“The worm has returned?!” Princess Celestia was most definitely shocked and confused now.

Just then, Shining Armor, who had been standing upright the entire time, blinked, shook his head, stumbled, and then fell over with a grunt. Cadance immediately noticed this and rushed over to him, she started to check him for any injuries. His eyes had returned to their normal color, any evidence of mind control had completely left, except for the resulting confusion.

“Ugh… my head... Uhh... Cadance?” He groaned

“Shining Armor! Are you okay? How do you feel? What did she do to you?” Cadance asked rapid fire.

“I’ve got a killer headache,” Shining Armor complained, putting a hoof to the base of his horn, “What happened?”

“You were being controlled by a changeling, she was posing as me.” Cadance explained slowly,

“What really? A changeling? For how long?”

“I think two weeks,”

“Two weeks!” He sat up in surprise, “Wha-what about the wedding?” It was at this point that Shining Armor noticed what he was wearing, and where exactly he was. “Oh… Oh no...”

Cadance embraced Shining Armor, “Oh Shining, I don't care about the wedding anymore! I’m just happy to have you back!”

Shining Armor returned the embrace, “I love you,”

“I love you too,” Cadance replied,

They held each other for a moment.

Shining Armor sniffed, and then looked down at Cadance's hooves. “Is that… blood?”

Cadance also looking down, and noticed that she was covered in purple blood, which had also seemed to collect all manner of dirt and dust, and was now also beginning to dry, it would be a pain to get it out of her coat now.

“It’s been a very interesting day.” She laughed,

They kissed, and held each other in even tighter. Eventually though, they were broken up by Princess Celestia as spoke up next to them.

“Captain Armor, are you well?” She asked,

Shining Armor pulled away and stood up, “Well enough, what’s going on?”

“I’m declaring a state of emergency, right now we appear to be in a three way conflict, fortunately for us, the other two sides are preoccupied with each other.” Princess Celestia explained,

“Okay,” Shining Armor acknowledged,

“What I need you to do is assemble the guard, evacuate the city to the storm shelters, and contact Captain Spitfire of the Wonderbolts, tell her it’s a code W,”

“Understood Princess, I’ll get it done.” Shining Armor saluted.

Then everything that Princess Celestia said caught up to Cadance.

“Wait! Celestia! The worm is on our side.” She exclaimed,

“WHAT!?” Princess Celestia asked in shock, her composure completely lost, she took a moment to collect her thoughts. “Cadance, forgive me if I don't believe you, but that thing is a beast, it has killed hundreds of ponies and caused untold amounts of destruction.”

“I know that, but it also helped me.” Cadance argued.

“Explain,” Princess Celestia demanded,

“That worm is the reason I’m here right now, it broke me out of the crystal caves, and now it’s protecting the city because I told it to.” Cadance explained, right as another lightning strike nearby blasted out another window. “Sort of,” She added.

“It listens to you?” Princess Celestia asked,

“Yes, I don’t know why, but it does.” Cadance said.

Princess Celestia sighed, “Cadance, I trust you, but how do you know you can trust that thing?”

Cadance thought for a moment, about everything the worm had done so far. It had put her in danger, by accident, but then it also rescued her, and now it was currently fending off the changeling invasion, alone, at her command.

“I know I can,” she answered confidently.

“Alright then,” Princess Celestia still looked uncertain, she turned to address Shining Armor, “Change of plans Captain, continue the assembly of the guard, and the preparation of the city for evacuation but…” She looked at Cadance, “Tell Captain Spitfire to be on standby instead.”

“Yes Princess” Shining Armor replied, then stepped away to start directing ponies on where to go. Then five very familiar ponies walked up.

“Uh, Princess, Ah hate to be a burden, but uh, what should we be doing?” Applejack asked.

“Oh yes. Applejack," Princess Celestia turned to address the group, "The situation right now is very tense, and we may need the Elements of Harmony. Have any of you seen Twilight? I fear that her disappearance was not a coincidence.”

They all shook their heads.

Cadance spoke up, “That changeling did something to her! She told me about how she ‘dealt’ with Twilight after she discovered her true intentions, but she said she didn’t kill her,” She felt wrong saying those words, “I could only assume she trapped her somewhere in the crystal mines along with me, but I didn’t see her down there at all.”

