Celestia's School For Gifted Magical Creatures

by Music Brush

Rating: mature
Tags: Sex, Profanity, Violence, Princess Celestia, My Little Pony: Friendship is Magic, Dark, Alternate Universe, Anthro, Romance, Princess Luna, Drama, Original Character
Length: 13656

Celestia adopts a changeling and sends her to school.

After being adopted by Princess Celestia, Puellam Amans, a young changeling, is the first changeling to be sent to Celestia's School for Gifted Unicorns. However, Puellam has a hard time fitting in. Thankfully, there are ponies willing to extend a hand of friendship.

Note: The lead character, Puellam, is of legal age (18+).

Published 2021-04-05 15:20:01 UTC
Last updated 2021-10-26 07:37:08 UTC

Prologue

"It's wonderful to see you, Princess Celestia," Thorax greeted the high princess as she stepped off her carriage after it landed in the courtyard of the changeling castle. Her naked body smooth yet firm as her sunlight reflected off her coat and her technicolored hair flowing behind her as if caught in a slow yet powerful wind. Her natural beauty stood out amongst the changelings, whose bodies were more buglike in nature yet still just as colorful. Thorax stood more regal than the rest, though, as his green scales equally reflected the sunlight. The antlers on his head stood more prominently than Celestia's horn.

"Please, Thorax," Celestia said as she walked up with a hand extended. "Call me Celestia." Thorax took Celestia's hand and shook it with red cheeks.

"That doesn't seem appropriate," Thorax countered. "I'll stick with keeping it formal, at least for now."

"I'll respect your wishes, Thorax," Celestia said with a smile before looking around at the changeling home. Since the changelings began sharing love instead of feeding on it, and Chrysalis ran away in defeat, life began to grow in the Dezolute Zone. It was a beautiful sight with all the plants starting to grow in the area. "It's quite beautiful here," Celestia complimented. "Much better than the last time I was here."

"Thank you," Thorax replied as he began to guide Celestia around the immediate area. "My changelings are adjusting quite well to being reformed." Celestia looked around to find all the technicolored changelings happily going about their new lives. "And the young ones are eager to start this new program of yours." Celestia looked at Thorax.

"Actually, it was Twilight's idea," Celestia stated. "She thought it would build relations between ponies and changelings."

"Well, many of my changelings would agree," Thorax smiled softly. "But, I have to admit, not all of my changelings think this is a good idea."

"I'd be surprised if it would be so easy," Celestia observed. "Change is a scary thought many don't want to experience." Celestia sighed as she looked at the ground. "I've lived through many changes. Not all of them were good."

"I've heard about the things that happened between you and your sister," Thorax observed as he watched the regal princess. "I know it must be a hard topic-"

"No, it's not," Celestia interjected with a smile. "Well, not anymore, anyway. The important thing is that she's home now." Celestia looked at Thorax. "But enough of that. I'm eager to meet the children."

"I must say, I'm curious why you're participating in this program?" Thorax asked as he began walking with Celestia through the grounds.

"Think about it," Celestia answered. "A princess of Equestria taking a changeling as one of her own would help improve relations even faster."

"That does make sense," Thorax agreed.

"Anyway, the young ones are over here." They rounded a broken stone to find a hoard of young changelings gathered around an adult while practicing changing forms. The adult looked up with a smile.

"Oh, look, children," the female changeling called. "We have guests." She pointed at Celestia and Thorax, getting the children to look at the princess and king. All of them smiled as they waved their hands at the duo.

"Hello, King Thorax," They all said together. "Hello, Princess Celestia." Celestia and Thorax smiled at all of them.

"Hello, little ones," Thorax replied.

"Hello, children," Celestia added.

"Are you here to adopt us?" one of the children asked as he walked up to Celestia.

"Indeed I am," Celestia answered with a warm smile.

"What does adopt mean?" a girl asked.

"It means you get new parents," another boy replied.

"So, you're gonna be our daddy?" another boy asked as he looked at Celestia.

"That's not how it works, stupid!" a girl growled. "Daddies are guys. Celestia's a girl. She'd be our mommy."

"Now, Thalia, we don't use words like that," Thorax interjected.

"It's okay, Thorax," Celestia said. "I've dealt with worse before." Celestia looked to the children. "Yes, I am here to adopt you, but I'm only going to adopt one of you," Celestia explained, earning some concerned looks from the kids. "Don't worry," Celestia said with a smile to get their attention. "I'm only the first of many who will become your parents. I wouldn't be surprised if Twilight Sparkle would take one of you as her own."

"Really?" one of them asked excitedly.

"Now, don't get your hopes up," Celestia interjected. "Twilight might want to take one of you, but don't reject others in the hopes of being her child." They all smiled at her. "Now, let's get to know each other." With that, the kids cheered. As Celestia took a little bit of time with each of the changelings, all of which eager to get chosen, Celestia could not help but notice one, in particular, watching from a distance. Her skin was as white as Celestia's, with black accents lining her wings and belly. Her eyes were as blue as the sky, and she held onto her left arms bashfully as she watched Celestia. Celestia finished talking to one of the changelings before turning to Thorax, who kept close with a smile on his face.

"They're wonderful, aren't they?" he asked.

"Yes, they are," Celestia agreed with a small before looking to the one hiding. "What about that one over there?" Thorax followed Celestia's gaze.

"Oh, that's Puellam Amans," Thorax answered. "I'm afraid no one will want to deal with her." Celestia looked at Thorax as her interest increased.

"Why?" she asked.

"She's unlike the others," Thorax began as he looked at Puellam, "and she's quite shy. Like me, she was picked on by the others for being so different. She had no one to stand up for her, so avoids talking to pretty much anyone while she focuses on her other skills."

"Don't tell me," Celestia began, "she'd rather focus on her studies than make friends."

"Not quite," Thorax replied. "She's quite gifted in shapeshifting. Ever since she started, she hasn't stopped. She takes all kinds of forms, even inanimate objects." Thorax looked at Celestia. "I didn't even know changelings could change into things like rocks and trees." Celestia looked at Puellam.

"Reminds me of someone else I know," Celestia observed. "What happened to her parents?"

"They were killed," Thorax began. Celestia looked at him to find he was hesitating. "They were killed by Chrysalis." Celestia blinked. "They questioned her motives and challenged her rule. For that, she sucked all their energy until nothing was left. The execution was public and merciless." Thorax watched Puellam as he thought about that terrible day.

Celestia walked over to Puellam as Thorax reached his arm up while he opened his mouth to protest. Celestia approached Puellam, who took notice of this creature coming up, and in a flash of green magic, she took the form of a small bolder. Celestia smiled and crouched down to meet her height.

"Hello, little one," Celestia greeted warmly. "My name is Celestia. What's yours?" Even though Celestia knew Puellam's name already, she wanted to give the young changeling a chance to open up independently. The bolder before Celestia made no sound or movement. "It's okay. No one's going to hurt you." There was still no response. Celestia readjusted herself, so she was sitting with her legs folded. "You know, I knew someone who didn't like meeting others too." Celestia watched the rock while keeping her warm smile on. They sat there silently for a long time while the other changelings watched intently. Celestia hummed as she watched the rock. "Puellam, I have no desire to replace your family." She watched Puellam as she sat there in her rock form. "I know you must be scared. I lost someone precious to me, too." This seemed to get a reaction as the rock became white instead of grey. "Long ago, I had someone I truly cared about. My sister became someone awful, and I was forced to banish her." Celestia began to cry as she recalled that fateful day she was forced to banish Luna to the moon. "I was afraid I would never see her again. Eventually, she returned to me, and we were able to start again. I know nothing will ever bring your family back, but I still can love you as much as they loved you." Puellam's head began to poke from the rock to look at Celestia. "I'll take care of you. You'll have a home, a warm bed, and a loving family who'll care for you." Finally, Puellam reverted to her form completely. Celestia smiled warmly at the young changeling. "You won't have to call me "mom" or anything like that if you don't want to. But, I would be honored to care for you as my own daughter. Would you like that?" Puellam reached up and grabbed her arm. Thorax walked up behind Celestia as he looked at Puellam.

"I can only do so much for you, Puellam," Thorax began. "Celestia is a wonderful pony. She's cared for so many over the millennia. I can think of no one better to care for you." Puellam looked at the two. Celestia smiled warmly at the child as she extended a hand to her tenderly. Puellam watched Celestia's hand for a second before she let go of her arm and took Celestia's hand. Celestia softly wrapped her fingers around Puellam's hand and rubbed her thumb on the back.

