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[Thursday, 19 May 2016, The Equestrian 30th Day of Love, Ponyville, in a Carriage ride to the Apple Farm.]

The ride had been a quiet one the way since leaving the castle. None of the kids were sure why Ocellus had run off or why Becky had taken off with her separately, or where they had gone. In fact, they were rather worried about her. Not that any of them could speak a word of it, not while Shining was riding with them.

Sure, he seemed like he was being friendlier than before, but Flurry was still acting up and wouldn't stop shouting.

“BIG DOLLY!”

Much to Shining’s confusion, he was trying to figure out why his daughter wanted to play with someone who was nowhere remotely close to them geographically. That, or she was getting confused.

“Flurry, settle down. Becky isn't here right now.”

Now more frustrated, Flurry wound back and smacked Shining in the nose.

Slap!

“Ow!” Not expecting to be hit that hard, Shining let go of Flurry, allowing her to flutter around the small cabin, only to find no exit and randomly choose Silverstream to drop down in front of to plead her woes.

“Big Dolly? Judin play. Want Big Dolly.”

While she was a bit apprehensive, though still more compassionate than concerned for her own well-being, Silverstream picked Flurry up and brought the young foal to her lap.

“Sorry, sweetie. Justin isn’t here, but we can play with you when we get to the farm.”

There was only one trick left, and Sandbar had thought enough ahead to bring it along. At the very least, he hoped it would work now that she had calmed down since the last time they tried.

“Hey, Flurry. Do you want your Whammy?”

From his saddle bag, he pulled out a plushie of a green snail. It seemed to get Flurry’s attention, and she sadly reached out for it.

“Want Big Dolly,” she whined again, taking the plushie and cradling it as she lay in Silverstream’s lap to pout.

With that whirlwind resting, Shining finally addressed the rest of the youths, appearing even more beaten with a scuff mark of a hoof print on his nose. It wasn’t the first time taking care of his foal left a bruise, but knowing that he was taking care of his only child without a wife left the sting on his slowly bruising lips stinging more than he cared to admit or was willing to show.

“I apologize for the extra work I had you doing after you ate this morning, but it's important that you listen to Becky when she tells you to do something. We all put a lot of trust in you to do the right thing when we're not watching you. So when you disobey, we have to be stern, and sometimes that might mean that you won't like us for a while… But don't think that it ever means we don't like any of you. We all care a great deal about you. Especially Becky.”

He took a moment to make sure he made eye contact with each one of the kids. As cramped as it was inside, even with Yona sitting on the floor; his glance over them didn't take long to complete.

“Becky is responsible for all of your care, and I’m responsible for your protection. I am responsible for taking care of Becky. So when she’s not around, her responsibilities fall on my shoulders… But I don't want to be the bad guy… Not when you all do such a great job taking care of Flurry Heart for me… I really do appreciate all the help you give by watching over her when Becky, my mother, Sunburst, and myself aren't available. I know she can be a hoof full.”

From the side, Sandbar spoke up with some soft sentiment.

“Flurry certainly has her quirks, but she's not that different than my younger sister when I had to foal sit for her. I'm just surprised she was able to hurt Water Bug. I know she gets her stomach aches, but I don't understand why she was confusing her with You Know Who. She looked and sounded exactly like Becky at the time. And did any creature else notice that she doesn’t do that flashy light thing when she changes anymore?”

There wasn't much Shining was allowed to say. So much was supposed to be kept secret to protect everyone involved, but these children didn't understand the dangers that lay in wait for them. He had to be careful with what he would say, despite what they had lived through or were still living in.

“We don't know much about Changelings. We know Water Bug needs love to survive, but she's having trouble adapting to everyone giving her so much. There's no reason for us to stop, but we have to be careful. Becky and Benny will know what to do. And just like with Silverstream, we have to protect her true identity until the rest of the world is ready to accept her, and we know she’ll be safe.”

There was more Shining probably could have said. There were plenty of topics that had yet to be ironed out as to what they were even supposed to do while under the care of Becky and Shining, but he didn't know where to start or have all of that information himself.

“So, you did a great job this afternoon and earned your free time. When we get to the farm, go ahead and have some fun. I'll let you all run free for a while. Just try to stay out of trouble.”

[Over at the Castle of the Two Sisters.]

Becky approached the throne of the mending castle, finding a tired Princess Luna to greet her.

“Becky. Wuter Bug. To what do eh oh… I owe the plez… urp…Hello.”

Strike that. Becky approached a very tired and drunk Princess Luna.

“I'm sorry to bother you, Princess, but we need your help… Or at least a safe place to help Water Bug.”

As slow as Becky normally was on her feet, she had to turn around to encourage Ocellus to catch up with Midnight trailing off somewhere further behind.

It wasn't a situation of Ocellus dragging her feet, but more of hampered movements from the ache in her stomach limiting the gape of each step. The difficulty of simply walking was made more clear as seen by the tears in her eyes and heard from the sobs she softly whimpered out as she slumped to the tattered red carpet at the doorway, far from the throne itself.

“I wanna go home. I don’t like it here.”

This was hard to deal with, knowing the limitations Becky had to work within trying to help Ocellus.

“I know, sweetie. We're going to try something first. If it works, you'll feel much better. If not, then we can take you home and wait for Benny to come and take care of you, okay?”

Now, seeing the condition of Ocellus, Luna, even if drunk, started down from her throne in a speedy, if not wobbly, trot to meet her guests.

“Water Bug, my dear. What happened to—”

“Don’t get too close,” Becky warned with an outstretched hand, stopping Luna from approaching any further. “She’s very sensitive to any kind of affection right now. I can't even get too close to her. I need a safe place for her to burn off some energy. Somewhere she can shapeshift and fly or do whatever she wants without being bothered or seen.”

Still a little woozy, Luna stood a bit awe struck, if not baffled, at the request for a moment but composed herself.

“Guards!”

Quickly, six bat ponies clad in armor swooped in from the shadows and aligned themselves on either side of Luna, three by three, each kneeling.

“Yes, Princess,” they all hailed in unison.

“Ahem,” Luna announced, clearing her throat. “Lady Landon and the young daughter of Sir Benjigin. Beniguhn… Benny requires privacy in the forest. Alert King Ass…Aspen’s guards in the area to stay clear of the rear entrance portion of the castle.”

The guards all raised their heads and saluted to acknowledge their orders together, “Yes, Princess.”

Before they could move out, one dropped his salute and stepped forward.

“Princess. What of Miss Zecora? She is still gathering items in the area.”

Luna stared at the guard for a moment, blinking at him in a short stupor before recognizing what he was asking.

“Shit… Becky? Do you mind if Zecora is there, too? I’m fucking tired.”

It was a lengthy walk into the forest, but when they met up with Zecora, Luna figured they had ventured far enough for privacy, and their introductions began.

“Zecora, I would like you to meet Water Bug, Sir Benny’s new daughter. I don’t believe you had much of a chance to properly meet her at the dinner party. Water Bug, this is Zecora. She is a trusted friend and may be able to help.”

As accustomed to meeting new acquaintances, Zecora approached the young filly with a bright smile and a warm greeting.

“Hello there, it is a pleasure to finally meet you. What is it that has you troubled and looking so blue?”

Immediately, Ocellus backed away to cower behind Becky, who stepped further in front of the filly to guard the young mare.

“Long story short, Water Bug wasn't just some random filly who ran away and got caught up in battle out here with the echoes. She’s a changeling. Benny was taking care of her since she was freed from Harmony in the cave not far from here. Cerb saved her with whatever magic Fluttershy or Rarity imprinted on him or something when she was with the other kids in the hospital. We haven't figured any of that out yet, so don't ask. What we do know is that the love magic she fed off from him is too much, and she's absorbing love around her without even trying, which is hurting her.”

Becky turned behind her to see Ocellus still cowering, shaking, holding her stomach, and unable to hold back her tears. The sad reality was that she couldn't even reach down to comfort Ocellus while in this state, so she turned her attention back to Zecora.

“She’s just a kid, and she really needs our help… I don't know enough about magic to be sure about anything, but I wanted to bring her out here to let her try and burn some of it off to see if that would help… If you know of anything else, I'm all ears.”

