Lessons From Ponyville

by MattTOB

Rating: teen
Tags: Sex, Thorax, Anthology, Applejack, My Little Pony: Friendship is Magic, Alternate Universe, Changelings, Original Character, Comedy, Queen Chrysalis, Profanity, Slice of Life
Length: 21953

Mandy, Chrysalis, and the other Changelings learn lessons about friendship

It hardly feels like any time has passed at all since the Changeling Kingdom was merged with Equestria. Tirek has been defeated, Twilight has become the official Princess of Friendship, and Starlight is now on the run, yet the Changelings are still the hot topic on everypony's minds.

You'd think that, with this show's track record, the transition would go over smoothly, right?

Wrong.

Join Mandy, Chrysalis, Mothra, Thorax, Pharynx, Coxa, Hyaline, Deagus, Frons, Imago, and Ozadene as they learn the in's and out's of friendship.

Published 2020-10-24 16:10:00 UTC
Last updated 2022-04-27 14:15:15 UTC

Lesson 2: Getting Over Disability

Written by MattTOB

"Alright," Thorax began in a hushed voice, "let's go over this one more time. You two lay down the bait beside that tree over there, while I ready a stunning spell. Got it?"

The two Changelings he was with, Cornicle and Daffodil, nodded, flitting over to their positions. They dumped an entire sack of lettuce onto the ground at the base of the tree, then hid within the twisting branches. Thorax concentrated, and a light-blue light began to form around his horn and antlers.

After a minute, their target came into view: a baby Dread Maulwurf, seemingly separated from its parents. They had no idea how it'd wound up in the Everfree Forest (it most likely followed the Changelings while they were relocating from their old Hive), but what they did know is that, if it was left unchecked, it'd grow into a serious problem. Luckily, it was still young, so it hadn't fully developed its magic immunity. One quick stunning spell, and they'd be able to take it back to the Badlands.

Thorax aimed his spell, but before he could release it, something shiny in the distance caught his eye. The shiny object was oh so very shiny, reflecting the sunlight so perfectly, and Thorax couldn't help but become transfixed on it.

Cornicle and Daffodil took one look at their leader and instantly realized something was wrong. "Thorax!" Cornicle hissed through his teeth, "Pay attention!"

Unfortunately, Thorax couldn't pay attention; the shiny object was just too tantalizing. The King's head filled with one thought and one thought alone:

"I want shiny."

Without warning, Thorax burst out of the bush and began flying towards the shiny object, dropping the spell in the process. The Maulwurf, upon seeing him, squealed in terror and sped off to avoid confrontation. Cornicle and Daffodil groaned in frustration as they watched their plan fall apart.

Finally, Thorax reached the shiny object, which turned out to be a bottle that was hanging outside Zecora's hut. He pressed his muzzle to the bottle, staring straight at the shine, and muttered, "Shiny..."

Before Cornicle and Daffodil even reached their entranced leader, the resident Zebra came outside. "Ah, what a strange surprise; normally, that bottle attracts flies."

"Shiny..." Thorax mumbled in response.

Zecora raised an eyebrow. "So, I take it you like objects with sheen. Is that why you're staring at that so keen?"

"Shiny," Thorax nodded, not taking his eyes off the shiny for one single second.

Cornicle and Daffodil finally caught up, huffing and puffing. "Could you, maybe, help us get him into town?" Cornicle asked through heavy breaths.

Two Changelings and a Zebra walked into town. They were holding a flashlight and using it to lure a third, much bigger Changeling, after them.

Yep, just another ordinary day in Ponyville.

"Yep," Twilight finally stated said after five minutes of testing, "Thorax has severe phototaxis."

"What does that mean?" Daffodil beseeched.

"It means that, whenever he sees a light that particularly sticks out, his instincts draw him towards it."

They looked to Thorax, who was staring at a lamp, entranced. "But why?"

Twilight stammered for a bit, unsure how to put it without offending anyone.

Thankfully, Mandy (who was there to borrow a book) poked his head in and provided the blunt answer: "It's because we're insectoids. Some insects use the moon to navigate at night, so they're instinctively drawn towards bright lights in the dark."

Twilight flinched at the blunt honesty, but nodded regardless. "I wouldn't have said it like that, but essentially, yes."

Thorax, meanwhile, was still staring at the lamp. Mandy took the opportunity to stroll up and turn it off, snapping Thorax out of his trance. "Whuzz-huh? What happened? How'd I get here?"

"Long story short, you have a condition that causes bright things to distract you," Mandy put it simply.

Thorax blushed. "Oh right, that."

They all blinked. "Wait, you already knew about this?"

He shrugged in response. "Well, yeah! You really think I don't know myself?"

Nopony looked him in the eye as they mumbled half-hearted excuses.

Then Twilight said, "If you already knew, then why haven't you gone to somepony about this?"

"I wasn't ever really in a place where I could. I mean, with the way the old Hive worked and everything..."

Mandy deadpanned, "Basically, everyling acted like dicks, so nobody would help him."

Twilight frowned at his choice of words. "You could've worded that better."

He shrugged, "I just say it like it is."

Thorax sighed. "He's right, though. No 'ling would give me any actual advice; they were always too busy bullying me. Besides, it was never really an issue before, since I was so low on the ladder."

"Well, what about now?" Twilight asked. "Is there anypon– er, any 'ling that you could go to for help?"

"Well, we came to you," Cornicle pointed out.

She countered, "But I'm not a trained medical professional, nor do I have any practical real-world experience with mental disorders."

In the distance, Spike could be heard saying, "At least, not from that side..."

Daffodil suggested, "How about Coxa? He's been dealing with a disability his whole life; maybe he'll have some insight?"

The King of Changelings gasped. "That's not a bad idea, actually. Yeah, let's ask him!"

The three Changelings leapt off the couch and rushed out the door, leaving Mandy and Twilight alone in the library.

"So, anyway," the former eventually broke the silence, "Do you have any books on how to properly make a cameo?"

Twilight grumbled. "You really need to work on your bluntness."

Coxa sized up his target, a training dummy. Taking a step back, he tensed his muscles in preparation, being mindful of his shorter hoof.

Then he lunged forward, horn blazing. Blow after blow struck the stand-in, whittling away at its structure. He was working up a sweat, landing attack after—

"Coxa!" Called a voice from the other room.

With a startled yelp, Coxa lost his balance, falling head-first into the training dummy. The door to the room opened and Daffodil, who'd been the one to call out, stepped in.

Upon seeing the grounded soldier, she cringed. "You okay, Sir?"

He muttered from his position on the floor, "What do you want?"

In response, she stepped aside, allowing Thorax to enter. Coxa quickly leapt up at the sight of the King, instinctively falling into a salute.

Thorax sighed. "At ease, Coxa."

The soldier flinched at himself. "Right, sorry, force of habit. So what'd you need, Thorax?"

"Right now, I need some advice."

Coxa blinked in surprise. "Advice? From me, nonetheless?"

The King nodded meekly. "You see, I've got a disability that makes me really attracted to shiny things."

He raised an eyebrow. "You're phototactic?"

Now, it was THORAX'S turn to blink in surprise. "Wait, how do you know what it's called?"

"My brother has it, too." He explained.

"You have a brother?"

"Thorax, there's enough that you don't know about me to fill a BOOK."

Thorax shrugged, "Fair enough. Anyway, my condition caused me to ruin a mission earlier, and it's gotten us worried about how it might affect me in the future."

Coxa put a hoof to his chin. "Ooh, that is a toughie. But why me? You didn't know my brother had phototaxis before, so why'd you seek advice from me?"

"Because, y'know," Thorax pointed towards Coxa's shorter limb. "You've been dealing with something your whole life; I figured you'd have enough life experience."

Coxa blushed. "Sir, I'm flattered that you'd think of me. Of course I'll do my best to help."

The King let his shoulders slump in relief. "Oh, thank goodness. I honestly don't know what I would've done if you said no."

"Sought out an ACTUAL professional?" Coxa raised an eyebrow.

"Nah, they're too impersonal for my liking."

Coxa shrugged, then turned and lit his horn. The training dummy moved to the side of the room, and a flashlight was summoned in its wake.

"Now that this is under way," Daffodil — who was still standing awkwardly to the side — piped up, "I'm gonna go meet back up with Cornicle to get the mission sorted out while you're busy." Thorax nodded, and she left the room.

Coxa took up the flashlight in his aura, then turned back to Thorax. "Alright, we're going to work up your mental fortitude. I'm going to call out math problems, and you're going to answer them as best you can, alright?"

Thorax nodded warily, unsure of this.

"Okay, let's begin: 2+4?"

"6."

"3+7?"

"10."

"12+7?" As he asked that one, he turned on the flashlight.

Thorax struggled for a moment, but to no avail; he became transfixed on the shiny once more.

Coxa sighed, turning off the flashlight. No longer under the shiny's spell, Thorax blinked back into awareness. "Uhh... Did I do good?" He asked sheepishly.

Coxa smiled sweetly, "Not at all. But that's what we're here to work on."

For the next hour, the two worked. Coxa would call out math problems to get him into the mindset, then would turn on the flashlight at the third question. Thorax slowly began to go longer and longer without giving in to the temptation, but the mental effort needed prevented him from answering the math, and even then, he'd ultimately succumb to the supreme power of the shiny.

Eventually, Thorax gave up. "Ugh, it's hopeless; I'm never gonna get over this!"

"It's not gonna happen overnight, Thorax," Coxa pointed out. "It took hard work for my brother and me to overcome our conditions."

"But I need to rule the Hive!" Thorax interjected. "What if something happens, and every 'ling gets hurt because I got distracted by some random shiny thing?"

He sat on his haunches, stifling tears. "Maybe Dad was wrong about me... Maybe I'm not cut out to be ruler..."

"Yup."

Thorax froze dead in his tracks. Coxa had just said that so casually that he'd nearly overlooked it. "Wh-what?"

Coxa shrugged, a devious smirk on his face. "I'm just saying, you were always an outlier, even amongst us outcasts."

Thorax frowned. "What are you—?"

"I mean," Coxa continued, not even paying him any mind, "you always played with those dollies, you like pink flamingoes, and we even caught you snooping through the confiscated pony items. We used to call you a bitch, but now I think that's an insult to bitches."

Thorax wilted. "Wh-why are you saying these mean things?"

He shrugged, "Because it's true."

Thorax didn't know what to think. Where had all this come from? And what was this feeling heating up his blood?

But Coxa wasn't done yet. "In fact, I'll bet your brother's just—"

"DON'T YOU DARE!" In the blink of an eye, Thorax had gotten back up and assumed an aggressive stance, fangs bared.

"Don't I dare what?" Coxa asked levelly, his smug smile still on his face.

"Don't insult my brother!"

Coxa rolled his eyes as he began to casually stroll away. "Pfft, or what?"

Thorax had never felt this angry about anything before. His blood was near boiling, and his horn and antlers sparked dangerously. He didn't say anything; he just growled menacingly.

That elicited a laugh from Coxa. Brandishing the flashlight, he eyed Thorax cockily. "Think you can prove me wrong? Be. My. Guest."

With that, Thorax took off running, his horn blazing brightly as he charged forward. Coxa, however, simply turned on the flashlight and began waving around its bright, shining, tantalizing, —

No! He mustn't get distracted; his brother's good name is on the line!

Thorax continued to charge forward, expending a lot of mental energy just to keep himself focused. Finally, when he was nearly at point-blank range, he let off a stunning spell, aimed straight at Coxa's head.

But almost as quickly, Coxa fired his own spell, neutralizing the other one mid-air. He then stepped to the side, allowing Thorax to barrel straight past him and into the wall.

Thorax peeled himself from the wall, but before he could get his bearings again, he was greeted with the sound of... Applause?

Indeed, Coxa was clapping. "And that, Your Majesty, is how it's done."

It took a moment for the pieces to click, but when they did, Thorax gasped. "You sneaky son-of-a-Queen!"

He shrugged. "I certainly try."

So they continued to work. Every time Coxa turned on the flashlight, Thorax would imagine Pharynx looking disappointed in him. "Don't let me down, bro," the mental image would chide him, and that would go a long way to helping Thorax.

Of course, it didn't work perfectly; if he got overwhelmed before he could use his aversion tactic, he'd become too entranced to break out on his own. And the tactic didn't work 100%, but the more he used it, the more natural it became.

Finally, Coxa was satisfied with the results. "That should do it for today."

Thorax huffed, worn out from the day's activities. "How'd I do?"

Coxa smirked. "Adequately."

Lesson 3: Accepting Your Heritage

Written by MattTOB

It started out as another ordinary day in Ponyville; birds were singing, authors were writing clichéd introductions, and an unfamiliar alicorn stallion was walking down the street.

Wait, an unrecognized stallion in Ponyville? And an alicorn, no less?! This looks like a job for Pinkie Pie!

The pink party mare, as soon as she spotted the new face, rushed over. "A new pony in Ponyville!? We haven't had one of those since... since the last time we had one of those! I'm Pinkie Pie, and you are?"

The stallion blinked for a moment. "Pinkie Pie, it's me, Imago."

The party mare gasped in realization. "Oh, I see!"

Then she paused. "Wait, why are you disguised? You know you don't have to do that anymore, right?"

He shifted uncomfortably. "Whaddya mean? I'm just... Bein' my good ol', natural self..."

Pinkie blinked. "Wha...?"

Imago suddenly held up his wrist and hastily spat out, "Oh, would you look at that, I have a compound fracture, time to go to the hospital, bye!" And just like that, he ran off.

The usually bubbly Pinkie Pie was incredibly confused. "What just happened...?"

It was nearly noon when Imago returned to the farm, still in his stallion guise. He expected that he'd be able to get in a quick nap as soon as he got home.

Instead, he was greeted by the other Changelings, the Elements of Harmony, and Spike. And they all looked concerned.

"Imago," Twilight began, "Pinkie Pie told us what happened. Why are you walking around disguised as an Alicorn, pretending it's normal?"

His eyes nervously shifted between them as he lied, "B-because it is normal?"

Mandy frowned. "He's lying to himself, not just us," he stated. The other Changelings concurred.

"But why?" Pinkie begged. "Was it something I did?"

"N-no!" Imago jumped to answer, "it's not any of your faults! Am I not allowed to just... Try something new...?"

Then it clicked.

"You're ashamed, aren't you?" Mandy realized. "You hate being a Changeling."

He stuttered for a moment, before nodding defeatedly.

Everypony gasped, concerned beyond belief. "But why?" Rarity asked, her usual dramatic tone actually fitting the situation.

Imago sighed, turning towards a mirror on the wall. "Two days ago, I was playing some pranks on a few ponies, when I came across a little filly with curly red hair."