"I promise to take care of you," Celestia said softly before Puellam lunged and wrapped her arms around Celestia in a tight hug. Celestia smiled as she wrapped her arms around Puellam. "Thorax, I think it's time to finalize the adoption." Thorax smiled as Celestia picked Puellam up like a child in her arms.

"Ah, Celestia," Thorax began as he watched the princess hold Puellam. "Does this mean you've made your decision?"

"She's my child," Celestia answered. "Let's finalize the adoption, so I can take her home."

"It's already done," Thorax replied. Celestia looked at Thorax over Puellam's shoulder. "As soon as Puellam embraced you, Thanaz considered it official. The only thing left is whatever you need to do to register her as your daughter in Canterlot."

"Well, that'll be easy," Celestia smiled as she looked at Puellam, who buried her muzzle into Celestia's shoulder. "Come now, Puellam. Let's go home." Celestia carried Puellem back to where her carriage was parked in the courtyard while Thorax followed close behind. As Celestia approached the carriage, one of the guards opened the door for her before she turned to Thorax. "Does she have any personal items to pack before we leave?"

"Changelings don't really have personal items," Thorax answered.

"Then, I look forward to the next time we meet, Thorax," Celestia smiled.

"It was a pleasure having you here, Princess Celestia," Thorax replied as he waved Celestia goodbye while she stepped into her carriage. Puellam got one last look at Thorax, who offered her a smile as he waved at her. "Goodbye, Puellam. I know you'll be happy with Celestia." Puellam waved a hand at her king as the carriage door was closed, and Celestia took a seat with Puellam on her lap.

"Is there any place you would like to visit before returning to Canterlot, your highness?" the guard asked through the window.

"I think this little one needs to adjust to her new home before we do anything," Celestia said as she looked at Puellam, who looked up at Celestia. Celestia smiled as she rubbed Puellam's back. "Are you ready to see your new home?" Puellam nodded softly as she leaned against Celestia. Celestia wrapped her arms and wings around the child while humming a soft tune as the carriage began to move. "I know it must be hard to remain where those painful memories come from," Celestia said to herself as she held onto the young changeling. "That must be why you clung to me so easily. Or, maybe I remind you of someone else? Or, perhaps, I'm the first creature outside of the grown changelings to offer you any kindness. Either way, I swear to be there for you." Celestia rubbed Puellam's back as she wrapped her wings around her like a blanket.

The ride from the Desolute Zone to Canterlot Castle was long and quiet. Celestia spent the entire time holding onto her new daughter, allowing Puellam to cling to her for comfort and as a means for her to bond with her new family. Celestia looked at the changeling in her hold. "Puellam," Celestia called, getting the changeling to look at her. "You remember what I told you about my sister earlier?" Puellam nodded. Celestia smiled as she patted Puellam's head. "She'll be home waiting for us. Would you like to meet her?" Puellam shook her head nervously. "Okay. You don't have to." Celestia hugged Puellam warmly as the carriage began to approach Canterlot.

"We're arriving at Canterlot now, your highness," the guard called.

"Thank you," Celestia replied as she looked at Puellam. "We're home, Puellam." Puellam looked out the window to find brightly colored buildings instead of flowers beginning to grow on stones and dirt. Celestia watched Puellam with a smile as she rubbed her back. "I know it's different and might take some getting used to."

Puellam watched the city pass by the window without moving from Celestia's lap as the carriage came to a complete stop. Puellam clung to Celestia as if clinging for dear life. Celestia held onto the child as the carriage door opened. "It's okay, Puellam," Celestia reassured as she rubbed her back while she got to her feet and stepped out of the carriage. "Iron Shield, I'll be taking Puellam to my chambers. Please notify me of any issues, so I may act accordingly."

"Yes, your highness," Iron replied with a bow of his head.

"Time for you to see your new home, Puellam," Celestia said softly as she carried the changeling inside. As Celestia walked through the castle halls, she ignored the number of guards and ponies who greeted her with both warm smiles and looks of displeasure at the sight of the changeling in her arms. Celestia could feel Puellam's discomfort through her body as she clung to the princess. "It's okay, Puellam," Celestia reassured softly as she rubbed her back. Celestia soon approached the door to her chambers and used her magic to open them before walking in. Celestia closed the doors behind her as she carried her daughter to the bed and sat down with her on her lap. "This is your new home, Puellam." The young changeling lifted her head to look around at the room she found herself in. She took in her surroundings as she held onto Celestia. Puellam blinked at the door before clinging to Celestia. "What's wrong?" Celestia asked just before a knock came at the door, getting Celestia to look up. "She must've sensed someone coming." Celestia rubbed Puellam's back as she looked at the door. "Who is it?"

"Dear sister, it's me," Luna's voice came from the other side.

"What's she doing up this late?" Celestia asked herself as she looked at Puellam. "It's okay, Puellam. It's my sister, Luna. She'll love you as much as I will."

"Can I come in, sister?" Luna asked. Normally, she would just burst in, but she chose to exercise caution given the nature of the situation. Celestia watched Puellam as she held onto her closely before looking to the door.

"Take it slow, sister," Celestia answered. "She's very timid." The door slowly opened, and Luna stepped in, her star-spangled hair flowing slowly in the air as if directed by wind, and her naked body dimly reflecting the light of the sun. Celestia smiled at her sister over Puellam's shoulder as she held onto her warmly. Luna smiled at the changeling in her big sister's arms.

"She looks just like you, sister," Luna said softly as she slowly walked forward. Puellam lifted her head to look at Luna in curiosity. Luna offered Puellam the same warm smile Celestia offered her all day. "I am Luna," Luna offered as she crouched in front of Celestia to look up at Puellam. Puellam stared at Luna for a few seconds before she opened her mouth.

"Are you my mommy too?" Puellam asked softly, earning a proud smile from Celestia as Luna blinked.

"I think that would be a wonderful idea," Celestia said before Luna could say anything. Luna looked at Celestia in confusion.

"But, we're sisters," Luna said to Celestia. "How can we both be her mothers?" Celestia extended a hand to Luna while keeping hold of Puellam.

"Face it, Luna," Celestia countered. "There's no one else out there for either of us, other than Cadence and Twilight, but Cadence has Shining Armor, and Twilight has her friends." Luna looked at her sister's hand for a minute as she thought about it. Celestia had a point. Even if they found wonderful stallions willing to put their lives on the line for their family, they would not live nearly as long as the alicorn sisters.

"Sister," Luna began as she looked into Celestia's eyes, "are you truly suggesting that we-"

"And why not?" Celestia interjected as Puellam looked between them from Celestia's lap. "Puellam will need a second parent, and you're my best option. That, and I love you, Luna." Luna blinked. Puellam watched both alicorns with interest. Luna eventually smiled as she took her sister's hand.

"Okay, dear sister," Luna said. "I'll gladly be your daughter's second mother." Celestia smiled at Luna before pulling her into a kiss, catching Luna off guard as Puellam watched them. Seeing two members of the same sex so intimately did not surprise her, nor was the fact the two were siblings. She watched them lean into the kiss as she felt the strong love they shared for each other that had built up over a thousand years. After a few seconds, Celestia and Luna broke the kiss as they smiled into each other's eyes. "I think I like this even more than I thought I would." Celestia chuckled as she looked at Puellam.

"Would you like to introduce yourself to your mother, dear?" Celestia asked as she rubbed Puellam's back. Puellam looked at Luna, who smiled warmly at the changeling.

"My name's Puellam Amans," Puellam introduced herself softly. Luna smiled at the changeling.

"I guess you can call me Mother Luna," Luna said warmly.

"Um," Puellam began with a blush. "Can I kiss you too?" Puellam asked as she looked between the two mares who took her into their lives. Luna blinked as she looked at Celestia, who smiled warmly at Puellam. Celestia leaned in and let Puellam lock lips with her, much to Luna's surprise. Puellam hummed as she leaned into the kiss deeply while Luna watched. After a few seconds, the two broke the kiss as Celestia smiled at Puellam.

"Did you enjoy that, Puellam?" Celestia asked with a warm smile. Puellam nodded as she smiled softly at her new mother before looking at Luna, who stood there with a look of surprise on her face. "Sex in all its forms is second nature to changelings," Celestia explained to Luna. "Nothing is off-limits, even what most ponies would consider serious taboo." Luna hummed as she processed this information for a minute before she smiled. "So, will you grant our daughter a kiss?" Celestia asked as she smiled at Puellam, who watched Luna with bashful eagerness. Luna smiled warmly as she leaned closer to Puellam until their lips met. Puellam leaned into Luna's lips as she closed her eyes as Luna found herself enjoying this moment. After a few seconds, they broke the kiss, and Luna licked her lips as she smiled at the young changeling, who blushed as she clung to Celestia.