“Still, a lead is a lead.” Princess Celestia said, “Applejack, there is an entrance to the mines in the basement of the castle. You and the other elements will go there and search for Twilight, the door is heavy but it shouldn’t be locked.”

"There is also now an entrance in the statue gardens, if that helps." Cadance added, causing Princess Celestia to give her a strange look.

"That too..."

"Okay Princess, but are y'all gonna be alright on your own?" Applejack worriedly asked,

"We shall be fine. Now go, Twilight needs you." Princess Celestia ordered.

As the five Elements of Harmony ran out of the room, Princess Celestia turned back to Cadance, “If the worm really does follow what you say, then can you get it to dissipate the storm? Canterlot is a very carefully managed city, a storm like this will cause severe damage.”

“I’ll see what I can do.” Cadance said,

“Please do,”

Cadance fully stood up, and began walking determinately towards the entrance she had destroyed just a few moments earlier. The crowd trying to push through had long since been moved away at Shining Armor’s directions, so Cadance was able to exit the building without a problem, Princess Celestia soon followed her out from behind.

It was utter turmoil outside, the wind immediately whipped Cadance’s mane into her face, and rain started pelting her whole body. Princess Celestia’s mane remained unaffected, most likely from the magic flowing through keeping it under control. She brought up a simple shield to keep the rain off of the both of them.

“Can you call it?!” Princess Celestia shouted over the winds.

“I’ll try!” Cadance shouted back.

Taking another deep breath, Cadance once again gathered her power to shout into the air.

“HELP!”

Her voice appeared to be lost in the wind, but then it shifted. In an instant, the wind changed direction. Cadance’s mane was once again whipped into her face, now soaking wet. She quickly pulled it back to the side and looked back into the dark clouds looming above Canterlot, they swirled around violently.

Right at that moment, the worm tore through the cloud layer at an alarming speed, it dove downwards until it neared the ground. It began to approach where Cadance was standing, but then it noticed Princess Celestia standing next to her. It reared back, and screeched, before diving forward at the shield that Princess Celestia had conjured.

“Stop!” Cadance commanded,

The worm stopped mid air, Princess Celestia’s jaw dropped.

“She’s a friend!” Cadance shouted

“F R I E N D?” The worm asked tilting its head

“Yes! Yes, she won’t hurt you!” Cadance explained.

The worm seemed to relax a bit, and lowered to the ground. Cadance noticed that most of the gashes from earlier had already clotted and scabbed over, and while most likely still weak, had stopped bleeding. There was also a few new burn marks along its hide.

“F A B S O L.” It said,

“What did it just call you?” Princess Celestia asked,

“No idea, but it called me that earlier.” Cadance spoke back, then she took another deep breath to shout, “My name is Cadance, remember?!”

“C A - D A N C E.” The worm repeated

Cadance nodded, before moving on, “Can you remove the storm?!”

“S T O R M?” It asked,

“Yes the storm, can you remove it?!” Cadance shouted.

The worm twirled a bit, and grunted, “S T O R M.” It said, supposedly in disagreement.

“No! No storm.” Cadance tried to convince it.

The worm writhed more, it sounded unhappy, “S T O R M!” It reinstated

Princess Celestia took a step forward, but Cadance stopped her.

“Hold on.” She said, before looking back up at the worm. “Please?!”

The worm stopped writhing mid air, and seemed to sigh. Then, with a whip of its massive tail, it created a deafening crack and a shockwave that passed over them, then the storm.

The effects were immediate, the clouds seemed to condense, the rainfall tripled in volume, but the lightning and thunder calmed considerably. Cadance felt the pressure begin to equalize, and in only a few moments, the nearly pitch black storm turned light enough to the point that sunlight started breaking through. Most of the water in the storm had fallen to the ground, completely soaking everything. Any remaining clouds thinned and dispersed, leaving a light fog that slowly drifted away in the now much calmer winds.

“Amazing…” Princess Celestia trailed off, allowing the shield to disappear.

“Ummm…” Cadance also trailed off, but not in amazement.

“What is...?” Princess Celestia also saw what Cadance was looking at, “Oh my,”

Changelings, hundreds of them, were now gathering around the trio. Now that the storm was gone, they weren’t being thrown around or disoriented, which allowed them to now converge on their location. They appeared on the streets, on buildings, in the air. They were being completely surrounded by them.

