A figure made of black smoke sneered and lunged toward the scientist's body.

The smoke rushed into his nostrils, and soon the changeling, controlled by Alexei, unsteadily got to his feet.

Taking over someone’s body wasn’t easy— the creature's energy fiercely resisted the foreign intrusion. Alexei could control an average pony for a few minutes at most.

As for soldiers and experienced mages? Alexei doubted he had any chance at all. This was one of the two reasons he still hadn't given up his human body and possessed some unicorn.

The second reason: Alexei wasn’t a nightmare. The human was merely linked to it, and this link was growing weaker due to rejection. Yes, he could transfer his consciousness into the nightmare and manipulate it like his own hand, but the nightmare couldn’t stray too far from Alexei. If the link was broken or the nightmare died—the human would lose all magic.

Alexei closed his eyes, concentrating, and lit up the horn.

He had been feeding off the fears of Canterlot’s unicorns for over a month—of course, he knew the basic principles of their magic. Changelings, in their true form, weren’t much different from unicorns when it came to magic.

Soon, a rune appeared before him: a crescent moon with horns pointing upward, filled with intricate patterns resembling planets, like beads strung on a thread. Above the crescent was a full moon with a solar eclipse in the center. From it, intricate curls spread out like rays. Several circles around the solar eclipse depicted the phases of the moon. Though thematically it corresponded to Luna, Alexei associated this rune with some sort of smiling eye, which might have been the inspiration.

The rune flew into the misty patterns covering the shelf, and a hissing sound was heard. But the job wasn’t done—he had only unlocked half of the seal, and if he didn’t hurry, a trap would trigger, forcing him to inhabit another body. Fortunately, both traps were linked to dream magic, and being in the form of a nightmare, he wasn’t too worried about that.

Focusing again, Alexei created another rune, if it could even be called a rune—a caricature of Celestia’s head with an apple skewered on her horn hovered before him. The changeling’s lips twitched into a slight smile—it was his idea.

Luna used this “rune” in her childhood when she hid her things from her sister. After hearing this story, he convinced Luna to use it again, arguing that it would relieve stress. The shelf he was now unlocking was Luna’s storage, where she kept the books she was currently reading. This meant she used it quite often and each time saw this caricature, evoking warm childhood memories.

Alexei used many such small and seemingly insignificant things, slowly influencing Luna’s mental state. You could say that in the restoration of the sisters’ relationship, a fair share of credit was due to him. This was how he intended to earn Celestia’s trust and continue weaving his intrigues. It was a pity that his band of diamond dogs had been discovered, and all his plans fell apart, but such was life—most plans, no matter how well thought out, collapsed when confronted with unexpected variables.

Celestia’s head floated towards the shelf and was absorbed into it. A moment later, the protection vanished, revealing a shelf with completely different contents—four tattered books carelessly lying inside.

Alexei exhaled in relief—the password hadn’t changed after all.

After carefully inspecting the shelf for any issues, he confirmed everything was in order and, using telekinesis, grabbed the books and began quickly skimming through them.

With each book he looked through, the changeling’s frown deepened.

"My luck is just awful," Alexei sighed inwardly, placing the books next to the sleeping changelings.

Concentrating, Alexei began quickly sifting through the memories of the changeling he was currently inhabiting. After learning all the crucial information, the black smoke flew out, and the changeling collapsed to the floor.

Then the smoke entered another changeling, and the search repeated.

After a few minutes, Alexei had searched the memories of all four changelings. While they were under Luna’s trap, he wasn’t afraid to delve into their minds, unlike the changeling he had caught in the gang of drug dealers.

During the process, he had a quick snack, replenishing the nightmare’s energy supply.

"So that’s how they use telepathy," the black smoke figure nodded mentally. "Time to leave."

The loot from the bookshelf didn’t satisfy him, and he could have continued searching the palace, but it seemed pointless.

All the most valuable items in the palace had long been taken by the changelings, and there was nothing more to do in Luna’s room—he didn’t know the passwords to other caches, and they were too complex.

