Finally.

After months of planning, hundreds of attempts… and many, many, frustratingly foiled infiltrations.

She had her.

Her.

The arrogant, uppity unicorn-bitch that had ruined her life. Had stolen her family, her children, her hive!

The dark, tall changeling queen grinned to herself as she carefully shifted the boulder that expertly hid the entrance to her self-constructed underground lair. It had been hard work to construct the intricate tunnel web all by herself, without her drones to assist her… but she hadn’t forgotten how to do this type of hard work.

If anything, the effort had sharpened her malice. Honed it. Each chip and scratch against the unforgiving bedrock reminding her of just who had caused her ultimate downfall after centuries of successful reign.

Starlight Glimmer.

Chrysalis slid the boulder back into place and strode down the maze-like foyer of tunnels, heading through her empty hive toward the royal chamber deep, deep below, nestled into the warm crust of Equus, far from any possibility of magical detection. Her thoughts strayed to the purple-coated mage, awaiting her there, coating her emotional palette with a bitter, red, angry taste.

At least Celestia and Twilight had the courtesy to simply foil her plans and cast her out. At least they had the good, sporting sense to banish her after her coup attempts! This… this… mere unicorn… had dared to convert her people, her family, to that foalish cult-like philosophy of friendship!

And, beyond all belief, it had worked.

All her lovely, black-chitined children… morphing into those… flamboyantly-plumaged cervids!

And the final, greatest insult… Starlight extending her hoof to her, the queen, to make that same offer!

Well, now she would have her revenge.

Chrysalis slipped into the royal chamber, dark and dank with the humid heat seeping from the moist earth, nestled against a nearby geothermal source of energy.

She could sense the smell, the lingering odor of her fellow villains. The musky strength of Tirek, the decrepit fetor of Grogar, the saccharine-sickly sweetness of Cozy Glow.

Those three had never thanked her for the effort it had taken to construct this underground lair in Equestria - making their dastardly excursions that much easier to launch and execute, instead of being situated thousands of miles away in that stupid skull-like hideout. Instead, all they did was complain about the dark, hive-like confines. Whine about the low-ceilings.

Perhaps if she forced them to produce the acidic spit that melted bedrock in the quantities required for ten-foot ceilings it would shut them up.

Chrysalis paused as she reached the hidden, branching path she’d made to her own section of the hive. Her private quarters. Where she had constructed a small royal throne room for herself.

It had been trespassed.

She could see the hoofprints in the loose gravel of the almost hidden junction. Going down, then coming back up.

Tirek.

Her many-chambered heart sank into her thorax with fright. If he had stolen Starlight, had taken away her ultimate prize… her obsession… She didn’t know what she would do!

A panic rose in her breast, as she considered the precious unicorn, slung over Tirek’s broad shoulders as he kidnapped her away from Chrysalis. She’d been unable to protect the pony for even a day - she’d let down the mare, abandoned her!

The worry and concern bubbled up in her mind. Was she alive? OK? Had Tirek hurt her, defiled her?

She flicked her tongue out with worry, increasing her ability to taste the air.

Immediately she sensed it. Evidence that her beloved prize was still where she’d left her. A powerful, wafting emotional field that hung in the dank cave air. She could taste that yellow sour taste hanging in the air, tangy, sharp.

Fear.

Exactly what she wanted to taste. She giggled, letting the unicorn hear her mirth. It would be the first sound she would have heard since Chrysalis snatched her from her office at Twilight’s ridiculous friendship school. Chrysalis had disguised as a wall-eyed mail carrier and, with the help of a venomous bite, Starlight had been completely unconscious and dumb to any sound as the insectoid mistress smuggled her out of Ponyville in a burlap sack stamped ‘Official Equestrian Mail Service’.

And now, she had her.

“H-hello?” The weak, frightened voice chirped out. “Is… is somepony there?”

Chrysalis slid closer, letting her humming wings vibrate the thick air with thrumming intensity, heightening the fear exuded from Starlight’s body. It was time for her big reveal.

She flicked her horn on, the green magic spilling out to the nearby walls of the cavern, arcing into each of the crystals there, flooding the royal chamber in eerie greenish light.