"Her name's Twist," Pinkie clarified.

He nodded in acknowledgement. "I pulled a prank on her, but as soon as she saw me, she ran away screaming. It didn't take a genius to figure out why."

Twilight stepped forward. "But I'm sure that if you explained your intentions, she—"

Imago huffed forlornly. "It's not just that, Twilight. Changelings have done far more harm than good. We ruined that wedding in Canterlot, Pharynx nearly got me to burn down Sweet Apple Acres, and then we got arrested in Canterlot simply for existing! Scaring away Twist was just the last straw."

Everyone shuddered at the memories. "Okay, we'll admit that the Changelings haven't had the most, uh, pleasant past..."

Imago shook his head. "EXACTLY. Being a Changeling causes me nothing but trouble; it's better for me to just be a pony."

With that, the Changeling-turned-Pony turned away, not even willing to face them anymore.

Rainbow looked to Twilight. "What do we do, Twi?"

The purple princess looked torn for a while, then eventually relented, "I don't know; this is quite a tough situation..."

AJ nodded slowly. "Normally, Ah ain't one to run from a challenge, but this..."

Mandy pointed out, "It's not running; we're just making a tactical retreat to figure out what to do."

"Ah can accept that."

"So," Rarity asked once they'd reconvened at the Castle of Friendship, "what exactly should we do about this situation?"

Twilight grabbed her forehead with her hooves and cried out, "I don't know! I've never had to deal with something like this before!"

Pharynx crossed his arms. "That grub is just confused, that's all. I say we knock some sense into him."

Thorax chastised, "Pharynx, we don't do that anymore."

He blinked. "Right. Sorry, I'm just used to doing things a certain way."

Hyaline piped up, "Well, we can't just leave him be; that much is for certain."

AJ agreed, "He ain't bein' himself, an' that jus' ain't right."

Mandy suggested, "Should we go and talk to Twist about it, and get her to apologize to him?"

Twilight shook her head. "She didn't exactly do anything wrong. And you heard Imago; Twist was only the tipping point."

Suddenly, Rainbow Dash let out an impatient groan. "You guys are missing the obvious solution here: we need to remind him just how awesome it is to be a Changeling!"

Everypony stared at her questioningly, so she elaborated: "Think about it: what other creature can turn into practically anything they want? What other creature, other than Alicorns, can use magic and fly? There's so much for him to be proud of, and we need to remind him of that!"

Twilight gasped. "Rainbow Dash, I think you're actually on to something!"

AJ stared, then smiled. "Y'all are really comin' along in yer friendship lessons, ain'tcha?

The prismatic pegasus raised an eyebrow. "I just thought about if I was in this situation. What do you take me for, a self-absorbed ass?"

Nobody would give her a straight answer, instead finding sudden interest in the floor and walls.

Rainbow groused, but didn't press it further. "Well, let's go!"

With that, the group rushed out.

Imago was walking down the path on his way back from the marketplace, still in his Alicorn disguise. In his magical grasp was a basket filled with boxes of nails, screws, and other assorted hardware for use around the farm.

Then suddenly, somepony screamed.

Imago whipped his head around, looking for the source of the voice. He quickly found it, but paled at what he saw.

Apple Bloom was being chased by a bugbear.

Dropping the basket, Imago took off flying towards the pair. As he approached, he was able to glean the emotions of both parties.

But something was wrong: Apple Bloom wasn't actually feeling scared, and the bugbear seemed... Hopeful?

Imago stopped flying, grinding to a halt a couple meters away from the two as they endlessly circled around on the path. "What the...?"

It was then that Apple Bloom noticed him. "Imago, help me! Ah can't outrun this bugbear forever!"

To her credit, she would've been convincing to anyone who couldn't see her true emotions. But Imago could, and he asked, "What's going on?"

Now Apple Bloom's aura contained a slight amount of nervousness. "Don't just stand there; do somethin'!"

Imago's eyebrows furrowed. "Like what?"

The filly was now visibly sweating. "A-Ah dunno, shape-change inta somethin' and scare 'im — Ah mean, scare it away!"

The Changeling-turned-Pony frowned. "Okay, something's up."

Apple Bloom kept a forced smile on, but her nervous aura betrayed her true feelings. "Ah don't know what yer—"

Then she tripped. And the bugbear hesitated to catch up with her.

Imago clicked the pieces together in his mind. "That's not an actual bugbear, is it?"

The beast flinched, "Goddamnit." A vortex of burgundy fire surrounded it, revealing Mandy. "You're too good at that."

"More like you're too bad at that!" Imago snapped back. "What the hell were you doing!?"

Apple Bloom was the one to speak up. "We jus' wantcha ta see that bein' a Changelin' ain't so bad!"

"So you staged a bugbear attack?" he deadpanned. "And so soon after Cranky and Matilda's Wedding?"

"We were hoping you'd transform in order to save her," Mandy explained.

Imago groaned. "This is exactly what I was talking about: Changelings using deception to try and get their way! And I want no part in that, so why can't you just leave me alone!?"

Mandy and Apple Bloom faltered at that. Not receiving an answer, Imago huffed, retrieved his basket, and continued on his way to the farm.

"...and the worst part is, he doesn't even realize he's being hypocritical!" Mandy bitterly finished retelling the events to the group.

Twilight massaged her temples. "We really should've seen that coming."

"What'll we do now?" Rainbow asked.

The group fell silent for a moment; nopony seemed to have any idea what to do.

Surprisingly, it was Pinkie Pie who first spoke up: "Argh, this would be so much easier if the Changelings had a brighter history! If they did even one good thing, we could show him that Changelings aren't all bad!"

Twilight gasped. "Pinkie, that's it! I love it when your genius shows!"

She gasped. "It is!? Aw, poodles, I knew I should've left it at home!"

Everypony at the table blinked, then dropped the topic and left.

"I'm not sure this'll work," Princess Chrysalis shook her head as she pored over the written records of Changeling history. "I mean, we've certainly done things that benefitted pony-kind, but they were all calculated moves to further our love-gathering."

Twilight, meanwhile, was absolutely enthralled by the documents. "So many historical ponies... Whinny Van Gogh, Aerial Earhart, Prance Lowell — all of them, Changelings!"

"Twilight," Applejack reprimanded, "this ain't the time."

She blinked sheepishly. "Sorry, I'm just stunned! So much of what I knew was wrong!"

"Ah can understand," the farmer admitted. "Ah mean, mah Cousin Appleseed's a Changelin'? Ah always knew he was a bit deceptive, but this..."

"And Canter Klein?!" Rarity added. "I'll never look at fashion the same way again!"

"Admiral Fairy Flight, too!?" Rainbow Dash gasped. "I had no idea; she was just as good, if not better than any pegasi I know!"

Fluttershy said nothing; instead, she just silently stared at the papers that claimed her favorite grandmother was a Changeling.

Pinkie pointed out, "Girls? I think we're getting distracted again."

Prince Mothra gave a concerned look from his position in the doorway. "What's the issue?"

"Imago doesn't like the fact that he's a Changeling, so he's disguised himself as an Alicorn," Mandy explained.

The Prince looked off contemplatively for a moment.

Then he left wordlessly.

Twilight looked confused. "What's he doing?"

Chrysalis smirked, "What he does best."

Imago bucked another tree, getting twenty-three of the thirty-something apples off it. He turned to prepare another kick, but stopped when he saw who was watching from behind.

"Impressive," Mothra nodded. "I can only get fifteen at a time, myself, and I've had two hundred years to practice."

Imago sighed. "What do you want?"

"I just want to talk," the former King stated simply, to Imago's apparent surprise. "How have things been, here on the farm?"

After a moment of recomposure, the disguised Changeling stated, "It's hard work, but it's rewarding."

"How so?"

"Well, we get food, shelter, and good companionship, and all we gotta do is harvest some apples." To punctuate that statement, he gave the tree he was working on a good buck, dislodging most of the remaining apples.

"That's all one can really hope for, isn't it?" Mothra smiled as he moved himself to help with the harvest.

"After all we've done? We're lucky we're even allowed in Equestria, let alone Ponyville."

Mothra frowned, but nodded anyways. They both bucked apples for a while, the only sounds being those of their work.

Finally, Mothra continued the conversation. "Do you know what happens when a pony builds up too much love?"

Imago blinked. "What do you mean?"

"Ponies naturally generate love, but since they can't digest it, they need to share it. This all happens so naturally that they don't even realize it's a thing at all. But tell me: what happens when a pony can't share love properly?"

Imago thought for a moment, but came up blank. "I don't really know."

"It starts out harmlessly enough; they get really horny."

Imago started, lightly blushing. "How's that harmless?"

"Because at this point, they're still mentally coherent enough to refrain from acting upon it," Mothra explained simply. "But, given enough time, their sense of inhibition bleeds away, and they begin looking for any sort of relations, no matter the cost, just to release some of that love.

"You remember what the Elements told you of Starlight Glimmer, right?"

"That crazy mare that brainwashed a town by making them all equal? Yeah, what of her?"

"She had all the telltale signs of Love Buildup. That's the kind of thing it can do to a pony."

Imago paled. A pony who couldn't share their love properly could turn out like that? It made him shudder just thinking about it.

"But luckily, there's another way to prevent that from happening."

Imago put the pieces together, blinking. "It's Changelings, isn't it? When we feed on their love, it prevents them from building up too much..."

Mothra nodded. "We're not parasitic; they need us as much as we need them."

Imago looked down at his disguised hoof. "I never thought of it like that..."

"Most don't," Mothra admitted. "I only found this out for myself through years of extensive research. It takes a while for that love to build up to a dangerous point, but when it does..."

Imago nodded, looking off wistfully. "Thank you for, uh, telling me..."

Mothra smiled, "No problem."

With that, they continued to buck the trees.

Twilight paced back and forth. "It's been 4 hours and 27 minutes already—"

Chrysalis groaned, holding her hooves to her ears. "We know how long it's been; you keep reminding us every minute!"

The Princess of Friendship and Checklists blinked sheepishly. "Sorry..."

Thankfully, the door creaked open, and in came Mothra. Twilight rushed forward and asked, "Did you do it?"

Mothra smirked, "See for yourself." He pointed to the still-open door, through which an undisguised Imago was stepping.

Mandy stepped forward. "Imago, you okay?"

He nodded sheepishly. "I'd like to, uh, apologize for how I've been acting today. I was ignorant, and narrow-minded, and I was only thinking about myself, and I'm truly sorry for that."

"You have nothing to apologize for," Twilight said reassuringly. "You're just confused about your place in life. If anything, it should be us apologizing for trying to use such underhoofed tactics."

"And sending Mothra to talk to me wasn't underhoofed?" Imago raised an eyebrow teasingly.

"Actually, he sent himself," Mandy clarified.

Imago blinked. "He did?" At Twilight's nod, he looked up at the former King and smiled. "Well, thank you anyways; you were just what I needed to get my head out of my plot."

"So, now what'll you do?" Mandy asked.

Imago thought for a moment. "I've got a little filly to apologize to."

Author's Note

Fun fact: during the scene where they're going through the Changeling records, there was originally going to be a joke that referenced Pinkie's Bug Adventure (i.e, Pinkie saying "I was supposed to be a Changeling!?"), but it was cut for consistency.

Lesson 4: Evaluating Relationships

Written by MattTOB

"Thank you all for coming," Princess Mi Amore "Cadence" Cadenza began, addressing a small crowd of Changelings in front of her throne. "And once again, thank you for signing up for this relationship workshop."

Several of the Changelings in front of her buzzed excitedly, eager to continue learning how to have proper relationships. Mandy stood off to one side, acting as the mediator.

"Now," the Princess of Love continued, "this week, we'll be talking romance. Specifically, taking a relationship to that next level."

This elicited several eager chitters from the crowd.

Cadence turned to Mandy. "Mandy, would you like to assist me in teaching this?"

"Sure, why not?" The bug pony shrugged before making his way to the front of the room.

"Let's start with a question," she began. "Mandy, how did you and Applejack get together?"

He chuckled nostalgically. "Well, it all started when I arrived in Ponyville for the first time. You see, there's this pony there named Pinkie Pie, who really — and I mean REALLY — likes to throw parties..."

So he told them of his 'Welcome to Ponyville' party, of how he got drunk and accidentally vented all his troubles to Applejack, how she started to see him as an individual because of that, how he volunteered to do some work on her farm afterward, and how their interactions throughout the day had led her to develop a crush on him. He went on to relay how the CMC's had pushed him to go on a date with her, how he'd grown to enjoy her company, and how conflicted he felt about pursuing an actual relationship with her.

"...in retrospect, I think I was being overdramatic when I imagined part of her personality being snuffed out if I rejected," he admitted, "but still, I think I made the right choice."

The Changelings applauded the story; Cadence, however, looked surprised and... Worried?

"Well," she began, "that is certainly an... interesting tale..."

Mandy's face dropped as he noted her tone. "But...?"

She held a hoof to her chin, trying to word this next part carefully. "...but it kinda seems a bit... Hasty."

He raised an eyebrow. "Yeah, so?"

"Well, usually, relationships take time to develop. The way you told it makes it seem like she went from being neutral to having a full-on crush on you, all in the span of a single day."

"Yeah, 'usually'. I'd say the situation was anything BUT 'usual'. Plus, I was drunk when I vented my problems; I hardly remember what happened, myself."

"And I understand that completely; after all, Twilight's parents have plenty to say about how they hit it off almost immediately," Cadence clarified. "But it just makes me wonder... Have you both thought this out fully?"

He raised an eyebrow at this. "What do you mean?"

She thought for a moment, then spun a scenario. "For example, can you imagine living with Applejack for the rest of your life? Moving in with her, being by her side in sickness and in health, supporting her through thick and thin?"

He replied with just a moment's hesitation, "Yes, absolutely."

She nodded, and Mandy turned to address the class.

But before he could even get a single word out, another thought crossed Cadence's mind: "What about you and her having a kid? If you don't actually WANT to, that's fine, but is your relationship strong enough that, should that come to pass one way or another, you'd be okay with it?"

Mandy went to respond —

But nothing came. She had a point; he'd never actually thought about anything like that. What WOULD that do to their relationship? Being an Ambassador was one thing; but raising a LIFE, from birth to maturity, shaping their outlook on life with his every action? The more he thought about it, the more the idea scared him.

"Uhm, Mandy?" Cadence's voice snapped him out of his frozen state. He shook his head to clear it as she asked, "You okay?"

He shuddered. "Y-yeah, I'm fine; I just... I've got a lot to think about now."

"Well, it was only an example," Cadence emphasized.