To tempt fate and try to find something else? Given his luck, Alexei wouldn’t have been surprised if some Ancient Evil, disturbed by the battle outside, woke up in the next second and a local apocalypse started. That roar he heard earlier had made him very uneasy. For now, everything was calm, and the changelings in the castle didn’t seem to be panicking, but Alexei decided it was best to leave immediately. He was willing to take risks when the reward was significant, but right now, it just wasn’t worth it.

Adding a few changes to the memories, the black smoke slid into the body of a wingless changeling and was absorbed.

A moment later, the changeling, wincing from a headache and ringing in his ears, got to his feet. Shaking his head, he looked around the room, his gaze sliding over the bodies on the floor.

“These greedy idiots!” the changeling growled, recalling what had happened.

The moment the protection disappeared, they had rushed to the shelf, trying to grab something valuable—it was, after all, Princess Luna’s cache. In the end, they triggered some trap that almost killed him too.

Suddenly, he froze as part of his memories returned. It seemed he had been some sort of junior officer before. Everything was extremely hazy and blurry, but it gave hope that one day his memory would fully return.

He also remembered how to use telepathy and some basic things about magic.

“At least some good came from you,” the changeling snorted, approaching the bodies.

Given what had happened, he decided the memories had returned because of the triggered trap.

Shaking his head, the changeling gathered the books and hid them in a bag. He was about to leave when a burn on his leg stung, and a pleasant, familiar voice echoed in his mind.

The changeling’s gaze unfocused, all his attention concentrated on the voice of the one he once called Mother—Queen Chrysalis.

How could he have forgotten her name?

It turned out her residual magic had saved him from Luna’s trap. And now Mother had new instructions for him.

“Of course,” the changeling nodded energetically. “I’ll do everything, my queen.”

Running to the body of an elderly-looking soldier, he began stripping off the armor. Helping himself with telekinesis, he quickly dressed in the armor and attached a curved blade to his belt.

Casting one last glance at his dying comrades, the changeling stowed the books in his bag and rushed out of Luna’s chambers, heading for the service areas.

Changelings scurried back and forth through the corridors, carrying their loot, and he blended right in with the crowd. Occasionally, passing changelings exchanged a few words with him via telepathy, but he didn’t need to engage in conversation—he had a clear map of the palace in his head.

Reaching the designated spot, he entered a portal and found himself in an artificially created cave with two bored-looking changelings inside. Most of the Hive didn’t participate in the raid, and those who did weren’t exclusively warriors. Medics, scientists, support teams, and everyone else involved in logistics. These two were from the latter group.

This portal was located in the service quarters, and there wasn't much to steal here besides buckets and rags. So, until the full-scale retreat began, they could only watch over the portal and laze around.

Seeing the armored changeling enter, the two jumped up and tensed but relaxed slightly after a brief telepathic conversation.

“You two go to this room and bring everything here,” the armored changeling finally said, passing along all the necessary information.

“We were ordered to stay here and watch the portal,” the two changelings exchanged uncertain glances.

“Now you have new orders,” came the categorical reply. “The situation has changed, and we’ll be leaving soon. I’ll watch the portal myself while I rest.”

“But…” they started to protest, but fell silent when the armored changeling drew his blade.

Faced with this argument, they quickly passed through the portal and ran towards the designated room. Let the commanders decide who was wrong and overstepped their authority. Their own lives were more important.

“What was I supposed to do next?” the changeling left alone in the cave blinked in confusion.

The Queen had given him a clear order to come here, and it seemed like he was supposed to do something else. But what?

He couldn’t remember.

Lost in thought, he didn’t notice his hoof reaching into his bag and pulling out a vial of potion. It immediately threw the vial at the rune-covered wall, right next to the portal. The vial shattered upon impact, and the potion ignited, burning the runes. With a loud crack, the portal collapsed in the same second.