Zecora stood in her tracks, motionless. All she could do was stare at the filly quivering behind Becky while trying to rationalize this additional information previously omitted. However, there was more than enough to allow her to accept much of what was presented with ease.

“Justin has not led us astray before. I see nothing wrong with this pony that Benny does adore. If my assistance is what you request, you need only ask, and I will do my very best.”

Sure, it was an act of faith, but Zecora had been in this filly’s position before, so again, she approached Ocellus.

“When I first came here, the ponies were all frightened. But given time, they all have become enlightened. One pony even sang a song of how I would eat them, cook them in a big tasty stew. I imagine for a changeling, that doesn't sound too different from you?”

Slowly, Ocellus started to peek around Becky’s legs and take a look at this new mare.

“We don't eat ponies. We feed on love. I didn't even know we could eat normal food like ponies can until a few days ago… But now I keep taking in every creature's love without even trying. I don't even want to. And I'm so full that it makes my tummy hurt. But my daddy, and his mare friends, and my friends, and Princess Luna’s guards try to help me and be nice to me, but it's too much for me. And then I met Flurry Heart today—I mean, it was the first time she played with me, and she hugged me, and she gave me so much love, and now my tummy really, really hurts.”

Zecora nodded agreeably and took a few steps back to give Ocellus some breathing space. In that empty space, Luna stepped forward to offer some guidance on what she assumed Becky was alluding to earlier.

“Changelings consume love not only to survive. It fuels their own magic. The love Justin gave you gives you the ability to change your appearance, fly, and similar like that of a unicorn, you are capable of using some offensive spells that are unique to changelings.”

Hearing that, Ocellus turned her face to the ground with a scowl and held her stomach tight.

“I don't wanna use changeling magic. Changelings are mean and stupid. They use their magic to hurt other ponies and I don't wanna do that. Daddy and I run around to keep my tummy from hurting every morning… but I can't look like anything big and scary or be a princess, and I draw too much attention when I look like a human if I’m not at home.”

This wasn't exactly the method of release Becky was hoping Ocellus would be afforded, but she didn't know enough to safely push for more. Even if she was knowledgeable about this world in general, her knowledge of changelings was still grossly limited; she lacked any education on magic, and Ocellus wasn’t even her kid to be parenting.

Sadly, she wasn’t comfortable with trying anything Ocellus wasn’t comfortable with doing on her own. Certainly not if Benny wasn’t there to give his approval.

“Well… No one will judge you here. Go run and change into whatever you want to just like if your dad was here with you. Don't run too far, though. I can't keep up, and Luna is… also tired.”

Ocellus took her first step forward, trying to get used to the feeling of human feet and toes being used to keep her balance on the uneven ground as she transformed her appearance.

“I won't run far. I know there's still Timberwolves and other creatures in the area. I hear Daddy talking about the reports with everypony when they come over.”

Almost like watching Cerb run off after having too much to drink, Becky watched the young changeling run off down a path and out of sight.

“Midnight, keep an eye on her. I'll be fine here with Luna and Zecora.”

Giving a bow, Midnight prepared to take his leave.

“As you say, Miss Landon.”

Taking off in a dash, Midnight ran toward the treeline and flew up into the branches. “Guards, fan out!” There were a few initial sounds of rustling branches, then silence as Midnight and two other bat ponies disappeared into the forest.

“Well, shit,” Becky huffed as she dropped to sit in the grass. “That could have gone better.”

Taking a seat next to Becky, Luna opted to let her exhaustion take over, and she lay flat instead.

“We are always willing to help when able, Becky, but your timing is terrible. I had nearly slept an hour or two when I was woken for your arrival. We thought Justin’s departure, while sad, if not inspirational, has caused more problems than we could have anticipated. I'm having now to balance this while monitoring so many more nightmares than I've ever had to than ever before.”

Luna gave a heavy sigh and abandoned herself to let her head rest in Becky’s lap.

“I know you had your issues with our relations before, but I miss our Becky dearly. Even not having Justin close to comfort us is even more taxing… though it breaks my heart, I could not comfort him in his time of need. I do hope Cadance can do what I could not.”

Shifting slightly, Luna pushed herself further into Becky’s lap. She drew in a deep breath and allowed her body to go limp from exhaustion, the physical and mental strain made evident in her voice.

“I am as overwhelmed as I am alone. Could I be weak in these few moments and ask that you comfort me while we have some privacy, my dear sweet Becky. Peter is now with sister, and Twilight has become burdened with her duties. Lumberman has his own life to build, and Applejack guards him jealously. Chris is buried in new responsibilities, and when Starlight is not tending to him, Twilight requires her assistance since Spike is still recovering. Even Benny, I see him when his duties have allowed for it, but King Aspen requires so much assistance with his kin and their integration. And Queen Novo… Her issues have many centuries of complications as my own. I cannot compete for his attention when his poor daughter needs him more than I.”

It was safe to say that Becky was sympathetic and began to caress Luna’s neck and shoulder. In the days prior, everyone still in Ponyville had been busied off in one corner of town, a meeting, or an office to themselves had she not been at the hospital herself. Sharing a meal at the dinner table was maybe the rare occasion she’d see Chris, but otherwise, even she knew how much lonelier the recent days had become, along with her own alcohol consumption.

“Is that why you've been drinking so much? You shouldn’t drink alone.” Becky softly asked.

Luna sighed, feeling a little dizzy still, on top of being exhausted.

“I do not like this distance that has grown between Kelly and I. There are so many terrible nightmares that I protect others from, I have no one to save me from mine of losing her. So, yes… I drink… while I watch over the dreams of those who need my protection.”

That was as good of an opener as any, so Becky used this as her chance to pry.

“These nightmares… How bad is it for the kids? Like, how bad is it for Gallus or Ocellus?”

Luna didn't waste a breath before answering.

“All of the children suffer the worst nightmares that I ward over. The owlbear hunting them down. Harmony calling them, trying to put them to sleep again… Gallus has the worst nightmares of Gruff. One moment, berating him. The next, reaching out to hold him as if he was returning from where he was lost to us, only to fade away before Gallus could reach him.”

Slowly, Luna recoiled inward, covering herself with her wings, and her eyes turned away as if she were avoiding the sight of the griffon’s pain by simply mentioning its memory.

“He cried all night in his dream the first time I found him… I brought the others to him for all their protection. They keep each other safe and wait for Ocellus to join them so they can stay safe together… try to protect her from her nightmares.”

Curious, Becky continued her gentle strokes down Luna’s neck and asked, “What does Ocellus have nightmares about?”

Luna took a deep breath and shuttered with her eyes clenched shut. A few tears came forth and pooled before falling down her cheek.

“I don't know… I can never find her... It was the same as Justin… I’ve only heard her screams.”

[Over on the Apple Farm.]

Not far into the orchard, Gallus had led his pack of friends down to a new activity they were all still trying to understand his passion for. An odd one that had him shimmied up high in an apple tree.

“Soooo,” Silverstream questioned aloud, holding up an apple as she fluttered in place. “How many of these are we collecting?”

All around the nearby trees, the other remaining young six carried their baskets at different levels of fullness with apples, minus Yona, carrying Flurry Heart swirling her plushie around and giggling. Meanwhile, as Gallus lazily explained, he continued to drop down apples for the others to catch.

“Applejack said all the ripe apples in this portion of the orchard are okay to pick. They've been falling behind on orders since Big Mac is still laid up in bed, and the house needs to finish being repaired. Lumberman is busy with that, and Applejack is helping him since the bat ponies have a hard time guarding him during the day. Granny Smith is too busy taking over the market side of things in town, and she doesn’t trust that new unicorn mare, Sugar Belle, so she goes where Granny goes. The rest of the Apple family is caught up in their own farming problems to come out to help, so we should harvest as many as we can.”

Sandbar placed his basket down and slowly sat in the shade, only to roll over to his side.

“Hey, Gallus. Not that I'm against helping anypony, especially Applejack, and Mister Lumberman, but my hip isn't ready for this. Is there anything else I can do?”

All of them had their limitations, so Gallus poked his head out from the branches to take a better look at their situation.

“Don’t worry, bud. No need to stay on your hooves more than you can stand… Umm… Well, since you know more about apples than the others, how about you sort the apples I drop down in their baskets to the larger barrels?”

Knowing the others had issues to work around and different strengths to utilize, Gallus looked around to the others to help guide them.