"Yeah, but it was a rather eye-opening one. I, uh... I think I should sit this one out."

Uncertainly, Mandy walked back to the corner he'd been standing in previously. He said nothing more; just stood there and stared at nothing in particular.

Cadence, to her credit, tried her best to move away from that topic as tactfully as possible: "A-anyway, let's start with..."

The rest of the lesson was devoted to going over acceptable displays of affection (Cadence had to remind the class a few times that, outside of fellow Changelings, "hissing and snarling" was NOT one of them), as well as things to consider before going into a relationship. In what seemed like no time at all, the class was dismissed.

But all the while, Mandy was lost deep in thought. Was he really ready for the responsibility that came with parenthood? Shaping somepony's life wasn't something to be taken lightly; a few false moves, and he might get a second Chrysalis.

Then there was the matter of his personality. He was still rather snarky, to the point where Twilight was regularly reminding him to tone it back. Would it really such a good idea to have an impressionable child around to witness that?

And finally, there was still the big matter: the prejudice. Even if Changelings were now considered Equestrian Citizens, that didn't dissuade some of the more stubborn protestors. And that wasn't even mentioning how the kid would be ostracized by their peers. King Thorax could certainly attest that childhood bullying was still a thing, even amongst other Changelings; imagine how they might be picked on by ponies!

He tried to channel Mothra's advice again, but this time, he just couldn't shake off his feelings.

This was something he'd have to think long and hard about.

AJ pounded on the door with her hoof, the other Element bearers standing behind her. "Mandy, are y'all okay? Ya haven't come out in days..."

A hollow voice replied, "Yeah, just thinking..."

The Element of Honesty looked back towards the others, who all sighed. That was all he'd said since returning from Cadence's relationship workshop.

"I wonder what's gotten him so upset," Fluttershy muttered.

"Why, I haven't seen him this dour since before you and him got together," Rarity pointed out to AJ.

"Ah know, an' that's what's scarin' me..."

Pinkie was rocking anxiously on her hooves. "Ooh, I just wanna go in there and give him a big hug, but he's Pinkie-proofed the place!"

Everypony turned to look at her in shock. She simply shrugged, "I may be good at what I do, but I still have limits."

Twilight sighed. "I just wish there were some way we could—"

"ARRGH, I CAN'T TAKE IT ANYMORE!" Rainbow suddenly screeched, at the end of her patience. Before anypony could react, she bolted towards the door and started pounding on it with a hoof. "Mandy, you'd better get out here and tell us what's wrong RIGHT NOW, or I'LL—!"

Thankfully, Applejack was there to pull her back. "Rainbow, calm down!"

Her aggravated breaths eventually slowed, and she hung her head limply. "S-sorry, girls; I'm just concerned, y'know?"

Before they could reply, the sound of the lock clicking caught their attention. They turned to see the door open, and out stepped a disheveled Mandy.

Rarity reached him first. "Darling, what happened? You look absolutely drained!"

Pinkie was the next to reach him, wrapping one of her signature Pinkie Hugs around him. But when she pulled back, she was disheartened to find that it barely made much of a difference, if any.

AJ was next to arrive, also throwing a big hug around him. This actually caused him to smile briefly, before sinking back into his stupor.

Then Twilight came up, too. "Please, Mandy, we're really concerned."

Fluttershy gently added, "Whatever it is that you're going through, you can share it with us."

Mandy looked at Applejack for a moment, who gave back a reassuring smile. That seemed to make him wither even further, however.

This didn't go unnoticed. "What's with the look?"

He sighed, "Do you ever think we're moving too fast, AJ?"

She raised an eyebrow. "What makes ya say that?"

Mandy shook his head. "We only spent a day together before you started having feelings for me; doesn't that sound hasty to you?"

She looked offended at even the thought. "Where's all this comin' from?"

He sighed. "Applejack, what if we had a kid together?"

Everypony started at this, not expecting the turn. "Ah'm sorry, what?"

"What if, through some means or another, we found ourselves caring for a foal, or a nymph, or whatever? Would our relationship survive that? Would we be able to handle the responsibility without crumbling apart at the seams? Would I be able to handle it? Or would I just drag you down with me?"

AJ replied, after taking just a moment to recover, "Well, o' course! Ah know ya've got confidence issues, but yer a genuinely sweet guy! Yer hardworkin', loyal, honest to a fault, and yer the kindest stallion Ah ever met! Sure, yer rough around the edges, but Ah like that; it dissuades the folks who ain't willin' to give ya so much as the time o' day. An' sometimes, Ah need that firmness to get mah head outta mah flank."

Mandy paused, taken aback. "You... You really think all that about me?"

She nodded. "Ah'm glad ya came into mah life, Mandy. Yer the furthest thing from a burden, and Ah wouldn't tradeja fer anythin'."

The Changeling began to tear up. "B-but AJ, what about..."

She cut him short. "Whatever happens, we'll work through it together."

He began to tear up. "A-Applejack..."

She didn't say anything more; there was no need. Instead, she pressed her lips to his in a deep and passionate kiss. The others backed off as they sank into the moment, exploring each other's mouths ferociously.

"Alright," Twilight stated, "let's let these two make up for now."

With that, the rest of them left to give them some privacy.

Later that night, Pinkie's Pinkie Sense went wild. Three guesses as to why.

Lesson 5: Accepting Responsibility

Lesson 5: Accepting Responsibility

Written by MattTOB

"Ah'm pregnant."

Mandy's brain shut down completely at those two words. Up until that point, it'd been a normal Wednesday; he'd woken up early, overseen some of the Changelings who wanted to reform but didn't know how, and now he was on lunch break in his house with his marefriend.

And then Applejack dropped this bombshell.

"Wh-wh-whu-whaaaa?" Mandy sputtered, his mind struggling to comprehend.

AJ nodded, an abashed smile on her lips. "Ah just got back from the doctor. Ah'm a few weeks along."

Mandy, his mind finally catching up, recalled all the thinking he'd done about this kind of thing. He let an excited yet terrified grin spread across his face. "A-Applejack, this is wonderful news! I can't believe it; I'm gonna be a dad!"

She hugged him, sighing in relief, "Oh, thank Celestia! Ah was afraid ya'd take this badly, on account o' what happened the other week."

Mandy shook his head, returning the hug. "Of course I'm nervous, but I'd never leave you to handle this by yourself!"

After a moment of embrace, Applejack stepped back. "So, Ah guess we'll hafta break the news to th' others?"

Mandy thought about it for a moment. "Yes, though there's one variable we should really deal with..."

She raised a curious eyebrow. "An' what's that?"

In response, Mandy shape-shifted into a certain Element of Harmony. Applejack cringed at the realization, "Yeah, that's gonna be a probl'm..."

Twilight and Rarity sat at a table at Café Hay, happily chatting away. Their scheduled lunch meeting was going smoothly so far; Rarity was currently telling Twilight about a new fabric she was developing, which would be about 0.5% more cost efficient without sacrificing any quality. Twilight, meanwhile, was double-checking Rarity's math, making sure that it would actually be effective.

But their conversation was interrupted when Mandy approached their table, carrying a large stack of bits in his magic.

Twilight eyed the money, then turned to Mandy. "Are you trying to bribe us?"

Mandy, who was sweating nervously, nodded. "I just need your help getting Pinkie Pie to not overreact. Considering what happened on mine and AJ's first date, it's better to be safe than sorry."

Rarity raised an eyebrow. "Now, whatever are you afraid Pinkie Pie will overreact to?"

Mandy gestured them both to lean in close, and he whispered the answer into their ears.

Both mares gasped. "Really?!"

Mandy nodded, then glanced nervously over his shoulder to make sure nopony was eavesdropping. "We both found out this morning."

Twilight could barely think straight. "B-but that means... Changelings... And ponies... This is AMAZING! Think of the scientific studies I could make! The first recorded Changeling-Pony hybrid! And even if there's been some before, this'll be the first one with a reformed Changeling!"

Rarity ignored the bookworm. Her gaping jaw lifted into a broad grin, and she reeked of congratulation. "Why, that's simply wonderful, darling! The pure romance of it all; you two must be so happy right now! And of course, we'll help you deal with Pinkie Pie." Twilight nodded in agreement.

Mandy blushed. "Thank you so much..."

Rarity could see the uneasiness that still lingered on the bug's face. "Is there something else on your mind?" she prompted.

He sighed. "I'm just worried, is all. Not just about Pinkie Pie; about basically everything else, too. This is all just happening so fast... W-what if I'm not a good father? What if our kid gets teased for being different? Will the kid even be able to live normally? What about Applejack; will she be able to safely carry the–"

Rarity placed a hoof over Mandy's muzzle. "Mandibles, calm yourself!"

He froze momentarily, then dropped to his rump. "S-sorry..."

Rarity shook her head. "No, don't be sorry; these are all perfectly legitimate concerns, and I understand why you're upset. But you simply mustn't let your nerves get the better of you! Whatever happens, we'll be there to help at every step of the way."

Mandy took a deep breath to try and steady himself. "You're right... You're right... You're right, you're right, you're right, why can't I convince myself that you're right, OH CELESTIA I'M SPIRALING!!!"

The usually dramatic fashionista couldn't help but snicker at the reversal of roles at play here. "Let's just take this one step at a time. First, let's deal with Pinkie Pie."

Mandy, now internally freaking out, nodded.

"So, why'd you girls call me down to my secret Party-Planning Cave?" Pinkie Pie asked as she joined Rarity, Twilight, Applejack, and Mandy (who was still silently breaking down) in said locale.

Twilight and Rarity looked at the couple and nodded, then turned back to Pinkie. "Before we say this," Twilight began, "Please make a Pinkie Promise that you'll hear out everything we have to say before you act on your reactions."

Pinkie raised an eyebrow. "Why? What're you –"

Applejack stuck a hoof in the pink mare's mouth before she could start rambling. "Please, jus' Pinkie Promise us?"

Pinkie eyed Applejack, and Mandy could sense a hint of... contempt?! It was so strange, seeing such a bubbly and outgoing pony hold a grudge – even such a little one – that Mandy had to speak up, "Why does it seem like you're holding a grudge against her?"

Pinkie harrumphed (yes, she actually made a 'Harrumph' sound), "It's just funny how Applejack's trying to get me to Pinkie Promise, when she still hasn't apologized for breaking hers!"

Mandy blinked in confusion, not knowing what she was referring to. But it seemed he was the only one, as everyone else in the cavern tensed up at the mention.

AJ stepped forward, held her hat to her chest, then said with every last ounce of sincerity she could muster, "Pinkie, Ah'm sorry Ah didn't come t' breakfast an' tell y'all what was happenin'. Ah was selfish, an' thinkin' irrati'nally, an' Ah didn't think 'bout how Ah'd hurt mah friends, 'specially you. An' Ah'm sorry it took so long t' apologize fer it; there just weren't no right time t' do it. But that's no excuse. Ah hope ya can fergive me, even though Ah don't really fergive mahself..."

Twilight and Rarity stared in awe at her heartfelt apology; they didn't need Mandy's Changeling senses to tell that she truly meant what she'd just said.

Mandy, on the other hoof, didn't know what the hell they were talking about. He'd be sure to ask about it later.

Pinkie regarded her friend for a while.

Then, she reached forward and wrapped Applejack in a hug, what little pent-up traces of resentment she had fading away. "It's okay, silly filly; I forgive you."

AJ leaned into the hug, and Mandy could tell she was 'crying on the inside', as she'd put it.

Finally, they backed off. "Okay," Pinkie agreed, "I Pinkie Promise I'll listen before I react. Cross my heart and hope to fly, stick a cupcake in my eye."

Now that the promise was sealed, Mandy felt just a litte bit of his fears being swayed. Granted, it was in the same way that an apple was a little bit of a harvest, but it still helped.

"Okay," Mandy took a deep breath, then fired off: "We just found out that Applejack's pregnant, but we don't want you to freak out and overblow everything like you did on our first date, so please please PLEASE try and tone down your reaction?"

There. The cat was out of the bag. Mandy screwed his eyes shut, bracing himself for the Pinkie-nado that was imminent.

Pinkie blinked in realization. "OHHHH, that's what you're worried about? I already know about that!"

Everyone except for the pink pony gawked. "WHAT!?"

She merely shrugged, "Yeah, my Pinkie Sense told me; whenever my knee gets ache-y, then my larynx goes dry, then my pancreas deflates like a whoopee cushion while my large intestines do barrel rolls, that usually means that somepony close is expecting a foal! Did I never tell you guys about that one? It happened when Mr. and Mrs. Cake had Pumpkin and Pound Cake, too!"

Mandy was absolutely dumbfounded. All this time, she knew about it, and she HADN'T already thrown them the most overblown party in Equestrian History?

Pinkie seemed to sense Mandy's trepidation. "Oh, don't worry, I've already planned a small party. The details are in section M-16, under 'Mandyjack'."

In response, Mandy simply fainted from exasperation.

"...an' that's what happened," AJ concluded her explanation.

Apple Bloom stared at her big sis in amazement and disbelief; Big Mac looked on with brotherly pride, though Mandy could still sense the faint jealousy he had; and Granny Smith...

Granny Smith sat there, forelegs crossed, nose up-turned. "Ah can't believe it..." she muttered to herself.

Applejack looked at her own grandmother, starting to fear the worst. "G-Granny..."

However, Mandy came to the rescue. "Listen here, Granny Smith," he began, pointing a hoof towards the old mare, "we know that our relationship is highly unusual, and you likely have your reasons for not accepting. But please, just put aside whatever preconceived notions you're harboring up there, and know this: I will do everything in my power to make sure that both Applejack and our kid are taken care of."

Granny's eye opened, and she regarded them with confusion. "Whatchu talkin' about? Ah'm already okay with yer relationship!"

Mandy faltered, so AJ asked, "Then why're ya actin' so upset?"

Granny huffed. "Ah'm upset b'cause ya two ain't even married yet! Even yer parents got hitched b'fore they had Big Mac!"

Both of them stepped back, blushing profusely. "Oh, right," AJ replied.

"Well," Mandy tried to rationalize, "it's just, what with the government obligations, and t-the Sweet Apple Acres, and –"

"It's because Mandy 'ere don't know how to have a weddin'," AJ finished smugly.

Mandy's face grew even redder, but he still nodded.

Apple Bloom pointed out, "But the Changeling invasion centered ON a wedding!"

Mandy rolled his eyes. "Yeah, but I wasn't actually in the city until AFTER the wedding had been crashed!"

Granny blew a raspberry. "Is that all? C'mere, Ah can show ya!"