“What?” the changeling mumbled, staring at his hoof. “Why did I do that?”

A chill ran down his spine as he felt something invading his mind, wrapping tendrils around his very sense of self.

“No! Get out!” the changeling yelled, clutching his head with his hooves and falling to the floor. “Get out of my head!”

Rolling on the ground, he desperately tried to fight the intruder but was rapidly losing control of his body. The right side of his face was already taken over, and his lips twisted into a smirk.

“Seems I overdid the realism,” a mocking voice said through the changeling’s mouth, but these weren’t his words.

Whimpering, the changeling made one last attempt to resist, but it was futile.

Soon, his consciousness was swallowed by darkness.

“Damn it!” Chrysalis hissed, struggling to mend the breaches in her many shields.

Around her, a sea of blinding white flames splashed, trying to break through her last layer of defense. Upon contact, her shield simply vanished, incinerating instantly.

Gritting her teeth, Chrysalis forcefully teleported, no longer able to stay in this fiery hell. Reappearing several kilometers away from the inferno, Chrysalis vomited blood—the result of teleportation and the collapse of her shield.

Ignoring this, Chrysalis waved her horn, and a strange aura covered Canterlot. Everyone, including the changelings, felt as if the entire world was losing its colors. Changelings could only absorb love, but Chrysalis was more than just a changeling—she could consume any positive emotion.

Gigantic, multicolored streams of energy began to converge on Chrysalis, quickly filling her with power and healing her wounds. Overload was still a risk, so she couldn’t do this often. But now wasn’t the time for such concerns. She no longer enjoyed the battle as she had at the beginning. Now she thought about how nice it would be to survive.

Chrysalis’s ear twitched when she heard a powerful, deep breath filled with menacing power. This sound made her instantly alert.

Turning her head, she saw Celestia nearby. Bright orange, like molten metal, Celestia’s ribs glowed through her skin, contrasting with her cold gaze.

Chrysalis’s eyes widened in surprise as she realized she couldn’t teleport. Growling, she disintegrated into a swarm of insects, scattering in all directions.

Celestia exhaled, and the sky was torn apart by a stream of fire, turning most of the insects to ash.

One of the bugs transformed into a coughing, smoke-covered Chrysalis, burnt and scorched.

Shaking her head to push back the pain, Chrysalis focused her gaze on Canterlot below. Only by moving the battlefield there could she turn the tide of the fight. She had already signaled her subjects, now she just needed to escape.

But it was not to be.

She only had a moment to see the golden flash before Celestia appeared beneath her. A wing strike, accompanied by a whirlwind of flames, sent her flying upward at incredible speed.

The image of the sun behind Celestia blazed even brighter as two shimmering points appeared above her horn, rapidly spinning and drawing closer together. In an instant, they merged into a tiny sphere, from which rays of light burst forth.

With a casual flick of her wing, Celestia sent the sphere after Chrysalis.

A few moments later, a shockwave swept over Canterlot, making everyone look up. There was indeed something to see—above Canterlot, a second sun shone, with Princess Celestia proudly soaring in its midst.

The changelings were already abandoning their positions and fleeing, but everyone forgot about them.

The Royal Guard and a few random ponies stood frozen, unable to find words to describe their feelings. Pride? Reverence? Inspiration? They didn’t know, but every pony in Canterlot felt that with her around, they could do anything. Something ancient and forgotten awakened within them, igniting a thirst for battle.

Meanwhile, Celestia squinted, scanning for Chrysalis, but in the sky, only the queen’s weapon remained, falling to the ground.

Suddenly, the halberd flared with a crimson light and vanished.

“Do you think you can escape me so easily?” Celestia thought coldly, igniting her horn.

But in the next moment, her gaze softened as she took in the situation in Canterlot.

The Royal Guard had suffered the most. The changelings had mostly left the civilian population unharmed, capturing them alive, but they had taken their full vengeance on the Royal Guard. Many dead and wounded soldiers lay strewn across the streets of Canterlot. Most had joined the Guard for the benefits and access to high-level spells—few had real combat experience. To the changelings fighting for survival, they were like inexperienced children.