“You!” A familiar voice screamed,

There, standing on the main road, was Queen Chrysalis, and she looked mad. She was limping, and had to be supported by two changeling drones as she walked. A massive gash ran up her side, right where the worm had struck her, it wasn't actively bleeding, but the flesh looked raw and her entire side was smeared with green blood.

She took a raspy breath before continuing. "So this was your plan all this time?!" She laughed maniacally, "To set loose your little beast upon me?!" She coughed hard into her hoof, green droplets dripped through the holes, she sounded like she was starting to loose it. "You have taken so many of my little drones from me." She said in a low voice.

"That was your choice!" Princess Celestia shouted to her, "You brought them here, you chose this path."

"I chose this path?!" Queen Chrysalis yelled, "What choice did I have?! We changelings have been starving for far longer than any of us can even remember! Then I find the opportunity to end our suffering forever! What do you expect me to do?"

"You resolve your problems peacefully, as we have for generations!" Princess Celestia countered, "There is still a chance for redemption!"

Queen Chrysalis snarled, "No! You lost your chance for redemption the moment your beast killed one of my precious little subjects. This is no longer about our survival, this is personal." She spat,

"So be it..." Princess Celestia said, and lowered her stance.

Before she was able to do anything else, Queen Chrysalis immediately fired a green beam of magic directly towards Cadance. Princess Celestia scrambled to put up a shield, but it didn't form fast enough, the beam broke through it before it became solid. Princess Celestia watched in horror as the beam edged closer and closer to Cadance while not being able to do anything about it.

Slam!

The worm's tail smashed down into the ground at blinding speed, right in front of Cadance, just in time to block the beam. The hateful green magic burned into its flesh, leaving a smoking crater in the worm's body. It screeched in agony, and whipped its tail back and forth.

"Bah! That stupid beast has done enough! Kill them!" Queen Chrysalis commanded.

Hundreds of changelings launched into the air, horns all glowing the same sickly green color. Bolts of green fire and magic flew across the sky. Most seemed to be directed at the worm, seeing as it was probably the most dangerous thing in the city now turned battlefield. A few bolts did manage to make their way towards Princess Celestia and Cadance however, but were blocked by a now fully formed shield.

Another screech of pain, the worm was thrashing around as it was pelted with bolt after bolt. With no storm to dampen the effects or to lose the changelings in, it was at a major disadvantage. With a tremendous roar, it gathered up electricity in its mandibles and slung a massive sphere of lightning towards the nearest clump of changelings.

Despite being made of pure electricity, the ball moved rather slowly. That didn't stop it from arcing towards the nearest twenty or so changelings, frying all of them. More bolts hit the worm, and it realized it couldn't stay still, it coiled up, and launched down the street, flying fast and low.

A majority of the changelings followed, including Queen Chrysalis, who appeared to have a personal vendetta against it. Some changelings remained however, and they closed in on Princess Celestia and Cadance, who were still hiding behind a small shield bubble.

The bolts started coming in rapid fire, hitting the shield and spreading fire across it. Soon enough both of the alicorns inside couldn't see past the flames piled on top of the shield, which started to sag and deform from the stress. Princess Celestia dropped to her knees and closed her eyes in concentration, trying desperately to keep the shield up despite all the damage being inflicted upon it.

"Cadance!" She gasped out, "I can't hold it for much longer!"

"Oh!" She responded, surprised, "Um... Um! Hang on!"

Igniting her horn, Cadance began weaving the most powerful shield spell she knew, one that Shining had taught her when they first got into a relationship. The matrixes were complex, but the spell was strong and resilient. She finished the first part, then began copying it until it formed a small sphere, where she then blew it up to cover the both of them. The magic was hard, but Cadance had more than enough reserves to complete the spell, yet it still felt sloppy. She would definitely be refining her magic skills when this was over.

"I got it!" She shouted, and stood up straight to try and brace for an impact.

Princess Celestia just grunted, and dropped her spell. The golden glow on the outside of Cadance's shield popped and disappeared, which fortunately dispersed the fire set against it. Cadance heard Princess Celestia fall over beside her, but didn't dare to turn her head in fear of losing concentration and dropping the spell. Instead she continued to look forward, and was terrified by what she saw.