“Hello, Starlight Glimmer!” Chrysalis's grin was fang-filled and triumphant.

Starlight’s frightened eyes immediately shrank, her purple irises shrinking, leaving only point-like pupils. She couldn’t even scream, mouth hanging open in terror at the looming insectoid queen.

Instinctively, the pony pulled and jerked, despite her manacles binding her firmly to the ground, one iron hoop for each hoof. A surge of phenomenal magic power shuddered through the unicorn, only to fizzle painfully as it met the special biological resin that encased her horn, which absorbed and dissipated her thaumic abilities as easily as if she were a school-aged foal.

“H-HELP!” Starlight screamed. “Somepony, HELP ME!”

Chrysalis groaned, rolling her eyes. “Oh please, do you really think that screaming would actually serve any purpose? Do you really think me so incompetent a villain that you would be within earshot of rescue?”

Starlight’s eyes flicked over to her with a sharp, brief look.

‘She didthink that. The brat.’

“Well, you’re not.” Chrysalis snarled, nearly biting her tongue. “So feel free to scream until your vocal cords are strained to the point of exhaustion, I can wait.”

Starlight’s fear was shifting now, changing to anger, furious and indignant rage seeping from her pores.

“Chrysalis!” Starlight shouted.

“Yes, that’s me. And you are Starlight Glimmer.” Chrysalis snarked back, enjoying this far too much.

“Just what do you think you’re doing!? Let me go, immediately!” She struggled against her chains, filling the chamber with the jangle of metal.

“No, I don’t think I will, Starlight.” Chrysalis grinned, striding around the purple pony, before stepping up the stairs to her obsidian throne. She had carefully placed the loops that held the manacles in front of the massive, polygonal slab-like chair. All those hours spent carving the form directly from the rock were well worth it, as it now allowed her to look down upon her hated foe from atop her regal perch. “I think I’ll keep you right where you are.”

“That’ll be the biggest mistake you ever made, Chrysalis.” Starlight snarled. Chrysalis could feel her trying to assert herself, her emotions merged into a chaotic swirl that desperately tried to build up even a modicum of self-confidence. “My friends will find me, and when they do…”

“They won’t. Or more accurately, they haven’t.” Chrysalis smiled. “You see, Starlight… you’ve been in suspended animation for a thousand years. I’ve only just woken you up as a little treat for myself.”

“Wh-what?”

“Oh, your friends did try to look for you… for a few years.” Chrysalis pretended to inspect her hoof-edge, as though bored. But really, she was desperate to know the impact her words were having on Starlight: it took every ounce of concentration to avoid looking directly at her, to instead use her peripheral vision and emotional taste-senses to gauge the impact of her words. “But it is so hard to find a pony in magical suspended animation, buried miles underground… she could be anywhere! And so… bit by bit, your friends gave up the search… passing it on to their children to continue the effort and before they expired… and their children to their children… and so on… until it became a legend.”

“N-no…” Starlight choked out. Chrysalis could feel the unicorn’s heartbreaking, her despair growing and growing. Perfect!

“Eventually, not even the aged dragon Spike and ancient Princess Twilight could convince their subjects that you were ever anything more than a story… and they too finally admitted that you were gone, lost to time. That was over five hundred years ago, I believe.”

“M-my friends? M-my family?” Starlight half-sobbed. The emotion in her heart was turning darker and darker… a blackness growing there, like a pit without end. True, complete, and unending despair. “All… gone?”

Ah! No! Chrysalis’s mind snapped, her eyes flicking over with concern to the unicorn. She didn’t want her to be completely crushed! Stupid Chrysalis! Subtle strokes, not sweeping blows! You don’t want to break her. Chrysalis chewed her lip, hoping that the unicorn would catch the gesture and the hint.

Starlight blinked the forming tears away, setting her jaw squarely and growling. “I… I don’t believe you! I can’t believe you!”

It was a lie, of course. As if she could have resisted indulging in the treat of having Starlight Glimmer at her hooves for a thousand years! She had only kidnapped her yesterday, and even waiting that long had been a chore.