"That felt like you've done that before," Luna observed as she smiled at Puellam. The young changeling blushed as she held onto Celestia, who wrapped a wing around her back.

"It wouldn't surprise me in the slightest," Celestia observed as she held her new daughter close. Luna stood up and sat next to Celestia as she smiled at Puellam. "I'm glad we got this moment," Celestia began as she looked at Luna, "I asked her earlier if she would like to meet you, and she said no." Luna looked up.

"Oh?" Luna asked. "So, why'd you open up so quickly, little one?" Luna asked Puellam, who only clung to Celestia.

"I think it's because I'm here with her," Celestia observed as she watched the changeling while rubbing her back.

"Well, are you glad you got to meet me, little one?" Luna asked Puellam with a warm smile. Puellam looked at Luna and offered a timid nod while keeping hole of Luna. Luna smiled at Puellam as she sat with Celestia. Luna looked at her big sister with a smile. "So, are we going to start living secret lives as a family of taboo?"

"We're still going to teach our daughter how to live amongst the ponies," Celestia explained as she planted a kiss at the base of Puellam's horn, who blushed at the kind gesture as she looked up at Celestia. "But that doesn't mean we can't have fun behind closed doors if that's what you want, Puellam." Puellam smiled softly with a blush as she nodded her head. Celestia smiled and planted a kiss on Puellam's forehead.

"Now's not the best time to do anything," Luna said as she watched Celestia. "Word has already spread throughout the castle about you with a changeling, Tia. On my way here, several of the staff were hovering outside the room."

"Sneaky ponies," Celestia chuckled. "Well, even without eavesdroppers, I will agree now isn't a good time for that level of bonding. However," Celestia looked at Puellam. "Are you hungry, sweetie?" Puellam nodded as she watched Celestia. Celestia smiled as she reached down and propped up her left breast toward Puellam. "You can suckle on my breast and drink my milk. It's a wonderful way to feed young creatures and let the child bond with the mother." Puellam stared at Celestia's plump nipple facing her hungrily before she leaned in and latched on, suckling softly as she closed her eyes while Celestia watched her with a proud smile. For the first time, Celestia could finally experience what billions of mares have been through over the years, and she cherished this moment as her eyes began to water.

Luna watched the two with a tearful smile of her own as she draped a wing over Celestia's back, a sine of a pegasus claiming another as his or her own. "This is truly a wonderful sight," Luna observed as she watched Puellam suckling on Celestia's breast as some milk leaked out of the sides of her lips and dripped down her chin. Celestia watched Puellam as she nursed from her teat while holding onto her warmly. Thanks to this changeling, Celestia was now a mother, and it seemed like she claimed a mate at the same time.

"Luna," Celestia said as she tore her eyes from her daughter to look at Luna. "Are you okay with all of this?" Luna looked at Celestia as she wiped away the tears from her cheeks.

"What do you mean, Tia?" Luna asked.

"Both of us being Puellam's mother basically makes us a couple," Celestia explained. Celestia knew what wrapping a wing around another meant to a pegasus, so she suspected she already knew what the answer would be. "Are you-"

"Tia," Luna interjected, getting Celestia to look at her sister. "We've had our fair share of tender moments, many of which would be frowned upon amongst our subjects." Celestia inclined her head as she recalled all those tender moments both behind closed doors and out in the open. Of all the ponies Celestia found herself crushing on, Luna was the only one who stuck with her. It seemed like the perfect choice, both logically and emotionally. Luna grabbed Celestia's chin to look into her eyes. "I was surprised at the suggestion a moment ago because it caught me off guard. but I can think of no one else I'd consider mine." Celestia smiled into Luna's as, oblivious to the fact Puellam was watching them from her teat. Celestia and Luna leaned into each other, both being careful about the changeling at Celestia's teat as their lips met again in a long, warm, deep kiss.

Celestia suddenly blinked and broke the kiss to look at Puellam, who was groping Celestia's other breast while she continued suckling. "I think our daughter's going to fit in with the family beautifully!" Celestia let out a soft moan as she smiled at Puellam.

"I wonder if she'll want some of my milk?" Luna asked as she smiled at Puellam, who looked up at Luna from Celestia's teat.

"I think it's less about the milk at this point," Celestia said as she let out a soft moan from Puellam's groping. Celestia looked at the grandfather clock standing against a wall at the far end of the room. "Two-thirty!" She bit her lip before she took Puellam's wrist as she looked at the changeling. "Puellam, honey," Celestia began as Puellam let go of Celestia's teat while licking her lips. "Do you think you can at least wait until after I set the sun?" Puellam blushed as she sat in Celestia's lap. Celestia readjusted her hold of Puellam's hand by interlocking their fingers as she smiled. "I'll be happy to share a bed with you for your first night in your new home." Puellam blushed with a smile as she held her mother's hand.

"Momma," Puellam said softly as she sat there. Luna carefully reached up and patted Puellam's head as Celestia teared up at this. Celestia did not expect Puellam to warm up so quickly after what Thorax told her about the child. Celestia was happy that Puellam was warming up to her as a mother quickly, but she knew that was only the tip of the iceberg. Celestia knew Puellam would have to get used to others too. Puellam gave a great yawn as she snuggled up against Celestia.

"I guess all that nursing made you sleepy," Celestia said with a smile. "I guess a short nap is in order." Celestia turned. Luna removed her wing from Celestia's back as she watched her rest Puellam on the bed and pulled the blanket over her before leaning down and planting a kiss on her cheek as she fell asleep. Celestia got up and looked at Luna, who smiled at Celestia.

"I think you couldn't have made a better choice, sister," Luna whispered as she smiled at Celestia.

"Maybe in time," Celestia began as she took Luna's hands in her own while she smiled into her eyes. "We can work on having a foal of our own." Luna smiled with a blush.

"But, who would carry?" Luna asked as she held Celestia's hands.

"We can figure that out when the time comes," Celestia answered as she pulled Luna's chin up to look into her eyes. "Until then, I think a changeling in our lives will make things quite exciting."

"And challenging," Luna added with worry. "We've only just allied with the changelings, and our subject won't adjust so easily."

"I know, Luna," Celestia said as she pulled Luna into a kiss. Luna leaned into the kiss as she closed her eyes. Luna could not help but open her mouth and let her tongue press against Celesia's lips. Celestia was happy to let her sister's tongue intrude into her mouth and let their tongues dance with their mouths. After a minute of one of their most intimate kisses and groping each other's firm bodies, they broke the kiss to smile at each other while they took a breath.

"When was the last time we bedded each other?" Celestia asked as she stared into Luna's eyes.

"Not since the night Twilight and her friends freed me," Luna panted softly as she held onto her big sister.

"I think we'll have to change that tonight," Celestia suggested as she smiled into Luna's eyes. Luna smiled at the thought before looking at Puellam sleeping in Celestia's bed.

"What about her?" Luna asked.

"She can join us," Celestia answered as she looked at Puellam. Luna looked at Celestia in concern.

"Are you sure about that?" Luna asked.

"What can our subjects do about it?" Celestia asked. "Besides, we've slept with each other multiple times when we were foals, and no one ever found out about us." Celestia had a point. Even after Twilight and her friends freed Luna from being Nightmare Moon, and Luna had to learn how so much had changed over a thousand years, she could tell no one suspected their relationship. Now that they had a daughter to care for, who was a changeling, it would be impossible to hide something like that. Luna looked into Celestia's eyes with a soft smile.

"I trust you, Tia," Luna said. Celestia smiled before she pecked Luna on the lips.

"Watch over her for me," Celestia asked.

"Where are you going?" Luna asked.

"I'm going make sure the whole castle knows about our daughter and that she is not to be disturbed," Celestia answered. "You can keep her company while she sleeps and help her understand a few things."

"I only help calm nightmares, not educate ponies," Luna countered as Celestia walked to the door.

"Puellam's a special case, Luna," Celestia said as she opened the door. "After all, she's your daughter too now." Luna smiled at the thought of being a mother herself. She looked at Puellam as she slept and smiled at her as she thought about how she could also be a mother now.

"I'll take good care of her while you're away," Luna said softly as she sat in the bed next to Puellam.