The changelings were right on top of them, having moved forward while they were obscured from view. They were standing so close together it was hard to see past them. Cadance could only assume that they were surrounded from all sides, but she still wouldn't turn her head. They began to laugh some sort of chittering giggle, and began to advance even further.

One of the changelings in front of Cadance slung another fire ball at the shield. It impacted, and spread across the shield, then it simply slid off, causing the changeling to look at it in confusion. Cadance sighed in relief, the shield's composition prevented the fire from sticking to it, so they were safe from that at least.

Bang!

Something struck the shield from behind, Cadance couldn't tell what.

Bang!

Another strike, this one to the left, Cadance strained her eyes to look, but saw only changelings.

Bang!

Cadance flinched as a changeling literally body slammed the shield in front of her, it slid off and picked itself up from the ground.

Bang!

Another changeling slammed into the shield.

Bang!
Bang!
Bang!

The strain of the increasing impacts was really starting to get to Cadance, but she kept the shield up.

Bang!
Crack

A small crack appeared in front of Cadance where a changeling had struck. In a panic, she accidentally focused too much on trying to repair it.

Bang!
Chink!

Another changeling struck the shield from behind, which had been weakened due to the lack of focus. Cadance couldn't see, but she could feel in her magic the spider web of cracks that formed in it from the impact. She immediately realized her mistake, and focused on spreading the repairs throughout the whole shield. Slowly but surely, the cracks began to mend.

Bang!

Before they could finish mending, the cracks were worsened as more strikes continued to hit the shield, there just wasn't enough time to repair it as more and more changelings began to slam into the shield.

Bang!
Bang!

Cadance saw cracks begin to from in her peripheral vision, a terrifying sight.

Bang!

One changeling had taken the liberty to fly above the shield and start jumping up and down on it. Impacts were coming from all around now, and the cracks were worsening by the second. Cadance focused hard on keeping the shield together, but quickly noticed that she was losing the battle. She strained herself harder, and managed to mend the shield a little more.

Chink!

Part of the shield was dented inwards as a changeling punched it, a couple small shards broke off and dissolved. Several nearby changelings immediately noticed this, and began to focus around the dent, punching or kicking it in an attempt to damage it more.

Cadance had learned from her earlier mistake, and only semi focused on keeping the dent from worsening. It wasn't enough however, and soon enough, a black holed hoof punctured the shield, forcing its way inside. Cadance yelped as the changeling forced itself up to its shoulder to attempt to reach her. It was only inches away from actually touching her, yet it couldn't. It hissed as it thrashed its hoof back and forth, but still couldn't make any leeway.

It stopped after a few moments, then retracted its arm from the hole. Cadance quickly tried to close it, but then the changeling gouged its horn through it. It rocked its head back and forth, trying to widen the hole so that it could get through it. Cadance watched in horror as its horn then burst into green flames, which began to lick at the edges of the hole.

The blue colored shield began to bubble and brown as the magic burned through it. Another hiss from the changeling, and this time when it pushed forwards its head actually broke through. Cadance screamed as the changeling pushed itself further and further past her shield, pawing violently at the edges of the hole with it's hooves to make more space. It bared its fangs as it gnashed at her. They wouldn't last much longer.

As a last ditch effort to survive, Cadance took a deep breath once more.

"HELP!" She shouted,

The changeling recoiled for a moment from the sheer volume, but quickly recovered, and resumed tearing at the shield again.

"Oh no no no no." Cadance closed her eyes and braced for a strike from the changeling.

Thunk!

The changeling screeched in pain, Cadance opened her eyes. The changeling that was reaching for her had stopped and was now desperately trying to pull itself back out of the hole in the shield. She looked at its side, and saw an arrow sticking out of it.

Thunk!

A different changeling dropped to the floor, an arrow stuck in its neck. There was the clang of metal, and what sounded like several ponies shouting. That got the rest of the changelings' attention, most turned and hissed at the offending party. Cadance focused on repairing the shield as much as she could while the changelings were distracted. She heard a blast of magic, and then a yelp from a changeling as it was sent flying past her view.

Several changelings still stood around Cadance's shield, one in particular decided to try to stab its horn through the shield, which pierced right through. This prompted the others to do the same, and soon enough, there were multiple changeling horns piercing her shield. Cadance winced at the magical strain as each changeling ignited their horn, she managed to power through it, but she knew she couldn't stay that way for long though.

Slowly but surely, the green flames burned through parts of her shield, weakening the whole structure.

Thunk!

One horn stopped glowing and slipped out of the hole it had just made.

"Graaagh!" Somepony shouted,

A changeling yelped as it was struck by some sort of weapon, and another horn retracted back through the shield.

They weren't being dealt with fast enough however, and at the other side of the shield, a pretty sizeable hole had already been burned into it. A changeling on the other side took a step back and dove into it, just managing to slip inside. Cadance reacted by blasting it with magic, which stunned it, but also caused the shield to drop. The changeling shook its head to clear it, and then charged towards her. Cadance moved to the side to dodge it, and the changeling just barely grazed her as it flew past, right into a royal guard.

The royal guard! They were here! Relief flooded Cadance, but she couldn't relax just yet. She turned around, and saw two more changelings now standing over Princess Celestia, who was still recovering on the ground. Thinking quickly, Cadance leaped into the air and tackled one of the changelings, sending the two of them sprawling across the pavement.

She recovered quickly, and stood up to attempt to get the other changeling away from Princess Celestia. But it turned out she didn’t need to, as Cadance watched another royal guard stab the changeling with a spear, gouging it while also shoving it back.

Then the changeling that she had tackled earlier jumped on her back, causing her to yelp in surprise. Cadance was then wrestled back to the ground. She rolled over, and managed to come face to face with the changeling as it gnashed and spat at her. It was on top of her, and Cadance barely held it back as it tried to bite her anywhere it could. She placed her hooves on its chest so that it couldn’t reach them, but she couldn't push it off. Hey eyes went wide as its horn began to glow green.

Thunk

An arrow embedded itself into the changeling’s neck, its whole body spasmed then tensed on top of her, and then it went limp. Cadance shoved the body off to the side and got up from the ground, she looked behind her to see just who had shot the changeling, and was surprised at what she saw. An orange pegasus guard stood there, he was holding a bow in one hoof and an arrow in his mouth. She didn’t recognize him, but she did recognize the pony standing next to him.

“Good work Flash, now regroup with the rest of the guard,” Shining Armor commanded.

“Sir yes Sir!” Flash saluted and flew off.

“Shining Armor!” Cadance shouted, and ran up to him.

“Cadance!” He shouted back smiling.

They hugged.

“You came just in time,” Cadance told him.

“Oh I did, did I?” Shining Armor asked smiling.

Cadance just laughed and kissed him.

"I was so worried, there were a lot of changelings. Thank you." She said,

“Well I'm glad I could be of service.” Shining Armor jokingly said,

They held each other for a moment, only for their embrace to be interrupted for the second time today.

"Captain Armor, how nice of you to show up.“ Princess Celestia greeted, having picked herself up from the ground.

“Your highness,” Shining Armor bowed, "I've mobilized the guard,"

"Oh my goodness! Are you going to be okay Celestia?" Cadance asked

Princess Celestia gave a weak smile, “I will be fine in due time,” she said, though she was listing to the side, her horn was darkened, and her mane had fallen limp. She was clearly still recovering from the severe magic stress she had experienced earlier.

“What are we to do now? Your highness?” Shining Armor asked,

“An excellent question captain. Though it appears that the battle here is won, the majority of the changeling force seems to be occupied with our new ally...” She hung on that last word for a moment before continuing, “We need make sure that the entirety of their invading force has been quelled,” Princess Celestia deducted,

Cadance gasped in realization, "The worm!"

Shining Armor briefly looked at Cadance, then turned back to Princess Celestia. “What are your orders Princess?” he asked,

Princess Celestia thought for a moment. “Captain Armor, have the guard split, have one part secure the city, and bring another part along with yourself in order to accompany us as we check in on our ally.” She ordered.

“Understood, your highness,” Shining Armor saluted,

He let out a whistle, which caught the attention of every guard in the vicinity.

“Alright men! This fight isn’t over yet, so here is what we’re going to do! First, we need to secure Canterlot. Platoons one and two will secure the South side of the city, three and four will secure the West, five and six the East, and seven and eight will secure the North. Lock down all entrances and exits, do not let anypony in or out of the city until the all clear is given!” Shining Armor ordered to the guards

“Sir yes Sir!” About half of the guards present responded.