“Silverstream, some of these branches might not support my weight, but since you can still fly and it's better for you to stay off your hooves, how about you fly up and pick the apples I can't get? And Yona… You make sure Flurry doesn't try to go chasing the chickens again.”

Since Silverstream was already up in the area she needed to be in, Yona trotted up closer into view, carrying Flurry atop her back, and gave a proud nod.

“Em-hmm.”

On top of Yona’s back, Flurry brought her plushie up to her chest and squeezed it tightly like it were another unlucky fowl.

“Bawk-bawk!”

Yona turned her head to glare at Flurry, where Flurry returned an equally menacing glare. Then, without warning, Yona reared up slightly and started up into a playful Gallup, forcing Flurry to reach down and hold onto Yona’s shawl.

The two proceeded to run small circles around the trees while Flurry giggled and laughed at the new game, leaving Silverstream to strike up a conversation with Gallus near the apples he couldn't reach.

“You like this apple farming life?”

Gallus eyed another apple before plucking it from the branch and tossing it down.

“It's alright… but Gruff was right. I won't get rich from it. It will take forever for me to buy a house of my own, but it was the first thing I was able to do on my own. My first step towards… I dunno. Being happy and… it's what he would have wanted me to do.”

From down below, Smolder felt compelled to add her two cents.

“He's not gone for good, you know. He’ll wake up sooner or later, and if Luna can hear Ocellus, pretty sure that means that that stubborn old bird is lost somewhere like she is. We just gotta go find her. Once we’re all together again, nothing's gonna stop us from finding him.”

From the edge of the orchard, another young voice called out.

“Hey, guys! Where’d you run off to?! Are you playing hide and seek?!”

Sandbar turned his head toward the voice.

“That sounds like Apple Bloom,” he said before shouting back. “We’re over here!”

Within a minute, all three of the crusaders had found themselves among the group, with Sweetie Belle to announce their arrival.

“Hey, every creature. Applejack said you went to go play in the orchard. Can we play, too?”

Since Smolder was the closest, she opted to answer, as well as lead away from the previous sensitive conversation.

“Nah. We’re not playing. This is more, ah…”

Having picked the portion of the tree clear, Gallus swung low and dropped to the ground.

“We all owe Big Mac, Applejack, and Lumberman for saving us. They're both too busy, so we want to help out by collecting apples for their orders.”

Seeing an opening, Smolder cozied up and nudged her elbow into Gallus’s ribs.

“Plus, we all get a cut of the profits of every bushel we collect for’em.”

Hearing that, Apple Bloome groaned.

“Gah. So unfair. I'm lucky to even get an allowance… Hey? Where’s Water Bug?”

Again, there were topics this group didn't wish to share with others, so Sandbar spoke up to sidetrack the filly's interest.

“Water Bug went off with Becky. Another check-up or something. Where’s Button, Cotton, and Dinky?”

Almost like they were taking turns, Scootaloo answered this question.

“Miss Cheerilee took all three over to her house. It sounds like she’ll be watching them after school lets out from now on, and then their moms will take turns watching them until they go home. Or they stay overnight, but I think Dinky will be staying at Twilight’s castle tonight? …I don't think they know what's going on. They seemed really confused and said they wanted to stay with Chris and the rest of you guys. Didn't Cotton Cloudy stay with you last night?”

Silver stream, having picked the last apple from her tree, hovered down and deposited her basket for Sandbar to sort through.

“Yeah, she did, but that was only because Prim Posy stayed the night, too. Although, Sandbar stays at his own house with his family. I think tomorrow night, Button’s mom will be over, and so will he.” She nudged her dragon friend with her elbow. “Heh, Smolder is gonna have her claws full trying to keep that colt contained.”

Feeling generous and wanting to keep the conversation away from Ocellus, Gallus came up with an idea.

“Hey, Crusaders. How about you help us fill up a few barrels and I treat us out to Sugar Cube Corner?”

Even though the fillies had plenty of bits from helping Shining, they weren't going to turn down free food, and all shouted together, “Okay!”

[Back in the caves of Mount Everhoof.]

Thorax helped pull Spitfire up another ledge but was growing more nervous.

“We need to pick up the pace.”

From below, Rainbow blindly extended her hoof.

“Achoo! …I'm going as fast as I can. Everything is slippery and falling apart under my hooves.”

Again, Spitfire took hold of Rainbow and pulled her up to the next height as more rocks and ice gaveway under Rainbow’s hooves.

“I don’t like the sound of that sneeze, Dash. If that’s not the Snow Shivers, we really do need to pick up the pace.”

Thorax placed his left hoof on Spitfire’s back as soon as Rainbow was on her hooves, cautions as more of the unstable rocks fell away from Rainbow’s forceful jump off crumbling structure below.

“Shh… Black oil… Not a lot, but enough that the cold ponies will probably be nearby. Walk softly, don't talk, don't look up, and never touch the oil.”

Slowly, taking timid, gentle steps, Thorax began to lead Spitfire with Rainbow at her right side down a narrow path. On their left, patches of the black ooze lay in pools of varying sizes. Some small enough only to stand in, others large enough for groups to wallow in. How deep they were, none of them knew, nor did they care to find out.

On the other side, a steep drop-off opened up to a pit where a collection of the glow crystals gave off a pleasant blue glow that reflected off more of the ooze.

Clip clop. Tip tap. Crunch crack.

Each step they took, as carefully as they were, brought about the faintest sounds of their meticulous maneuvers. The good fortune of being pegasus meant Rainbow and Spitfire were naturally lighter, yet Thorax was surprisingly light on his hooves as well. Even for his smaller frame, he should have been heavier.

As they slowly tracked forward, a grinding of crystals stretched and echoed up to them. All three stopped dead in their tracks.

“Nopony move,” Thorax whispered so low it nearly wasn’t heard over the crackling and grinding below.

Loud sniffs were heard down by the glowing crystals. Something large and beastly managed its way below to the dangerous depths where the ooze had pooled together.

Out of instinct, Spitfire’s eyes shifted towards the noises.

Dancing on the walls were only the reflections of shadows of a large pony’s head and mane cast by the light from the crystals. The shape was familiar, yet it was distinctly wrong in its form. The snout was too long, longer than an Arabian's, and the mane seemed to shift and flow like an alicorn’s. Then the noises… they were not pony-like at all.

Grunts and groans that were too deep and bellowing as if they were warnings from forest dwelling predator and squeals that stabbed into the air like cries of a nightmare escaping into the waking world.

Bum bump. Bum bump.

Rainbow was shivering, her coat quaking over her skin as the excited noises grew louder while her heart pounded louder and louder in her chest.

“Move… slow,” Thorax whispered again.

Bum bump. Bum bump.

Had it not been for Spitfire’s tattered wings still held over Rainbow’s back, gently pulling her forward, she likely wouldn't have had the fortitude or enough sense about her to take the first step. Truth be told, she was worse off in this venture than in any before. She had lost her sight, couldn’t run, fight, or hide. She was utterly defenseless and had to rely on Spitfire and this new changeling they hadn't figured out yet.

Now, these new noises were sprouting up around here, echoing their haunting growls and sickly grunts.

She knew she wouldn't be able to protect herself if anything were to come at her. The new guy could bolt at the hint of danger, and Spitfire was injured and not as battle-tested as Thunder Glide or half of her other friends. She needed Cerb or Cadance or… Actually, there wasn’t a long list of candidates that were available or capable to choose from at this point.

Bum bump. Bum bump. Bum bump.

“Ah,” Rainbow quietly huffed inward. “Uh-uh”

Rushing in just in time, Spitfire threw what remained of her left wing up to cover Rainbow’s muzzle.

“Achoo…”

They all stood still. The sneeze was covered but still loud enough that all three knew by the sounds reverberating throughout the caverns that Spitfire’s efforts had not been enough.

“Rrrrrrrrr!”

“Move faster,” Thorax whispered. “Don’t run, and don’t look up. We’re almost out of here.”

Clip clop. Tip tap. Crunch crack.

Their hoof steps moved faster and louder as they continued their approached the end of the land bridge that would take them closer to their exit. It was then that pebbles and tiny chunks of ice began to trickle down from high above the ceiling, and Spitfire reflexively looked up.