Celestia looked down with an unreadable expression, her lips trembling slightly. Her horn began to pulse with a golden light, but unlike in the battle with Chrysalis, this light carried warmth and care.

A beam of light shot from her horn into the sky, and in the next moment, all of Canterlot was bathed in a golden glow. Like gusts of wind, streams of light swept across the city.

A pony with a slashed throat, gasping and desperately trying to staunch the wound, suddenly felt a surge of strength. Removing his hoof from his throat, he was shocked to find his wounds rapidly healing. The clanking sound of weapons being picked up filled the air as similarly injured ponies around him stood up, bathed in the golden light.

Only the dead remained lying on the ground—even Celestia could not heal death.

Casting one last look at the horizon, Celestia teleported inside the castle next to a fleeing changeling.

The changeling didn’t even have time to squeak before his entire body was paralyzed. Celestia leaned in, staring intently into his eyes. After a moment, she nodded in satisfaction and disappeared in a flash of flame.

Regaining his ability to move, the changeling still stared in shock at the spot where Celestia had been. Shaking his head, he tried to regain his composure—he needed to flee. Taking a deep breath, he exhaled, but flames burst from his mouth. His pupils shrank to pinpoints, but he didn’t even have time to scream as he was engulfed in fire.

Only a handful of ashes fell to the castle’s stone floor.

Meanwhile, Celestia stood by one of the portals the changelings had created for their escape. She couldn’t pass through the portal herself, but that didn’t mean she had no options.

The flames around Celestia began to flicker and condensed into the shapes of four birds, resembling phoenixes. Screeching loudly, they darted through the portal one after another.

Celestia didn’t have to wait long—within seconds, they returned, dragging seven changelings with melted horns.

After quickly scanning their memories, Celestia snorted irritably—Chrysalis had done an excellent job of keeping the location of the Hive secret. Celestia could only ascertain that it was somewhere in the Badlands, where transition portals led directly to the Hive. The exact location of the Hive was known only to Queen Chrysalis herself.

Teleporting the changelings to the cells and putting them to sleep beforehand, Celestia's flames flared, sending fiery birds throughout the castle, invading the remaining changeling portals.

However, most of the portals were already closed.

Gritting her teeth, Celestia lit her horn, sending out golden waves in all directions. In an instant, all the remaining changeling portals in the castle collapsed, and the crystals causing interference exploded.

Momentarily closing her eyes, she sent a beam to the celestial bodies and soon received a response. Celestia waved her horn, causing the castle wall to creak under the strain of such immense energy.

Soon, a portal formed, and a stern-faced Luna stepped out.

She had been flying back to Equestria at great speed from the other side of Equus, but the distance was immense. If compared to Earth, Equus was about three times larger.

Had it not been for her lost memories regarding some aspects of dream magic, she could have returned much faster. But now, she had to use the most rudimentary methods.

"Are you alright?" Luna asked, her gaze filled with concern as she scanned her sister. "Earlier, I felt—"

"I'm fine," Celestia interrupted, raising a wing. "Cadance has been kidnapped, and I need your help."

"I'm listening," Luna nodded, deciding to postpone her many questions for later.

"Deal with the remaining changelings in the castle," Celestia instructed, creating more fiery birds. "Preferably capture them alive. And awaken the Elements—the birds will show you where they are trapped."

"They weren't kidnapped?" Luna asked, surprised, but then understood the reason. "And you?"

"I'll go intercept," Celestia said, and flames began to gather around her. "I know this could be a trap. Don't worry, I'll be careful."

Saying this, she transformed into flames and flew out the window.

Luna watched the fiery streak heading east, then looked down. The sight of destruction and death was not new or frightening to her—Luna easily remained calm and collected. However, it brought back unpleasant memories of recent events.

Shaking her head, Luna turned her attention to the chirping fiery birds, inviting her to follow them.