"I know you will," Celestia said with a smile as she closed the door. Luna sat next to Puellam with a smile as she watched the changeling sleep peacefully. To think, it was the hive this child belonged to who attacked Equestria twice already. Once, through Cadence and Shining Armor's wedding, and more recently, by replacing herself, Celestia, Twilight, and her friends to gain the ponies' trust and support as they attacked from within. Luna watched Puellam as she slept and thought "how could something as sweet as this be responsible for what happened?" She knew the changelings were reformed, and she could see that in both their appearance and their personalities. Luna reached over and rested an open hand on Puellam's side as she slept. Puellam stirred with a whimper, causing Luna to blink.

"Oh no," Luna thought to herself, knowing what that level of stirring meant. She closed her eyes and used her magic to enter into the dream world. The world around her faded into a deep blue world with stars sparkling in the distance, which usually was overflowing with dream orbs, but with it being the middle of the afternoon, not many ponies were asleep at this time. Luna looked around to find a black orb that gave off a white aura and instantly knew whose dream it was. Luna stepped into the orb to find a nightmare that made hers look like a walk in the park.

Puellam, before being reformed, was forced by other changelings to watch as Chrysalis tortured two adult changelings slowly by sucking out all the energy from their bodies. Puellam cried out, begging the queen to stop while the two helplessly struggled against Chrysaslis's power as their bodies slowly withered away while the energy was being drained. "Mom! Dad!" Puellam cried out as her tears stained her cheeks.

Luna had to stop this nightmare now. She hovered into the air as she extended her hands out, using her magic force Chrysalis into dust that flew away with the wind, along with all other changelings. Puellam looked around frantically as she cried. Luna rushed up to take Puellam in her arms. "Shh, it's okay, Puellam," Luna assured as she held onto a struggling changeling.

"Mom! Dad!" Puellam cried out desperately.

"Puellam," Luna called softly, finally getting through to the young changeling as she looked up. Luna offered a warm smile as she tenderly wiped away her tear.

"Momma Luna?" Puellam asked as she trembled in Luna's hold.

"I'm here, little one," Luna replied with a smile. Puellam clung to Luna desperately as she cried into her chest. Luna patted Puellam's head as she smiled at her warmly. "It's okay. It's over now." Luna held onto Puellam closely as she pressed her lips against her forehead. "Mommy's here." Luna's number one priority at this moment was to be there for her new daughter, though she could not help but feel a sense of pride in being a mother to a frightened child. Luna did not know how long she held onto Puellam, nor did she care. She lifted her head as she pinched Puellam's chin to look her in the eye with a warm smile. "Mommy's not going to let anything hurt you," Luna said warmly as she smiled into Puellam's eyes. Puellam was still a bit shaken from the experience she just had. Luna thought for a second before she leaned in and locked her lips to Puellam's. Puellam hummed in surprise for a second before she leaned into the kiss deeply. After a minute, Luna broke the kiss to smile warmly.

"Mommy," Puellam whimpered.

"I'm not going anyway, sweetheart," Luna assured with a comforting smile. "But this is just a dream." Puellam looked around in confusion. "Dreams are my domain," Luna explained. "Whenever you're asleep, I'll always be watching over you. You'll never have to fear those nightmares again." Puellam looked at Luna as if she was thankful before tackling Luna in a hug. Luna smiled as she returned the hug. "Let's wake up, Puellam." With that, Luna used her magic to make the world around them fade before she opened her eyes to find Puellam stirring awake in Celestia's bed.

"Mommy?" Puellam asked as she looked around to find Luna smiling softly at her.

"I'm here, precious," Luna assured. Puellam pulled herself up to hug Luna, who returned the hug warmly. At that moment, the door to the room opened, and both looked to find Celestia walking in with a warm smile on her face.

"Looks like you two are getting along nicely," Celestia said warmly as she walked up to the bed, locking the door behind her with her magic. Puellam jumped out of bed and ran to Celestia, tackling her in a hug. Celestia took the tackle like a champ. "Did I miss something?" Celestia asked as she looked at Luna.

"She had a nightmare," Luna explained. Celestia inclined her head as she picked Puellam up and carried her back to the bed.

"Well, it's a good thing Luna was here for you," Celestia observed with a warm smile as she sat on the bed with Puellam between Luna and herself. "You see?" Celestia asked Puellam, who looked at her. "I told you we would be there for you." Puellam hugged Celestia, who rubbed her back. Luna leaned over and rubbed Puellam's back. "I was planning on taking you on a tour of the castle, but that can wait."

"If that were the case, why'd you lock the door?" Luna asked.

"You noticed that, didn't you?" Celestia asked with a smile. "I guess I had a feeling." Luna smiled as she scooted closed while setting Puellam on both of their laps. "I often dreamed of having a family of my own."

"No, you haven't," Luna observed.

"You know what I mean," Celestia chuckled. Luna smiled at the alabaster alicorn.

"I never thought this is how that family would be, but," Celestia leaned down and kissed Puellam's head. "I couldn't be any less happy with the family I have now." Puellam looked at Celestia.

"Momma," Puellam said softly. Celestia smiled at the changeling as she leaned in to plant another kiss on her head, only for Puellem to grab her cheeks and pulled her into a sudden kiss. Celestia blinked at the sudden gesture before she hummed and let her daughter have this moment by leaning into the kiss.

"This kinda thing really is common for changelings," Luna observed. Puellam broke the kiss with Celestia and quickly turned to Luna and pulled her into a deep kiss. Luna blinked at the sudden switch before she gave in too. Celestia smiled at the two as she rubbed Puellam's back.

"She must've been very close to her family," Celestia observed. Puellam and Luna soon broke the kiss as Celestia smiled at them.

"That's going to take some getting used to," Luna observed as she leaned in and planted a kiss on Puellam's forehead. Puellam smiled softly.

"You have a beautiful smile, Puellam," Celestia observed. Puellam smiled at Celestia for the compliment. "Don't you stop smiling." Celestia pecked Puellam's nose. "Daughter." Puellam smiled.

"Momma!" Puellem hugged Celestia.

Chapter I

Puellam watched her mother intently as she continued her lecture about magical theory. A series of equations and images of the equine body that they focused their magic scribbled on the chalkboard. Celestia began taking Puellam to her School for Gifted Unicorns as soon as the school year began three months after Celestia adopted Puellam. Puellam hated coming to school, but Celestia wanted her to get used to being around other ponies. Puellam's unique shapeshifting ability made Celestia believe she had the potential to be quite gifted in magic as well.

Puellam would spend the school days locked in her seat as she watched her mother, doing everything she could to ignore the others staring at her. It did not matter what they were whispered about her, good or bad; she wanted nothing to do with it.

Occasionally, Puellam would look over to the clock tower within her line of sight outside the window. "Come on!" she silently groaned. "I wanna get in bed with mom!" Puellam looked at Celestia as she continued with the lesson, admiring her perfect, naked figure. Despite all the sweets, cakes, and other treats Celestia would gorge herself with, the regal princess maintained a figure that would turn a head or two. Puellam would lose track of the lesson as she stared at her mother's ass hungrily, trying to sneak a peek at the best part between the legs or under the tail.

"Puellam?" Celestia's voice called, pulling the changeling out of her lustful thoughts with a start as she looked at the teacher. "What did I just say?"

"Um-" Puellam hummed as she desperately tried to think about what Celestia just said. Celestia sighed in disappointment.

"We'll talk after class," Celestia said as she looked at the other students. "Now, I want you all to focus on Starswirl the Bearded's theory of limbo over the weekend," Celestia said just as the bell rang. The class groaned as Celestia began putting away a few books on her desk. "Now, now!" Celestia called. "All the best unicorns in history studied hard to become what we know them to be. If you study hard, you too can be the next Starswirl!" The unicorns got up from their seats as they packed their bags.

Puellam began packing away her books as the other students left the room until she saw a white curve with an image of the sun plant itself on her desk. Puellam looked up to find her mother looking rather unpleased at her. "Hi, mom," Puellam said meekly.

"Hi," Celestia replied. "I'd like to see your grades get high," she added. Puellam hung her head in shame as she looked at the floor. "Puellam, honey," Celestia said as she pulled Puellam's chin up to look at her. Puellam looked into Celestia's eyes. "Don't think I haven't noticed how you've been staring at me during class." Puellam blushed as she looked her mother in the eyes. "Honey, there's a time and place for everything, but, unfortunately, school is not that time or place for us."