Flickers of blue lights blinked and swayed from the giant stalactites that stabbed out from the cave’s ceiling. At first, the lights appeared like sparkles or glints from the ice or perhaps more of those glowing crystals that dotted the caves. But the longer she stared, the more she realized they were staring back at her.

There were no crystals to emit any glow. The area was too dark, save for the soft glow of those tiny orbs of blue narrowing their focus of light.

“I said eyes down,” Thorax grumbled, forcing his hoof down on Spitfire’s muzzle to direct her eyes to the path below her.

A series of angry huffs puffed down with an unnatural chill that blew past them, sinking deeper than any cold wind could blow. It was as if the air breathed down upon them passed through their bodies, skin and bones alike, followed by a threatening rumble of that same ungodly squeal they had heard before.

Slowly and carefully, Thorax pulled back his hoof as he took a step away, his prior anger replaced with fear as he held his face again.

“They don’t like to be looked at,” he whispered. “...or talked to… If we stay much longer, the dark ones might come.”

More grunts, snarls, and those nasty squeals called out from above but seemed less aggravated than before, yet seemed to draw closer, along with an icy chill swirling in overhead. All Spitfire could do was march forward, staring at Thorax’s hooves and the scuffs of tracks they left behind.

Bum bump. Bum bump.

Huff. Huff. Huff.

Over the erratic beating of Spitfire’s heart, heavy breathing with exhales spewing polar chills colder than the eternal winter air of the frozen north they found themselves in were beating down on the back of her neck.

Huff. Huff. Huff.

A long, drawn-in sniff of her main pulled up the fine, freezing hairs. Her mouth dropped to scream, but she held her breath. Instead, she drew her eyes to search as far back as they could see, but again, she was warned.

“Don’t look back,” Thorax whispered, his eyes trained toward the narrow opening of an exit. “We can't outrun them.”

“Hey!” Shouted a female voice Spitfire was unfamiliar with, calling out from not far behind. “This ledge is falling apart! Lift me up!”

In a panic, Spitfire pulled Rainbow in tight next to her, either for comfort or to protect her; she wasn't sure of which, but mostly because she nearly turned to face the voice.

Thankfully, all she did was slightly falter in her step, and only slightly enough to catch herself in time to hear another male’s voice that was also new to her.

“Elytra! Stop panicking! Haltere! Hurry up and grab her before the whole thing collapses!”

Another loud huff puffed out over the back of Spitfire’s neck, this one louder, stronger, and audibly angrier.

Spitfire coiled inward as she pushed Rainbow to the ground and threw herself atop the blinded mare. She shivered with as much fear as she did from the arctic cold frosted over her uniform and shambled wings. Above her, more of the enraged grunts, huffs, and violent squeals erupted in volume as they rapidly descended from the shadows above.

“Somethings coming!’ That new male voice shouted.

“It's those things!” Came the female voice, now clearly frightened.

“Fly, now!” shouted another male’s voice.

“Hide, you idiots!” The first male shouted again.

“Pharynx! I’m slipping!” The female shouted. “PHAR—!”

“I got you!” The first male shouted again.

“WE’RE SLIPPING!” The female shrieked. “DON’T LET GO!”

“HALTERE!” The first male screamed. “WHERE ARE YOU?!”

There were only two screams briefly heard. Then, rapidly, the horrific, monstrous wails from beyond Spitfire’s sight faded behind her. Down further into the depths of which the trio had ascended, the monstrous calls grew quiet.

Snap!

The nearby crackling of ice broke through the air, making Rainbow whimper and Spitfire tighten her hold over her blinded Wonderbolt.

Huff! Huff!

Crunch, crack. Clip. Tip. Tap.

Huff!

Crunch, crack. Clip. Tip. Tap.

The cycle repeated, drawing closer and closer until the angry buffs drew down over Spitfire’s head, streaming down not icy chills but angry steamed breaths.

Bam.

It felt like a block of ice was jabbed into Spitfire’s nose.

“Hey,” Thorax grunted with a scowl. “They're gone.”

Carefully, Spitfire opened one eye to see Thorax staring down at her with discontent. Then, she let her eyes wander down to his front left hoof, covered in a thin layer of ice from slightly below the knee down.

As soon as he was sure Spitfire had taken notice of the icing, he raised his leg and slammed his hoof down, shattering the ice free from his limb.

“Must be nice to have a friend to watch over you.”

Everything had happened so fast Spitfire didn't have a clue what even happened or what they were still dealing with.

“Thorax, I—”

“The exit is just ahead,” he coldly responded. “Pick her up and get her ready to move. I'll make sure it's clear ahead. I doubt we’ll be followed any time soon.”

Not to leave any room for conversation, Thorax turned and trotted off.

It took Spitfire and Rainbow a moment to collect themselves enough to stand up, but when they finally were able hold themselves upright and slow their pulse rates, Rainbow asked, “What happened?”

Thinking they were in the clear, Spitfire looked around the empty cavern they were in. The ceiling was absent of the glowing blue eyes. No shadows danced over any walls. As for what or whoever had snuck up behind her, they were gone as well.

“I have no idea. I saw a shadow of one of those cold ponies Thorax was talking about. Maybe a bunch of them. I think they're some kind of massive pegasi. They might be causing the cold weather, even.”

As Spitfire tried to reason out what could be the most logical, if not a logical explanation, her eyes wandered further ahead. Much further ahead, perhaps a good thirty yards in front of her, a newly formed and fractured mound of ice was spotted. The broken piece on top was just large enough for a pony's leg to fit inside, if she had to guess.

Spitfire was shocked, but such a revelation would have to wait over what likely motivated that stallion’s actions.

“Dash, we need to move. Who’s ever after Thorax, I don’t think we can save them… Not anymore.”

Spitfire marched with Rainbow through the narrow passage and made a sharp turn in the direction where she last saw Thorax lead off. It wasn’t a long path she had to travel, but the narrow and winding path leading to an opening with two slender pillars of opaque ice on either side she had to pass by.

“Hey, Thorax? You didn't leave without us, did ya? I know things got a little scary back there, but—”

“Thorax?” Asked a new red-coated unicorn stallion standing around with six other ponies surrounding Thorax. “I thought you said your name was Blue Vase?”

Thorax turned to face Spitfire and Rainbow, an expression of warning in his eyes.

A tan pegasus mare with an all-pink mane and tail fluttered over Thorax, dropping down between him and the pair of Wonderbolts to size them up. She gave a cocky grin after a second or two of looking them over before turning away to flash them a brief glance of her cutie mark of an open bear trap.

“Hey, Thorax. I thought you said you were alone in here. You know these ponies?”

Ashamedly, Thorax lowered his head and spoke timidly.

“They’re… my friends.”

Together, the seven new ponies erupted in laughter. Some threw their heads back, and others lurched forward, gawking wide-eyed; the others doubled over. All of them openly mocked Thorax as their source of humiliation, and now Spitfire knew that he was among familiar company and started to back away with Rainbow close at her side under her mangled wing.

Two flashes of green light spun up behind her, along with a familiar sound she had heard once in the caves below.

She spun her head in time to see a black hoof flying in towards her line of sight.

Crack!

The punch came seemingly from out of nowhere but hadn’t taken her out. She landed with a thud on the frozen dirt and snow next to Rainbow, and a hoof pressed firmly into the back of her neck. She quickly looked back to see the two pillars of ice had been replaced with changelings.

One stood over her, staring down, grinning, his fangs bared, holding her down, one hoof on her back and the other down on her snout. There was another changeling to her right, shaking his hoof while holding an expression that he also felt the hit he just delivered.

“Oh, she’s a tough one.”

Next to Spitfire, Rainbow had scrambled her hooves over the icy dirt, never finding her footing enough to stand well properly without the support of the wall of ice she found herself pressed against. Not that it mattered; she was already surrounded.

“Spits! What’s happening?! Where are you?!”

As more of the new ponies approached Rainbow, ready to pounce, Thorax tried to take a step forward but was stopped by the red unicorn putting a foreleg around his neck, though that did not stop him from voicing his concern.

“Stop! They’re already hurt! Rainbow Dash can’t even see!”

The red unicorn’s laughing smile turned even wider, pulling Thorax closer into what looked to be a hug.