With a sigh, Luna followed the birds deeper into the castle.

"Useless," muttered Alexei, setting aside the last book stolen from Luna's cabinet.

His luck must have run out after successfully infiltrating the palace. All four of these books turned out to be almost entirely useless.

Three of them were beginner-level dream magic works. The irony was that Luna had already let him read them when he asked to be taught dream magic.

"Why did she even reread them?" Alexei pondered, considering the most obvious possibilities. "Reviewing basics? Seeking inspiration? Did something happen to her on the moon?"

There were plenty of guesses and conjectures, but there was no point in dwelling on it. At least, in one of the books, he found numerous unfinished drafts of mental spells that hadn't been there before.

Now, being connected to the nightmare, he could use them. Of course, compared to a real nightmare, he was, to put it mildly, inadequate. Earth ponies had the earth attribute, pegasi had air, and nightmares had fear.

The attribute not only allowed the use of a certain type of magic but also endowed with innate intuition towards that element. Neither pegasi nor nightmares needed to memorize textbooks and create spell formulas like unicorns—they intuitively understood and followed the rhythm of their magic.

This didn't mean they immediately became masters of their element—arduous training, constant interaction, and deepening understanding of their element were required.

Unicorns had a harder time at the beginning of their magical journey, but they possessed neutral energy capable of manipulating anything.

There were special cases, like alicorns.

Celestia had two attributes: fire and light. Throughout the battle, she didn't use a single unicorn attack spell. Why waste time visualizing formulas when she could freely manipulate fire and light?

Humans didn't have this intuition, but they compensated for it with perseverance and hard work. Still, after six months in the dungeon, he managed to create only one simple spell, masking his mental energy as magical.

If he were a nightmare, everything would be much easier. Besides an improved understanding of mental energy in general, he could cheat a little. Though quite strained, fear could also be linked to masking—fear of being discovered.

Alexei had to create a mental spell formula, just like unicorns do with their magic, but a nightmare might be able to use the same spell without any formula through its attribute.

Alexei wasn't sure about all this—though he had caught a few nightmares before, they were all extremely weak and not very smart. So he could only make guesses.

But now he got some new drafts of mental spells.

Of course, they needed to be completed first, but the human already had a solid knowledge foundation. Besides, all these drafts were pretty simple spells of a beginner level, and it was well within his capabilities. Perhaps he could even improve them.

Even if he encountered problems with some part, he could always seek inspiration from alchemy.

In fact, there was almost no difference between alchemy and spells. All magic boiled down to one thing—manipulating energy. An alchemical recipe could be seen as a spell, and vice versa. The same applied to all other magic. Alexei even heard that advanced magic users, non-unicorns, could mimic effects of other elements.

From the perspective of alchemy, even a human could be seen as some alchemical product or ingredient for another product, just like any living creature.

He came to this understanding on his own when he was just starting to learn alchemy from Saadi, which surprised her a lot. According to her, it was some advanced level of understanding alchemy.

Maybe he didn't know much about alchemy back then, but he still came from the modern world. In terms of information dissemination and availability, Equus was akin to the Middle Ages. By the educational standards of the modern world, even a high schooler could be considered a scholar in this world, let alone a thirty-year-old man.

In addition to intuition about everything related to their attribute, nightmares had another advantage—their dense mental energy allowed them to even perform unicorn spells.

However, Alexei had no idea how they did it. Unicorn spells were based on magical energy, so it would be logical to assume that nightmares used some modified mental version of these spells. The human had zero progress in this regard.

"Sombra..." the man muttered, thinking about the contents of the last book. "Where have I heard that name?"

The fourth book turned out to be one of Luna's personal diaries dedicated to conversations with this very Sombra. He only briefly skimmed through the diary's contents, but it seemed there was nothing interesting there. Mostly, it was empty chatter, philosophical nonsense, and sharing experiences.

"Crystal Empire!" he finally realized, and his gaze at the diary changed.