Now, Mandy's face was fully red. "R-right now!? Isn't this all just a bit sudden? I-I mean, what about the guests, the food, – I'm not even wearing my suit! We–"

"Mandy," AJ tapped his shoulder, "It's just a practice run."

At that, Mandy calmed down. "W-well, I suppose that's fine..."

With that, the group went out back to show Mandy the proceedings of a wedding.

Lesson 6: Facing Your Family

Lesson 6: Facing Your Family

Written by MattTOB

Fluttershy stood on the lawn of her grandmother's house, fighting for the courage to knock. It couldn't be true, it just couldn't be! Her favorite grandmother couldn't be a Changeling!

...could she?

Finally, her need for closure overpowered her fear, and she knocked. After a long, tense moment, the door was opened, and out stepped Lilac Shy. Like her daughter Flower Shy, she had bright red hair, but her fur was as white as her namesake, and her Cutie Mark was of a bee pollenating a lilac.

"Oh my, Fluttershy!" she began fondly, "Why, I haven't seen you since—"

"Grandma, we need to talk."

Lilac paused at the serious tone Fluttershy had. "O-okay? Would you like to, uh, come in for some tea?"

Fluttershy eased up a little bit. If there was anything that could calm her down, it was her grandma's tea. "Yes, please."

Lilac ushered Flutters inside, closing the door behind them.

Eventually, Lilac brought out two cups of tea. Handing one to Fluttershy, she sat down. "You seem like you've got someting important on your mind; what is it dearie?"

Fluttershy chuckled nervously. "It's just that somepony I know was spreading a rumor about you, and I just needed to clarify that the rumor wasn't true."

"What kind of rumor?" Lilac raised an eyebrow, before taking a long sip of her tea.

"Well," Fluttershy was outright laughing nervously now, "apparently, they're under the impression that you're, um... a Changeling."

Lilac gagged on her tea, nearly spitting it out. Fluttershy immediately noticed this, and began freaking out, "Oh no! It's true, isn't it!?"

Lilac had to take a moment to recover, swallowing her tea. "Fluttershy, dear, let me explain."

But to no avail; Fluttershy was already getting lost in her panic. "Oh my, oh sweet Celestia, this is— I don't— what— how— I'm— are you even—?" was all she could say before she started hyperventilating.

Her grandmother grabbed her granddaughter's shoulders with her hooves. "Breathe, dear; remember to breathe! Go to your happy place — you know, the one with the ostriches, and the toucans, and the baby penguins?"

Fluttershy regarded her grandmother, wide-eyed. "Y-you really are her..."

"Of course I'm me, dearie," Lilac smiled warmly.

Fluttershy cringed. "But I'm not entirely sure I know who you are any more."

Her grandmother sighed, "I'm still the same old girl you know and love; I just... haven't been entirely honest about a few things."

Fluttershy thought for a moment. "Show me."

Lilac raised an eyebrow. "Are you sure about this, dear?"

The yellow pegasus nodded. "If I want to accept this, I'll need to see you for your true self."

Her grandmother hesitated for a moment, before nodding in agreement. With a flash of teal magic, Lilac's pegasus guise fell away to reveal a reformed Changeling with the same color scheme.

Fluttershy stared at her grandmother for a long moment. "Oh my, that's... You're.... Wow..."

"Do you need to sit down?" Lilac offered.

The pegasus nodded, still lost in thought. So Lilac took Fluttershy by the hoof, and sat her back down onto the couch.

It was only once Lilac had taken her own seat across from her that the Pegasus finally snapped out of her frozen state. Even so, the room remained silent for several uncomfortable minutes.

Finally, Fluttershy found her voice again. "So... W-what was your name, before you, uhm, became Lilac?"

"Paulie, short for Palynophage," she stated simply. "But I'm Lilac now, and that old life of mine is dead."

"Paulie, huh?" Fluttershy couldn't help but chuckle. "You wouldn't happen to be related to Mandy, would you?"

"Every Changeling in the Hive is related on some level," Lilac pointed out. "But if you're asking if I'm close enough to him for it to mean anything, then no; he's too far-removed from my brood."

Fluttershy nodded, just a tad bit relieved. "How'd you come to Equestria?"

She shrugged, "Same as most other Changelings; I was a gatherer, getting stallions to go on dates with me so I could collect Love.

"That is, until I met your grandfather."

The timid pegasus blinked. "G-Grandpappy Glaucus?"

It'd been several years since either of them had mentioned her grandpa; not since he'd passed of sickness. Just thinking about him was making Fluttershy's eyes begin watering.

Lilac nodded. "You know what he was like; so confident, so self-assured, so passionate... He opened my eyes to the true meaning of love, and I left the Hive for good."

Fluttershy wiped away the moisture building up in her eyes. "I didn't know...."

Her grandmother shook her head, "Your mother doesn't even know the full story of that; only me and him, and now, you."

"Speaking of that," Fluttershy grimaced, "does that mean she's...?"

"She's half Changeling, and you and Zephyr are one-quarter," Lilac stated simply.

Fluttershy took a moment to consider this, amd all the implications that came with it.

Then she chuckled, "That might explain Zephyr's dependence on our support."

Lilac laughed at that, "Maybe."

Once the laughter died down, the room went silent for another moment. Then Fluttershy asked, "Are you going to tell Mom?"

The Changeling cringed, but after a moment, she nodded. "She absolutely deserves to know. But what about you; how do you feel about all this?"

Fluttershy twiddled her hooves. "Well, I'm certainly not happy that you've been lying to us this whole time..."

Lilac wilted a bit.

"...but I think that, once you've told Mom, maybe you could teach me some things about being a Changeling? I've heard that Gourdfest is quite fun."

Her grandmother brightened up at that. "I'd love to, dearie."

Fluttershy gave a smile, then, with only a little hesitation, she got up and hugged her grandmother.

Some hours later, Fluttershy returned to her cottage. Opening the door, she sighed a bit to herself, relieved to be home.

Then she smelled the chocolate milk. "Hi, Discord."

The draconequus in question manisfested himself from behind a coat rack, holding a bowl of chocolate milk. "Welcome back, Fluttershy dearest. What kept you out so late?"

"Oh, just visiting some relatives."

"You mean the one who's been a Changeling this whole time?"

Fluttershy flinched momentarily, before remembering that Discord was chaotic like that. "Yep."

Discord nodded, before using his tooth as a straw to drink his milk.

"Hey, uh, Discord?" Fluttershy suddenly asked. "Did I, uhm, inherit anything from her?"

"Other than your Stare?" He asked. "Well, there's the fact that she can transform into animals, while you have a knack for understanding them."

Fluttershy considered this for a moment. "Wait, I inherited my Stare from her?"

"It's an offshoot of Changeling mind-altering magic," he stated casually. "Don't worry, though; your Stare is only suggestive, not aggressive."

The pegasus frowned. "If you say so..."

Lesson 7: Telling The Truth

Written by MattTOB

Mandy groaned as he massaged his temples. "For the last time, you can NOT give a cocooned pony as a gift!"

The Changeling he was talking to visibly deflated at that. "Well, in that case, I've got some apologizing to do."

Before Mandy could even respond to that, the Changeling got up and rushed out of the room.

"Sweet Celestia, this never gets any easier," the Ambassador muttered to himself. "Next!"

The door to the room creaked open, and in walked a new Changeling. Her purple eyes distinguished her from other drones, her mane was yellow (likely a conscious choice on her part), and her wings were already cloudy, indicating she was partway through her reformation.

"M-Mr. Carapace?" she began, stuttering nervously. "I need some help and advice."

"That's what I'm here for," Mandy stated. "Now, what's the problem?"

She took a deep breath, before admitting, "I've been hiding as a pony for the past twenty years, and I don't know how to go about telling my daughter what I really am."

Mandy blinked. "Well, that's easy enough: just get her into a calm setting, then reveal yourself."

She shook her head, "I don't think you understand who I am."

He raised an eyebrow. "I doubt that has any bearing on this, but sure, humour me."

The Changeling took another deep breath, before donning her preferred disguise.

Mandy recognized her instantly; after all, he was good friends with her daughter. "Mane Allgood?!"

Scootaloo's mom nodded sheepishly.

Mandy took a moment to process. "You're right, this will be challenging. Does Snap know?"

She nodded, "He's known since we first met."

That piqued his curiosity. "Ok, I simply must hear that story."

20 Years Ago...

Snap Shutter peered into the muggy jungle around him. The mosquitos buzzed in his ears, yet he didn't pay them any mind; he was too focused on his surroundings.

He and the rest of his expedition were headed through the Tenochtitlan Basin in search of lost treasures and temples. They'd been searching for two weeks straight now, but still no sign of anything. If they didn't come upon something within the next month or so, their dwindling supplies would force them to return empty-hooved.

And that wouldn't do at all; Snap Shutter wasn't a well-renowned explorer and tracker for nothing.

So there he was, scanning the surroundings fervently. The rest of his party were also on lookout, but they were more immediately focused on clearing a path through the brush.

Suddenly, the stallion at the front paused. Did he just hear a branch snap nearby? Maybe not, but just in case, he quietly signalled the rest of the group to freeze as they waited.

Another branch snapped, confirming the pony's suspicions. The unicorns of the group lit their horns apprehensively, the pegasi brandished machetes, and the earth ponies tensed their muscles as the sound approached.

But then more movement came from behind them, then from their sides. By the time they realized they were surrounded, all their escape routes were covered.

The movement all stopped just a few feet from them, hidden in the underbrush. A tense moment passed as the team held completely still.

Then the chimerae attacked.

It was brutal. Despite being up 18 ponies against the five chimerae, the beasts were incredibly smart. They targeted the unicorns first, who were quickly overwhelmed from all sides and slain brutally. The pegasi fared somewhat better, being able to hover above the beasts, but every time they tried to swoop in for a strike with their weapons, one of the extra heads would alert the beast, giving them time to either dodge or counter-attack. The earth ponies also did fairly well, holding back the chimerae with their raw strength, but it soon became apparent that they were fighting a losing battle.

Snap Shutter was in the middle of the scuffle, dodging a chimera's lunge, when one of the pegasi called for a retreat. With less ponies to get out, they were more easily able to slip past the beasts, making a run for it.

But as they ran, Snap began to fall behind. He was never a great runner, and his fight had tired him out considerably.

Then he tripped over a root. The world spun as he rolled down an incline, tumbling into the brush. He hissed through his teeth as he landed hard on his right fetlock, likely cracking it, but he picked himself up as quickly as he could.

His team was no longer within sight.

He quickly attempted to track them, but the approaching snarls of the chimerae forced him to abandon that plan. Keeping off his injured hoof, he hobbled quickly into the underbrush to look for a hiding place.

Eventually, he found himself at the base of a large hill, where a cave resided. The cave curved towards the back, and there were stalagmites scattered across the floor.

But his tracker's instincts also noticed the claw marks on the walls, the shed fur on the ground, and the distinct smell of decayed flesh. This was some creature's den, and judging by the color of the fur, he had a pretty good idea as to what made its home here.

He'd just stumbled into a chimera's den.

Before he could leave, however, he heard movement outside. Groaning internally, he retreated to the back of the cave, where he hid behind a particularly large stalagmite.

A moment later, two chimerae prowled in, peering into the darkness. "I could've sworn I heard one come into here," the first one's goat head grumbled.

The second one's tiger head sniffed the air, but thankfully, the nauseating smell of discarded carrion overpowered Snap's scent. "I don't smell anything other than the remains of last week's dinner."

"Well, if something is in here, they'll have to get past us if they want to escape."

The second one swooned. "That-a kitty."

Snap cursed in his head; he was trapped in here until he either escaped or was discovered. Luckily, he still had his rucksack of supplies, but it wouldn't last him more than a month, even if rationed properly.

This was going to suck.

Three moons. It took only three moons for an escape option to present itself.

But when it did, it wasn't what Snap had been expecting.

The first one, who Snap began referring to as 'Claw' (he was the one who gouged the marks into the walls during his spare time), returned from a hunt with a limp boar in its jaws. His mate, the one Snap nicknamed 'Snarl' (the tiger head would snarl whenever the snake and goat heads argued, threatening them into submission), got up and brushed up against Claw. "You're back early."

Claw nodded, spitting out the prey. "Found this one wandering near the quarry."

Snarl purred, nuzzling her mate. "Oh, what would I do without you?" After a moment of shared affection, she began eating.

Snap, who was peeking out from behind his hiding place, would've ignored them. But just as he was about to, he realized that Claw wasn't eating; in fact, he was staring at Snarl...

Suddenly, a flash of green light erupted from Claw's forehead, hitting Snarl in the chest. She didn't even have time to react; she was unconscious the moment the magic made contact.

With a wave of green fire, Claw was replaced by something entirely different. An equinoid now stood over the knocked-out body of the chimera, but it wasn't a pony. Where its fur should've been, a black carapace shone in the dim light seeping in from outside; its purple eyes were compound like a bug's; in fact, it seemed like a bug in every way apart from the overall shape, the horn, and the ratty yellow mane and tail.

Snap watched in silent shock as the creature heaved the unconscious chimera with its neon green magic, bringing it closer for preparation. It began to produce a shiny green substance from its mouth, resembling resin in its look and consistency, and began to cocoon Snarl's body.

"You can go now."

Snap froze. The creature — female, if the voice was any indication — hadn't even looked up; she'd just stated it as though she were a caretaker granting a child permission to do something obvious. He knew that they'd suspected that he was there, but she said that as though she knew for fact that he was there.

After a moment, the bug-pony turned to stare directly at his hiding place. "Did you hear me, pony? Leave, before I change my mind."

Snap couldn't believe it; she did know he was there! And yet... she was letting him go?

Slowly, he rose from his hiding place to face the creature out in the open. A tense moment passed as they stared at each other.

"Well?" she raised an eyebrow, nodding her head towards the cave mouth. "There's the exit; go."

Snap was stunned silent. After a moment of mental effort, he began to move.

But instead of moving towards the exit, he moved towards her. She eyed him suspiciously, but didn't take up a defensive position, as if she knew his intention for approaching.

Finally, he stood just a few paces away from her. "That's it? I can just... Leave?"

She nodded.

"Why?"

"Because I'm nice like that," she gave a wry smile. "Now go; I'm busy."

As she turned back towards her work, Snap stood stock still, lost in thought. Was she planning something? It didn't seem likely; she genuinely seemed focused on making her cocoon. He was perfectly vulnerable, so why wouldn't she attack?

His primal instincts were screaming at him to run like Tartarus, but his curious mind was more fascinated by the creature — no, the individual in front of him.