“Rainbow Dash?!” The unicorn asked aloud with amusement, though the question was more of a statement of shock directed toward Thorax. “Look at you! You stuck it to Pharynx, took down an Element of Harmony, a Wonderbolt, and made it all the way to the exit all on your own? Buddy… Were we ever wrong about you.”

Shocked, Thorax turned to this new stallion with a lowered guard.

“Buddy?”

The red stallion laughed a little but suddenly sighed as he turned his head around behind him, where he frowned.

“Yeah. Sure… And, well… You almost made it to an exit.”

Thorax turned his attention to where the exit should have been. Instead, a clean sheet of ice had been frozen over the threshold.

“Yeah, our Queen really wanted to know why you up and ran off. But when she heard your brother was the big softy and you were the one taking charge and doing damage, she really wanted to welcome you back. And now that you brought us these two!”

Making a quick turn, the red unicorn was covered in a blur of green light that swirled from his hooves to his horn. After the light faded, his dark changeling form stood next to Thorax and pulled up a bag, reached in, and pulled out a familiar-looking scarab device.

“Urtica! Let's set these up! Our Queen will want to know how more productive Thorax has been than his incompetent brother. Maybe she'll even let us feed before returning to the hive. We're gonna be here for a while, after all.”

There had been enough threats and boasting made, and none of them were any that Rainbow could take any longer.

“Spits!” A sudden cough interrupted her angry shout. “Point me in the right direction! Come on, Thorax! We made it this far! We can-GAH!”

The pegasus with the bear trap cutie mark had no trouble kicking a rear leg back into Rainbow’s gut, making the blind mare crumple off the wall into a heap on the ground.

“Pipe down! Changelings don't do friends!” She smirked and started to trot toward the changeling of focus. “We are the swarm. Friends are beneath us. And a changeling like Thorax…”

From another bag left lying on the ground, the pegasus mare pulled out another scarab device and set it on the ground next to three others in a square formation. A green light began to glow from the first device, which shot to the next and continued to spread until the circuit had closed and all four were drawing together.

A swirling mass of dark green magic formed faster and larger than the devices closing their distance. It was only a matter of seconds, mere moments of terror, where Spitfire had to watch and wait to discover what fate would await her.

Before she could have imagined the device's purpose, a flash shined out from the orb of dark green light and in the center projected the face of the twisted queen herself, surrounded by a shroud of dark aura.

“Arista! This better be important!” Chrysalis shouted through the orb.

The changeling, who once disguised himself as a red unicorn, bowed boastfully to his queen.

“Your most wickedness. We have located Thorax without any trouble, and he has even came bearing gifts.”

Arista stepped to the side of the viewing orb, revealing the dull, shameful-looking Earth pony that was Thorax in disguise, Spitfire still pinned to the ground behind him, and Rainbow coughing and wheezing not too far away.

Immediately, her eyes shot open with surprise.

“Rainbow Dash and a Wonderbolt! What are they doing here?!” Her eyes fell back on Thorax, turning from shock to disgust. “And take off that disguise. I can't take you seriously when you look like that.”

Hesitant to comply but not seeing any other option, Thorax released the hold of his transformation, bringing another shock to Chrysalis when his injuries came into view.

“Thorax! What happened to your face?! Look at you! Did Pharynx do this to you?”

“No,” Thorax angrily replied, bringing a hoof to his cheek and looking away in shame. “I'm so sick of running and hiding. I wanted to get away from everything. I thought I wanted a friend. Just one. But every creature out here is cruel and just causes me more problems. I'm so hungry, and everything they do causes me more pain. I don’t know what I’m doing…”

All the changelings were taken in by the sight of the condition of Thorax and just as drawn in by his confession. It wasn’t unheard of for a changeling to be injured from one conflict not going their way, the Canterlot debacle, for example, but this stood out as an extreme. It was enough none of them could find it within them to mock him for the tears he started to shed as he continued to confide his troubles.

“Pharynx wouldn’t listen to me. First, he let me leave the hive and told me not to come back. Then he finds me hiding out here and says that he knows what’s best for me.”

[Hours earlier in the lower outer caves.]

An old, worn saddle bag hit the frozen dirt.

“Thorax,” Pharynx spoke the name to a small boulder lying suspiciously in the center of the corridor of the cave. “I know that’s you. Stop hiding.”

Green lights swirled around the boulder, revealing Thorax facing away from his brother, sulking, battered, and in no mood to converse.

“Are the others with you still out there? There are other places I can hide.”

Pharynx didn’t care for the pity party his brother was putting on. His concerns were more urgently focused on the injuries he could plainly see on his brother’s body.

“You’re hurt. When have you last fed? For hive’s sake, I never should have let you go. You can’t do anything on your own. You need to come back to the hive. If you come back willingly, Queen Chrysalis will be lenient on you. We need more changelings to help with repairs to the hive. After you left, we were attacked by a wave of black ooze. I’ve seen it around here, too.”

Neither had to look very far as Pharynx pointed a hoof off to a corner of the mouth of the cave where another opening leading deeper in had filled in and failed to drain itself of the wretched ooze.

“For hive’s sake, you’ve been hiding right next to it. You don’t know how dangerous that stuff is. It nearly—”

Thorax spun around in a violent display, revealing the full extent of the damage done to his face. More than the eroded fin that ran down the back of his head or the missing right ear, cracks and shattered carapace had revealed the sensitive tissue underneath, and Thorax was just as sore with his response.

“I know exactly how dangerous it is!”

The strong front had aggravated his injury, and he winced in pain, but it also startled Pharynx enough to force him to step back. Nevertheless, Thorax quickly found his upright posture and confronted his brother again.

“Whatever that ooze is, it came here. Out of the sky! Out of the ground! It chased me, and then it stopped. Then the cold ponies came—”

“Cold ponies?” Pharynx asked abruptly, only to be talked over by Thorax again.

“They didn’t say anything. I thought they came to help. Maybe they needed help. I tried to talk to them. Tried to look like them. But they saw right through me. They didn’t like me getting close to them. I couldn't even be near them. But they kept gathering around all the best hiding spots deep in the mountain. Deep where most of the black gunk would gather. Down where it wasn’t so cold. I was shivering all night alone.”

For a moment, the pain started to subside, and Thorax stood relieved.

“I was starving. But even worse, I was freezing. The night was cold, but down there, I could shield myself from the wind… and there they were again… gathered around that black stuff… just staring at it. Gawking at it. Admiring it.”

Slowly, Thorax turned his gaze to Pharynx. A smile started to form as he spoke again.

“If you can stare at it long enough, you can almost feel the despair and hopelessness trapped buried within its depths.”

This new behavior was so unlike Thorax. The new passionate, albeit, vibrant deep seated anger in Thorax left Pharynx feeling worried for his brother.

“You need to come back.”

Unphased by the conjecture by Pharynx, Thorax continued.

“But within the hopelessness… is anger. I felt it, not at first. I wanted to calm those cold ponies hovering around the black. See if they would share their love, and first, they ignored me. I got so frustrated… Then they attacked me. All I did was yell at them a little, and they attacked with their cold hearts, their cold eyes, and their cold breath.”

Thorax started to pace around in a circle; pacing impatiently into the more open section of the cave. Pharynx thought for a moment that Thorax was about to run, but his brother continued to pace… as if he were still trying to unravel some unsolved riddle racking his mind.

“They were so cold,” Thorax finally went on to say. “So cold to me. I tried to run, but they were faster. They hurt me… It wasn't like at Canterlot… I couldn't hide… I couldn't pretend… I was scared…. Angry… So I caused a cave-in… Just one shot into the ceiling brought it all down.”

He abruptly stopped his pacing so he could turn to his brother to show a fearsome glare.

“But one still came after me. Its face was covered in that black oil. Crushing it. Breaking it apart. Splitting its face in half. Screaming and crying out. Spitting all the disgusting oil that… that… did this to me! That’s when I felt it! All that anger! They were trying to save me. I deserve this! I made him lose his ear! I made him lose his eye! He’s probably still buried down there—”

Pharynx rushed to his brother and grabbed him by the shoulders.

“Come back! I know what's best for you!”

Before another word could be shouted, another voice came from the entrance.

“I knew it!” Gaster snarled.

Both brothers turned to see three changelings standing at the entrance of the cave with three more saddle bags dropped to the ground.