His eyes sparkled with anticipation, but moments later, they dimmed.

"Even if there are any secrets there, it's useless," Alexei concluded with a sigh. "The Crystal Empire disappeared a thousand and a half years ago. If anything was left, it's all been plundered long ago."

Putting the books in his bag, Alexei decided it was time to leave.

Somewhere in the recesses of his mind, the thought of staying in the cave for a few hours and resting flickered, but he chased it away. Though he was wildly exhausted, both physically and morally, he couldn't afford to rest. It was doubtful that anyone would discover this cave anytime soon, but still, it was better not to take risks.

Surveying the surroundings of the cave, he noticed a silver vase with a wide mouth that would serve as a decent cauldron, and he stashed it in his bag. He also packed some thick fabric curtains—judging by the cold air, he already realized he had been blown somewhere into the northern part of Equestria.

There was nothing else interesting in the cave.

Approaching the spot where the portal had exploded earlier, Alexei drank a potion and began to grow fur, transforming into an earth pony.

In half a minute, everything was done, and after moving away for some distance, he threw several explosive potions there, destroying traces of his transformation.

Finishing up his preparations, Alexei exited the cave and looked around.

He found himself in some rare forest, with snow-capped mountain peaks visible right in front of him. The steam escaping from his mouth only confirmed that he was clearly somewhere up north.

To the east lay the griffon principalities, while to the west lived the zebras.

There was no point in going to the griffons: too far away, and it wasn't peaceful there at the moment. Well, it was never peaceful there, but now there was some young promising griffon who had started to unite the principalities. Normally, Alexei would have happily participated in the griffon civil war—the more chaos around, the easier to profit—but unfortunately, he couldn't. His strength was clearly insufficient, and he had the problem of nightmare rejection hanging over his head.

So he decided to head towards the zebras. Once he sorted out the nightmare, he would lie low and slowly gather strength. Besides, he wanted to get back to studying alchemy—he'd been stuck at the same level for almost a year.

The uninformed might think that you could simply absorb another alchemist's memories and magically become a pro.

That had nothing to do with reality. Yes, Saada had passed on her memories to him, and he had a solid foundation. But did that mean he instantly became a master alchemist?

Of course not. All this time in the forest, he had been doing three things: fighting, experimenting, and practicing alchemy.

Why were zebras the best alchemists? Because of their innate sensitivity.

Alchemy was built on the interaction with energies hidden within ingredients. There were no two identical leaves on a tree, just as there were no two identical ingredients. Even small differences in the quantity and quality of energy could change the entire recipe, like a snowball effect.

An alchemical recipe was more like a set of recommendations and general principles and could change depending on the ingredients. So the zebras' sensitivity gave them such advantages: during the potion-making process, one needed to closely monitor and adapt to unforeseen situations.

Even if he absorbed someone else's memory, he still had to train and practice each potion.

Not to mention that by this time, he had his own style. Trying to imitate another alchemist would only ruin his skills.

Taking a deep breath of the cold air, the pony raised his head and looked into the distance, a smile flickering across his face.

His venture into Luna's haunts had ended with nothing. The few sketches he obtained clearly didn't match the dangers he had faced. But if he hadn't tried and taken risks—there wouldn't have even been hope for success.

However, he did manage to acquire something interesting—the blood of Chrysalis. There were fairly high chances that he could make a potion from it to slow down the nightmare rejection.

But all of this wasn't really that important.

The most important thing was that he was alive and free.

Even if he had to destroy his nightmare and lose his magic—he would do it without hesitation. Sure, he enjoyed using magic, but he wasn't obsessed with it. Nightmare, alchemy, magic—it was all just tools for achieving eternal life.

Shaking his head and dispelling his fatigue, Alexei adjusted his bag and headed west.

Author's Note

Serious Celestia

With each book he looked through, the changeling’s frown deepened.

...tf is this shit?

Also, you can check the 1st and 11th () chapters. Soon they will appear under every chapter.