"I'm sorry, mom," Puellam said softly as she began to hang her head again, only for Celestia to pull her chin up and plant a soft kiss on her lips with a smile.

"I love you, sweetheart," Celestia said with a warm smile. Puellam smiled back with cherry red cheeks. "But, you're not getting my ass until we get you back on track for school." Puellam's smile instantly vanished at this.

"But, mom," Puellam began to protest.

"Nope," Celestia interjected. "From now on, playtime doesn't come until after your homework, missy." Celestia removed her rump from Puellam's desk. Puellam pouted as she looked at the floor before a thought crossed her mind. "And don't you think about bedding, momma. I'm letting her know about this whole thing," Celestia said as she returned to her desk. Puellam cursed under her breath. "Now, I have some things to do before I come back home."

"What am I gonna do until then?" Puellam asked as she got up while strapping her bag over her shoulder.

"You already know what I want you to do," Celestia answered sternly.

Celestia was always the loving mother she promised to be since she adopted Puellam months ago, but she laid down the law whenever she was in school. Puellam knew Celestia still loved her because she could sense it, but Celestia seemed like a different person when she was a teacher. Professor Celestia was still kind and caring toward her students, but she never let them have an inch. Puellam felt Celestia was more strict with her over the other students, probably because she was her daughter.

"Now, head home and get on your schoolwork," Celestia ordered as she began sorting through some paperwork with her magic.

Puellam groaned as she began walking toward the door before she stopped short to look at her mother. "See you later, mom," Puellam called softly. Celestia looked at her with a loving smile.

"See you later, sweetheart," Celestia replied before returning to her work. Puellam watched her for a few seconds before she left the room. Celestia looked at the door with a warm smile. "I won't be long, sweetheart," she thought to herself.

Puellam walked through the halls as she hung her head to keep from looking at any of the ponies staring at her.

"Letting a thing like that in this school?"

"The princess trusts her, so I do too."

"Those things almost destroyed Canterlot!"

Puellam turned a corner when she noticed a group of unicorns walking up to her. "Hey, freak!" the leader of the four boys called out. Puellam tried to ignore them as she continued walking. "Hey! I'm talkin' to you!" Puellam turned another corner and bolted. "Get it!" Puellam ran as fast as she could for a few seconds before she leaped into the air as she shifted into a small dragon and flew at top speed, only to collide face-first into a wall of magic. She fell on the floor as she reverted to her natural form before she rolled onto her back to look at her assailants. The four boys surrounded her, cutting off any route of escape as she glared at her.

"What the fuck is a freak like you doing in a respectable place like this?" the leader growled. Puellam shifted into a small statue of Celestia in the middle of the floor, standing in a pose as if she were rising the sun.

"Look at that!" another laughed. "The freak can change into stone!"

"Maybe it'll shatter just like any other statue!" the fourth suggested with an evil grin as he ignited her horn in magic. Puellam sat in that form as she internally screamed in terror.

"What the hell's going on here?" a female voice called out from down the hall. It was not a teacher or even an adult by the sound of it.

"Stay the hell out of this, Aura Glow!" the leader growled.

"Are you shmucks picking on a defenseless student again?!" Aura retorted.

"None of your damn business!" the leader replied.

"Oh, I see," Aura began. "You think that because the new student is a changeling, that gives you full range to do whatever the hell you want and get away with it."

"So what?" the second boy called out. "It's a freak who tried to destroy our home! It deserves whatever's coming to it!"

"Even if said changeling is actually Princess Celestia's daughter?" Aura countered.

"That's impossible!" the leader countered. "No princess in her right mind would call something like that their daughter!"

"You really wanna put that to the test, dipshit?" Aura dared.

"You're bluffin'!" the third of the group challenged,

"Alright," Aura submitted, making Puellam's heart skip a beat. "You wanna kill the changeling, go ahead, but don't blame me when you get the death sentence for killing a member of the royal family."

"Oh, fuck it!" the leader growled in defeat. "C'mon, guys. It's not worth it." Puellam listened to the footsteps leaving the area as she sensed one kind soul staying close.

"Well, we got rid of them, huh?" Aura's voice called warmly. "You can come out of your shell now, hun," Aura offered. "Those bastards are gone."

Puellam opened her eyes while remaining in the statue form to look at this pony. Aura Glow was a unicorn female with cyan-blue fur that faded to white from her elbows and knees down to her fingertips and hooves. A navy blue bow held her long purple hair in a ponytail with her tail equally decorated. Her body was not as perfect as Celestia's but still smooth and clean shaved.

"I'm Aura Glow," the young unicorn said with a soft smile. "Class president, and up until Twilight became princess, second in grades." Puellam hesitated to believe those words. "Okay, that was an exaggeration," Aura said as she rubbed the back of her head. When Puellam did not come out of her shell, Aura tilted her head. "I heard you were a shy one, but if I'm talking to an actual statue, this is embarrassing." Puellam slowly reverted to her natural form as she sat on the floor while holding her arm. "There she is!" Aura proclaimed softly as she smiled at Puellam.

"Th-thank you for saving me," Puellam said softly as she held onto her arm.

"My pleasure," Aura replied softly as she offered a hand. Puellam stared at Aura's hand for a few seconds. "I'm not going to bite you," Aura offered. Puellam took her hand, and Aura helped her to her feet. Aura offered a warm smile. "Don't worry about those dicks. They're all bark and no bite."

Puellam straitened the strap of her bag over her shoulder before she looked at Aura, taking the opportunity to drink in every detail of her body. The colors of her coat and hair were already enticing enough, but there was something about the slight roundness of her belly that Puellam found attractive.

"Earth to changeling?" Aura called, pulling Puellam out of her thoughts. "I just asked for your name."

"Oh, I'm sorry," Puellam said as she shook her head. "Wait, you know I'm Celestia's daughter, don't you know my name?"

"No," Aura answered. "All I know is that Celestia adopted a changeling as her daughter roughly three months ago, but I never found out the name of that changeling. And since you're the only changeling in the school, I figured you must be the one the princess adopted."

"I see," Puellam said with a blush.

"So, you gonna tell me your name, or do I have to start guessing random things?" Aura asked.

"I'm Puellam Amans," Puellam answered bashfully.

"Really?" Aura asked. "That is the prettiest name ever!" Aura proclaimed as she looked Puellam over. "Who'd have guess changelings were so adorable in both looks and names?" Puellam blinked.

"Wait, what?" Puellam asked.

"Oh, I've always had a fascination for other creatures," Aura replied. "Changelings are easily the most fascinating to me. I mean, the way you can change forms at will is amazing! I wish I was better at transfiguration!" Puellam blushed at Aura's excitement.

"I better get home," Puellam said. "I've been falling behind in my studies, and mom wants me to focus on my homework."

"Oh, I can walk you home," Aura offered cheerfully.

"That's okay," Puellam replied. "I'm fine on my own."

"Seems to me like you could use a friend to keep you company, gorgeous," Aura countered as she rested her hands on her hips. "What if those assholes come back? You gonna curl up in a cocoon and hope they won't fuck with you again?" Puellam blushed as she hung her head. She was never good at confrontations. Every time anyone came to her in a less than friendly way, she would shift into some inanimate object and hope they go away.

"I don't know," Puellam hummed as she held her arm.

"Look, if you wanna go alone, I'm not gonna stop you," Aura offered softly as she shrugged. "But I'd feel a lot better knowing you're safe at home instead of being bandaged up by doctors who don't know shit about changeling anatomy."

"Won't the others hate you for helping someone like me?" Puellam asked.

"Who gives a shit?" Aura replied. "If other ponies have a problem with me helping out a changeling, that's their problem, not mine." Puellam looked at Aura with a blush on her face. "So," Aura began as she extended an elbow to the changeling. "Would the lovely lady like an escort to her regal home?"

Puellam watched Aura for a few seconds as she scanned her with her senses. Puellam could sense the overwhelming desire to help others, especially non-pony creatures like herself. However, she could also sense something else. Something that drove her to be so kind toward others, but it was being blocked.

After a minute, Puellam took Aura's arm with a blush.

"Alright then," Aura smiled. "Let's get you home. I assume you live somewhere in the castle?"

"Uh, yeah," Puellam answered as Aura began walking with her through the halls.

"Do you have your own private suite?" Aura asked. "I bet it's as big as a house with a hot tub and everything!" Aura observed as she thought about the life of a royal.

"Well, it's big," Puellam answered as she thought about Celestia's room. Ever since Celestia adopted Puellam, the young changeling shared Celestia's room, even the massive bed at the heart of the room. Puellam never talked about her relationship with both her mothers. Officially, Celestia was Puellam's mother while Luna was her aunt, but behind closed doors, the sisters acted as Puellam's parents. An even close kept secret is how close all three of them are, especially in bed. Sometimes, Puellam only shared the bed with one of her mothers' at a time, but most of the time, they all spent their nights together in the same bed.

"Big bed, hot tub, full mirror," Aura went through a checklist. "Oh! Do you have your own butler?"

"A what?" Puellam asked.

"You know," Aura asked in excitement. "A guy who obeys your every wish without question! Oh, how I'd love to have my own butler!"

"Uh, no," Puellam answered while trying to think of an explanation. "N-none of the servants want to serve me unless mom's around."

"Wow!" Aura groaned. "Not even the colt-servents will come near you. Honestly, the prejudice is ridiculous." Puellam looked at Aura.

"Why aren't you avoiding me like the others?" Puellam asked.

"Why would I?" Aura asked.

"Cause of what my swarm did," Puellam answered as she looked at the ground. "With Canterlot and all?"

"Oh, that's all in the past," Aura answered. "I try to live in the present; focus on what's happening now instead of what's happened. Besides, the changelings have a new ruler, they're reformed, and you're too sweet to do something like that," Aura offered Puellam a smile while the young changeling blushed as she avoided making eye contact.

"Look," Puellam said with a blush. "My mom expects me to do my homework right now, so can we just go?"

"Oh, sorry," Aura said. "I tend to get excited about these things." Aura continued acting as Puellam's escort as they left the school and began walking toward the main castle. "Do you need any help with your homework? I try to get my stuff done fast so I can have more free time. I'd be happy to help." Puellam looked up at Aura.

Puellam wanted to say "no," but she found it next to impossible to study independently since she always thought about her mothers'. Even if she wanted help from another student, would either of her mothers approve of her bringing a stranger into Celestia's private chambers?

"I should ask mom, first," Puellam answered.

"Why would you need to ask?" Aura asked. "It's not like we're going to have sex in your mom's bed." Puellam blinked. The thought of mating another creature never crossed her mind, even if she would have no problem with mating personally. "Unless you want to," Aura added with a sideways smirk, making Puellam's white scales turn red from blushing. "Kidding," Aura chuckled. "Besides, I'd much rather save myself for that special someone."

Puellam was drowning in her thoughts as they continued walking through the castle courtyard. She never considered looking for someone else to share her life with. For as long as she could remember, her parents were the only ones she loved—both her changeling and alicorn parents. Her birth parents would happily share their bed with her as she grew up, and when Chrysalis killed them, she lost all hope of a happy future. Then Celestia offered her a new family with a home that included a warm bed, food, and all the love she could ever ask for, even if she no longer needed to feed on the love energy. Celestia and Luna were even willing to share a bed with the young changeling and offer the same level of intimacy as any other changeling would. For the first time since Puellam lost her parents, she felt happiness.

"Puellam?" Aura's voice broke through to Puellam, who blinked as she looked up. "I don't think the guards will let me through without approval." Puellam looked to find she was so deep in thought; she did not realize they had reached the castle's main door. "That, or these guys didn't get the memo that you're the princess's daughter."

"No visitors at this time," one of the two guards at the gates barked.

"Uh, this is my new tutor, Aura Glow," Puellam piped up.

"Yeah," Aura added. "Princess Puellam here is falling behind in her studies, so she asked me to help her."

"Authorization papers?" the second guard asked as he held up his free hand.

"Authorization papers?" Puellam asked as her heart skipped a beat.

"All authorized personnel must have the authorization papers before-"

The doors swung open, causing the two guards and the girls to look and find Princess Luna walking out with a stern look on her face.

"Cut the bullshit, Silver Shield," Luna growled as she placed a hand on her hip.

"Your highness?!" the guards called in unison before bowing their heads.

"You're up early," the first guard said respectfully.

"Drop the act!" Luna barked. "We both know the real reason you're refusing to let my da- I mean, my niece's friend into the castle!"

"Your highness, I was only-"

"Just giving Puellam a hard time because of what she is!" Lune interjected angrily. "Ever since my sister brought her into the castle, most of you guards have looked at her as if she was a target and took every opportunity to make her life miserable, and I'm sick of it!"

"Forgive me, your-"

"I don't want to hear it!" Luna barked again.

Puellam watched Luna in shock as she felt her frustration. Puellam knew of Luna's dark past, but she found it hard to believe because of how kind the dark blue alicorn seemed to be at all times. Always willing to help others while hiding what sadness she still felt about her deeds as Nightmare Moon.

"From now on, any further acts of prejudice against Puellam or any of her friends will result in disciplinary action!" Luna growled. "Do I make myself clear?"

"Yes, ma'am," the guards replied.

"What was that?!"

"Yes, ma'am!"

Luna inclined her head at them. "Back to your stations!" she ordered. The guards returned to their original positions at either side of the door before Luna looked at Puellam with a warm smile. "Welcome home, Puellam. Who's your friend?" Puellam struggled to find her words as she looked back and forth between Luna and the unicorn standing next to her.

"My name's Aura Glow, your highness," Aura answered with a warm smile. "It's an honor to be in your presence." Aura bowed respectfully.

"Please, call me Luna," the princess said warmly as she raised a hand to the unicorn. Luna stepped to the side as she gestured inside. "Please, come in."

"Oh, I shouldn't intrude," Aura protested.

"Nonsense," Luna countered. "Any friend of Puellam's is welcomed in our home."

"Well, if you insist," Aura agreed as she walked with Puellam, followed Luna inside the castle.

"So, when did you meed my little Puellam?" Luna asked as she walked with them.

"Oh, not too long," Aura answered as she thought it best not to mention how a group of the unicorns tried to jump her this afternoon. "To be honest, we only met today."

"Really?" Luna asked with a smile. "My little Puellam, the shy thing she is, brings home a friend she only just met?" Puellam blushed as she felt the excitement coming from her second mother.

"Mo- uh... Luna," Puellam studdered. "She, uh..." Puellam scratched the back of her head. Luna looked at Puellam as her smile faded.

"Did something happen, sweetie?" Luna asked. Aura watched Luna's body language with intent. The Princess of the Night seemed to be treating this changeling more than just a niece.

"Well," Puellam began. "A group of unicorns tried to jump me today," Puellam explained. Luna stopped short to look Puellam in the eye.

"What?!" Luna asked in a horrified tone. "They didn't hurt you, did they?! Who were they?!"

"If I may," Aura interjected. Luna looked at Aura with concern. "I found Puellam being surrounded by these guys at school. I knew whatever they were up to wasn't good, so I stepped in before anything happened." Luna watched Aura intently as she told the story. "I wouldn't feel right if I didn't at least escort her home after that, so here we are." Luna seemed to relax as she stood upright.

"In that case, my sister and I owe you a debt," Luna said warmly as a smile formed on her lips.

"Oh, it was nothing, really," Aura protested.

"No," Luna countered. "Your kind gesture means more than you realize." Luna continued guiding the two through the castle halls. "After the changelings were reformed, my sister was eager to take part in building relations with our two nations by adopting our little Puellam here. My sister will be more than thrilled to know you went out of your way to help her daughter out of the goodness of your heart." Luna stopped to look at Aura. "That is the reason you stepped in, is it? Not that you were looking to get into good graces with my sister and me?"

"Oh, no," Aura said as she raised her hands in the air defensively. "As honored as I am to be in the castle, I couldn't just stand by and watch as those bullies surrounded her."

"She's telling the truth, mo- uh, Luna," Puellam added. Luna accepted this with a smile as Aura looked at Puellam with a raised eyebrow.

"Then, you are more than welcome to visit any time," Luna offered with a warm smile.

"Thank you," Aura smiled.

"Now, how about some food?" Luna offered. "You two must be hungry after a long day at school."

~~)oOo(~~

"I'm home," Celestia called as she walked into her bedroom to find Luna napping on the bed while Puellam was sitting at the table with Aura. Aura and Puellam looked at Celestia in slight surprise at her sudden entrance before Puellam smiled at her mother.

"Hi, mom!" Puellam offered happily.

"Oh, did I miss something?" Celestia asked as she walked up with a smile.

"Mom, this is Aura Glow," Puellam introduced with a smile.

"It's a pleasure to meet you, Princess," Aura offered as she got up from her seat to bow politely.

"Aura," Celestia said with a smile. "How's your transfiguration coming?"

"I'm still struggling with that," Aura replied.

"You're doing better than you were last year," Celestia complimented.

"That's kind of you to say," Aura replied. "But, I'm still no good at it."

"Speaking of which," Celestia said as she looked at Puellam. "I hope you've been working on your studies while I was gone."

"Actually, Aura's been helping me with that," Puellam answered, earning a proud smile from her mother.

"That's wonderful!" Celestia declared. "So, you're going to tutor my daughter?" Celestia asked.

"I'm happy to help in any way I can," Aura replied with a smile.

"What about your own studies?" Celestia asked as she pulled up a seat to sit with them.

"I make sure to get my homework done quickly, so I have time for other things," Aura answered. Celestia smiled.

"Well, I'm glad my little girl has found a friend to help her get on track," Celestia observed as she patted Puellam's head, earning a purr from the young changeling.

"Wow!" Aura cried out. "Changelings purr?"

"Sometimes," Puellam answered softly. Celestia opened her mouth to say something before the sound of the clock tower filled the room.

"Oh, is it that time already?" Aura asked as she looked out the window. "My parents are gonna kill me!" Aura began packing her things as Puellam sensed dread coming from the unicorn.

"I'd be happy to let your family know you're here," Celestia offered.

"Thanks," Aura began, "but I better get home. I'm really not supposed to be out late." Aura placed the bag strap over her shoulder. "It's been a pleasure, your highness," Aura said with a warm smile.

"I'll escort you out," Celestia offered as she got to her feet.

"Thank you," Aura replied. "See you next week, Puellam."

"By, Aura," Puellam replied.

"I'll be back, love," Celestia said as she guided their guest out of the room.

When the two were out of the room, Puellam turned in her seat to look out the window. She spent the next few minutes thinking about Aura Glow before she heard the waking groans of her second mother.

Puellam turned to find Luna stretching on the bed as she gave a great yawn. Puellam admired the night princess's naked blue body with a smile before Luna relaxed from her stretching. "Hey, kiddo," Luna offered as she looked around to find they were the only ones in the room. "How long was I out?"

"A few hours," Puellam answered. Luna patted the bed next to her, getting the young changeling to get up from her seat and walk over to the bed.

"I take it, Aura left?" Luna asked as Puellam sat next to her.

"Mommy just escorted her out." Puellam leaned against her second mother's shoulder, who draped a wing over her shoulders as she kissed Puellam's forehead.

"You like Aura, don't you?" Puellam blinked as she looked at Luna, who only smiled warmly. "Cherish your friends, Puellam. I can speak through experience how wonderful friends can be."

Puellam leaned against Luna as she continued to think about that unicorn. The colors of her coat, the curves of her body, her long and silky hair. While Puellam could not help but admire Aura's figure, that was not the only reason she found the unicorn fascinating. Aura was the first pony, outside of her new mothers', who treated her with kindness and respect. Such a thing came as a rarity to the young changeling. A rarity she did not want to fade away into a memory.

The door swung open, making the two look at Celestia walking in with a warm smile on her face. "Aura is such a wonderful unicorn," Celestia observed as she walked up to the bed while smiling at her sister and daughter. "So, is my daughter in a relationship now?" Celestia asked as she sat on the other side of Puellam.

"Mom!" Puellam protested with a blush that made her scales red instead of white. Celestia and Luna giggled before they leaned in and kissed each other on the lips.

Chapter II

The bell rang, signaling the end of the school day, and Puellam began putting her books away before dropping one of them. The book hit the floor with a thud combined with the sound of crumbling paper. As she reached down to pick the book up, a magic aura snatched it away and carried it off to one of the students who picked on her the other day. The stallion ran out of the class with the book in hand.

"Hey!" Puellam cried out as she began to chase him. The stallion turned left, then right, Puellem following every turn.

"Come on!" he cried out. "You're a changeling!"

"Give me my book!" Puellem cried as she followed him. The unicorn turned another corner out of sight. When Puellem reached the corner, she felt something hard hit her head before everything went black.

~~)oOo(~~

Celestia followed the sound of her daughter through the halls until Puellam's cries stopped. Celestia's heart skipped a bit as she began running to where she last heard Puellam's voice. She turned a corner in the halls, and her heart sank when she found no one around. However, Puellam's book bag lay on the floor with the contents scattered around it.

"Puellam?!" Celestia cried as she looked left and right for any sign of her daughter. Celestia ran down the hall, leaving Puellam's bag and books where they lay as she called for Puellam. She turned another corner and almost collided with Aura, who had a look of concern on her face.

"Your highness?" Aura said. "What's wrong?"

"Aura, have you seen Puellam?" Celestia asked in a panic.

"Not since yesterday," Aura answered. "Why? Has something happened?"

"I don't know!" Celestia answered. "I just found her bags on the floor, but I didn't see her!" Aura rushed down the hall past Celestia. "Aura?!" Celestia followed her student. Aura looked around the hall for any sign of the changeling besides the bag left behind. The young unicorn quickly picked up Puellam's stuff before looking at Celestia.

"I'll start asking around," Aura said. "Maybe you should ask your guard for help?"

"I'll do more than that," Celestia replied as she started to run off.

"Princess, wait?" Aura called. Celestia stopped to look at the mare. "How can I get ahold of you if I find anything?" Celestia conjured a scroll with ink and quill before handing them to Aura.

"Write a message and use a teleportation spell to send it to me," Celestia instructed. Aura nodded as she took the items.

"I'll let you know as soon as I find anything out!" Aura assured.

"Then, let us waste no time," Celestia ordered before running in one direction while Aura took Puellam's bag and ran in the other direction.

~~)oOo(~~

Puellam groaned as she regained consciousness. She opened her eyes and started to sit up, only to find her hands were tied behind her back while her legs were bound at the knees and ankles. She struggled to break free of the binds as panic began to flood her body. She looked up to find the group of unicorns who bullied her gathered around, looking at her with fierce glares.

"Oh, look!" the leader sarcastically began. "The freak's awake!"

"What's going on?!" Puellam asked in a panic. The second of the unicorns punched her in the face.

"Shut up!" he ordered.

Puellam cried from the pain in her jaw and the panic flooding her body. She looked up to find they were outside in a dark alley. Tall buildings lined the small street on either side, blocking the sun from view. Trash cans and litter covered the ground, filling the air with a pungent smell. Aside from the group of unicorns surrounding her, she could see no other equine.

"Help!" Puellam cried out, earning another punch from the second unicorn.

"I said, shut the fuck up, you little shit!" he barked.

"Not that it matters," the leader said as he stepped up. "We conjured a sound bubble. No one can hear you."

"I still don't want to hear that thing squeal," the second said. Puellam looked at the unicorns as tears stained her cheeks.

"Aww, what's the matter, creature?" the leader asked as he leaned forward, resting his hands on his knees. "Does the little changeling want its queen?"

"Don't the changelings have a king now?" a third unicorn asked.

"What does it matter?" the second replied. "This one's not gonna have anything when we're done with it!"

"Please," Puellam cried. "Let me go!" The second unicorn raised his fist to strike her again, only to be stopped by the leader.

"You've had your cheap shots!" he growled. "This thing's mine!" The second snorted as he threw his fist to his side. The leader turned to Puellam as he glared at her. He reached into his bag and pulled out what looked like a stone. "You know, Magic is a powerful thing," he began as he tossed the stone in his hand a few times. "But there's always something strong enough to stop creatures from using it."

Puellam looked at the rock, noticing it had a familiar color to it. The shade of black matched the scales of a changeling before the reformation. Her heart started racing a mile a minute as she looked the unicorn in the eye, who only glared at her.

"Celestia's School For Gifted Unicorns is for us unicorns," he began. "Not filthy creatures like you!" He got on his knees as he grabbed the back of Puellam's head. "I figure, if we take away your ability to use magic, the princess will have no choice but to get rid of you!"

"Please, no!" Puellam pleaded. The unicorn ignored her cries as he raised the stone above his head.

Puellam closed her eyes before she felt something strike her forehead. She cried out as pain surged from the point of impact to the rest of her body. Everything else in the world ceased to exist. Soon, another strike hit the same place, sending another surge of pain through her body. She cried out again, pleading for it to stop before another strike. The unicorn continued to strike the same place again and again until something shattered. Puellam's eyes shot opened wide as a huge spark of energy escaped her forehead. The unicorn fell onto his back as green sparks filled the area for a second. The sound bubble popped around them, and Puellam's head fell to the ground.

"Shit!" one of the unicorns cried out. "Let's get the fuck out of here!"