“Believe what you will, it changes nothing.”

“Just… just don’t hurt me, like he did.” Starlight coughed.

Chrysalis blinked, her thoughts returning to Tirek’s incursion. She pumped more magical energy into the air, lighting the crystals even further and allowing her to inspect his invasion more closely.

Starlight was in shambles.

Well, more of a shambles than she’d left her, at least. Her mane was mussed and disheveled - her face swollen with violent impacts. Along her left side were red welts, all the way back to her flank, which had a clear, cherry-red palm imprint.

She jumped from her throne.

He’d hurt her!

She snarled, curling her lip as she fluttered her wings to fly over to Starlight with buzzing alacrity.

“What did he do to you?” She hummed, carefully inspecting Starlight’s side with her hoof, petting her prize.

Starlight remained mum, her eyes downcast.

Chrysalis’s eyes flared as she considered just what the centaur could have done to her invaluable little bauble… the palm print on her flank, the gripped mane, the sullen broken response.

She knelt down in front of Starlight, gazing with concern into her large purple eyes.

“Did he… violate you?”

Starlight blinked back at her, mouth hanging open slightly with surprise. But she quickly cleared her throat and mumbled. “N-no.”

Chrysalis let out a deep sigh of relief.

“He just tried to eat my magic… and when he couldn’t get by whatever you’ve put on my horn… he… slapped me until he grew tired.” Starlight growled.

“I’m sorry.” Chrysalis smiled into her captive’s face empathetically.

“For what?” Starlight spat, shocked. “You brought me here.”

Chrysalis blinked, shaking her head clear of the strange sympathetic emotions that had appeared so suddenly. She curled her smile into a fang-filled snarl.

“Sorry… that he didn’t rape you! I imagine his centaur-sized phallus would have shut your incessant mewling up!” She cackled, throwing her head back. “I suppose you are too disgustingly unattractive to mount, even for him.”

“You’re sick.”

“...but at least I’m not ugly. Like you.” Chrysalis laughed. She went back to inspecting the red welts along her side. They would not do.

“Just let me go!” Starlight begged, struggling against her chains.

“Stop yanking, it will do no good,” Chrysalis growled, as she began to work her mouth back and forth, stimulating exotic glands to secrete strange substances in her muzzle. With a small spit onto her hoof, she excreted a healing salve that bubbled with greenish-blue potency. She quickly applied it to the side of the unicorn, massaging it into those clumsy injuries.

“Ah! Ah! That… feels good?” Starlight yelped, craning back to look at what Chrysalis was doing. “What are you doing back there?”

“Making you less ugly.” Chrysalis growled, watching the welts resorb and shrink back into Starlight’s fur. “Only slightly less ugly, though… I’m not a miracle worker.”

“Why?”

“I wouldn’t expect a moronic pony like you to understand.” Chrysalis harrumphed, spreading the last of the salve into Starlight’s flank.

Swirling her chitinous hoof over the plump mareflesh made her heart skip a beat. She really was here, under her control! Completely at her mercy!

Hers.

“I’m going to have so much fun breaking you.” She whispered under her breath.

“What?” Starlight stiffened, glancing over her shoulder. “I heard that… why? What did I do to you?”

“Oh, you know what you did to me…” Chrysalis grunted, striding back to the front of Starlight Glimmer, squaring up and looking down at her. “You stole my whole family from me, my whole hive! You and your little band of adventurers, as well as that moronic little traitor-bug son of mine… you ruined my life!”

Starlight shrunk under her vituperous assault, folding her ears back and quivering, shrinking away, flinching from the strike that she must have assumed was about to follow.

‘Easy, don’t spoil the fun getting carried away, Chrysalis.’ She thought to herself, before placing a hoof on her breast, taking a deep breath to steady herself. She placed a comforting hoof under the chin of the unicorn, lifting her face up to look into her eyes.

“But don’t worry Starlight. I won’t hurt you.”

“Y-you… won’t?”

“No! I believe in a fair sense of justice.” Chrysalis smiled, carefully rubbing the underside of the pony’s chin. She was so warm, so… alive. “Since you stole my family from me… I think that you should replace them.”