She glanced up, then huffed. A green aura wrapped itself around him, and he nearly panicked. But instead of knocking him unconscious or anything like that, it simply nudged him forward, getting him to start walking. When he reached the cave entrance, he glanced back at the bug-pony, who waved her hoof in a 'go on' gesture.

With a determined nod, he charged off into the brush.

...

...only to come back a few minutes later with a bundle of sticks in his grasp.

The bug pony, who'd finished the cocoon and was now hanging it on the cavern roof, glanced up at the sound of his approach. When she saw him, she did a double-take. "What the— you're back?"

He nodded. "I couldn't leave without saying thanks."

She rolled her eyes. "Thanks for what?"

"Thanks for saving my life from that chimera," he gestured up to the cocoon.

She shook her head. "A dead pony is just a waste."

He frowned, dropping the bundle of sticks. "Something tells me that's not why you saved me. And until I figure it out, I'm not leaving you."

She huffed. "Fine! It's because I'm weak, alright?"

He raised an eyebrow. "You just knocked out a chimera after posing as its mate."

The bug-pony shook her head, "Not that kind of weak; the emotional kind."

"Oh?"

She nodded forlornly, finishing her work on the cocoon. "That's why I'm out here in the first place; I wasn't strong enough to do my job, and it got me banished."

Now he was curious. "What was your job?"

She sighed. "Love harvester."

Snap blinked. "Come again?"

Stifling a groan, she turned towards the cocoon to demonstrate. A trail of pink energy became visible, getting drawn towards her. He watched in fascination as she collected the energy in her mouth, before swallowing it. "We steal love to survive," she continued, "but when I was instructed to drain a pony, I couldn't bring myself to do it. I was deemed weak, and cast out for it."

He winced, "That's horrible!"

"I don't need your pity," she scoffed, before looking at him. Once she did, however, she blinked in disbelief. "That's not pity..."

He raised an eyebrow. "Well, yeah it wasn't, but how did you...?"

"We eat emotions, so we can sense them. But you're not pitying me, you're..." Her gaze was fixed on him as though he were a ghost.

"I'm horrified at the thought of such a harsh life!" he stated. "Having to steal emotions just to survive, and being outcast for having reservations about it? That's absolutely awful!"

"It really is," she looked downcast.

The dejected look in her purple eyes was all he needed in order to make up his mind. Without hesitation, he moved forward and grabbed her in a hug, catching her by surprise. "What're you—?"

"What if you didn't need to steal love?" he asked her, giving her pause. "What if, instead, you could share it?"

She was at a loss for words. If the fact that he was willing to share love with her wasn't shocking enough, the fact that it was actually working...

They stood there for a moment, before he eventually had to let go. "C'mon, I'd like to get to know the pony who saved my life. What's your name?"

She blinked, still stunned by the gesture. "A-Alate."

He smiled. "I'm Snap Shutter. Now, it's getting cold; let me start a fire."

He moved to the pile of sticks, leaving her to process what just happened. After a few moments, she realized that he was having trouble lighting the kindling. With a flash of magic, the sticks caught on fire, making him jump slightly before he smiled at her.

She smiled back.

"...and from there, we talked," Mane Allgood began to wrap up her story. "For days, we stayed in that cave and just... talked. We discovered we had a lot in common; we were both experienced trackers, and we both liked adventure. From there, we hit it off. He eventually offered to let me live with him, and while I was hesitant at first, he insisted.

"Our love's been magical ever since. I created Mane Allgood so I could become an Equestrian Citizen, I travelled the world with him, and we've got a beautiful daughter now... But here I stand, afraid to tell my daughter the truth about myself."

Mandy was in tears now. With the recent development in his and Applejack's relationship, he was starting to understand just how frightening parenthood could be. He could only imagine how nervous she must be, wanting to shed the disguise she'd worn for her daughter's entire life.

And yet, he knew just what to do. "Just tell her."

She stuttered, "B-but what if she doesn't accept me? What if she comes to resent me for lying? What if she blames me for her flightlessness?! What if—"

"Mane," Mandy stated levelly. "I understand that you're nervous, but panicking and putting it off won't help. Scootaloo's a good kid; she'll understand."

She put her head in her hooves. "I've been across the world, caught some of the toughest creatures known to us, and yet... I've never been so scared in my entire life..."

"I can be there with you, if you'd like," Mandy offered.

She thought for a while, before smiling nervously. "Yeah, I'd like that."

Mandy nodded, getting up out of his chair. "Where's Snap right now?"

"He's with Scootaloo, at his sister's place."

He smirked. "Ah, Holiday, what a mare. I met her once; got put on time-out for swearing. She's nice."

They shared a laugh as they left the building, Allgood re-donning her disguise.

"...and this one's from our expedition to the Isles of Scaly," Snap Shutter brought out a small stone with carvings of a crescent moon and a flower.

"Oh, wow!" Scootaloo gasped, staring at the relic without actually touching it (she'd learned her lesson after the first time). "That's so cool, Dad!"

"Say," Auntie Lofty piped up, "weren't the Isles of Scaly mentioned in that one Daring Do book? The one about the Moon Grotto and the flower?"

He shrugged, "I dunno; I don't read 'em."

Lofty thought for a moment, but shrugged. "Eh, she probably just based it off of the real place."

Scootaloo continued to look at the souvenir in her dad's hoof, but their attention was caught by a knock at the door. Snap put the rock back into his sack, and they both answered the door.

When Scootaloo saw who it was, she squealed in joy. "Mom!"

Mane smiled nervously, giving her daughter a hug. "Heya, Scoot."

Her uneasy demeanor didn't evade Scootaloo's notice. "What's wrong, Mom?"

It was then that Mandy stepped forward, much to Scootaloo's surprise. "She's got something important to tell you."

"Mandy? What're you doing here?" the filly asked.

"I'm just here for extra moral support," he stated simply.

Snap's eyes widened as he realized what she was planning. "Are you sure about this, Mane?"

The false pegasus nodded nervously. "I think it's about time we tell her."

"Tell me what?" Scootaloo was getting nervous now. "What happened?"

"Nothing happened," Mane clarified. "It's just that... I haven't exactly been honest with you."

Scootaloo stared up at her mother with scared eyes. "What do you mean?"

Mane stole a glance at Mandy, who nodded, then looked to Snap, who smiled reassuringly. Taking a deep breath, she squeezed her eyes shut and summoned forth her magic.

Scootaloo watched with wide eyes as green flames consumed her mother, leaving behind a Changeling that vaguely resembled her. Her hair was still yellow, with those signature side-swept locks at the front, but the rest....

Mane kept her eyes squeezed shut as she waited for Scootaloo's reaction. Whatever it would be, there was no turning back now.

"Uh, Mane?" Mandy spoke, prompting her to crack open an eye. He pointed a hoof at Scootaloo, and she took a quick peek.

Scootaloo was frozen in place, jaw slack and a look of awe in her eyes.

Wait, awe?

Before Mane could speak up, Scootaloo unfroze and leapt into the air, shouting the last thing she'd been expecting:

"AWESOME!"

Mane was stunned. She watched dumbfoundedly as her daughter hopped about the room, eagerly asking questions at about a thousand words per minute. She looked to Mandy, who was smirking.

"Toldja she'd understand."

They all shared a good laugh.

Lesson 8: Reaching an Understanding

Written by MattTOB

Mandy Carapace was having a rough day.

He got through his Ambassadorial duties relatively quickly, but just before he finished, a new, larger group of Changelings was brought to him by a Royal Guard. The Guard explained that they'd found these Changelings infiltrated amongst their ranks, and Mandy now had to deal with the fallout of that.

It wasn't pretty, to say the least. Several trips to the Hive and a lecture on the wrongness of replacement later, and they left Mandy to wrap up his paperwork.

Then a cloud zipped into the room and started to rain on him.

Mandy, thoroughly unamused, groaned without looking up. "Very funny, Rainbow Dash. Is this your idea of a pra—?"

But the Changeling froze. Something was wrong with this rain; it smelled... sweet? Mandy held out his tongue to catch a few drops, then gasped.

Chocolate milk.

He looked up at the cloud; sure enough, it was pink.

Mandy quickly realized what was about to happen, and reacted accordingly:

He screamed, "Oh HELL NO!" and tried to dash out the door as quickly as he could.

Unfortunately, he was too late; the door slammed shut of its own accord, and he screeched to a halt, barely avoiding ramming into it. "Let me out!" he screamed as he pounded on the door with a hoof. "Lemme out, please!"

"Oh, well, you're just no fun."

For an instant, Mandy froze at the voice.

Then he redoubled his efforts. "SOMEBODY LET ME OUT, PLEASE! I DON'T CARE WHAT I NEED TO DO IN RETURN, JUST DON'T LET ME FACE HIM!! PLEASE, HELP!!!"

But to no avail; a potted plant in the corner of the room began to shake. An antler poked out of the dirt, then a lion's paw broke through the side of the pot.

Then Discord stepped out of a nearby cabinet, wearing red-and-white Soaps with golden buckles. "Long time no see, Mandy."

Now Mandy was reduced to incoherent screaming, clawing desperately at the door in a feeble attempt to escape the Lord of Chaos.

The draconequus took a step forward. Then another. And another. Then he noticed the potted plant with the antler and lion paw still sticking out of it, grabbed it by the fronds of the plant, and quietly stowed it down his non-existent shirt.

The Changeling, running out of energy rapidly, began to slump at the foot of the door. His movements grew lethargic as he huffed and puffed, until finally, he collapsed completely, shivering and crying out of fear.

Discord rolled his eyes. "You know, I'm getting the impression that my presence isn't welcome here."

Mandy didn't dare look back; he was too afraid of the Spirit.

After a moment, the draconequus raised an eyebrow. "Really? You're that scared of me?"

No response.

Discord sighed, getting a bit frustrated. He snapped his fingers, and his teeth suddenly disappeared. "Come on, I won't bite."

For the longest of moments, Mandy didn't respond.

Then slowly, — very slowly — Mandy turned to face the draconequus. "Wh-wh-what are you gonna d-d-do to me?"

He huffed, his teeth popping back in. "Oh, come on; if I wanted to do something to you, I would've already done it."

Mandy blinked at that. That made sense, which didn't make sense coming from the Lord of Chaos.

"Now," Discord continued, "would you please enlighten me as to why you are so afraid of me?"

The Changeling swallowed a lump in his throat. "Th-the Famine..."

The realization hit Discord like a mallet to a watermelon. "Oh. Right..." he muttered, growing forlorn at the memories. "The love shortage caused by my original rule over Equestria; I'd, uh, repressed those memories..."

A heavy silence followed. He shuffled on his feet, suddenly unsure of what to do. What does one do to make up for almost inadvertently starving dozens of Changelings?

He didn't know; eventually, he just left without another word.

Mandy blinked, slowly sitting up. When he realized that the Draconequus was, indeed, not coming back, a relieved yet confused look grew on his face.

Finally, he grunted. "I don't get paid enough for this..."

"...and that's why I need your help," Discord finished explaining the situation.

Fluttershy stared at him, mouth agape in horror. "Oh, sweet Celestia, that's a lot to take in..."

The draconequus hung his head low. "I know, I know. There's nothing I can possibly do to atone for what I did, but I at least want to try. I may enjoy causing chaos, but I don't like making anyone so scared..."

Fluttershy thought for a moment. "I, uh... I think I need some help, too. Just, uh, give me a bit..."

The demure pegasus quickly ran inside her cottage, retrieved a quill and parchment, and wrote a long letter. Once she'd finished, she whistled lightly, and one of her crow friends came. "Please bring this to Twilight, Manfred."

The crow nodded, taking the paper and flying off.

Once that was done, Fluttershy headed back outside. "Alright, it's on its way."

Discord nodded, still looking ashamed. "So, what should I do? How do I get Mandibles to stop being so scared of me?"

The pegasus shook her head. "I don't know; probably do something that means a lot to him. What do you know about him?"

"Well," the draconequus began, "I know he's an Ambassador, he doesn't particularly like having his mind torn through, and he hates my guts."

Fluttershy frowned. "He doesn't hate you; he just... dislikes you."

"Right, because that's so much better..."

Fluttershy took in a breath to respond, but stopped short when a flash of magenta light appeared between them. "YOU WHAT!?" Twilight screamed, eyes glowing white and hair flowing out of pure RAGE.

Both of them reeled at the sudden interruption, but Discord steeled himself. "My original rule over Equestria caused so much disharmony that the Changelings nearly starved."

Twilight's expression somehow grew angrier. "WHY DIDN'T YOU DO ANYTHING ABOUT THAT!?"

"By the time I realized it, I'd already been turned to stone."

Fluttershy interrupted, "How'd you figure it out if you were in stone?"

Discord sighed. "As they were moving me to the Royal Garden, a group of disguised Changelings approached the Royal Sisters and begged for food. I could tell that they were Changelings, and that they were starving, and I put two and three together. I felt so guilty, but I couldn't do anything about it, so I had to forget it to stop myself from going insane."

Twilight was about to yell again, but she stopped herself and took some deep breaths. Her emotional high began to taper off, and her eyes gradually lost their glow.

Eventually, she'd calmed herself down enough to think rationally. "How could you possibly get any more insane than you already were?"

"Trust me, you do NOT want to know," Discord shuddered.

Twilight released a breath. "Alright... Well, this is certainly a predicament and a half. You're lucky I was already coming over to get some food for Owlowiscious; otherwise, I'd have to reschedule all of today."

"Oh, right!" Fluttershy quickly fluttered into her cottage to retrieve the food.

While they waited, Discord turned back to Twilight. "So, what'll I do about Mandible and the Changelings?"

Twilight shook her head, "I don't think that's my place to decide."

"Then whose is it?"

"I think you already know," Twilight stated simply.

Discord flinched, but ultimately nodded. "I believe I do."

It was then that Fluttershy returned, unsteadily carrying a large bag of owl food on her back. "Did you come up with something?"

Discord gave a wave to Fluttershy. "Well, it was nice knowing you, Fluttershy. If I don't come back alive, then make sure there's cheese fondue at the funeral."

Before she could even ask what he was talking about, he disappeared in a snap.

"So let me get this straight," Princess Chrysalis raised an eyebrow at the draconequus kneeling before her, ire and suspicion boiling within her eyes. "You, Discord, Spirit of Chaos and instigator of the Great Harmony Famine that killed countless Changelings, want me to punish you for your atrocities?"

Discord nodded. "I wish to atone for my transgressions, yes."

She stared him down for a moment, searching his aura for any signs of deception. "Why?"

He gestured to the Changelings that were hiding behind Chrysalis, who flinched at his movement. "Because I can't bear to see anyone so utterly terrified of me."

Chrysalis's raised eyebrow dropped. "Then what about your time reigning over Equestria?"

"That was kooky, nutty, and crazy, but distinctly not scary."

She rolled her eyes, then delved deep into thought. What was she to do about this? She couldn't deny his attempt at making amends; that'd make her a hypocrite! But she couldn't just outright forgive him; he'd killed nearly half of the species, no matter how inadvertently.

Then she had an idea. "I think I have something you can do for me, as retribution..."

3 weeks later...

Mandy stepped into the Equestrian Hive's Nursery for the first time since it was built. A caregiver greeted him, "Hello, Mandy sir! How may I help you?"

"I'm here to, uh, see Discord," he hesitated slightly, still apprehensive about this.

She nodded, "Right this way." She led him down a hallway, past several hatcheries and crib rooms, finally stopping at the end of the hall. Mandy paused in front of the door, before steeling himself and pushing it open.

He'd known Discord had become Thorax's head caregiver. He'd known that, with Fluttershy's help, they became some of the best caregivers the Hive had ever seen.

And yet, that still didn't prepare him for the sight he saw inside the room.

"Hi, Mandy!" Fluttershy perked up when she saw the bug-pony enter. Her wings flapped, putting an extra spring in her step as she rushed across the room and hugged him. "How have things been? Is Applejack holding up well?"

"Yep," he replied. "She just got her first craving last night; peanut butter and pears."

Fluttershy gasped. "Oh my! How'd Granny Smith react?"

Mandy shrugged. "Eh, she's kinda salty it wasn't apples, but at least it wasn't strawberries."

The yellow pegasus tittered.

Then a third voice spoke up: "Hello, Mandy."

The bug in question flinched, but he did not run; instead, he turned his attention to the character in the middle of the room that he'd been trying his hardest to ignore.

Sitting in a nest of moss, surrounded by several newborn nymphs, was a shape-shifted Discord. His bat and pony wings had been replaced with translucent membranes; his brown fur had been transformed into chitin; his goatee and eyebrows were intact, although his mane had been turned white to match; his horns were now antlers behind a pointed Changeling's horn; and his eyes were segmented, the outside ring being red while the inside ring was yellow.

Chrysalis thought it was a fitting punishment. Starved several Changelings? Help to raise more!

And while Mandy couldn't disagree, it still didn't mean he was comfortable with it.

"Hey, Discord..." Mandy began awkwardly, unable to bring himself to look at the sight before him. "It's, uh, been a while..."

"I'm sorry."

The Changeling did a double-take. "What?"

Discord looked down, forlorn. "My rampage over Equestria was only meant to bring laughs, and maybe some confusion, but I never meant to cause the atrocities I did to the Changelings. Still, that is no excuse for what I did, and I hope that what I'm doing can at least begin to make amends. Maybe we can become friends, or maybe not, but I hope you can forgive me for what I've done."

Mandy stood there, stunned for quite some time. He really felt this bad about it? A part of him feared it might be a trap, but with some effort, he managed to push past it. "I hope so, too."

Discord smiled nervously; Mandy responded in kind.

Then Discord addressed the nymphs swarming him. "Alright, that's enough of that touchy-feely stuff for now; it's time to get you all fed!"

The nymphs chittered eagerly, and a part of Mandy couldn't help but beam at the sight.

Fluttershy eagerly hopped forward. "Ooh! Ooh! Can we do the thing?"

Discord looked her in the eye; she looked back with more confidence than Mandy had ever seen from her. "Of course, my dear Fluttershy," the draconequus-turned-changeling obliged.

Now Mandy was curious. This, he just had to see.

With a flash of his horn, along with a distinct snapping sound, Fluttershy was replaced by a Changeling that looked almost exactly like her.

What.

The yellow Changeling squee'd, then cleared her throat and addressed the nymphs. "Now, who wants some buggy loving from Auntie Fluttershy?"

Mandy watched, flummoxed, as the infants all moved from Discord to Fluttershy. They climbed up her brand-new carapace, poking around every nook and cranny in her now holey legs or moving up to her hardened neck to look her in her cloudy turquoise eyes.

Fluttershy giggled at the sensation, then began nuzzling each and every nymph. As she did so, several pink wisps left her mouth, which were sucked up by the hungry infants.

Mandy still couldn't believe what he was seeing, so he turned to Discord, who was suppressing a laugh. Before he could even ask, the Lord of Chaos stated quite simply:

"It was her idea."

Lesson 9: Embracing Humility

Lesson 9: Embracing Humility

Written by MattTOB

Another day, another trip through the marketplace. Chrysalis strode determinedly today, ignoring the usual looks. This time, she just had one item to get — shampoo — and she was determined to get it as quickly as possible.

However, she wasn't headed to the normal hair-care stall, like most other ponies. No, she preferred her shampoo a bit more... Exotic.

"Hello, Zecora," Chrysalis smiled as she greeted the shaman at her stall.

"Ah, Chrysalis, what a pleasant surprise," the zebra smiled back. "I assume you're here for your hair supplies?"

Chrysalis nodded, and Zecora began rooting through her inventory to locate the items.

Then Rainbow Dash happened to fly by, noticing them. "Hey, Chryssie! Whatcha doin' here?"

Chrysalis winced, but took a deep breath to calm herself. "Why, hello, Rainbow Dash. I'm simply getting some shampoo, as I've almost run out back at the Castle."

Rainbow smirked, "I gotcha. You like that exotic stuff, huh?"

The Changeling nodded. "It helps remind me that I'm not alone in being an outsider to town."

At that moment, Zecora popped back up, a bottle grasped in her mouth. She set the bottle on the counter and smiled. "I'm happy to hear I reassure you. Now, for the price, that'll be two."

Chrysalis reached into her bags and pulled out her bit sack. Pulling out two, they exchanged nods before Chrysalis packed up the bottle and began to leave.

Rainbow swooped down to hover near the Princess's head as they walked. "It also helps that her stuff is so magical, right?"

Chrysalis gave out a hearty laugh. "Oh, please; zebras may have excellent potion-making skills, but they aren't magical."

That threw Rainbow off for a moment. "What do you mean by that?"

"I mean that they can't use magic."

The prismatic pegasus frowned, "Uh, yeah they can..."

"No, they can't," Chrysalis insisted. "In all my years, not once have I seen a zebra display magical prowess in any field."

Rainbow retorted, "Zecora uses magic all the time! What about Nightmare Night, with that smoke that makes those images?"

Chrysalis rolled her eyes, "Mere optical illusions. When you're told something to see in relative shapeless-ness, your brain fills in the gaps because it likes finding patterns in the nonsensical."

"Then what about when Zecora tried helping Twilight train her magic to defeat Trixie?"

"Did that actually work?" Chrysalis pointed out.

Rainbow went to rebut, but got nothing. "Well, no, not really..."

"Then it was nothing more than breathing exercises and a lesson in concentration," she stated simply.

Rainbow was now becoming annoyed. "Dude, you must be blind to not see how magical zebras can be."

Chrysalis stopped in her tracks. "Then show me proof, Miss Dash."

"You want proof? Here!" The pegasus zipped back to Zecora's stand, talked to the zebra for a moment, then picked her up and brought her over to Chrysalis. "Zecora, show her!"

"So you doubt my magical ability?" Zecora asked Chrysalis, though her tone was more amused than upset. "Very well, then magic you shall see."

Zecora began by reaching behind her head and pulling out a bowl. Rainbow pointed at the action, but Chrysalis only chuckled, "Basic sleight of hoof. Even that fraud Trixie could do it."

Next, Zecora traced her hoof around the rim of the bowl several times. On the third pass, the bowl was suddenly filled with a potion. To this, Chrysalis rolled her eyes. "That can be explained in so many ways, I'm not even going to bother."

Zecora then threw the potion so that it threatened to soak Chrysalis. She flinched, but instead of getting wet, the beads of liquid turned into a bunch of marbles, which clattered harmlessly to the ground. Chrysalis's resolve was starting to crack, but she still insisted, "A d-display of chemistry, turning liquid to solid with violent m-movement."

Zecora picked up two of those marbles, began spinning them in her hoof, then drew away. The marbles very slowly lowered to the ground, still spinning around each other. A bead of sweat formed on Chrysalis's head, but she kept up appearances. "A-a-a trick of m-magnetism, or they're, uh, gas-filled?"

Then Zecora did something impressive: she reached behind her head, and procured a long, 'Y'-shaped staff from seemingly nowhere. Now Chrysalis was being hard-pressed for an explanation. "I-I-I-I-I, I-It... That's, uh...."

But Zecora wasn't done; she took the bowl from earlier, filled it with more potion, then placed it in the crook of the staff before turning the whole thing upside down. Instead of obeying gravity, the liquid stayed in the bowl, which, in turn, stayed with the staff. Chrysalis was now flabbergasted. "Th-th-that— You— I, uh..."

With a single shake of the staff, the gravity seemed to turn back on, and the bowl plummeted to the ground, spilling its contents on the way down. Zecora couldn't help but smirk up at the changeling, who was at a loss for words.

Then Chrysalis puffed up her chest, still red-faced. "W-well, I'm sure there's an explanation for all of that! You, uh — you haven't seen the last of me!"

With that, she suddenly scampered back towards the Castle. Rainbow and Zecora watched her retreat for a moment, before Zecora shook her head and chuckled. "Though she may not let it show, she's coming around; I just know."

Rainbow still looked doubtful. "If you say so..."

Chrysalis slammed the Castle's doors shut, leaning against it for a moment as she caught her breath. Twilight and Mothra approached, concerned. "Did something happen, Chrysalis?"

"Zebras can't use magic, right?" Chrysalis suddenly asked, catching both of them off guard.

Mothra raised an eyebrow, "Uh, yeah they can..."

"There are several studies on the matter, if you'd like me to get one for you," Twilight offered.

Chrysalis shook her head, "Thanks for the offer, but I think I just got a one-on-one lesson on it."

"Then why did you ask us about it?" Mothra prompted.

"Because I thought that they couldn't!" Chrysalis groaned, putting her hooves to her temples. "I just insisted to Zecora's face that she couldn't use magic, and then she did!"

Twilight chuckled a little. "Then what's the problem?"

"I can't back down from such a bold statement; I'll look weak!"

Mothra pointed out, "Taking a moment to rethink your worldview isn't weak; in fact, it's quite the sign of strength."

Chrysalis gave him a look. "How could it possibly be a strength?"

"If you're willing to admit you're wrong, it shows that you have the drive to better yourself, even if it means changing your perception. That's one of the strongest traits somepony can have."

Chrysalis let that soak in.

"...and then I said 'Pinkie Pie, you are so random!' " Rainbow finished regaling Zecora with a story.

The zebra chuckled. "Miss Dash, that is quite the entertaining tale. The Element of Laughter can certainly do things that make Discord pale."

"Oh, that's not even the half of it! Why, just on my last birthday, she—"

"Ahem."

The two turned to find that Chrysalis had returned while they were talking. "So," Rainbow's face turned smug, "ready to admit that Zecora's more magical than you thought?"

Chrysalis took a deep breath, then replied with some effort, "Yes, as a matter of fact, I am. I want to apologize for assuming that Zebras can't use magic; I've simply never seen one do so up until now, and I let that fact bias me. I will take what I have seen today to heart, and it will never happen again."

Rainbow Dash blinked, at a loss for words. She'd been expecting the Changeling to still be adamantly insisting it was all a trick, but no! As such, she was impressed by Chrysalis's display of humility.

Zecora then chuckled. "It's okay, my shape-shifting friend; my heritage you did not offend. Most zebras don't use their magic much, so I can see how your thoughts ended up as such."

Chrysalis let out a breath she didn't realize she was holding. "Oh, thank the Hive... Just don't expect this to happen again anytime soon; there's only so much humility I can handle before my liver fails."

Rainbow raised an eyebrow teasingly. "Alright, if you say so..."

With that, Chrysalis gave a hasty nod, before turning tail and flying away.

Rainbow turned to Zecora. "Wow, you were actually right!"

The shaman nodded, "A lesson has been learnt by that mare, to not be afraid of admitting an err."

To that, the pegasus rolled her eyes. "Okay, you don't have to state it so bluntly..."

Lesson 10: Moving On

Lesson 10: Moving On

Written by MattTOB

Somewhere on the edge of Ponyville, Twilight was having a freakout about something her friends did with Discord over the previous weekend.

And somewhere nearby, a certain mare watched from the bushes. 'One of these days, Twilight,' Starlight Glimmer thought. 'One of these days, you're gonna slip and give me something I can use.'

"Unless you're suggesting..." Rarity began to postulate to the purple Alicorn in question.

Suddenly, Pinkie Pie popped up in front of Twilight, dressed in a strange outfit. "Time travel?!"

That planted the seed of an idea in Starlight's head. She quickly took mental note of that, before resuming her watch.

"Am I interrupting something?"

The unicorn nearly jumped out of her skin at the sudden voice right next to her. She turned to find a cream-colored Earth Pony mare standing in the bushes alongside her, casting an accusatory glare.

Starlight, to her credit, kept an innocent exterior. "Oh, you surprised me! Don't mind me, just watching the birds."

The mare wasn't convinced. "Birdwatching? While directly facing Twilight and her friends?"

The unicorn's false exterior was beginning to crack. "Well, it's not my fault they appeared right where I was watching!"

"Yet you continue to watch regardless?"

Seeing that her facade was quickly deteriorating, Starlight tried to turn the tables on the pony. "Well, uh, what about you? What're you doing here?"

"I'm on patrol for any suspicious ponies," the mare stated simply. "And it looks as though I've found one."

That was the last straw. Starlight broke all pretenses and lit her horn. She attempted to rid this nosy pony of her Cutie Mark so she'd be powerless to stop her—

But... to no avail? The mark wouldn't come off, almost as though it weren't there to begin with.

Starlight, for one, was flummoxed. "What the— why can't I take your Cutie Mark?!"

The mare smirked. "Ah, that confirms it. You're Starlight, aren't you?"

Realizing her mistake, Starlight backed up. "Wh-who are you?!"

The smirk became a grin, one that Starlight now noticed had fangs. "I'm Hyaline."

Suddenly, a torrent of green fire surrounded the mare for the briefest of moments. When it dissipated, instead of the Earth Pony, there stood a partially reformed Changeling with cloudy maroon wings. Starlight had been isolated in Our Town for almost a year, so this was her first time properly encountering a Changeling, and as such, she was thrown off her game somewhat.

Still, she drew on her many years of magic training, and shot out an offensive spell. Hyaline barely dodged it, then fired a counterattack, which also missed.