Caught off guard, Pharynx pushed himself away from Thorax.

“What are you all doing here? I said to scout ahead.”

The four changelings marched their way inside. All of them circled around Thorax, but Gaster continued her verbal assault.

“I knew you were making us avoid this area. Still protecting your weak little brother.”

Haltere proudly marched behind the pair, leering through his helmet at Thorax and the injuries suffered.

“That’s got to be some kind’a trick. Not even a soldier fresh out of their grub shell fighting a maulwurf came back looking that beaten up.”

“Shut up,” Thorax groaned under his breath. “Just leave me alone.”

Elytra made her way around the far side of Thorax and took a better look at the back of his head, taking in the full sight of his damaged fin that had eroded into his neck.

“Forget being fresh out of his shell. I can practically see into it.”

Gaster stood strong blocking the entrance, not taking any pity on the runaway changeling.

“Enough with the chit-chat. If Thorax wants to play with the black stuff that attacked our hive, he should go back to work on clearing out all the oily gunk that flooded in below her Royal Chamber. Maybe if he works hard enough, he can fight for a share of the rations the grubs are allowed to feed on. That is, if Thorax isn't too busy hitting himself. Right, Pharynx?”

Thorax narrowed his eyes on Gaster, his anger surpassing any pain he may have been feeling at the moment.

“I never hit myself, and you're not taking me back. I can't stand feeding on helpless creatures like that anymore.”

Gaster lit up her horn as she stepped closer to further entice Thorax.

“It doesn't matter who's hitting you, and you're going back. But if you're tired of feeding on helpless creatures—”

[Back in the cave with Thorax.]

Chrysalis kept her eyes bearing down on Thorax, uncertain if she was more impressed with his capabilities or infuriated over his rebellion.

“Gaster was far from helpless. There was a reason I made her an infiltrator long ago, yet you fed on her after she challenged you… Normally, such behavior would have earned even one of equal standing as hers to be punished, but you earned that meal if she was foolish enough to wager it. You were even more entitled to it if you had to fight your brother and the other two imbeciles to reach it.”

Given how he was no longer under the immediate fear of being torn down or belittled but instead was given some form of praise, Thorax tilted his eyes up to his queen.

“They started it.”

[Back in the flashback.]

“—I’m not so helpless,” Gaster mockingly hissed. “Now bug up, we’re going home.”

“Bug up?” Thorax coldly, slowly asked as a flash of green wiped over his eyes. “Why didn't I think of that?”

Large flares of blue lights rose up around Thorax, alerting Pharynx to a reaction he never would have anticipated.

“Thorax, no!”

From the blue flash of Thorax’s transforming lights, a large, dark-blue insectoid limb swung out, catching Haltere the most by surprise.

“Did he jus—”

Crack!

Before any could have realized it, Elytra, Haltere, and Pharynx were all slapped away into the icy wall behind them. Haltere crashed into a portion of the icy wall, helmet first. Instead of merely chipping away chunks, his head entered a dark cavern with only enough light piercing through from where he entered to see a large fracture spiraling up into the ceiling.

More icy debris fell as the unstable ceiling eased into the compromised wall, all due to the behemoth of an insect that stood before them, pining Gaster to the ground.

“What are you doing?!” Pharynx shouted to the several rotating blurs of his brother. “You’ll bring the whole place down on us!”

Elytra lay wedged between a slate of ice and the floor.

“Pharynx! Stop him! I'm stuck!”

Blue and white lights flickered around Thorax as he loomed over Gaster. Portions of the back of his neck that had transformed flashed in and out to show his true self underneath, showing the difficulty he was experiencing.

From Gaster’s perspective, she could clearly see the right side of his face peeping in and out behind the flickering of lights from his filtering transformation. Not that his alternate form wasn't without its strengths, as his massive forelimb had pinned her on either side of her neck.

Even still, who was she not to talk some smack?

“That’s your bug up moment? What are you, a grub? You can't even hold it right! You should have stayed a rock!”

Whether it was a lapse of focus because of Gaster’s insults, draining hunger, the additional stress of pain, some fault over his carapace from the injuries, perhaps a reaction due to the ooze, or any combination of these issues, the transformation Thorax had taken fell.

“Ha!” Gaster shouted as Thorax dropped out from the height of his altered form back down to normal size in front of her, and she began to pool magic into her horn. “If you're gonna fight like a bug, fight like a real change—”

Crack! Swip! Crunch!

Before Gaster had fully sat up, two hooves had smashed into her chest, lifted her up, and carried her into the solid ice vertical barrier of the cave's entrance. The last thing she felt after the resiliency of her back shell being tested was something in her chest pop.

“Guh!” She painfully grunted, leaving her mouth agape, now staring eye to eye with the split open face of Thorax, also with his mouth open, fangs bore wide to the glowing pink aura drawing in between them.

Thorax narrowed his eyes, the hue of a soft glow from his eyes darkening into empty depths. Only the initial glow from his horn gave any warning, but he spoke no words of insult or comfort. He was too focused on feeding his hunger.

Gaster felt her torso tighten from within. Then, like having been forced to exhale every ounce of air she held in her lungs at once as well as vomit at the same time, an immense feeling of exhaustion overtook her as Thorax swallowed.

Her muscles forced air back into her lungs with an audible gasp, followed by another pop.

“Stop it!” Gaster screamed, trying desperately to force magic back into her horn. “I was joking, you freak! You're not supposed to drain another—”

Another siphoning of emotions stole her breath as well her voice, drifting away in the pink aura, along with a thin trail of violet.. More than that, Thorax felt something new he was drinking in. It was rich and hot. Not warm and hearty like the love he was familiar with. This new flavor was bolder yet equally as potent.

“Thorax!” Gaster shrieked.

That new flavor was gone, but the love she had fed on previously was still there. There wasn't much left, but he was starving.

“Thor—” Gaster’s plea ended as an airy choke in her throat that was swallowed in by Thorax.

For Thorax, it had been too long since he last fed, but this wasn't the same meal as his last.

At least not the way he viewed it as he fed, drinking in the the thinning pink aura that was darkening with trails of deep violet he thought to be reserves of love.

“Look at you now, Gaster. You should have been nice to me. I tried to warn you. Now that last meal of yours is mine… and—” Suddenly, the meal started to taste unfamiliar and was as if a new well had been struck for him to pull from. “—did you feed again on the way here?”

Gaster, still stuck between an icy wall and a hungry maw, struggled to keep the flow of magic channeling into her horn. She was growing dizzyingly weak, so weak it scared her when she tried to raise her foreleg to fight off her attacker.

“Stah—” her voice cut shirt again as her hoof pathetically pawed at his muzzle before dropping to her side. “Thu… rax… stop.”

The glow in her blue eyes began to dim in sync with her lids failing to stay open. The magic in her horn had finally reached its minimal charge needed to effectively fire off, yet she was losing sight of her target, despite him staring her in the face.

What she felt now was worse than hunger. It wasn't starvation, she was all but vacant inside. She had nothing left but a whisper.

“...you’re taking too… much.”

With one final gulp, Thorax watched Gaster’s eyes close, and the spell she had meant to cast upon him discharged into the ceiling instead.

“Let her go!” Pharynx shouted for the side.

Thorax turned to face his brother’s voice and finally pulled out of his blind-feeding haze.

“What?”

The connection broke, returning a faint wisp of the aura back to Gaster along with a shallow breath just as Pharynx forced himself between his brother and the limp changeling. With one quick yank, he pulled Gaster free and held her firmly against his chest, where she slumped in his protective hold.

“What are you doing?! Have you lost your mind?!”

Above them, more cracks spiraled out throughout the ceiling, releasing shards of ice and dusting of ice alike. The stability of the corridor they were standing in was failing.

Behind them, another fracture split the wedge of ice Elytra had been trapped under, and she rushed to her hooves, pulling Haltere up with her.

“Move it, slow poke!”

As she got Haltere to his hooves and saw he finally had his helmet on straight, she stepped ahead of him and tossed him forward, making him slide in behind Thorax.

“Don’t let him escape!”

Again, Thorax was surrounded now that Elytra had slid into place behind him to form a tighter triangle to cover his blind spots.

Pharynx, still staring down Thorax, tried to shake Gaster awake while scolding his brother, even as more ice and rock snapped and fell around them.