“What?”

“You will be my new hive, Starlight Glimmer.” She grinned sharply. “You should feel honored, the sole drone in the hive - all the attention of a changeling queen will be given to you! Aren’t you lucky?”

“I… I don’t understand.” Starlight’s brow scrunched. “Just… just let me go, please!” She jerked against her manacles once again.

“Oh no no no no, Starlight.” Chrysalis chided, shaking her head sadly. “I can’t have my previous, final drone out there in the big, dangerous outside world all by herself! I’ll need to keep you here, safe and sound and protected… at least until the hive is back to a respectable size.”

“A respectable size?”

“Yes… I’d say, oh… a few thousand ‘lings should be sufficient before I can let you flitter about above ground.”

Starlight stumbled backward out of Chrysalis’s grasp, retreating to the limit of her bindings. “Wh-... how long would that take.”

“Well now, that’s really up to us isn’t it? A good broodling can handle a few dozen per clutch, but if she is truly dedicated, she can bloat up to at least a hundred, after all.”

Starlight’s eyes widened and she stumbled, eyes flicking left and right in confusion. It was so cute. Chrysalis could see her thought process scurrying along, trying to understand just what Chrysalis was implying.

“Y-you’re… I’m…”

“Yes. We’re going to repopulate my hive together, Starlight. My eggs and your body. Our genetic union.” She smiled.

“No! Never!” Starlight shivered, tucking her tail under her. “I’ll never let you! I’ll never… “

“Oh hush.” Chrysalis rolled her eyes. “I’m not going to force you to do anything, Starlight. Always so dramatic. Honestly, I would have thought that a pony of your magical skill would be at least somewhat pragmatic.” Chrysalis re-approached the cowering pony. “It wouldn’t do any good for the health of our children to be developed in a toxic womb. I’ll need you to be a good little mother, though I suppose that might be too much to ask of an idiotic, orphaned, adopted brat like yourself.”

“I’m not adopted!” Starlight choked out. “I had loving parents!”

“Are you sure? You seem like you would be adopted, I don’t see how anypony could stand someone as ugly as you, even as a baby. I bet you were an ugly baby.”

“C-Chrysalis!” Starlight sputtered. Chrysalis could tell that she couldn't tell whether to be furious or terrified. “I swear… if you-”

*Grumble* A rumbling sound cut off her impotent threat, a deep growl that emitted from her stomach.

Chrysalis sensed the unicorn’s mind flick from fear and anger to need - a deep thrum of hunger. It was always so funny to Chrysalis - regardless of how sapient and sophisticated thinking creatures became, with their myriads of complex and nuanced emotions, at the end of the day their psyches could so quickly be swamped by the needs of the flesh. Biological needs like thirst and hunger….

And lust.

But that would come later. For now, her precious little Starlight was hungry, thirsty.

And she needed to take good care of her.

“Hungry?”

Starlight’s eyes flicked down to herself then back up at Chrysalis.

“You must be - your body can only go so long without sustenance, Starlight.” Chrysalis tilted her head. “Shall I get you something to eat, or drink?”

Starlight lifted a chained hoof to her stomach, petting it slightly to calm its protests. “I… I s-suppose…”

“Very well.” Chrysalis sniffed, lifting her nose daintily. She let her body begin to stew the brew of energetic calorie-rich material in her gut, stepping forward and letting her tongue extend from her mouth as she approached Starlight.

The unicorn cringed back again, jerking away. “Wh-what are you doing? Are you going to… eat me?”

“What!?” Chrysalis shut her mouth and shook her head. “Are you… actually mentally damaged? That is literally the opposite of feeding you.”

“But… why are you opening your mouth?”

“That’s how changelings are fed - I will regurgitate your needed meals, I’ll even make sure you get the best nutrients I can offer!”

Starlight’s eyes shot open with shock, her mouth opened and her tongue rolled out with disgust. “You’re going to what?”

Author's Note

Oh boy, I think that poor little Starlight might have preferred to go hungry for a little bit instead of getting fed like a baby bird!

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