The Changelings of Manehattan

by Zoshe

Chapter 6: The Old Hive, Part 2

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"Oh, this is absolutely fascinating!" Ruby excitedly darted back and forth with her freshly filled notes. At some point during the memory dive, she had started gathering blackboards from around the lab and began filling them with new notes and calculations. "I never would've imagined that one of the old queens altered the blood of one of her drones. We don't even have any records going back that far!" She was beginning to drool with all the possibilities that now came to mind. She was beginning to look hungrily at the pool where the anomaly slept. If only she could get a closer look...

Without warning, a paper fan smacked her across the back of her head, pulling her out of her reverie. She shot a glare back at one of her daughter's drones, that had been standing guard over her, but she only got a bored expression in return.

"I don't know how many times I have to keep telling you," said Sapphire from the beach chair a drone had brought her to relax in. She had been using the time to go over the plans for the upcoming show, but she didn't dare take her eyes off her mother. "Grandfather left Spectrum in our care and I won't have you doing anything unseemly to him." Clover had indeed left Spectrum to their care, as he went off to find where Onyx and the others had run off to.

"But Sapphire," Ruby whined, "don't you want to uncover the secrets of our hive that are literally right in front of us?"

Sapphire huffed. "Personally, I find the idea of experimenting on any of my children creepy to the extreme," she said. "It may have been our way at one point, but times change." Her mother had always been this eccentric and, while she wasn't like this all the time, it had gotten worse ever since she'd officially retired. She had become more of a recluse and possibly a bit unhinged. "You'll just have to be content with memory diving."

Ruby continued to look annoyed, but turned back to her work. She had something else she wanted to try that shouldn't present any risk to the sleeping changeling. In theory, she should be able to follow along the traces of his old link and pick up on any buried memories his old queen might've left behind. Well, there was one way to find out.


Mother was roaming the hive. She had been feeling restless ever since she heard what that pony had said about them being attacked. Very few of her children actually knew the language of their neighbors. It was only practiced by the few among her changelings that worked as infiltrators. This of course included Number Three, who had been tasked to use any means necessary to find out why one of the ponies refused to expire.

Looks like the new unicorn passed out again. Need to try something else.

It's too quiet out here, but Mother told us to keep watch.

One of the grubs are missing... Again. Are they hiding behind the... Here they are!

Why does Mother need to experiment on me? And why do I feel so out of place lately?

The chorus of voices that belonged to her children were always present. The last one bothered her, though. Only Number Three had been made privy to why the experiments were necessary. It was because she wasn't as young as she once was. She could feel the march of time weighing down on her. Her children, and more importantly, her line needed her to produce a royal heir. Her mother had emphasized how important it was to find a strong mate from among the creatures the hive preyed on in order to sire her princess. She was hoping that Prey 42 would be the answer she sought, but it wasn't looking hopeful. After all the children that had died from his blood, when one finally survived, their altered mind worked against the unity that the hive mind afforded them. Sure, Number 47 was showing some small signs of increased endurance, but it was pointless if their wandering mind took away from the hive's unity.

She bit her lip, it was so frustrating. She wanted to find a stronger specimen among the ponies if there was one to be found, they certainly had a lot of variety among them. She could go back to the fantasies she had in her youth and try to capture a minotaur. One of them would surely be strong enough to make sure her descendants would grow up strong, but they were about as elusive as they came and their strength... She had made an attempt to capture one a number of years ago when she was much stronger. That endeavor had cost her about half of her children and she had to abandon the attempt before it cost her everything.

Did you hear that? I don't think we're alone.

The ground's a bit too soft. Use more resin until this tunnel's stable.

That wall's too slick, get down before you... hurt yourself...

Sorry, Mother. I failed again. These unicorns are just too fragile. I still can't figure out what makes Prey 42 so different than the rest. We're podding the female to salvage what we still can.

Mother let out a long sigh, maybe it wasn't meant to be. She'd have to figure something out and soon if her hive was to survive. Maybe she should widen her net a bit. There were still a few griffons that wandered close from time to time, perhaps they could...

She stumbled forward, catching herself before she smashed her face into the ground. Something was wrong. One of her children, nay, one of her guards just went silent. Number Four? Answer Me! She called out across the hive mind. She couldn't feel them anymore.

The chorus of voices went silent in the wake of her panic. She strained herself, focusing in on Number Six's mind. Both of them should be together. What she found made her heart stop.

Mother?... The response was weak, Number Six's body felt numb. It happened so fast... I... We...

What happened?! Mother did her best to harden her heart. She couldn't hear any of her other children near them and Number Six wouldn't last much longer.