“Now! Platoons nine through twelve, you're with me, and be ready for a fight. Finally, Platoons thirteen through sixteen, you are to stay here and set up a defensive position in the castle, keep the civilians safe but also keep them under constant watch, we don’t want any changelings popping up when we least expect it.”

The rest of the guards saluted, “Sir yes Sir!”

At once, hundreds of guards began to shuffle back and forth, separating into their respective platoons, ready for action, Princess Celestia looked impressed at how expedient they were. Shining Armor turned to his second in command.

“Major Ash, I’m putting you in charge of platoons one through eight. As per Princess Celestia’s and my orders, secure Canterlot, but be wary of everypony you come across, anypony could be a changeling.”

Major Ash saluted, “Yes sir, it’ll get done.”

Shining Armor nodded, then turned his attention back towards Princess Celestia and Cadance, he along with the other hundred or so guards that were behind him were ready to move at a moment's notice.

“Which way your highness?” He asked,

“I do believe I saw our quarry fly down that street,” Princess Celestia was quick to answer as she gestured down the road. “Right Cadance?”

“Oh uh… Yeah that street,” Cadance answered, then she realized something. “Do you think the worm is okay?” She asked, having remembered how said worm was facing hundreds of changelings, along with their queen.

Princess Celestia grimaced, “I wouldn’t worry too much about it. I’ve seen what that worm can do...” She said in a low voice.

Both Cadance and Shining Armor looked at her strangely, but didn’t press the issue.

“Alright! Let's move!” Shining Armor gave out the command a moment later.

And they were off, two Alicorns, the captain of the royal guard, along with about one hundred of the guard themselves, all versus an unknown amount of changelings, and then there was the worm.

They certainly didn’t have to travel long, Canterlot was a big city, but not absolutely massive. It was only after a minute of marching that they came across their first body.

It was obviously a changeling, though it was mangled and charred. Having most likely crashed into the ground after being struck by a lightning bolt. Cadance chose not to look at it for too long and move on, only to nearly step on a second corpse. It was crumpled, broken, and had a huge slash across its barrel, which was most likely the cause of the absolutely massive pool of green blood surrounding it. Cadance quickly pulled her hoof away, she was already covered in enough blood.

“The worm did this?” Shining Armor asked as he inspected the body.

“The spines that run along its body are sharp enough to cut through steel.” Princess Celestia answered, “I wouldn’t be surprised if they could cut through changeling armor.”

“Which means they could probably cut through the guard’s armor too.” Shining Armor deducted.

“Correct.”

Cadance scoffed, “The worm is on our side, remember?”

“I have not forgotten Cadance, but anything could happen.” Princess Celestia said,

The group continued to pass more corpses, every single one of them were changelings, which wasn’t bad, but it wasn’t good either. Their frequency only increased as they continued up the road, not to mention the extremely brutal injuries each one seemed to suffer. It got to the point where it looked like several of the guards were becoming uneasy.

Of course the guards are trained in violence, as it normally comes with the job, but this was extreme. Blood and guts littered the streets, and the acrid smell of burning flesh filled the air. It was so much that even Princess Celestia started to look disgusted, Cadance had to stop to gag several times. Though other than that the whole group continued in silence, not wanting to interrupt the death in the air.

The decimation continued up the street and around a corner, where their view was blocked off by a building, one that was heavily damaged. Shards of glass and brick rubble littered the street along with several more changeling corpses. Thankfully there were no ponies visible in or around the rubble, which seemed to remind Shining Armor of something.

“I’m glad that nopony got caught up in this.” He said

“As am I, it seems that the worm’s storm has also done some good. It is good to know that not many will have to see this.” Princess Celestia added.

They continued until around the corner, passed the destroyed building, and were met with an even more gruesome sight.

Far, far more bodies lay in the street, so much that it almost looked like the cobblestones were painted green. Corpses and body parts were strewn all about, some hanging from decorative trees while others were thrown through walls or windows. It was a massacre in every sense of the word.

Cadance immediately turned and tried to stop herself from vomiting, and was successful mainly due to how little she had eaten recently. Shining Armor started to look as green as the street, but managed to keep it down. Princess Celestia just looked ahead sternly.