The two traded shots for a moment, before Starlight finally managed to graze Hyaline's chest, sending her tumbling backwards into the brush. The unicorn allowed herself a small smirk of satisfaction, before firing another spell, knocking Hyaline out.

When Hyaline next awoke, she found herself tied up in a derelict cave. The only source of light was a campfire, over which, Starlight Glimmer was cooking some carrots.

"Ah, you're finally awake," Starlight greeted simply.

"Where am I?" Hyaline tried to remain calm, despite the circumstances.

"The cave that's been serving as my home ever since Twilight Sparkle came and destroyed everything I'd worked for!"

"You mean the town of ponies you brainwashed!"

"I didn't brainwash them, I enlightened them!"

"That's exactly what a brainwasher would say."

Starlight scoffed. "Whatever, I don't need to listen to this." With that said, she turned her focus back to her food.

Hyaline took a moment to collect her thoughts. "You didn't kill me."

That caught Starlight's attention. "Huh?"

"I'm nothing but a threat to you. You beat me, and had me at your mercy, and yet, you merely knocked me out."

To that, the unicorn rolled her eyes. "Well, of course I did; I'm not a murderer!"

Hyaline tasted the air. "I don't think that's the whole reason you spared me. You also could've put a silencer on me."

"Oh, don't worry about that; there's a Field of Silence around this cave. You can't possibly scream loud enough to be heard from more than three yards away."

"You could've just applied a smaller spell directly to me, saving yourself plenty of effort. And yet you didn't," Hyaline was piecing something together using both her Changeling senses and deductive reasoning. "You're lonely, aren't you? You want somepony to talk to, even if it's a prisoner."

A tense moment of silence passed in the cave.

Then Starlight muttered, "You're good at that."

A soft smirk crossed Hyaline's face. "Trust me; I know how it feels. In the old Hive, once we became adults, we weren't really allowed to socialize with each other. I sometimes went whole weeks without talking to anyling."

"Try 17 years," Starlight retorted bitterly. "Then you'll know my pain."

The Changeling stopped. "What happened?"

"Cutie Marks happened, that's what. When I was a filly, I had a friend named Sunburst, and we were as close as could be. For the better part of 8 years, there'd hardly be a time when we weren't together. But then he got a Cutie Mark, and it tore us apart. He went off to study at Celestia's School For Gifted Unicorns, and I never saw him again. And it's not as if I didn't try; I sent letters, talked to his mom, — I even tried visiting once or twice, and nothing! His Cutie Mark tore him out of my life, and I became so afraid that it might happen again that I never made another friend!"

The Changeling took a moment to process this. "Why not just make a friend that already has a Cutie Mark?"

She shook her head, "Something could always come up to make them leave."

"It sounds to me like you just don't like the prospect of change," Hyaline pointed out.

Starlight frowned. "I dunno, maybe? The point is, Sunburst left because of his Cutie Mark! If he never had that Cutie Mark, he never would've left!"

Hyaline thought for a little about how to get through to this mare. It seemed like Starlight was stuck in the past, adamant about trying to return things to normal, but she wasn't a bad pony per se.

Then she had an idea. "You said that Sunburst went off to CSGU, right? What if I helped you track him down?"

That caught her attention. "You'd really do that? You'd really help me find him?"

"As long as you promise not to take his Cutie Mark once we find him."

Starlight chuckled nervously. "What? I would never—!"

Hyaline stared her straight in the eye, thoroughly not buying it.

"Fine, I promise."

Twilight and Spike were cleaning up the Map room when Hyaline entered. "Princess Twilight?" the Changeling asked.

Twilight shook her head. "Just Twilight is fine, Hyaline. What's up?"

"Do you know anything about a pony named Sunburst? Used to attend Celestia's School for Gifted Unicorns?"

The alicorn thought for a second. "Sounds a bit familiar, but I'm not sure..."

Spike piped up, "I think I remember Moon Dancer mentioning him once; wasn't he top of the class in Artifact Research and Classification?"

"Oh yeah!" She suddenly recalled. "I remember that now! I spent days studying for the test, and yet he still matched me hoof-to-hoof."

"Is there a way I can find out what became of him?"

Spike offered, "You could always ask Celestia; she keeps the documents for every one of her students."

Hyaline nodded, "Thank you."

Twilight then asked, "Why do you want to find —" but the Changeling was already gone by then.

"Sunburst?" Celestia replied to the bug upon inquiry. "He flunked out two years ago."

"Flunked out?" Hyaline asked.

The Princess nodded. "He had all the smarts, but when it came to actual magical prowess, he was sadly lacking. Why do you ask?"

"I'm trying to reunite two old friends. Do you have any idea where he might've gone after he left?"

"I don't normally do this, but if it's for friendship..." Celestia teleported away, returning a few seconds later with a file in her magic. "According to this, he's just recently moved to the Crystal Empire."

Hyaline saluted the Princess. "Thank you, Your Majesty." Once Celestia returned the salute, Hyaline left.

One train ride and a bit of asking around later, Hyaline and Starlight finally arrived at a crystalline house shaped like a wizard's hat.

"Are you sure he's really here?" Starlight asked, feeling unsure now that she was actually about to do this. "And are you really sure he flunked out of magic school?"

"Celestia herself said so," Hyaline replied. "Well, only one thing left to do."

With that, she knocked on the door. After a moment of waiting, Hyaline went to knock on the door again, but somepony answered it before she could. "Yes? What can I do for you?"

Starlight blinked her eyes just to make sure she wasn't seeing things. "Sunburst? It's me, Starlight."

The stallion jumped at the realization. He replied awkwardly, "Oh, Starlight! My goodness, it's—it's been a long time. What, uh, have you been up to?"

"Me? Oh! You know, some of this, some of that, different... stuff."

Hyaline groaned. This would be a long conversation if she didn't do something. So she nudged Starlight on. "Any specifics you'd like to mention?"

Starlight, instead of taking the hint, kept avoiding the subject. "Nope, none that I can, uh, think of, heh heh..."

They stood there for a long, awkward moment.

Then Hyaline asked, "May we come in for some tea?"

Sunburst adjusted his glasses. "I'm sorry, who are you?"

"This is Hyaline," Starlight explained. "She's actually the only reason I was able to actually find you after all this time."

"Oh," Sunburst nodded. "Well, uh, thank you? A-and yes," he quickly added, "you may come in for some tea."

"Thank you," Hyaline gave a sincere smile, and with that, they both went inside for the most awkward conversation of their lives.

Author's Note

Oh shit, I'm not dead!

Sorry this took so long; I was debating how to end it. Initially, I wanted to actually show the conversation, but it wouldn't be that much different from canon (only with Hyaline pushing Starlight instead of Spike), and I didn't want to leave you all hanging forever.

What do you think? Should I have written the talk, or no?

Lesson 11: Standing Up For Yourself

Lesson 11: Standing Up For Yourself

Written by MattTOB

King Thorax sat on his throne as he and General Pharynx listened with increasing concern to Lieutenant Colonel Peculya describe that morning's patrols.

"...and just when we thought we were safe, the manticores leapt out of the bushes and attacked! We were forced into a retreat, barely making it out alive."

"This is bad, Pharynx," Thorax began. "Those manticores are cutting us off from the Eastern Reservoir. If we can't get past them, that's a large chunk of our water that we can't access...."

"I say we send a large battalion of Changelings to drive them off," declared Pharynx.

Thorax tried to counter, "I, uh, don't think that's a good idea."

The General raised an eyebrow. "And what would you suggest instead?"

The King faltered at that. "Well, um, maybe if we lure them away, or if we get Fluttershy to tell them to leave, or—"

Pharynx sighed, shaking his head, then turned away. "We'll leave at dawn, and not return until they're off of our land."

With that, the General stalked off with the Lieutenant Colonel, leaving King Thorax to feel ashamed at his spinelessness.

"...and that's why I've come to you." Thorax mumbled some time later.

Mothra held his chin in his hoof as he went over what Thorax had told him. "You want me to teach you how to lead more forcefully?"

The King nodded. "I'm tired of being too scared to stand up to my brother; it feels like he's got more control over my own life than I do."

"Are you sure you can't just talk to him as is?"

"You know him; once he's got his mind set, it'll take either some forcefulness or a big fight to get through to him. And since I don't want to fight anyone, I'm only left with the former."

The former King thought for a moment. "Alright, I'll teach you. But I'll need some help from somepony you likely won't be comfortable around."

Thorax responded by giving his dad a big hug. "Thank you! Whoever it is, it'll be worth it if I can finally become the leader I need to be!"

As soon as Thorax learned who it was, however, he immediately began to rethink his decision.

"So," Princess Chrysalis began, "you've finally wizened up, huh? Come to admit you're not as powerful of a leader as I was?"

Mothra sighed. "You're doing it again."

Chrysalis held up a hoof. "Just let me have this, okay?"

He shook his head, "Oh, alright. Just don't let it get to your head."

Chrysalis continued to drill onward. "Well, guess what, Thorax? It's my job — no, it's my obligation to teach you how to lead effectively, like my mother taught me, and her father taught her, and his second cousin taught him.

"While you are under my tutelage, you are to do exactly what I say, when I say it. Any failure to comply will result in more work. Do I make myself clear?"

"Ma'am, yes ma'am!"

Chrysalis wheeled on him. "That was test, and you failed!"

Thorax blinked. "Wha—"

"Lesson #1," Chrysalis continued, "never take any shit from your subordinates! Now DROP AND GIVE ME FIFTY CHITIN CRUNCHES, LET'S MOVE!"

Thorax immediately laid on his back and started his punishment.

As Mothra and Chrysalis watched him struggle to even do ten crunches, the former sighed. "That was another test, wasn't it?"

"Yep."

"This is going to take a while."

"Alright, this next lesson will be simple," Chrysalis began. "Get past this orthrus and 'rescue' Mothra by any means — other than teleporting or going around."

Thorax gulped. Indeed, there was a orthrus chained to a large boulder in between him and his dad — who, for some reason beyond either of them, was wearing a standard 'princess' dress (complete with that weird cone-shaped hat). He was even tied up with some thick rope, although his horn had been left unbound in case something went wrong.

"Alright," Mothra began, "I can understand having the ropes for authenticity. But is the dress REALLY necessary?"

Chrysalis smirked. "Not at all."

He sighed, but made no motion to take it off. "And what about them?" He gestured with his horn to one side, where Princess Celestia and Luna were seated. Celestia had a nervous expression, while Luna....

"I'm just here for the entertainment," she stated nonchalantly between mouthfuls of popcorn.

"What she means," Celestia corrected, "is that we're here to make sure everyone remains safe."

"Yeah, that too," Luna shrugged, not relenting on the consumption of her popped kernels.

Chrysalis sighed. "I had to get the orthrus from somewhere, and the Canterlot Zoo seemed much more convenient than wrangling one out of the Everfree.

"Nonetheless! Thorax, are you ready?"

"Not reall—"

Before he could finish his thought, Chrysalis slammed her hoof loudly on the ground, making a noise like a starter pistol and causing Thorax to jump into action. He nervously moved forward, until he was just out of reach of the orthrus.

"Uh, h-hey there. N-Nice puppy...?"

The orthrus stared on, unamused.

Thorax gulped. "I, uh... I was wondering, could I maybe, I dunno, ask you to, um... m-move aside so I can get to my dad, please?"

The orthrus exhaled through its nose, but didn't move.

Thorax shrunk a little. "M-Maybe you didn't hear me? I s-said —"

The orthrus uttered a low growl, freezing Thorax mid-sentence.

After a moment, he composed himself as much as he could. "A-Alright then, you leave me n-no choice!"

He raised a hoof, causing the orthrus to tense up. Celestia nearly stood up to intervene, but Luna held out a hoof in front of her in a 'wait for it' gesture.

Thorax brought the hoof down...

And started petting the bridge of the orthrus's nose. It didn't know how to react at first, but was soon overtaken by the sensation, and started wagging its tail as it received a good petting.

"Fluttershy's right," Thorax remarked, "you guys really are just big puppies...."

Chrysalis balked. How the hay had that worked?!

Then she remembered: it was a zoo animal, so of course it wouldn't be as rough as a wild one. Thorax had obviously caught her mentioning that, and used it to bolster his confidence.

She smirked a little to herself as Thorax continued to pet the beast. 'Not bad,' she thought. 'Still a long way to go, but not bad....'

"Alright, the third lesson is—" Chrysalis paused when she realized that Mothra was standing right beside her, still wearing the dress.

He noticed the look she gave him. "What? It grew on me!"

She rolled her eyes in amusement, before continuing: "The third lesson will be a simple one: inspect the ranks, and weed out any dissention."

A random group of six changelings, some reformed and some not, stood at attention in front of Thorax. He internally squee'd a little, never having been on this side of an inspection, before straightening out. As he walked down the ranks, he inspected every one of them closely.

Then he came upon the fifth one, who was very obviously not taking anything seriously, and felt a little silly for looking so hard. Thorax cleared his throat, catching the unreformed changeling's attention. "State your name and rank."

"First Lieutenant Chafer, at your service."

The words he'd said were fine, but his tone of voice hardly carried any respect in it at all. "What is the meaning of all of this?" Thorax gestured at Chafer. "Why aren't you at attention?"

The changeling grinned toothily. "Relax, I'm still paying attention," he snarked.

Thorax knew it was all part of the lesson, but he couldn't help getting a little heated at this blatant disrespect. But, at the same time, he still couldn't bring himself to actually yell at anyone...

Then he glanced at his father, and suddenly, he had an idea. "If that's the case, then you must've heard me announce that promotion."

Chafer blinked. "Uh... O-Of course, sir," he lied.

Thorax smirked a little, channeling his mother's power. "Remind me again, who was I giving it to?"

Chafer thought for a moment, before deciding to take a shot. "...Me, sir?"

Thorax barked a laugh. "Why would I do that? You're not even properly at attention."

Chafer quickly straightened up.

Thorax pretended to do a double-take. "Oh, would you look at that? I must've been mistaken; silly me." With that, Thorax continued the inspection.

Chafer breathed a sigh of relief, then paused. "Wait, what just happened?"

Meanwhile, Chrysalis and Mothra stared on. That was actually pretty clever, playing up to the changeling's ego with the subtle touch of a veiled threat.

Chrysalis smiled, regarding her son with an iota of respect.

Several lessons later, the final test was upon Thorax:

He had to stand up against Chrysalis.

The two stood face-to-face to one another, eyes locked in a silent stare.

Finally, Thorax spoke: "Chrysalis."

'Good use of first name instead of title; establishes authority at the start,' Chrysalis noted, before replying simply, "Thorax."

"I'm going to pass this test," he stated.

Chrysalis raised an eyebrow. "And what makes you so sure of that?"

Just a slight bit of hesitation. "Because I'm not leaving until I do."

Chrysalis chuckled, turning to walk away. "Ha! You're going to have to try harder than that to convince me."

"Yep."

She blinked, turning back to face him. "Did you not hear me?"

"Crystal clear. I'll have to work hard to get to your level, but I can do it."

Chrysalis stared him down. "The path to excellence is long and treacherous."

"I've been meaning to go for a hike."

"You will not come out the other side as the changeling you once were."

"That's okay; didn't really like him anyway."

Chrysalis winced, causing Thorax to blink. "Too far?"

The former queen frowned. "You just doubted yourself."

The realization hit Thorax, and he mentally hit himself. "Shoot."

Chrysalis chuckled. "That's alright; we weren't going to get you 100% in only a few hours."

Thorax blinked, looking up. "Does that mean...?"

She nodded. "While it's true that you don't have a lot of backbone, you do have one thing: you get others. If you keep your wits about you and play to them, you can get them to do practically anything. But I know you'll use it for good, because that's who you are.

"You're ready."

Pharynx made one last inspection over his armor. It was almost dawn; his plan was about to go into motion.

That was when Thorax entered. Pharynx noticed, and turned to face his brother. "Hello, Thorax."

"Hello, Pharynx."

"I assume that you came here to say something?"

Thorax nodded. "I forbid you from going on with your plan. We're going to go to Fluttershy for help, and that's that!"

A moment of silence passed between the two brothers.

Then Pharynx smirked. "That's what I was waiting to hear."

Thorax blinked. "Wait, what?"

"I figured you wouldn't be able to make a decision without doubting yourself, so I had to push you into one," Pharynx explained, turning around to put his armor away again.

Thorax frowned. "Really, Pharynx? You planned this?"

"Hey, it worked, didn't it?"

"It wouldn't have, if Mom and Dad weren't here!" the King shouted. He then realized what he was doing, and took a deep breath to calm himself. "Besides, this isn't how we're doing things now."

Pharynx sighed as he finished stowing his armor in its little nook. "Alright, I'll admit it was a bit underhanded. But look on the bright side: you've become much more assertive now!"

Thorax huffed, then had an idea. "You know what? You're right!" He smiled. "And now, I'm asserting that you're going to have to stay with Fluttershy over the weekend to make up for this!"

The older brother balked. "W-wait, you can't be serious!"

But Thorax was already walking away.

Pharynx blinked, realizing that this was karma for his meddling. "Alright, I get it! Lesson learned; now I don't need to spend the weekend with that pony, right?" Still no response. "Right?!" And with that, he desperately made to catch up to his brother.

Author's Note

Sorry this took so long; I wasn't happy with the direction it went for the longest time.

Initially, I had Thorax choose to manipulate Pharynx into a different choice, but that felt too toxic and out of character. Even a redraft with Thorax realizing how toxic it was still felt too toxic, so I've been spending the past few months figuring out how to rewrite it.

And I wasn't going to scrap this chapter, either; it's too significant in terms of Chrysalis's development, and I'd already scrapped a chapter involving Deagus and his past trauma.

Lesson 1: Adapting to Change

Written by MattTOB

It was another ordinary day in Ponyville, and everypony was going about their business as usual.

That is, until Princess Chrysalis exited Twilight Sparkle's recently-minted Castle.

As the former Queen walked down the street, serveral ponies stopped and stared. Some, fully aware of what she'd done in the past, ran into the nearest building to hide (despite the fact that her magic was still being blocked by the inhibitor ring); others simply shuddered at the memory; and a few cast scrutinizing glares at her.

Chrysalis, able to sense their emotions, was grumpy. Sure, she knew that they had legitimate reason to have those feelings, but it still made her irate.

Thus, the Changeling stomped down the street towards the market.

Before she could get there, however, she accidentally bumped into a certain yellow pegasus, who was once again leading baby ducks through town.

Fluttershy, recognizing the scenario, quickly blurted, "Oh, I'm sorry!"

Unlike a certain griffon, however, Chrysalis plastered on a smile and said, "No, it was my fault; I wasn't looking where I was going."

Fluttershy gave an apologetic look, "Oh, but it was also my fault; I was focusing too much on these baby ducks."

Chrysalis gave a forced chuckle, "I insist, it was my fault, and I'm sorry. No need to argue any further."

Fluttershy gasped. "Oh no, are we arguing? I'm so sorry!"

Chrysalis felt her eye twitch. "You don't need to apologize so much, Fluttershy..."

The pegasus blushed. "Oh, sorry..."

It took nearly all of Chrysalis's willpower not to blow up on the overly apologetic mare. Hastily, she rushed out of there, leaving behind a confused pegasus.

"Oh my, did I do something wrong?" Fluttershy asked herself, then called after Chrysalis, "I'm sorry!"

In the distance, Chrysalis could be heard screaming in frustration.

Somehow, despite being even more testy than before, Chrysalis managed to put on a face and complete the shopping.

However, as she was headed back, she spotted a certain rainbow-haired pegasus, being followed by a pink pony.

"Hey, Chryssie!" Rainbow greeted.

Chrysalis groaned at the sight, but reapplied her face and replied, "Hello, Rainbow Dash, Pinkie Pink. What brings you here?"

Pinkie Pie raised an eyebrow. "Did you just call me 'Pinkie Pink'?"

Internally, Chrysalis slapped herself.

Externally, she doubled-down: "Yes, what of it?"

Pinkie blinked, then gave that way-too wide grin that Chrysalis found unsettling. "I like it; It's silly!" Then she started snorting with laughter.

Barely holding her anger back, Chrysalis repeated through gritted teeth, "What exactly brings you two here?"

Rainbow elbowed Pinkie, getting her to stop laughing. "Oh, nothing," Rainbow obviously lied, "we were just wondering if you'd be interested in having some of our extra peanut brittle."

The prismatic pegasus presented the can of peanut brittle to Princess Chrysalis, who eyed it suspiciously. She knew that these pastel ponies possessed a penchant for pulling pranks on passerby, so she thought she could pull a reversal.

"Why, don't mind if I do," Chrysalis replied fakely, taking the can with her open hoof. She readied herself, then, just as she opened it, she pointed it at the two and screamed, "Aha!"

Nothing happened.

Pinkie and Rainbow looked incredulously at her. "What was that for?"

Chrysalis, now all-too aware of the attention she was drawing from passerby, flushed red. She looked into the can, and was surprised to find actual peanut brittle. "Wait, where's the springy snake-things?"

Pinkie replied, without any detectable traces of deceit, "Why would you think we'd prank you like that?"

Chrysalis faltered. She looked at Rainbow Dash, who also wasn't emanating any kind of deceit, and calmed down. "Well, then... thank you for the snack," she replied honestly, then took a bite of a bar.

And the moment the bar was punctured by her teeth, a liquid squirted out of it, coating her mouth.

She gagged, spitting it out. "What the–?"

She gasped when she saw the color she'd spit out: Rainbow.

She wiped a hoof across her lips, finding them covered with the same color.

And now, Pinkie and Rainbow Dash were laughing hysterically.

"How DARE you betray my trust!" Chrysalis bellowed, but to no avail; they were too busy laughing. The passerby also began to laugh at the sight, causing the former Queen to flush red. With INCREDIBLE self-restraint, she held her rainbow-stained muzzle up high, and stormed off indignantly.

When she got back to the Castle, she found Mothra and Twilight waiting. Mothra was smiling hesitantly; Twilight held a clipboard and pencil in her magic, a flat expression on her face.

"So," Mothra tried to cut through the tension, "how'd the shopping go?"

Chrysalis let out an overdrawn groan, slumping onto the Map table.

Mothra sighed. "That bad?"

Chrysalis cringed at the memory. "The yellow one –"

"Fluttershy," Twilight corrected.

"Whatever," Chrysalis rolled her eyes, "We bumped into each other, and she just wouldn't stop apologizing! I barely got out of there before I exploded! And THEN, I ran into Rainbow Rash and Pinkie Pink, –"

Twilight was about to correct her again, but a glare from the former Queen stopped her cold.

"Rainbow Dash and Pinkie Pie came up and made a fool out of me!" She pointed to her rainbow-flavored muzzle. "If my magic weren't restricted, I probably would've blasted them on the spot; I wanted so badly to teach them a lesson about pranking me!"

Then the former Queen sighed, her anger giving way to uncertainty. "I don't think I'm really the 'friendship' type."

Twilight's gaze softened to concern. "No, you are; you're just... You're like Rainbow Dash! You're really self-confident and assertive, and admittedly kinda oblivious (no offense), but ultimately, you still care for those close to you."

Chrysalis glared flatly at Twilight. "First off, don't think I didn't take offense to you calling me oblivious; second, Rainbow's the one I get along the least with..."

"Exactly!" Twilight replied. "You're both always trying to be the best, so of course you'd butt heads!"

Chrysalis stared off into space, letting those words sink in. "I dunno..."

Mothra's face lit up as he had an idea. "Why don't you try and hang out more with them? I hear Pinkie Pie's throwing a 'Post Friendship Summit' party tonight; it'd be a great excuse to spend some time together, get to know each other."

Twilight chimed in, "I'll even get Rainbow Dash and Pinkie Pie to not prank you during it!"

Chrysalis raised an eyebrow. "How will you do that? Surely, if you ask them not to do it, that'll only make them want to do it even more?"

Twilight smiled deviously. "Don't worry; I Pinkie Promise that nopony will prank you at the party."

Chrysalis was just about to ask how that was supposed to help, but before she could even finish drawing in her breath, a blur of pink shot out from under the Map Table. It zipped across the room and came to a screeching halt in front of Twilight, whining, "Aw, come on!"

Everyling in the room reeled at the sudden appearance of Pinkie Pie; Twilight merely smirked, then performed the Pinkie Promise ritual.

Pinkie looked downtrodden. "Alright, I'll go tell Rainbow Dash..." But thankfully, she seemed to brighten up as she left the room.

Mothra blinked. "What just happened...?"

Twilight shook her head. "It's best to not think about it."

Sugar Cube Corner, the site of many a party. This locale had seen many varied patrons throughout its existence, such as a baby dragon, a griffon, and even some yak royalty recently.

But now, it hosted one of the most unusual visitors it'd ever hosted: The former Queen of the Changelings, Princess Chrysalis.

Pinkie Pie, however, didn't mind the unusual guest; instead, she relished in her presence. "Wow, this must be the first time you've shown up for one of my parties! I mean, there was that surprise 'Welcome to Ponyville' party I threw for you, but you didn't even stay for a minute; instead, you ran away screaming. Hey, why did you do that?"

Chrysalis dismissively replied, "You practically scared me out of my carapace."

Pinkie blinked. "You can take it off?"

Chrysalis did a double-take. "Wha– No, of course not! It's a figure of speech, you–"

Thankfully, Chrysalis caught herself just in time. She took a deep breath, and explained calmly, as though she were speaking to a nymph, "It's like when a pony says 'scared to death'; they don't literally die."

"Ohhh..." Pinkie drew out far longer than she should've, affirming Chrysalis's impression that, despite her hyper exterior, her brain was rather slow to catch up.

Then she continued, "Still, I wish you'd stayed; I had so much planned, and even if you didn't like it, you could've told me what you do like so I'd know for next time!"

Chrysalis groaned. Did this loon ever stop, or even pause to take a breath?

She downed a quick swig of punch, then stood up and walked over to the dessert table. She looked over the plates loaded with various confectionaries, such as vanilla ice cream from Twilight, white chocolate chip cookies from Rarity, gem tarts for Spike, and a giant chocolate cake.

"See anything ya like?" Pinkie butted in from out of nowhere, making Chrysalis yelp in surprise.

"That quiet corner over there is certainly seeming appealing right now," the Changeling snarked under her breath.

Pinkie giggled. "No, silly, I was talking about the food!"

Chrysalis sighed, then silently picked up a strawberry cookie. Pinkie Pie nodded, duly noting her choice.

Then a familiar voice called out, "What's up, Chrysalis?"

Chrysalis cringed, nearly choking on a bite of the cookie. "Hello, Rainbow Dash."

Rainbow seemed to flinch at Chrysalis's tone. Surprisingly, her demeanor shifted and she said, "Look, I want to apologize for earlier."

Chrysalis raised an eyebrow, taken aback. "Really?"

The prismatic pegasus nodded. "It wasn't right of me to misuse your trust like I did, and I feel really bad about it."

Chrysalis blinked, studying the pegasus closely. Unlike last time, where she simply wasn't showing deceit, she actually had an active aura of sincerity around her this time. She wasn't making excuses, wasn't calling Chrysalis oversensitive, and wasn't trying to downplay it; she was taking responsibility for her screw-up, and genuinely felt bad about what had happened.

So, as is normal for her, the former Queen dismissively replied, "Hmph, it seems you're not as heartless as I first thought."

Rainbow slowly blinked. "Uhh... Thanks?"

Thankfully, before the conversation could get any more awkward, the record player began to play a much more jazzy tune than before. However, the track seemed to keep glitching, stopping Chrysalis from getting into it. "What the... What is wrong with this music?!"

Rarity approached and explained, "It's a genre called 'Glitch', and it's intentional. DJ Pon-3 introduced it to Pinkie Pie, and now she's hooked."

Chrysalis groaned, covering her ears as the track intensified in its glitchiness. "Well, I'd like it better if it WEREN'T grating on my ears!" (In the distance, Pinkie could be seen noting Chrysalis's distaste for Glitch music.)

Rarity shuddered. "Oh, I couldn't agree more; it's positively dreadful."

Chrysalis chuckled. "Finally, a pony I agree with! Where have you BEEN the last month?"

She brushed aside her hair. "Why, I was in Canterlot, starting up a brand new boutique and doing some detective work."

Chrysalis raised an eyebrow. "Detective work?"

"Indeed," she elaborated, "one of the Wonderbolts framed Rainbow Dash for a crime, and I helped prove her innocence." Rainbow Dash smiled at the memory.

The former Queen nodded. "And here, I thought you were nothing but fashion and melodrama."

Rarity gasped in mock offense. "Good heavens no! If that were true, I simply wouldn't be able to live with myself!"

For the first time in a while, Chrysalis laughed. "Y'know what? I'd say you're probably the most tolerable of the bunch."

Rarity gasped. "Why, thank you! Coming from you, that's quite the compliment!"

Rainbow Dash teasingly poked Chrysalis with her elbow. "Wouldja look at that; Chryssie's actually making friends!"

Chrysalis glared coldly at the prismatic pegasus. "Don't push it."

Rainbow Dash immediately pulled back. "Sorry."