"Have you seen any sign of where our scouts went?" Number Six was just barely able to make out the voices with how fast they were fading. The guard wouldn't be able to understand the words but they were still using the last of their strength to listen, hoping that Mother would hear something that would help.

"Yes sir," came another voice. "I saw the flare and was able to follow from a safe height. There's no chance they saw me. It seems that these bugs don't have anywhere near the visual acuity of a pegasus pony in flight."

In flight?! Mother bit her lip in frustration, her intel was incomplete. These ponies did have a flying variant and that spell the unicorn had fired off wasn't an attack after all. They had been calling to the rest of their kind.

"And you found the entrance to the nest?" Mother's jaw dropped, finding herself unable to believe what was happening. "Yes, sir. There's a path below a nearby tree. I can lead you right there."

Her breath caught in her throat. She was in danger. Her hive was in danger. This group of ponies had taken out a whole squad of her changelings, including two of her precious guards, so quickly. The amount of damage they could do to the hive...

"Sir, this one's still alive." She held a hoof to her chest, there was nothing she could do for them. "Finish it off then." The order came so causally. "We've found the source of the infestation. Once we take out the nest, Her Majesty is sure to reward us."

The sharp pain and sickening crunch that was transmitted over the hive mind was the last thing she felt coming from Number Six. She reached out one last time, hoping that any of her other children might've survived, but she was greeted only by silence.

Her chest ached, it was always painful when she lost any of her children. More so when she lost one of her guards, each and every one of them had been carefully selected and groomed to be her presence in the world. There would be time to grieve later, Number Six had used the last of their strength to warn the hive of the incoming dangers.

The rest of the hive remained silent. They could all sense Mother's trepidation as they waited for her to make her will known to them.

She couldn't wait, now was the time to act. My children, we are in danger. Numbers Five and Seven, secure the entrance. One and Two, protect me. Eight and Nine, collapse the entrance to the hatchery. If I am to fall, you know what must be done.

A flurry of activity set the ground to trembling with her children moving into position. Two gargantuan changelings lumbered into her chambers, their bodies much larger than they had any right to be. They had been bred back when she was hoping to take down a minotaur. However, their mutation had robbed them of their ability to camouflage themselves. Making them terrible for anything that required stealth. However, they were an absolute terror as combatants.

Mother, what do you need of me? She had almost forgotten about Number Three since she wasn't suited for combat.

Hide. She ordered quickly. If we fall, you must pass on what we have learned to the new queen that Numbers Eight and Nine will raise.

The pain that washed out from her children was apparent at the mention of what she was suggesting. Be strong my children. We will overcome this threat.

A loud rumble echoed down the tunnels accompanied by the quaking of the ground beneath them. The hatchery had been sealed and they would have to dig it back out once everything was over.

Mother! They're here! A panicked cry entered her mind at the same time that shouts echoed down through the tunnels. It was far too soon. Even if they knew where the entrance was, these creatures were moving far too fast. Her children hadn't had enough time to prepare.

Just as quickly as what had happened in the forest, a dozen of her children went silent. A chill ran down her spine when she realized that Numbers Five and Seven were among them. "So fast..." She trembled at the sensations she was feeling. None of these ponies had ever put up much of a fight before now. "What did we miss?"

Her escort shuffled uneasily on their hooves. Like the rest of her children, they could sense her mood and right now it was making them uneasy.

Mother! Came Number Three's panicked cries. They're in the pod room! I... Ah!!

Thoughts and sensations were rushing into her, granted to her by each of her children on their dying breath. She saw as the invaders, armored in gold as they were, rushed into the hive and crushed her children as they stood against them. Her heart ached, she felt like she was falling apart with every life that was snuffed out.

"What's going on in here?" She heard voices coming from Number Three. The connection was weak, they were just barely holding onto life. "Your Grace," Number Three focused her eyes on the armored pony that spoke. They were saluting one of the smooth browed ones, one of the earth ponies. The earth pony was wearing a finely trimmed jacket over their brown coat and they appeared to have made some effort to shape and trim the red hair that grew on their face. "It appears these are the ponies that've been going missing. Look, I see our missing scouts from earlier today." A look of disgust make its way onto the face of their leader. "Disgusting," he shied away from the pods that held the hive's food source. "Get those ponies down from there. We're ending this infestation, today. I'm sick of scrabbling about in the dirt like some commoner. Daybreaker will have to see my worth after this."

Warcries from the invaders and the screams of her children echoed through the tunnels and into her ears, pulling her attention away from Number Three's plight. The sounds of dozens of hooves trampled the ground like rain, and now she was starting to believe that it'd be the last thing she ever heard.

Her guards snapped to attention. She could almost hear the sound of their chitin grinding against itself with how tense they were. They had to know how hopeless it was, but they were still going to give their all to protect her.

A force of armored ponies rushed into her room. The short time they took to assess the situation before moving to action was uncanny. Barely a moment passed before three of the earth ponies converged on Number One while unicorns fired beams of light shot over their backs to pin Number Two back against the wall.

Mother averted her eyes from the blinding light, the sounds of combat and the cracking of chitin filling her senses. When the light died down, one of the earth ponies had staggered back, now favoring one hoof over the other. However, Number One, the strongest of her children, was now crumpled into a pile in the corner with their head caved in. She backed away as the invaders began to advance on her while she shot a look to Number Two. No movement came from the last of her guards. The light that pinned them against the wall wasn't stopped by their body, instead it had passed on through, leaving dozens of new holes peppering their entire body. Mother now found herself in the worst place any changeling queen could possibly be, alone and surrounded by enemies.

When they struck, it was just as fast as it had been with her children. She felt solid hooves dig into her abdomen and at the same time, the light that had ended her strongest guards tore past her, stealing her breath as she felt searing pain tear through her wings. She barely had time to register how hurt she was before her legs were swept out from under her. Pain shot through her skull as her face crashed into the ground so hard that part of her jagged horn chipped and broke on impact. Air rushed up through her once she stopped moving, causing her to cough up a glob of green blood.

Somehow, through all that, she was still alive. She couldn't even move and she was so disoriented that she couldn't sense any of her children, although they may now all be dead with how quickly these ponies had dispatched the finest of her guards. Mother peered up from her position, seeing the faces of her captors look at her with mixed expressions of either disgust or detachment. They had torn through her hive so quickly, but why hadn't they finished her off yet?

The answer was soon to come as the pony that Number Three had seen in charge of this group slowly walked into the room and peered down his nose at her. His irritation was palpable, like the act of wiping out her hive was more of an annoyance than anything else.

"So this is the creature behind the abductions," he said as he walked up to her. He pushed a hoof under her chin and lifted her face until he met her eyes. "Absolutely repugnant," he admonished. "To think I had to use my own resources to take care of this infestation." He leaned down and looked closer at her. "So tell me, monster," he said in a voice that was far too calm. "Were you planning on eating these ponies? Or is there something else you use them for? It doesn't matter," he shook his head. "It ends now."

He looked to the rest of the ponies surrounding him. "Continue searching the caves," he ordered as he swept a hoof across the room. "I don't want a single one of these vermin to get away. Make sure they're not holed up anywhere. Check for any recently collapsed tunnels, I don't want to find out that they went and buried themselves somewhere. We'll keep this one intact. The researchers back home could use something interesting to dissect."

Panic settled into Mother. If they were as good at searching as they were at disposing of her children, then it was only a matter of time before they found and dug out the hatchery that was the only chance of her hive surviving. Numbers Eight and Nine! She desperately called out over the hive mind, her thoughts felt cloudy though. It was around now that she caught the glint of something shiny on her head. Something had been placed on her horn. It was cold and bent hastily into shape, and she found that she couldn't feel anything past it, not even her own horn. If there was a chance that any of her children were still alive, she couldn't feel them without access to her horn.

Another one of the ponies rushed into the room at a mad gallop, sweat was steaming off his coat and one of his eyes were swollen shut. "Duke Greengrass!" He shouted. "We've had some trouble with freeing the prisoners."

The duke didn't look like he enjoyed the interruption. "What?" He snapped as he recognized the pony. "Did these foul insects actually manage to levy a counterattack?"

"It wasn't the bugs..." He got out between rapid breaths. "One of the captives went on a rampage when we freed them."

"Is that all?" The duke started to laugh. Several of the soldiers began to laugh along with him. "You almost worried me for a moment there. I'm sure more than a few ponies would be erratic after being cooped up like that. Begone with you, and don't bother me again unless something actually important happens."

"But..." He started to say.

"But nothing," Greengrass shooed him off with a hoof. "Don't forget what I pay you for."

"It's Clover!!" He shouted out in desperation.

The laughter died down immediately and Mother noticed a significant drop in the temperature of the room as everyone stared at the entrance. The duke didn't share the concern of the others as he scoffed. "Oh please," he said. "Don't tell me you all believe the stories about how he tore through the royal guard after the defeat of Nightmare Moon. There's no way any pony could possibly..."

A loud boom reverberated through the only tunnel out of the room. The force of the vibration was so powerful that it left Mother's teeth chattering. A second shockwave passed through the room, this time accompanied by several high pitched screams.

Every last pony, including the duke, turned to face the entrance, leaving Mother to wonder what new threat had made its way into her home.

The ground shook a third time and this time the screams were cut short.

The earth ponies hastily formed a line in front of the entrance while unicorns lined up behind them. Some of them conjured a shield in front of their defenders, while others looked to be preparing an attack.

Every creature in the room was deathly silent as they all watched the entrance, even the duke was starting to look worried at this point.

Prey 42 stepped into view, his coat was damp and darkened with the viscous green sludge that hung from his body, his mane was padded against the back of his neck, and his eyes... The anger that seemed to radiate from them... "How dare you ponies wake me up!" The rage that poured from his words washed over everyone, causing several of them to step back. "How dare you drag me back into your world!"

The nerve of one of the earth ponies broke as he began to scream hysterically before charging in. Prey 42 snapped his eyes to the assailant and a moment later they found their head planted neck deep in the ground with a hoof planted firmly on the back of their head. The rest of their body twitched violently for a moment before collapsing limply to the ground.

As if that had been the que for the rest of them, the other earth ponies rushed in even as unicorn fire lanced over their heads. Mother couldn't do anything but sit and watch as Prey 42 effortlessly destroyed the same force that had ravaged her hive. Bodies were left in his wake, some of them just barely managing to survive contact, but were still clearly out of the fight with the way they now lay on the ground.

Behind him, dozens of her remaining changelings swarmed into the room and began using their resin to secure the fallen attackers. He turned his attention to the unicorns as their magic bounced off some sort of shield that wrapped itself tightly around his body. She didn't even see him move when one of the attacking unicorns suddenly fell screaming to the ground, the horn upon their head now a broken mess as blood gushed out around their skull. That was all it took for two of the remaining casters to tuck themselves to the ground in submission while the last of them broke into hysterics and ran face first into a nearby wall, knocking themselves out.

"It's true... It's all true. Clover... You're a monster," the duke pressed himself against a wall as mad trembling ran through his entire body. "Why?! Why would you turn your back on your own kind?! Why have you sided with these bugs?!"

Clover, as Mother now knew him, turned his attention to the one that had torn her hive apart. A green glow wrapped and pulled at the earth pony, bringing him face to face with Clover. "Because," Clover said through a sneer. "Whatever strange magics these creatures employ, it keeps me from having to feel anything." He casually tossed the duke into the waiting embrace of the hive before stepping up to stand before Mother.

Even though she was much larger than him, she felt small under his gaze. A feeling of fear and excitement coursed through her body as he watched her. She should be looking for a place to hide, but something deep inside pulled at her, pushing her to get closer to him.

She tried to push herself back up, but her injuries barely allowed her to sit up. There was pain, yes. Pain and something else she couldn't identify just yet. There was also the silence. Mother could see her children from across the room, but she still couldn't hear them.

Clover moved closer yet as he began to examine her with a look of curiosity. His unique smell began to fill her nostrils. Past the smell of sweat and slime, there was a grassy, musky scent to him that tickled at her senses. She felt a pinch of pressure on her horn before Clover backed away and let the broken ring fall to the ground.

Mother! Mother! The shouts from Number Three were clear as day once the object was removed.

I'm here, my child, she breathed a sigh of relief as she reassured one of the few guards that still remained in her hive. I think we're out of danger.

The emotions that flowed into her from all over the hive made her heart ache. The ever-present feelings she lived with every day felt strange when she had only spent a very short time separated from them.

She looked up at the pony that had come to the rescue of her and her hive. A desire, a craving, began to rush through her. It filled her chest and worked its way down to her loins. Her eyes widened as it dawned on her what was happening.

Mother, are you alright? I sense you're in distress. Number Three quickly came to her aid.

I think, Mother didn't want to say it. Saying it would make it true, no matter how bad the timing was. But there was no way she'd be able to hide this. I think I'm in heat.

A deafening pause was the response she received. Either Number Three hadn't heard her or was busy coming to the same conclusions she had. There couldn't be worse timing for you to go into your final laying.

The hive was in ruin and she was in heat. Their chances of survival couldn't be much lower. She turned her attention to the pony that still stood in the room, he seemed uninterested in his surroundings as he just stared off into space. Hunger continued to build inside her the longer she watched him. It wasn't the sort of hunger that she and her children lived with on a daily basis, the kind that pushed them to feed on love. This hunger was far more primal, the sort of hunger that imprinted itself on her body once it had decided on her mate, and this hunger could not be denied for long.


Author's Note

Duke Greengrass has actually been borrowed from an alternate universe.
(Kudos if you know which one.:raritywink:)
He's an earth pony noble with the ability to hone in on the weaknesses of others as his special talent.

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