“This is what I was afraid of,” She said, “Are you alright Cadance?”

Cadance heaved, “I’m uhh… I’m okay,” She said weakly, “I just didn’t expect… so much…”

“Violence?”

“Mmm-Hmm,” Cadance answered.

Princess Celestia sighed, “This is something I never wanted you to have to experience.”

Cadance looked up at her, “I’m okay Celestia, really I am,” she reaffirmed,

Princess Celestia looked at her with uncertainty, but eventually kept walking, making sure to take extra care not to step in or on any changelings.

“This is just like it was a thousand years ago, pure devastation, I feel sorry for that changeling queen.”

“What do you think happened to her?” Shining Armor asked,

Cadance abruptly stopped in walking, causing both Shining Armor and Princess Celestia to look back at her, and then to what she was staring at.

A singular black foreleg, holed like all the rest, but much too large to be any drone’s. It sat limp on the cobblestone, green ichor slowly leaking out of it. They had their answer, Shining Armor chose not to make a comment on it.

It was further up the road at an intersection where the cause of it all lay.

The worm, surrounded by death and destruction. An entire building lay in ruins, while others had major damage, either due to physical impacts, magical blasts, or lightning strikes. The streets were covered with blood and guts, though there was a suspicious lack of corpses. The reason why was quickly revealed as the worm dove down and snatched up a body in its mandibles. An audible crunch was heard as the changeling’s chitin was broken and shattered, green blood rained down as the worm feasted on any remaining changeling corpses.

Cadance fought down the urge to vomit once more, and managed to hold it down. Shining Armor was not so lucky however, and he turned away to vomit on the pavement. Even Princess Celestia looked sick to her stomach.

“Cadance?” Princess Celestia began, “Do you think you could get it to stop?”

“Uhh… Sure,” Cadance answered unsurely, and slowly began approaching the worm.

Shining Armor looked back up, “Wha-wait a minute! Shouldn’t I come with?” He asked, trying to follow Cadance, only to be stopped by Princess Celestia.

“Perhaps it isn’t the best idea to accompany her. That worm seems to be very protective of her, it nearly attacked me when it saw us together. It would be better to let her do this alone.” She explained.

“Oh...” Shining Armor said,

Cadance continued to approach the worm, and tried desperately not to step into any remains, but there was no way she could avoid all of it, the dried purple blood of the worm mixed with the green ichor from the changelings to create an awful brown concoction that smelled like death. As she approached, Cadance got a good look at the worm, and it certainly looked worse for wear. There were pockmarks of burns all along its body, each one deep enough to bleed, and sickly dark blood oozed out and dripped onto the ground.

Similar to before, the worm’s breathing was extremely laboured, but that didn’t seem to stop it from devouring another changeling corpse. With another sickening crunch more green ichor splashed to the ground from the worm’s head. Cadance tried not to gag at the sight.

Squelch

Cadance was too busy staring at the worm to notice where she was walking, and she stepped onto something squishy. Whatever it was, it obviously came from a changeling, but other than that it was unidentifiable, nonetheless, it still covered her hoof in green guts. With a yelp Cadance quickly pulled her hoof away and jumped back. The noise alerted the worm, and it whipped around to see whatever was sneaking up on it. It visibly relaxed when it saw Cadance, and it even looked a bit surprised to her.

“Uh, hello again.” Cadance spoke up.

The worm paused and looked back at her, then it also spoke.

“H E L L O” It greeted back,

Cadance grimaced as green blood flowed freely from its mouth,

“Can you stop?” Cadance tried,

The worm just tilted its head in confusion at her for a moment, and after a moment of silent staring, the worm decided to go back to feeding.

“Can you stop eating?” Cadance clarified.

The worm paused, and looked back up at Cadance, another corpse in its mouth.

“Please?” She added on

The worm crunched down onto the corpse, breaking its chitin loudly, Cadance cringed at the noise. It took a moment to finish breaking it down and eventually swallowed it, the entire time blood dripped down its mandibles. When it was finished, it spoke to her.

“H U N G R Y” It said, spraying flecks of blood and saliva onto Cadance, who recoiled in disgust.

She would’ve tried to wipe it off her face and mane, but her hooves were already covered in blood, which would have created an even larger mess.