“The hunger has gotten to you, but you got your fill! Now, either you fly back with us, or we’re carrying you back!”

Under the crumbling stone and ice, all were at a standstill. Haltere and Elytra had barely recovered, and Pharynx was no better off compromised by holding Gaster up. Even Thorax seemed at a loss either over what he had done or the position he had placed himself in. Then, faintly, a whisper hushed between the crackling ice and shuttering dust.

“For… the… hive, ” Gaster struggled to say as she reached out her hoof toward Thorax, only to completely fall limp in Pharynx’s forelegs. “Traitor.”

Another snap, louder than the others, erupted overhead, heralding a mass of ice from the mouth of the cave, larger than any two of the changelings put together separating from the entrance.

Without even thinking, Pharynx turned and threw Gaster further into the corridor, then reared up to buck Thorax in the chest.

“Look out!”

The boulder of ice came free and crashed down, narrowly missing Thorax, who was bucked back into Haltere and Elytra, slamming all three into the wall of the entrance.

Another loud snap thundered as the ceiling of the entrance began to fall apart and fill the rapidly accelerating cave-in.

Elytra held squeezed tight around the only foreleg she could get a grip around in the moment of blindness after knocking her head against the wall.

“Stop struggling! You’re not going anywhere!”

Haltere had nothing but snow and dust in his eyes from the falling debris and fought just as blindly against the captive pulling away from his hold.

“Hold still, ya little twerp!”

Thorax looked up, seeing Elytra wrenching down on Haltere’s left foreleg while he was wrestling against her, pulling against each other while everything was collapsing around them.

In a moment of desperation, Thorax opened his wings and raced through the remaining narrow gap between rocks and ice to freedom.

Behind him, the rumbling of the mountain's interior quickly grew quiet, but he didn’t turn back. He wasn’t going back. He needed to run, another place to hide, but first, he would need to rest, and there was one safe place he could sneak off to while he cleared his mind.

Though, as he entered the open sky and neared the peak, he had to ask himself, “What have I done?”

[Back in the cave with Thorax.]

The small cave entrance was silent after Thorax finished his story. Everyone was waiting for the next portion to drop or some reaction. Maybe some admission of guilt or perhaps for Chrysalis to lash out over the projection.

Instead, it was Spitfire who broke the silence.

“Holy shit, Thorax. Do you go through life stabbing every creature in the back and trying to get them killed? Is that why you ditched us back there and tried to run away? I mean, thanks for not causing a cave-in on your way out, being how that’s your M.O., apparently. Not that it would have been easy with your hoof getting frozen to the ground. Cold ponies, I take it?”

Instantly infuriated, Thorax turned back and marched over to Spitfire, quickly getting caught by two of his fellow changelings, but they couldn’t restrain him enough to stop his shouting.

“You were terrible friends! Had you done what I said and not slowed me down, we could have been long gone! But you had to keep taking breaks. Always doubting me. Asking me all those questions when I was only trying to get us farther away from my brother!”

“Who you left for dead!” Rainbow snapped, making her cough as she struggled to sit upright and sniff her nose clear. “I can’t believe I still trusted you after I knew you were a changeling. Was your plan to kill us the whole time or just turn us over to your bitch of a mother?”

“SILENCE!” Chrysalis shouted over the projection with a scowl. “I will not be insulted with such… What word is that? Have you ponies thought up an even more soft-brained vocabulary to speak with? Am I even supposed to feel insulted by that?”

From the narrow tunnel behind, another voice called out.

“Stop right there!”

In a rush, Changelings scurried from all sides, picking up Spitfire and Rainbow, securing their limbs, and brandishing them out in front with chokeholds.

“Let me go!” Rainbow demanded, squirming and fidgeting to no avail.

A small stampede of hooves trampled down the narrow tunnel, revealing Pharynx with Gaster still slung over his back and Elytra posting up at his side, though she showed favor to her injured leg.

“There’s nowhere left to run, Thorax,” Pharynx huffed, steam puffing out with every angry breath.

Again, the small enclosure erupted with laughter from the new batch of changelings, though Thorax was not among those amused.

Through the projection, Chrysalis was at least surprised.

“Well, well, well. The prodigal failure returns. Empty hoofed, yet again, no less. Only now, you seem to have misplaced the scout you were entrusted with. Had I ever expected to see you again, you would not have failed to impress me with all the miraculous new ways you can disappoint me. Elytra… You look terrible.”

Taking that comment as an opening, Elytra stepped forward to speak.

“My Queen. Thank you for noticing. We come with terrible news about the black substance that attacked the hive. Not only did it attack the other kingdoms, strange new creatures, cold ponies, can arise from their depths and attack the hive! You are in danger!”

“What?!” Thorax shouted in confusion. “The cold ponies didn’t come from that gunk! They came from the sky.”

“What?” Pharynx asked back in greater confusion. “But you said—”

“No,” Thorax groaned as he held his head.”The cold ponies gathered around that oily stuff. I went out looking for frie… something to feed on the day after the black stuff arrived. That’s when they showed up. I spent the whole day trying to talk to them. That’s when the storm hit. Really strong winds, and the air got even colder than normal, so I had to go inside and… I’m pretty sure they didn’t survive that gunk getting on them.”

“Who or what the fuck are the goddamn cold ponies!” Rainbow shouted. “And, of course, you killed them! That stuff was sent here to kill every living thing on the planet, you dumb shit! I wish whatever that cold pony was would ‘uh spat more of that darkness on you, and it crushed your whole fucking head!”

Chrysalis turned her attention to Rainbow, angered over the outburst.

“Arista! Silence Rainbow Dash! And not that I’m against the addition, but why the blindfold?”

Arista proudly strode over to Rainbow and playfully tugged off the blindfold from her head to her muzzle and tightened the knot. He smugly watched her struggle to open her eyes, though she didn't seem to be able to meet his gaze, which was good enough for him.

“Not entirely sure, my Queen. Thorax brought her to us like this. Said she was blind. Same with her wings already being torn up, just like the Wonderbolt over there.”

With the conversation having been disrupted, Pharynx stepped up to restate his position and earn his way back into good graces.

“My Queen, Thorax is mistaken. Haltere can confirm that these dark wingless flying pony-like creatures do come from the same oil that attacked the hive.”

“The dark ones?” Thorax replied, now with some doubt. “Oh… those ones did show up later.”

Now, with some questionable doubt in the air and too much information given without clarity, Chrysalis grew frustrated all over again.

“All of you! Cease your jabbering! None of you are making any sense! What are these cold ponies?! And what heedance should I give any of your warnings? You have no credibility. Haltere isn’t even here to confirm your claim. Elytra, did you witness any of this?”

Nervously, Elytra eyed each other changeling facing her, then Pharynx standing at her side before facing her queen again.

“Nuh… no, my queen. But I believe Haltere was telling the truth when—”

“I don't care to hear your stories!” Chrysalis shouted. “That fool Haltere wears a helmet for a reason. I’m astonished he was ever capable enough to scout, but I am unsurprised his intelligence failed to grow beyond that much competence. I wouldn’t trust a word he said had he been here to say so, let alone a second-hoof account of his stories.”

Pharynx, now desperate to save himself and his team, tried again to plead his case.

“My Queen, you must listen! We have fought these creatures! They are formidable, but we know they can be beaten! If you would let us return—”

“Return!” Chrysalis countered sharply. “You have done nothing to earn back my trust or favor.”

Desperate, Pharynx raised a hoof and pointed to his brother.

“But, Thorax? We have him now.”

Arista took position alongside Thorax, draping a foreleg over his back, looking very buddy-buddy again.

“Nnnnnno. We have Thorax, and once this storm clears up, he wants to go back with us. The greatest infiltrator of all time.” He gave Thorax another friendly squeeze, though it looked sleazy at the same time. “Deceived the Element of Loyalty and even a star Wonderbolt after they knew he was a changeling.”

Urtica mushed Spitfire’s face to the side, leaving the mare in confident hooves of two other changelings so she could stand by Thorax’s free vacant side.

“We thought this whole time Thorax was weak, but it looks like you've been holding him back. I mean, tell us Thorax. What were you gonna do with these two mares?”

Now that he wasn't being hounded, and appeared to be welcomed, Thorax felt free to answer.