Puellam lay on the ground, staring into the distance with her eyes wide open and her mouth agape. Her body became numb to the pain while her mind became lost. She could make out the sound of the unicorns running away until only the sound of sparks filled the air, accompanied by flashes of green light coming from her head.

"Mom," Puellam faintly said, her voice barely a measurable whisper. She wanted desperately to move, but her body did not respond to her wishes. Her breathing quickened while her heart raced as panic overtook her. Images of Queen Chrysalis' face flashed in her mind. Then a flash of her birth parents smiling at her. They were followed by an image of Chrysalis absorbing their energy. Finally, she saw the bodies of her parents lying on the ground, completely lifeless.

~~)oOo(~~

Luna flew over the city of Canterlot, scanning the area with a looking glass held against her eye. When Celestia rushed into their room to wake Luna from her sleep to tell her what happened, the princess of the night wasted no time in flying out of her bed to search for the changeling she felt was her daughter as much as Celestia's. After Celestia alerted Luna about Puellam's disappearance, all of Canterlot was put on high alert. The royal guard searched the castle while law enforcement searched the streets.

"Puellam?!" Luna called in her Equestrian Voice, ensuring a better chance of being heard. After searching for nearly an hour, Luna began shifting her focus to the allies of Canterlot. "Puellam?!" Soon, Luna came across a dark alley almost on the other side of town. Among the trash lining the street, she noticed something white lying in the middle of the path. She dropped her glass as she teleported to the spot, where she gasped at the sight before her eyes. "Puellam!!"

Puellam lay on the ground, still bound at the hands and feet, which horrified Luna enough, but what made the sight of the young changeling even worse was the shattered bits of stones and blood coming from Puellam's forehead. Green sparks periodically flashed from the wound as Puellam stared into the distance until she heard Luna's voice. The changeling's eyes turned toward the blue alicorn. "Momma?" Puellam said, her voice barely audible.

Luna used her magic to tear the binds from Puellam as she scooped the changeling into her arms, bridal style. "Shh," Luna said through tears staining her cheeks. "I've got you, sweetheart!" Luna kicked off the ground with enough force to leave a crater where she stood and flew directly towards the castle. Puellam lay limp in Luna's arms as the wind rushed by her ears. It did not take long for Luna to arrive at the castle courtyard, where she flew straight for the main doors, shattering them open with her magic before landing in the main hall.

"Get me the best doctors in Canterlot, now!" Luna ordered. The guards flinched at the sudden sound of Luna's Equestrian Voice before running off with a firm "yes, your highness!" Luna carried Puellam upstairs as she turned to one of the remaining guards. "Alert my sister to meet me in our royal chambers!"

"Yes, your highness!" the guard replied with a bow of his head before running off.

Luna continued to carry Puellam through the castle until she got to her bedroom, where she kicked open the door and rushed inside. The guards were keeping post at either side of the door as the princess passed them. "Guards! Get me some clean rags and sanitizer! Now!" Luna tenderly placed Puellam on the bed, laying her on her back as she did everything she could to make her comfortable without leaving her side for even a second. Luna placed a pillow beneath Puellam's head as she examined the shattered stone fragments in the changeling's forehead. "Stay strong, baby," luna softly said.

"You're highness, I have the-" the guard came into the room and could not finish his sentence before Luna's magic snatched the cloth and medicine from his hand.

"Where's my sister?!" Luna asked as she began tending to Puellam's wound. Before the guard could answer, the balcony doors slammed open, and the high princess ran in.

"Where is she?!" Celestia cried as she looked around the room before finding Luna tending to Puellam. The sight of her adopted daughter made her heart skip a beat as she gasped. Celestia turned to the guard at the door. "Send for King Thorax immediately!"

"Yes, your-"

"Go!"

The room trembled at Celestia's voice, making all the pictures and other items fall in place or on the floor. The guard took off so fast; he left a cloud in the shape of his silhouette. With the guard gone, Celestia ran onto the bed next to Puellam and helped her sister begin to clean the wound.

"Don't do that!" a familiar voice called out from the balcony. Celestia and Luna looked to find Thorax running to the bedside as he examined the injury.

"Thorax, how'd you-" Luna began.

"I felt a surge of changeling magic," Thorax interjected. Celestia opened her mouth to protest his order to stop. "Changelings are different from equines," Thorax said. "If you used that on this injury, you'll cause more harm." Thorax carefully took a piece of the black stone wedged into Puellam's scales and examined it closely. "This is a fragment of Chrysalis' throne," Thorax explained before turning back to Puellam. He blinked when he noticed something else. "Oh, no!" he gasped.

"What?!" Celestia asked in a panic. Thorax motioned with his hand as if picking something out of the air, his green magic shining from Puellam's injury, pulling a small green crumb of something.

"This isn't good," Thorax observed as he examined the piece closely with eagle eyes.

"What, Thorax?!" Celestia pleaded. "Is my daughter going to be okay?!" Thorax looked at the injury again.

"Whoever did this either knew what they were doing or got insanely lucky," Thorax observed as he looked Puellam in the eye.

"Thorax!" Celestia almost used her Equestrian Voice when she called his name. "What is going to happen to my daughter?!"

"She'll live," Thorax answered as he looked at the high princess. "Chrysalis' throne only allowed changeling magic to function within its reach, but it could also be used to cause us harm."

"You just she'll live," Celestia observed as she glared at him. "I swear if you lied to me, the union between changelings and equines is over!"

"She will survive," Thorax countered before pointing at Puellam's forehead. "Look at this wound and tell me what you see." Celestia hesitated before she followed Thorax's finger. Puellam bled through her forehead as green lights sparked from the gaping hole periodically.

"I see my daughter is severely injured, and the king of the changelings dodging the issue!" Celestia growled.

"Tia, calm down!" Luna piped up as she leaned in to look at the wound. "What was that green thing you pulled?" Luna asked.

"That's the problem," Thorax answered. "Every changeling is born with a gemstone buried in the forehead. This gem is the source of our magic." Celestia blinked as Thorax explained. "Peuallam's gem is completely shattered."

"What does that mean?" Celestia asked as she looked Puellam in the eyes while rubbing a thumb on her cheek.

"She may never be able to use magic again," Thorax explained. Luna watched Thorax closely as she noticed his demeanor seemed different than usual. He appeared calm and collected instead of kindhearted and thoughtful.

"Who are you?" Luna sharply asked as she slightly glared at him.

"It is me, Luna," Thorax answered.

"You show up so quickly after what just happened, and your personality is different," Luna observed.

"A surge of changeling energy like this is serious business," Thorax countered. "As soon as I felt it, I knew something was wrong, and I needed to be at my best." Luna looked at Celestia, clearly unconvinced at the changeling's answer. The elder sister looked at Thorax.

"Tell me what to do to help my daughter," Celestia calmly ordered. "And keep in mind, if anything happens to her, you'll be the first to suffer."

~~)oOo(~~

Puellam lay on the bed between Celestia and Luna. She curled her knees against her chest as tears stained her cheeks. Her body trembled in horror from the day's events. A bandage covered the wound on her forehead, blood staining the center. Thorax proved to be of great help in cleaning Puellam's injuries and bandaging her up. The changeling king instructed Celestia to change Puellam's bandages every hour until the bleeding stopped, which she stayed vigilant about for the rest of the day.

Celestia canceled all of her meetings for the rest of the week, despite Luna's protests. Luna happily offered to stay with Puellam, even if it meant losing sleep during the day and ignoring a few dreams in the night. As grateful as Celestia was to her sister for being the second parent to Puellam, Celestia made her daughter her number one priority.

Word of the daughter of Princess Celestia being attacked stretched all over Equestria in no time. Twilight Sparkle offered to fill in for the high princess so Celestia could tend to Puellam, which made Celestia proud of her former student for her willingness to step up. The princess of Friendship came a long way since Celestia took her in as her protege, and this made Celestia confident that when the time came, Twilight would be more than ready to take her place as High Princess of Equestria.

Celestia never took her eyes of Puellam since Thorax helped with the young changeling. Puellam stayed silent since the bullies attacked her earlier. As Celestia watched her daughter with a broken heart, she wondered if the changeling could even sense emotions anymore. Even if Puellam could not, Celestia would never stop loving her. The princess would do anything and everything to help Puellam heal from this encounter. For now, the three stayed in bed together; the alicorns took turns resting while the other watched the other two. This exchange continued throughout the rest of the day and night until it was time for Celestia to raise the sun again.