“F A B S O L” The worm repeated again.

Cadance would have been annoyed if she wasn’t so disgusted.

“It’s Cadance,” She corrected.

The worm looked like it was about to respond, but it stopped and shuddered. Then it groaned, and Cadance looked up at it in confusion. The worm lightly thrashed about, not in pain, more like it was in discomfort.

“Ummm..?”

Cadance was about to say something more, but was interrupted as the worm burst into green flames.

“Ack!” She jumped back in surprise.

The worm continued to thrash back and forth, but it didn’t make much noise, clearly it wasn’t in any pain, even though it was on fire. The initial surprise began to wane, and Cadance realized that both Shining Armor and Princess Celestia had run up beside her.

“What happened?!” Shining Armor asked,

“I don’t know!” Cadance exclaimed, “I was just talking to it when it caught fire.”

Princess Celestia also looked surprised, though she was a lot more calm about the situation than the other two.

“It looks like changeling magic, could they still be attacking it?” She wondered.

“It’s possible, but we didn’t see any live changelings around,” Shining Armor said after regaining some composure. “Could they be poisonous?”

“Guys look!” Cadance interrupted, pointing at the worm.

Said worm had stopped thrashing around, and simply sat there ablaze. Then something strange started to happen, the flames surrounding it started to change color. Their previous sickly green color darkened into a matte brown, and continued to lose any trace of a green hue, then the flames lightened back up into a vibrant magenta, and at the end of the process they were accented with light blue highlights. An incredible display, if not incredibly confusing.

The worm’s form was barely visible inside the inferno, but that didn’t last long, as soon after the they changed color the flames began to die out, revealing something entirely new. Instead of soft flesh, chitinous plates now ran down the worm’s body, they were pitch black and shiny, just like the changeling’s, but as they were exposed to the open air the blackness faded, turning into a familiar purple, similar to the worm’s original flesh. All in all it looked the same, just a bit thicker and smoother, with convenient slots in its armor for its spines.

All three of the ponies were speechless as they gawked at the worm.

“It copied the changelings?!” Princess Celestia exclaimed, having lost nearly all of her composure. She stared up and down the new and improved worm.

But that wasn’t all.

The worm burst into purple flames once more, and after a moment its form began to shrink and compress, almost as if it was burning away, yet it wasn’t. What was once a massive beast that spanned nearly the whole street shrunk down until it was nearly the same size as a pony. Then, in a flash, the flames were whisked away, revealing something nopony was expecting.

A pony stood there, except it wasn’t a pony. Sure it had hooves, four legs, even a snout, but there was more. Smaller but still likely razor sharp spines stuck out from its body, a worm-like tail swayed behind it, and large unmistakable mandibles jutted out from its mouth. As it opened its eyes they were revealed to be completely teal, with no pupils to speak of. It was very similar to its original form, and only a little less terrifying, if not more so in a completely different manner.

Speechless once more, all three ponies stared in silence as the worm, if you could call it that now, slowly stumbled and tripped over itself as it learned to walk on four legs. It seemed to get the hang of it pretty quickly, and soon walked over to Cadance to stand in front of her.

She could only stare as the worm opened its mouth and spoke.

“Ca-dance,” It said in a much easier to understand voice, one that was familiar actually. It sounded just like the changeling queen’s.

That was the tipping point, it was just too much. Cadance had been confined for weeks, slowly starved, and was constantly taunted by her captor. Then she was finally let out by a monster, only to be subjected to torture by her captor, and when she was finally reunited with the love of her life, it had to be cut short as the fate of Equestria came first. Then the same monster that freed her brutally killed and ate most of the invading changelings and then seemed to copy their abilities. Now said monster was standing before her, trying to smile, with rows upon rows of razor sharp teeth visible within its maw.

Cadance felt tired, the adrenaline that she had been subsisting off of for the past hour or so had finally wore off. The battle was won, or at least she hoped so, and right now she just wanted to sleep, and maybe eat something. But sleep came first, so Cadance fainted on the spot.

To Be Continued...

Author's Note

Sorry for the incredibly long wait, I had stupidly fooled myself into thinking this chapter was far from completion, when the opposite was true. I was too busy working on something else that you may see in the future than putting the finishing touches on this chapter.

Hope you enjoyed! I know I did while writing this.