“I was going to have them take me into the Crystal Empire… I was going to feed when I got there.”

From the projection, Chrysalis began to smile deviously.

“My word. Thorax? Clearly, leaving you as a mere drone under the hoof of your brother has wasted your potential. You have made me most proud. Perhaps all that foolish talk of wanting a friend was actually your true calling for discovering the true art of deception all along.”

“Deception?” Thorax asked, turning to face the projection of his mother. “But I—”

“Thorax,” Chrysalis interjected. “We are changelings. We don't do friendship or love. We feed on the weak who rely on such pathetic cudgels because that is how we survive. Did you survive fighting those… cold ponies with friendship?”

It took Thorax a moment to think about what Chrysalis was saying, but the answer was obvious.

“No… Trying to be their friend nearly cost me my life.”

That was the answer Chrysalis wanted to hear, and so she continued her manipulation.

“And what about your brother? Let's be honest. He was soft on you… As mean as he wants to act, he never stopped treating you like a helpless grub. Did his friendly approach help him, or did it give you the opening you needed to take what you needed to survive?”

In a moment of what felt like Thorax having his identity shattered and reformed, his eyes went wide, and his mouth dropped open.

“Ah… I… But… I didn't—”

Chrysalis leered closer into the projection, grinning and sneering for all to see.

“Look at yourself. Changelings like you disgust ponies like them. It was instinct that made you deceive them by looking like a helpless pony to win them over. And look at them! Blind! Flightless! Tired! Beaten! Lost! They deceived you after knowing what you were just so they could find a way out!” She turned her hateful eyes to Spitfire. “When friendship fails, treachery wins. We are born into it and die without it!”

Not willing to take this all standing idly by, Pharynx took a brave step forward.

“But what I did was different! I saved Gaster from Thorax! Thorax! I saved you from the cave-in! Had we not stuck together, the cold ponies—”

“Your weakness has cost you everything!” Chrysalis snapped. “Had you let Thorax do his job as he was supposed to instead of coddling him, he would have matured normally. Had you not let him escape, he never would have needed to be returned! Had you forced him back as I ordered, Gaster wouldn't have been rendered useless and the rest of your team forsaken along with you! Instead, you acted soft and compassionate! Just like our enemies! It's every changeling for themselves unless I say otherwise!”

Awestruck and left feeling betrayed, Pharynx was at a loss.

“But, my Queen. I did this all for the hive. We… We are the hive. We are all the hive has, and all the hive has is us.”

Hearing the conviction in those words, Chrysalis narrowed her eyes. She was angry in a such manner that was different than before, which left all in attendance uneasy.

“Thorax, step aside. Pharynx, remove Gaster from your back. Approach me and kneel.”

With haste, Pharynx removed the adhesive that bound Gaster around his neck, slid her off his back, and delivered her into Elytra’s forelegs to care for so he could rush to kneel before his queen.

“Yes, your most wickedness. I come as you order. What would you ask of me?”

Stewing in her anger, Chrysalis stared down at her devoted sentry.

“Bow your head. Show me the respect I deserve.”

“Yes, my queen,” Pharynx answered, his voice quivering in a mix of joy, fear, and anticipation, laying his horn to the dirt.

“All we have is the hive?” Chrysalis coldly asked.

“Ye-ye-yes, my Queen,” Pharynx answered again.

Slowly, Chrysalis nodded, mulling over his answer before moving on.

“And… all the hive has… is… us? Is that what you said?”

Now starting to shake, Pharynx had more trouble controlling his voice.

“Th’d… That-that’s, yes. That’s what I said. It’s my motto, my queen.”

Chrysalis nodded again, seeming to run some thoughts through her mind as she eyed the room over.

“Hmm, I see. It is very well-spoken. I could see how it would motivate you to put your team ahead of your duties and carry Gaster with you. However, that… that first part you said. Could you repeat it for me? And do stand up. It’s awfully difficult to understand your groveling from down there.”

Without hesitation, Pharynx rose to attention and stood proudly to meet his queen's demands.

“My queen… We are… the hive.”

Through the projection, Chrysalis grinned madly, having seen the confidence return to her sentry with his delivery.

“Ah! Yes! So I did hear you correctly the first time.” She turned to the largest changeling standing nearby. “Bulky. Promptly strike Pharynx in the face as hard as you can.”

“What?”

Crack!

From the back of the cave, Elytra watched helplessly as Pharynx was blindsided by arguably the largest changeling of the swarm from one front hoof to her team leader’s jaw. Not simply hit to be hurt, but layed out completely, knocked off his hooves and skidding in the icy dirt far from where he was standing prior.

“Pharynx!”

No longer needing to hide any illusions of good intentions, Chrysalis turned to another changeling to bark another order.

“Urtica! Bring me Elytra! Now!”

Elytra was frozen, petrified at what she saw and even more terrified at the thought of what was going to happen to her.

“No! Please! I didn’t do anything! I tried to stop Thorax! I was following your orders!”

Without mercy or compassion, Urtica flew over and grabbed Elytra by the front left foreleg.

“You heard our queen. Move!”

Elytra dug her rear hooves into the icy ground and clung tightly to Gaster.

“Please! My queen! Have mercy!”

On the sidelines, Spitfire was mortified but speechless, watching this changeling being dragged over like a prisoner with her unconscious companion. The level of cruelty seemed unreal.

Thud!

Both were dropped in front of Chrysalis to face their judgment.

“Look at you,” Chrysalis snarled. “Clinging to Gaster for protection. Or are you still protecting her?”

Too afraid to look up, Elytra remained hunkered over Gaster’s body, shivering.

“She’s… dedicated to the hive… to you. And we fought so hard to bring her back. She deserves a second chance.”

“NO MORE SECOND CHANCES!” Chrysalis screamed as her reply. “Not for you! Not for any of you! I have come too far to leave any risk of your incompetence ruining the operations in play.”

Slowly, Pharynx started to rise up from the ground, only to be picked up by Bulky and dropped unceremoniously next to his beaten comrades, which was where Chrysalis wanted all of them to be for this conclusion.

“My mind has become much clearer over these passing days. I have been too lenient, too kind, and ignoring my inner instincts for conquest. I was going to leave you to starve in this wasteland, but you managed to escape. Banishment would have been fitting for your failure in any other case, but this weakness you now all cling to is a disgrace to the changeling ways that I cannot ignore… However, there is one punishment I can think of that will atone for your transgressions and prove your true allegiance to me; not this foolish notion that you are the hive.”

Both Pharynx and Elytra looked up to Chrysalis, hoping to find their salvation, but bowed their heads upon seeing the vitriol in her glare.

“You claim creatures spawn from the dark mass of oil, metal, and jagged crystals that attacked the hive. The hive of which we dwell within, not your ideological wishful thinking of togetherness; disgusting friendship masquerading as devotion to my cause… Prove to me a creature can survive crawling through such vial dark magic ooze, and you may return.”

If this was the only means to return, Pharynx would take responsibility.

“Yes, my Queen. They are located much further below us. It will be dangerous, but I will not fail in venturing down again if that is—”

“No-no-no,” Chrysalis playfully interjected with a loving smile. “You three will be the ones going in and coming out to prove it’s possible for a creature to survive.”

Author's Note

Okay, so this chapter took longer to come out than I had originally intended. One, in part because of my ER visit and recovery. Then, I went a little overboard on the images to help support this chapter.

As for the chapter itself... Well... Things are looking rough for the kids, that's for sure, and Shining sure took a hit that he'll be feeling for a while. At the same time, it's good to see how well the young six are able to get along and support each other.

Becky may have some issues to deal with, however.

As for Thorax, Spitfire, and Rainbow... They got nothing but trouble in every direction. And for those who are wondering what's going to happen with Pharynx and his crew, or even what happened after the cold ponies went after them since they lost Haltere, you'll have to come back and read:

Chapter 12.
13. When Friendship Fails...

Also, acknowledgments to my story support:

The Fan Without a Face:

Editor for Chapters 01 - 03, 5, 7

To stay better up-to-date with future chapters and events, follow along and interact with me and other CTTB fans on my Writers, Editors, Readers, and Artist Connection Discord Server. Or, for short:
MLP WERA Connection

Bonus!
Alt version of Yona by herself: