such a state of weakness. But after getting a better look, she started to doubt that these creatures would be anywhere nearby. Large chunks of crumbling buildings and rubble dotted the central plaza, and the whole place seemed to have been untouched for quite some time.

She allowed herself to breath a sigh of relief. "It appears we've found our new hive," she said, receiving a few more cheers shortly thereafter.